CMS_LawTax_Negative_from101.eps. Custodial & Defence

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1 CMS_LawTax_Negative_from101.eps Custodial & Defence 2015

2 We are delighted to present our experience in the custodial and defence sectors. We have drawn on the expertise of our Infrastructure and Project Finance Group to demonstrate our ability to provide both local, and (if required) international expertise in each of the markets in which we operate. We have more lawyers in Europe than any of our competitors, and a fastgrowing, dynamic international presence. As a market leading group in the custodial and defence sectors, CMS s experience extends from the procurement phase, through public works programmes, private sector finance and ongoing operational advice to mergers and acquisitions. Our lawyers have been involved at the cutting edge of developments in the sector: in primary markets, our award winning team has considerable experience advising all parties: contracting authorities, sponsors, sub-contractors and lenders on both PPP projects and long term concession contracts; in secondary markets, CMS boasts an extremely strong track record, together with extensive experience of liaising with our colleagues across Europe on complex projects: both crossborder transactions and portfolio deals. We remain optimistic about the future of the infrastructure industry, both across Europe and beyond. The scale of investment requirements is great, though of course the institutional, financial and legal framework within different jurisdictions has a significant bearing on each local market and investment climate. Whatever the scale and wherever the location of your project, with 59 offices in 33 different jurisdictions, CMS is ideally placed to provide commercially relevant legal advice. CMS was established in 1999 and today comprises 800 partners and over 3,000 lawyers. CMS is headquartered in Frankfurt, Germany. 2 Custodial & Defence

3 Investment structure - Nature of project vehicle - Corporate governance and deadlock - Pre-emption rights Exit strategy - Secondary markets transactions - Due diligence and transaction structuring - Share and asset sales Project regulation - Procurement rules and procedures - Real estate and title due diligence - Planning - Environment Using our experience to resolve your issues Disputes - Dispute resolution - Mediation and settlement - Arbitration and litigation Funding projects - Identifying the right funding solution - Inter-creditor arrangements - Credit support Operational issues - Payment mechanism and performance regime - Lifecycle and major maintenance - Benchmarking and market testing - Termination and compensation Construction issues - Design and defects liability - Delay and liquidated damages - Termination and compensation - Performance security 3

4 Custodial Czech Republic Ministry of Justice Advising on a public tender worth CZK 4 billion for the construction of Justice Courts in Ústínad Labem and in Karlovy Vary. This was the first PPP project in this area of the Czech Republic. France Court of Justice PPP Advising a successful bidder for a contract for the design, financing, construction and maintenance of the new Court of Justice at Caen. Military Police Station (Gendarmerie) PPP, Caen Advising a Crédit Agricole subsidiary (Auxifip), owner of the SPV and financer of a military police station and accommodation PPP, representing a project value of approximately 130 million ( 60 million of investment). Military Police Station (Gendarmerie) PPP, Sathonay Advising GCC (a construction company) in relation to the 170 million PPP project for the design, financing, construction, operation and maintenance of living quarters and facilities for use as a Gendarmerie in Sathonay. National Military Police Station PPP, Issy-les-Moulineaux Advising Fortis on its bid to the Ministry of Defence for the financing, design, construction and maintenance of buildings and equipment for the management headquarters of the Gendarmerie Nationale (national military police) at Fort d Issy in Issy-les-Moulineaux (Paris outskirts). The project represented a total investment of roughly 120 million. Germany JVA Bremervörde Advising a bidder on a PPP project for the construction, maintenance and operation of a prison. JVA Burg Advising on a PPP project for the construction and operation of a prison, involving due diligence as well as drafting and negotiating the finance and securities documentation. JVA Zeughausareal Advising a consortium of banks on a PPP project for the construction, maintenance and operation of a prison. 4 Custodial & Defence

5 Spain Courts of Justice Advising on a PPP project for the Barcelona Judicial Courts with a project value of approximately 325m. Depfa Bank Advising on a financing increase (up to 19 million) for the building and operation of several public courts in Catalonia. Switzerland Regional Prison Zeughausareal Burgdorf Advising group lenders supporting a German/Swiss consortium on a PPP project for the construction, maintenance and operation of a prison and associated administrative buildings. United Kingdom Primary Ashford and Peterborough Prison Advising Citadel in relation to its bid for the Ashford and Peterborough Prison PFI project. Bridgend Prison Advising Bridgend Custodial Services in relation to the Bridgend Prison PFI project with the Home Office, and on its subsequent refinancing. Maghull and Belmarsh Prison Advising Serco in relation to the Maghull and Belmarsh Prison PFI projects. Medway Police Headquarters Advising on the provision of a new divisional police headquarters near Chatham, Kent. Milton Keynes Secure Training Centre Advising STC (Milton Keynes) Limited in relation to the Milton Keynes Secure Training Centre PFI project entered into with the Youth Justice Board. West Yorkshire Police Advising the Equitix/Interserve consortium and Aviva in relation to a 115 million PFI project to design, build, finance and operate a number of police facilities in West Yorkshire. Dorset Emergency Services Partnership Initiative (DESPI) Advising InfraRed on the acquisition of an interest in a Police and Fire joint PFI project which involved the design, build, finance and operation of four new fire and emergency service facilities on three sites in Poole, Poundbury and Dorchester. Hassockfield Secure Training Centre Advising the purchaser in relation to the acquisition of interests in the Hassockfield Secure Training Centre project. HMP Projects Advising the purchasers in relation to an acquisition of interests in the Dovegate Kilmarnock, Lowdham Grange, Rye Hill and Wolds prison projects. John Laing Advising John Laing on the transfer of a 50% holding in British Transport Police accommodation to the John Laing pension fund. Advising John Laing on the disposal of a 22.9% equity stake in the Cleveland and Durham Police Training Centre project. Advising John Laing on the sale of three Greater Manchester Police station PFI/PPP projects to the FTSE listed John Laing Infrastructure Fund, for 25.4 million. Advising John Laing on the sale of a 27.1% stake in the project to the FTSE listed John Laing Infrastructure Fund. Advising John Laing plc on the disposal of 50% interest in four PFI projects in the UK police force accommodation sector to Allianz. John Laing Infrustructure Fund Advising the FTSE listed John Laing Infrastructure Fund the acquisition on additional 7.1% stake in the Cleveland Police Authority Action Stations PFI project. Yarlswood Secure Training Centre Advising a purchaser in relation to the acquisition of interests in the Yarlswood Secure Training Centre project. Secondary Addiewell Prison PFI Advising InfraRed in the acquisition of a 33% stake in the Addiewell Prison PFI project from Royal Bank Project Investments Limited, a wholly owned subsidiary of RBS. 5

6 Defence France Out-at-sea support and assistance PPP Advising a ship-owner on its bid to the Ministry of Defence for the provision of services relating to military and/or civil support maritime operations and assistance, including operating and maintaining ships. The transaction involved a total investment of roughly 300 million. Germany Fürst Wrede Barracks/construction company Advising a construction company at bid phase for the PPP project (a German federal government PPP pilot project) for the planning, construction, operation and financing of a barracks in Bavaria. Fürst Wrede Barracks Advising BBGI on the acquisition of an interest in the Fürst Wrede Barracks PPP project in Munich from HOCHTIEF. United Kingdom Primary Alert Submarine Received Signal Advising Barclays Private Equity, 3i and VT Merlin Communications on the Submarine Received Signal project. Allenby and Connaught Advising Aspire Defence Limited on the 11.5 billion accommodation Allenby and Connaught PFI project, which involved the construction and refurbishment of military accommodation, offices, workshops and other similar assets at Army garrisons at Aldershot and on Salisbury Plain in Southern England, on behalf of the Ministry of Defence. Chelsea Barracks Accommodation Advising a consortium on the provision of serviced accommodation at Chelsea Barracks. Future Strategic Tanker Aircraft (FSTA) Programme Advising Cobham plc as a shareholder of, and sub-contractor to, the AirTanker consortium in relation to the 13 billion FSTA (long term air-to-air refuelling equipment support) PPP project. 6 Custodial & Defence

7 Matra BAE Dynamics Missiles JV Advising BAE Systems Plc (BAE) on the setting up of the Matra BAE Dynamics joint venture with Matra Lagardère for the combination of their respective missiles businesses. Medium Support Helicopter Air Training Facility Advising HSBC in relation to its equity funding of the Medium Support Helicopter Air Training Facility. Ministry of Defence Helicopter Training Facility PPP Advising FBS Limited on financing in connection with the provision of 45 helicopters and a joint forces Helicopter Flying School to the Ministry of Defence. MoD Main Building PFI Project Advising funders on the supply chain restructuring in relation to the MoD Main Building PFI Project. Royal School of Military Engineering (RSME) Advising the Holdfast consortium on legal aspects of the 3 billion RSME PPP project for the provision of training facilities at Chatham and Minley. Search and Rescue Helicopters PPP project Advising funders to the AirKnight consortium (Lockheed Martin/VT) in relation to the Search and Rescue Helicopters PPP project. Tri-Services Airfield Support Services Advising the funders to the Logicair consortium in relation to the Tri-Services Airfield Support Services PFI project. Secondary Colchester Garrison Advising InfraRed on the acquisition of an interest in the Colchester Garrison PFI project from WS Atkins. Allenby & Connaught Advising Infrared on the acquisition of an interest in the Allenby & Connaught project. Northwood Headquarters Advising InfraRed on the acquisition of a 50% interest in the Northwood Headquarters PFI project for 30.6 million from Carillon Private Finance. Royal School of Military Engineering (RSME) Advising InfraRed on the acquisition of an interest in the RSME project from Carillion Private Finance.

8 Amsterdam London Utrecht Antwerp Bristol Hamburg Berlin Leipzig Duesseldorf Warsaw Cologne Brussels Prague Frankfurt Luxembourg Vienna Stuttgart Paris Bratislava Munich Strasbourg Budapest Zurich Aberdeen Geneva Ljubljana Zagreb Lyon Edinburgh Milan Belgrade Glasgow Sarajevo Mexico City Sofia Hamburg Podgorica Rome Amsterdam Barcelona Berlin Tirana Warsaw London Utrecht Leipzig Duesseldorf Madrid Bristol Antwerp Cologne Lisbon Brussels Prague Frankfurt Luxembourg Seville Vienna Stuttgart Paris Algiers Bratislava Munich Strasbourg Budapest Zurich Geneva Dubai Casablanca Ljubljana Zagreb Lyon Milan Muscat Belgrade Sarajevo Barcelona Madrid Rio de Janeiro Rome Sofia Podgorica Tirana Kyiv Beijing Moscow Bucharest Istanbul Kyiv Shanghai Bucharest Istanbul Dubai Lisbon Muscat Seville Algiers Casablanca Dubai Muscat Rio de Janeiro CMS Cameron McKenna s free online information service Receive expert commentary and analysis on key legal issues affecting your business. Register for free alerts and access the full Law-Now archive at CMS Cameron McKenna LLP Mitre House 160 Aldersgate Street London EC1A 4DD T +44 (0) F +44 (0) CMS Cameron McKenna LLP 2014 The information held in this publication is for general purposes and guidance only and does not purport to constitute legal or professional advice. CMS Cameron McKenna LLP is a limited liability partnership registered in England and Wales with registration number OC It is a body corporate which uses the word partner to refer to a member, or an employee or consultant with equivalent standing and qualifi cations. It is authorised and regulated by the Solicitors Regulation Authority of England and Wales with SRA number and by the Law Society of Scotland with registered number It is able to provide international legal services to clients utilising, where appropriate, the services of its associated international offices. The associated international offices of CMS Cameron McKenna LLP are separate and distinct from it. A list of members and their professional qualifi cations is open to inspection at the registered office, Mitre House, 160 Aldersgate Street, London EC1A 4DD. Members are either solicitors or registered foreign lawyers. VAT registration number: Further information about the firm can be found at CMS Cameron McKenna LLP CMS Cameron McKenna LLP is a member of CMS Legal Services EEIG (CMS EEIG), a European Economic Interest Grouping that coordinates an organisation of independent law firms. CMS EEIG provides no client services. Such services are solely provided by CMS EEIG s member firms in their respective jurisdictions. CMS EEIG and each of its member firms are separate and legally distinct entities, and no such entity has any authority to bind any other. CMS EEIG and each member firm are liable only for their own acts or omissions and not those of each other. The brand name CMS and the term firm are used to refer to some or all of the member firms or their offices. Further information can be found at