FNCE90048 Project Finance Lec2 2021s1
FNCE90048 Project Finance Lec2 2021s1
FNCE90048 Project Finance Lec2 2021s1
Lecture 2
Project Costs
Sources of Project Finance Funds
1. What are the key features of project finance that distinguishes it from
other forms of financing?
2. Why would businesses consider the use of project finance in a
proposed project? What are the alternatives?
3. Would a listed company’s share price go up, down, or stay the same if it
announces it will use project finance for a proposed new project?
4. Who are the main parties to a project financing?
5. What is the main rationale for using project finance, in the case of (i)
Sponsors, (ii) Lenders, and (iii) Governments?
March 2021 FNCE90048 Lecture 2 3
Lecture 2 – Part 1
• Project costs
– commencing a new project
– project investment costs (CAPEX)
– funded project structure
• the example demonstrates the scale and complexity of the type of projects that
are project financed
• each of the elements will be subject to discussion, further research, amendment
and agreement – a process that takes many months and is continually updating
• the next step is to estimate costs of construction, such as design, building,
management, materials, equipment, labour, etc.
• in basic terms, the total amount of these costs is the amount that needs to be
raised (via equity and debt)
• recall that total project cost relates to the construction period, i.e. the cost to
construct an ‘asset’ (CAPEX); then, operations enable repayment of debt
March 2021 FNCE90048 Lecture 2 9
Where financing fits in
• in addition to the cost categories outlined earlier, there are other ‘costs’
associated with capital projects, such as:
– environmental costs (e.g. pollution, deforestation, land degradation,
greenhouse gas emissions, loss of biodiversity, etc.)
– social costs (e.g. re-location, adverse health impacts)
– economic costs (e.g. lower productivity than in the home country, say due
to more stringent safety procedures)
• whilst any of these can have a detrimental effect, they are not cash costs and
therefore, are not to be included in the project budget
• to reiterate, total budgeted project costs will include only cash costs related
to the construction stage, i.e. only the costs of constructing the assets
– as noted, all related (e.g. management) costs are included, too
• potential non-cash costs of the project need to be recognised as risks, which
will be subject to mitigation (next lectures)
• e.g. think of the costs of an environmental clean-up due to an oil spill in
operations – do we budget $tens of millions for this?
• of course not, because: (1) we don’t plan to destroy the environment; and (2)
such event is a risk at planning stage, so we should be mitigating it
• the total amount of forecast construction costs – including all core facilities,
equipment, infrastructure, management, etc. – is the amount that the SPV
needs to be raised by the sum of equity and debt
• e.g. assume the Oil Production project (above) is estimated to cost a total of
$1b, i.e. for everything paid to get to the complete structure
• sponsors would need to address how much will be equity and how much debt
– will often try to minimise equity, but this might not always be possible
• this emphasises the importance of getting the cost estimates correct, so
detailed work needs to be done on the project costings
– e.g. what happens if the project ends up costing $1.2b?
March 2021 FNCE90048 Lecture 2 18
Funding and operating structure
Lenders
Loan Debt
EPC, funds repayment Offtake
design, etc. SPV (entity that owns contract(s)
the assets comprising
Contractors the project; estimated Purchasers
total cost = $1b)
Equipment, Output
building
Equity Returns to
materials,
funds investors
labour, etc.
Sponsors
March 2021 FNCE90048 Lecture 2 19
Lecture 2 – Part 2
• in any business activity, equity investors typically bear core business and
financial risks – that is how a return is earned
• but in project finance, sponsors of a project are often contingently liable for
additional obligations in the event that cost overruns occur or the project fails
(i.e. construction failure triggers full debt repayment)
• also, projects require a long construction period, so equity investors
understand that they will have delayed dividends
– usually, a project is prevented from paying dividends before operations commence
• in addition, lenders often restrict the payment of dividends during the early
years of operation, until the debt has been substantially repaid
March 2021 FNCE90048 Lecture 2 23
Equity finance
• the foregoing suggests that equity in a project financing is more risky than
normal equity investments
• this is true on one level, but recall that these projects are relatively low risk
operations
• in addition, as we have seen, sponsors typically set up a project to ensure that
they will directly benefit from its construction and/or operation, such as:
– undertaking construction activities and/or operations once completed
– suppliers of essential products and services to the project, including engineering
– purchasers of the project’s output
– owners of rights to any natural resource reserves the project will utilise
• this category is the main one in relation to bank debt financing and will
typically comprise the majority of debt funds, i.e. the senior debt
• these loans are advanced in instalments over the construction period, then
the total owed at the end of construction (principal plus interest) is the
permanent loan, that is subject to an amortisation (repayment) schedule
• this is the practical outcome of the arrangement whereby after completion,
the project financing moves from limited recourse (i.e. construction loan) to
non-recourse (permanent financing)
• typically, the commitment for construction financing will be for about 2-4
years and for permanent financing from 6-15 years
March 2021 FNCE90048 Lecture 2 29
Term loans
• assume the parties have agree that the loan is to be repaid monthly in arrears
over 14 years, and the interest rate is LIBOR + 1.5% (what is this margin?)
• if LIBOR is currently 2.35%, what is the initial monthly repayment?
• this is an ordinary annuity calculation, so use: PV = A[(1 - (1+r)-n))/r]
• re-arranging and substituting known variables gives us:
– A = $900m / [(1 - (1+ 0.0385/12)-(14x12))/(0.0385/12)]
– so, required monthly repayment (A) = $6,938,351
– what happens if LIBOR changes?
• note: not all loans are negotiated as repayable in equal periodic instalments
• a letter of credit (LC) doesn’t involve provision of debt funds by the bank
• rather, it’s a guarantee of payment issued by a bank on behalf of a client (e.g.
SPV) that is used to support a proposed transaction with a third party
• the use of LCs has become a very important aspect of international trade (e.g.
import of equipment), due to the nature of international dealings
– e.g. difficulties relating to factors such as distance, differing laws in each
country, and difficulty in knowing each party personally
• if the buyer was to default on a payment, then under the terms of the LC, the
bank would make payment
• note that LC’s are expensive, costing 1-8% of amount financed
March 2021 FNCE90048 Lecture 2 35
How does an LC work?
• the ConnectEast listed ‘entity’ comprised two principal unit trusts, a common
management company and a stapled security arrangement
• AUD1,120m ($1.12b) of equity raised on the ASX was supplemented by a
further $290m in ‘deferred stakeholder equity’ and $297m to be raised via a
dividend reinvestment plan
• the SPV initially borrowed a total of up to $2.86b in three senior facilities
– an equity bridge (to cover deferred equity component) of $290m
– a construction loan of $2,088m (interest was capitalised during construction,
converting to a medium term investment loan when construction is completed)
– a bond facility
• overall, despite the number and variety of potential lenders, for the majority
of project financings, debt will (at least initially) be provided as a term loan by
commercial banks / syndicates, for three main reasons:
1. the size and term of the capital required to ensure availability and
commitment of sufficient funds to complete the project;
2. the degree of sophistication needed to understand the complex
arrangements typically involved in a project financing; and
3. the difficulties and time delays involved in registering public debt securities
with government authorities and/or the need to obtain a credit rating to
ensure marketability to the purchasers of public debt securities (bonds)
March 2021 FNCE90048 Lecture 2 45
Refinancing
• we find that sometimes (often?) the permanent loans are repaid early – soon
after completion – under a refinancing arrangement
• refinancing is the replacement or renegotiation of the permanent loan of the
project company on more favourable terms
– renegotiation is possible if the lender wishes to retain the loan
– alternatively, at start-up of operations it might be agreed by the parties
that the balance of the permanent loan is paid out (replaced) by funds
from either a single bank or by the issue of bonds
• these options become possible due to the change in risk profile, i.e. the
change from construction period risks to operations risk
March 2021 FNCE90048 Lecture 2 46
Refinancing
• ECAs exist to promote and assist with the export of equipment manufactured
within a home country, and in recent years they have been willing to be
involved in project financing for this purpose
• they were originally established to help domestic companies export to
international markets, essentially to reduce exporters’ risk of not getting paid
when sending goods overseas
• for ECAs to participate in a project financing, there must be a link to the
export of equipment to the project located in another country
– e.g. this means that if there is a direct loan from an ECA, these loan funds
must be used (only) to purchase exported equipment
March 2021 FNCE90048 Lecture 2 53
ECAs and project finance
• multilateral agencies (MLAs) are aid agencies that provide regional and
international development aid or assistance, divided between national
(mainly OECD countries) and international organisations
– bilateral agencies are a variation (two parties)
– they are also known as Development Finance Institutions (DFIs)
• their mandates vary, but broadly speaking, MLAs provide support for
development programs in developing nations
• in recent years, they have played an increasing role in project financing, since
many of the projects are large scale developments in developing nations
• the MLAs most relevant to project finance are those that operate as banks
• these are a sub-set of MLAs collectively known as Multilateral Development
Banks (MDBs), the most important of which include:
– World Bank
– Asian Development Bank (ADB)
– International Finance Corp (IFC)
– Multilateral Investment Guarantee Agency (MIGA)
• although MDBs operate as banks, their services are more broad than just the
provision of loans and guarantees
• the costs of a project refer to the outlays required to get to the point where
there is an operational asset (in practice, a group of interrelated assets)
• it is the cash cost of constructing, funded by equity and project debt
• project finance technically refers to the debt borrowed by the SPV, added to
sponsors’ equity, to fund the full project costs
• project debt can comprise short- and long-term borrowing, fixed or variable
rate interest, and negotiated repayment terms
• there are many possible lenders to projects, but the market is dominated by
variable rate interest term loans provided by bank syndicates
– loans from MLAs and ECAs might be available in some cases
March 2021 FNCE90048 Lecture 2 60
Lecture 2 questions
1. Identify some of the main costs of a large-scale project. How are they estimated?
2. Why are some items on slide 19 shown in red?
3. Discuss the different forms of equity capital that can be used in project financing.
Identify circumstances to which these different forms of equity would be suited.
4. Identify and describe the different forms of debt available for project financing.
5. What is a Letter of Credit facility? In what circumstances would it be used in project
financing? What are its advantages and disadvantages?
6. Discuss the pros and cons of up-front project financing with bonds as opposed to
bank syndicate borrowing.
7. Describe ECAs and MLAs and discuss their roles in project financing.
8. How might an SPV maximise the debt financing outcome?
March 2021 FNCE90048 Lecture 2 61