Perfect 10 Winners 2017: The big, the bold and the brainy
Size matters - but innovation, strong marketing and a willingness to take on risk are the key traits that this year's winners of the TXF Perfect 10 Deals of the Year all share.
There were some truly significant deals across the ECA-backed, project finance and commodity finance sectors in 2017.
In terms of structural innovation, deals like ACWA Power's holdco bond, Trafigura's inventory-backed ABS deal, Chrysaor's acquisition financing, Shandong Qingyuan's first offshore borrowing, the Pedemontana-Veneta project bond and Helios Investment Partners acquisition financing stand out.
Others, like Nokeng Fluorspar, are deals that got banked against the backdrop of major market or political risk – a major achievement given diminished bank appetite for risk of any form.
Across all the deals there were also some stand-out performances: SMBC wins 10 deals of the year, MUFG and ING Bank won nine each, Societe Generale won eight, Standard Chartered, Natixis and HSBC took seven each, and Citi, ABN Amro and Santander won six each. BNP Paribas and Deutsche Bank each won five, while KfW IPEX-Bank and Intesa Sanpaolo took home three.
The most prominent ECAs were Euler Hermes, SACE and K-Sure, which each covered three separate loans. JBIC supported two deals, and Bpifrance also backed two deals.
On the legal side, Allen & Overy won eight deals; Clifford Chance six; Norton Fulbright Rose, Herbert Smith Freehills and White & Case won four; and Linklaters took home two.
TXF will be publishing full deal analyses on the Perfect 10s in the Chronicle at the end of the month. And there will be awards ceremonies at our Amsterdam (commodities) and Prague (ECA and project finance) events.
In the meantime, congratulations to all those involved in the following…
ECA Finance Deals of the Year
Overall ECA Finance Deal of the Year
The biggest ECA-backed deal of 2017 and the largest ECA facility raised by Kuwait National Petroleum Company (KNPC) to date, the $6.25 billion multi-sourced 13-year Clean Fuels Project financing features cover and loans from seven ECA’s and 11 commercial banks, and a host of inter-creditor complexities.
Sponsor: Kuwait National Petroleum Company
Debt: $6.25 billion
ECAs: Atradius, UKEF, SACE, K-Sure, Kexim, Nexi, JBIC
MLAs: HSBC, BBVA, MUFG, Credit Agricole, Santander, Societe Generale, Mizuho, Standard Chartered, Natixis, BNP Paribas Fortis, SMBC
Legal (borrower): Clifford Chance
Legal (lenders): Latham & Watkins; Asar Legal
African ECA Finance Deal of the Year
The $2.7 billion Nacala rail financing, the largest infrastructure project financing in Africa to date, comprises a complex dual-jurisdiction set of agreements with four borrowers and five concessions. The deal has lessons for African governments in how to collaborate to attract private infrastructure investment and ECA backing.
Sponsors: Vale, Mitsui
Borrower: Corredor Logistico Integrado de Nacala
Debt: $2.7 billion
Tenor: 14 years
Signed: 27 November 2017
ECAs/DFIs: JBIC NEXI, ECIC, AfDB
Banks: SMBC, Standard Bank, Mizuho, Nippon Life Insurance Co, MUFG, Sumitomo Mitsui Trust Bank, ABSA, Investec, First Rand Bank, Standard Chartered
Legal (lender): Linklaters
Legal (borrower): White & Case
Americas ECA Finance Deal of the Year
Zuma Energia - Parque Eolico Reynosa
Mexico’s largest wind farm financing to date combined both ECA and DFI support to provide the first bankable template under the new power purchase agreements proffered in Mexico’s first long term energy auctions.
Sponsor: Zuma Energia
Borrower: Parque Eolico Reynosa III
Debt: $490 million
Tenor: 20 years
Financial close: 1 August 2017
MLAs: Bancomext, Banobras, Nafin, Banco Santander
ECA: EKF
Legal (borrower): Clifford Chance, Mijares Angoitia Cortes y Fuentes
Legal (lender): Ritch Mueller
Insurance adviser: Willis
Technical adviser: Mott MacDonald
Tax adviser: PwC
Asia-Pacific ECA Finance Deal of the Year
Kia Motors’ ECA-backed facility to finance the construction a new manufacturing plant in India – its first project financing in India and only its third ever ECA-backed borrowing – produced one of the lowest K-Sure covered margins in 2017.
Debt: $648 million
Financial close: 17 October 2017
Tenor: 10 years
ECA: K-Sure
Banks: ANZ, Citi, ING Bank, Santander, Standard Chartered
Legal: Norton Rose Fulbright
European/Eurasian ECA Finance Deal of the Year
Development Bank of Kazakhstan
Designed to ultimately finance the Shymkent Refinery modernisation, Development Bank of Kazakhstan’s debut $225 million Sinosure-covered loan is a rare example of an ECA facility to fund on-lending by a state-owned development bank, and is also Sinosure’s first-two step loan in Kazakhstan.
Debt: $225 million
Tenor: 12.4 years
Signed: 29 December 2017
ECA: Sinosure
MLAs: Deutsche Bank (facility agent), SMBC (Coordinating arranger and bookrunner), MUFG, Credit Agricole
Legal (lender): Norton Rose Fulbright (Hong Kong)
Legal (borrower): DLA Piper (Moscow)
Middle Eastern ECA Finance Deal of the Year
The $3 billon Alba Line 6 expansion financing tapped multiple European ECAs to seal a tightly priced $700 million Serv- and Euler Hermes-backed facility to finance the world’s largest aluminium complex.
Debt: $700 million
Tenor: 14 and 15 years
Signed: 25 and 30 April 2017
Mandated lead arrangers: Commerzbank, JP Morgan, Citi, Credit Agricole, and Standard Chartered
ECAs: Serv, Euler Hermes, SACE, Bpifrance
ECA-backed Energy Deal of the Year
One of the largest project financings in Africa to date and the first monetisation of Mozambique’s offshore natural gas resource, the $8.6 billion Coral FLNG project features major ECA backing that got the world’s first FLNG project financing banked.
Sponsors: ENI, CNPC, Kogas, Galp Energia, ENH
Borrower: Coral South FLNG DMCC
Debt: $4.63 billion
Tenor: 16 years
Financial close: 23 November 2017
DFI direct lender: Korea Development Bank (KDB)
ECA (guarantor): Bpifrance, Kexim, K-sure, SACE, Sinosure
ECA direct lender: Kexim, China EXIM
MLAs: Natixis, BNP Paribas, ABN Amro, Credit Agricole, Societe Generale, SMBC, HSBC, UBI Banca, UniCredit, Millennium BCP, Bank of China, China Development Bank, Industrial and Commercial Bank of China, Korea Development Bank, Standard Bank
Legal (borrower): Linklaters
Legal (lender): Allen & Overy
ECA-backed Shipping Deals of the Year
Last year Royal Caribbean closed two major ECA-backed financings as part of its ongoing cruise ship construction programme – a €2.74 billion ($3.2 billion) Euler Hermes/Finnvera-backed facility to finance the procurement of two new series Icon cruise ships from Mayer Turku in Finland; and a $2.92 billion Bpifrance-covered facility to finance three cruise vessels from STX France.
Icon financing
Debt: $3.2 billion
Signed: 11 October 2017
Tenor: 12 years
Pricing: 356bp and 376bp all-in
MLAs: KfW IPEX-Bank, BNP Paribas, HSBC, Commerzbank, Banco Santander, BBVA, Niederlassung Deutschland, Bayerische Landesbank, DZ Bank, JP Morgan, and SMBC
ECA: Euler Hermes, Finnvera
Legal: Watson, Farley and Williams (RCC), Stephenson Harwood (lenders)
Delano financing
Debt: $2.92 billion
Signed: 11 October 2017
Tenor: 12 years
MLAs: Citi (facility agent) BNP Paribas, HSBC, Banco Santander, and SMBC
ECA: Bpifrance
Legal: Watson, Farley and Williams (RCC), Willkie Farr & Gallagher (STX), Norton Rose Fulbright (lenders)
ECA-backed Renewables Deal of the Year
A pathfinder in terms of development of European unsubsidised renewables deals backed by corporate PPAs, the 650MW Markbygden ETT wind project financing comprises a rare example of an EIB tranche with ECA cover and is backed by the largest corporate wind PPA to date.
Sponsors: GE EFS, Green Investment Group
Debt: €500 million
Tenor: 18 years from commercial operation date
Signed: 7 November 2017
MLAs: NordLB, KfW IPEX, HSH Nordbank, EIB
ECA: Euler Hermes
Financial advisers: Macquarie Capital, PwC
Legal (sponsor): CMS
Legal (lender): Simmons & Simmons
ECA-backed Telecoms Deal of the Year
Last year serial bond issuer Verizon Communications completed its second ever visit to the ECA-backed market – two linked (albeit standalone in terms of documentation) $2 billion deals, closed within seven days of each other, as part of an overall $4 billion telecoms equipment loan package covered by Nordic ECAs. Not only was the deal priced at an attractive all-in cost, it was the biggest ECA-backed loan into the telecoms sector to date and confirmed that ECA debt is now firmly a part of Verizon’s funding mix.
Debt: $4 billion
Tenor: 9 years
Signed: 20 July 2017, 27 July 2017
MLAs: Deutsche Bank (bookrunner and facility agent), Santander, SEB, EDC
ECA cover: EKN, Finnvera
Legal (lenders): Allen & Overy, DLA Piper, Vinge
Commodity Finance Deals of the Year
Overall Commodities Finance Deal of the Year
By transferring the majority of its bilateral, short-term and uncommitted transactional lines to one syndicated borrowing base facility, Sucafina both optimized its overall financing and added new relationship banks to its funding base.
Debt: $300 million
Tenor: 1 year 6 months
Financial close: 20 October 2017
Coordinating MLA: BNP Paribas
MLAs: ABN Amro, Banque Cantonale de Geneve, BIC BRED, Credit Suisse, HSBC, ING Bank, Natixis, Rabobank, Societe Generale, UBS
Legal (lenders): Herbert Smith Freehills
Legal (borrower): Holman Fenwick Willan
Metals/Minerals Commodities Finance Deal of the Year
Despite high gearing following sizeable investments and two years of low metals pricing, KAZ Minerals managed to upsize its pre-export finance facility, loosen covenants and bring in new lenders. The deal relied as much on strong marketing as it did on lenders confidence in the borrower’s improving economic fundamentals and investment strategy.
Debt: $600 million
Tenor: 4 years
Signed: 8 June 2017
CMLAs: Deutsche Bank, ING Bank, Societe Generale
Other Lenders: Bank of China, Citibank, Credit Agricole, ICBC, JP Morgan Chase Bank, ABN Amro, Natixis, Rabobank, UniCredit
Facility Agent: Deutsche Bank
Security agent: ING Bank
Legal (borrower): Linklaters
Legal (lenders): Hogan Lovells
Soft Commodities Finance Deal of the Year
Despite bank angst over tropical commodity trading borrowing bases following the Transmar scandal, Mercon successfully brought in six new lenders, including the IFC, into its refinanced 18-month secured revolving credit facility.
Tenor: 1 year 6 months
Financial close: 30 November 2017
Joint bookrunners and lead arrangers: Rabobank, BNP Paribas
Joint lead arrangers and documentation agents: Macquarie, Credit Suisse, ING Capital
Participants: IFC, UBS, Compeer Financial, Bank Leumi, Bank of America, Mercantil Bank, Woodforest Bank, Brown Brothers Harriman
Legal (lender): Cadwalader Wickersham & Taft
Legal (borrower): Fox Horan & Camerini
Commodity Trading Company Deal of the Year
Trafigura’s debut inventory-backed securitisation folded a commodity product into a credit product – issuing paper that both broadens the trader’s investor appeal and offsets future liquidity problems in a commodity trading market where financial clout and competitiveness increasingly go hand-in-hand.
Borrower: Trafigura Commodities Funding
Debt: $470 million
Tenor: 364 days (rolling)
Signed: 2 November 2019
Financial close: 9 November 2017
Lenders: Natixis, Westpac, DBS Bank, OCBC, MUFG, Mizuho Bank Europe
Legal (borrower): White & Case
Legal (lender): Allen & Overy
Most Innovative Commodities Finance Deal of the Year
Reserves-based oil and gas lenders dusted off their deal books last year to participate in one of the most creative acquisition financings in the UK North Sea to date – a deal that enabled Chrysaor to propel itself to third largest oil and gas producer in the UK North Sea.
Borrower: Chrysaor E&P Finance
Debt: $1.5 billion
Tenor: 6 years
Signed: 31 January 2017
Financial close: 31 October 2017
Bookrunners and coordinating MLAs: ING, BNP Paribas, DNB, Citibank, BMO Capital Markets
MLAs: Commonwealth Bank of Australia, Lloyds Bank, Royal Bank of Scotland, Standard Chartered Bank, Societe Generale
Participants: ABN Amro, Barclays, Natixis, Nedbank, JPMorgan Chase, GE Capital EFS, NIBC
Legal (lenders): Watson Farley & Williams
Legal (borrowers): White & Case
Middle Eastern Commodities Finance Deal of the Year
OOCEP’s debut in the pre-export finance market was not a simple repeat of the PDO template set in 2016 – timing, politics and a sovereign downgrade made the deal more challenging. But the loan still signed within 10bp of PDO’s benchmark in 2016.
Debt: $1 billion
Tenor: 5 years
Financial close: 13 September 2017
Offtaker: OTI
IMLA, coordinator and bookrunner: Natixis, Societe Generale
IMLA and coordinator: HSBC
IMLA: Credit Agricole, Credit Suisse, ING, Intesa Sanpaolo, SMBC
MLA: Mizuho, ABN Amro, MUFG
Legal (borrower): Allen & Overy
Legal (lender): Herbert Smith Freehills
Asia-Pacific Commodities Finance Deal of the Year
Last year Shandong Qingyuan closed its second benchmark deal in as many years – a $650 million prepayment facility. The deal was the first offshore debt raised by an independent Chinese refiner and is still the largest structured commodity financing into the Chinese market to date.
Borrowers: Shandong Qingyuan Group Co, Shandong Qingyishan Petrochemical Technology Co
Debt: $650 million
Tenor: 3 years
Signed: 20 June 2017
Mandated lead arrangers and bookrunners: ING, ABN Amro, Societe Generale, Deutsche Bank, Westpac
MLAs: Bank of East Asia, Commonwealth Bank of Australia, National Bank of Abu Dhabi, SMBC
Lead Arrangers: ICICI, Korea Development Bank, Intesa Sanpaolo
Arrangers: Chang Hwa Commercial Bank, Taishin Commercial Bank, Luso International Bank
Legal (lenders): Reed Smith
European Commodities Finance Deal of the Year
Despite ongoing credit risk fallout from the Ukraine crisis, ViOil managed to close its debut syndicated pre-export facility last year – the first syndicated loan from a privately owned Ukrainian entity to have launched and closed since 2014.
Borrower: Vilavi Union Enterprises
Guarantors: ViOil Holding, various ViOil operating companies
Debt: $80 million
Tenor: 1 year
Financial close: 10 November 2017
Coordinating MLA and bookrunner: ING Bank
MLAs: Credit Agricole, Raiffeisen Bank
Original lenders: EFA Group, IIG Bank (Malta)
Legal (lenders): CMS
Commodity Acquisition Finance Deal of the Year
The first structure of its kind within the commodity finance space, Helios Investment Partners’ innovative blend of leveraged finance and trade finance techniques raised both the necessary funding for its purchase of Fertilizers and Input Holdings, and post-acquisition trade finance for the acquired asset.
Sponsor: Helios Investment Partners
Acquisition: Fertilizers and Inputs Holding
Seller: Louis Dreyfus Company
Debt: $110 million
Signed: 15 November 2017
Arrangers: Societe Generale, Standard Chartered
Legal (borrower): Vinson & Elkins
Legal (lender): Allen & Overy
Legal (seller): Norton Rose Fulbright
Commodity Energy Finance Deal of the Year
Borrower: Heston BV
Prepayment recipient: KMG Kashagan BV
Offtaker: Vitol
Debt: $1.6 billion
Signed: 4 August 2017
Tenor: 5 years
MLAs and bookrunners: ABN Amro, MUFG, Mizuho, Rabobank, SMBC
Lead arrangers and bookrunners: Credit Agricole, Intesa Sanpaolo
Coordinator and lender: Vitol
Lead arrangers: Bank of China, ICBC, Societe Generale, UniCredit, Credit Suisse, Natixis
Legal Counsel (Borrower): Fieldfisher
Legal Lender (Lender): Herbert Smith Freehills
Project Finance Deals of the Year
Project Borrowing of the Year
The largest dollar bond issued by a private sector company in Saudi Arabia, ACWA Power’s complex non-recourse bond debut pulled in $1.8 billion of orders. The investment grade rated holdco financing could yet prove to be a viable template for corporate fundraising in the IPP/utilities industry worldwide.
Borrower: ACWA Management and Investment One
Debt: $814 million
Financial close: 15 May 2017
Tenor: 22 years, average life 13.6 years
Reoffer price/yield: 100%/5.95%
Sole structuring adviser: Jefferies
Global coordinators: Citi, Jefferies
Joint lead manager and bookrunners: CCB Singapore, Mizuho, NCB Capital, Standard Chartered
Co-managers: MUFG, SMBC Nikko
Legal (issuer): Chadbourne & Parke
Legal (banks): Shearman & Sterling
Solar Project Financing of the Year
A pathfinder deal for Abu Dhabi, the 1177MW Sweihan solar photovoltaic (PV) project is also the largest single project of its kind in the world and proffers one of the lowest ever tariffs for a utility scale PV project ($0.0294/kWh). Despite those caveats, the sponsors managed to finance the scheme without ECA support, instead electing for a soft mini-perm/construction financing.
Sponsors: ADWEA, Marubeni, Jinko Solar
Debt: $630 million
Tenor: 26 years (five-year soft miniperm)
Signed: 17 May 2017
Lead arrangers: MUFG, BNP Paribas, Credit Agricole, Mitsubishi Trust, Norinchukin, Natixis, First Abu Dhabi Bank, SMBC
Advisers to ADWEC/ADWEA: Alderbrook Finance, Akin Gump (legal), Fichtner (technical).
Legal (Jinko and Marubeni): Norton Rose Fulbright
Legal (lenders): Shearman & Sterling
Conventional Power Project Financing of the Year
A deal that set the template for IPP financings in an unrated country, the Myingyan IPP financing – Myanmar’s debut in the internationally banked long-term project finance market and its first non-recourse financing in the power sector – managed to draw multilaterals, commercial lenders, and political risk insurance providers into a package which works economically for all.
Sponsor: Sembcorp Industries/Sembcorp Myingyan Power Co
Debt: $250 million
Tenor: 15 years
Signed: May 2017
IMLAs: DBS Bank, DZ Bank, Clifford Capital and OCBC
DFIs: Asian Development Bank, IFC, MIGA and AIIB
Political risk guarantors: ADB, MIGA
Legal (lender): Mayer Brown, DFDL
Legal (borrower): Duane Morris Selvam, A&G Myanmar
Legal (government): Allen & Overy
Project Refinancing of the Year
An innovative combined bond and loan structure, the refinancing of Paiton Energy was also the first investment-grade bond issue for a private borrower in Indonesia, the first investment grade bond for an infrastructure project in Asia and the first 144A/Reg S public project bonds from the region since Quezon in 1997.
Sponsors: Mitsui (45.5%), Nebras Power (35.5%), JERA (14%) and Batu Hitam Perkasa Indonesia (5%).
Borrowing vehicle: Minejesa Capital
Total debt: $2.75 billion
Bond issue: $2 billion ($1.2 billion 2030 notes; $800 million 2037 notes)
Loan: $750 million
Tenor: 6 years
Financial close: August 2017
Bond arrangers: Barclays, HSBC, Citigroup, DBS, Deutsche Bank, SMBC Nikko
Loan arrangers: Barclays, Citi, DBS, HSBC, Mizuho, Shinsei Bank, Standard Chartered, SMBC
Legal (lenders): Shearman & Sterling, Hiswara Bunjamin & Tandjung
Legal (sponsors): Skadden Arps, Adnan Kelana Haryanto & Hermanto, Nauta Dutilh
Petrochemicals Project Financing of the Year
In a refinancing with a twist, Salalah Methanol Company managed to leverage existing cashflows to back a completely debt-financed new ammonia plant whilst minimising the impact on its shareholders and giving lenders adequate security to make the deal bankable.
Sponsors: Oman Oil Co, Takamul Investment Company
Debt: $728 million
Tenor: 12 years
Financial close: 18 July 2017
Lenders: Standard Chartered, EDC, ING Bank, Societe Generale, Europe Arab Bank, Ahlibank, Apicorp, QNB, Bank Muscat, National Bank of Kuwait, Bank Dhofar, Bank Sohar
Legal (lenders): Clifford Chance, Al Busaidy Mansoor Jamal & Co
Legal (borrowers): Allen & Overy
Offtaker: OTI
Advisory: IHS Markit (technical and environmental), JLT (insurance)
Wind Project Financing of the Year
Against the backdrop of increasing lack of bank appetite for long term debt and a complex Chilean PPA system, Aela Energia still managed and 18-year portfolio financing for its Aurora, Sarco and Cue projects.
Sponsors: Actis, Mainstream Renewables
Borrower: Aela Energia
Debt: $410 million
Tenor: 18 years
Financial close: 8 August 2017
Lenders: IIC, SMBC, MUFG, Korea Development Bank, Caixabank, KfW IPEX-Bank.
VAT tranche: Banco Santander Chile.
Legal (borrower): Clifford Chance
Legal (lender): Milbank
Technical advisory: DNV GL
Mining Project Financing of the Year
In a very tough market for junior miners – so tough that the Nokeng Fluorspar deal is the first project financing in the South African mining sector to close for many years – project sponsor Sepfluor managed to raise medium-term debt for a scheme that is ultimately backed by pricing and offtake of a relatively unknown commodity to the project finance market.
Sponsor: SepFluor
Debt: ZAR912 million
Tenor: 7 years plus construction
Financial close: 10 July 2017
Financial adviser and arranger: Fieldstone Africa
Lenders: DEG, FMO, Nedbank
Mezzanine: Concentrate Capital Partners
Legal (sponsor): Herbert Smith Freehills
Legal (lender): Norton Rose Fulbright
Technical advisor (lender): Royal Haskoning DHV
Power Distribution Project Financing of the Year
Italy-France Power Interconnector
Interconnector Italia – a consortium of high-energy-use private sector companies in Italy – signed a partially EIB-backed financing for its share of the Italy-France interconnector transmission project. The deal is the first privately funded interconnector in Europe and a template for Terna’s significant project pipeline.
Sponsor: Interconnector Italia
Debt: €441 million
Tenor: up to 14 years
Signed: 4 July 2017
Lenders: Cassa Depositi e Prestiti, Intesa Sanpaolo, Natixis, UniCredit, UBI Banca, EIB
Legal: Paul Hastings (borrower), Legance (lenders), Bonelli Erede (Terna), Chiomenti and Clifford Chance (multilateral).
Advisory: Pöyry (market), Rina Consulting (technical)
Transport Project Financing of the Year
Eight years in the making and with a revamp of the concession structure, the Pedemontana Veneta road project still has its critics. But there is no argument that getting the key part of the financing in place – a €1.57 billion project bond – was a considerable achievement given the project’s track record.
Sponsors: Fininc, Sacyr
Issuer: SIS consortium
Debt: €1.571 billion (30-year €1.22 billion senior tranche; 10-year €350 million subordinated tranche)
Financial close: 29 November 2017
Financial adviser: Bishopsfield Capital Partners
Global coordinator and bookrunner: JP Morgan
Co-global coordinators and bookrunners: Banca Akros, Banca IMI, Banco Santander
Joint bookrunner: Kommunalkredit
Security agent and trustee: BNY Mellon
Legal (sponsors): Simmons & Simmons
Legal (issuer): Ashurst, Studio Legale associate ad Ashurst
Legal (underwriters): White & Case, Chiomenti Studio Legale
Insurance adviser: Marsh
Modelling: KPMG Advisory
Technical adviser: Arcadis
Traffic forecasting: AREA Engineering
Water Project Financing of the Year
Although not a large project and located in a mature project market, ACWA’s Shuaibah IWP expansion project achieved a number of Saudi financing firsts: The first IWP in the Kingdom to be debt financed entirely by non-Saudi financial institutions; the first IWP to be financed without any state-owned equity shareholding; and the first time Korean insurance providers have taken on greenfield project risk in the region.
Sponsor: ACWA Power
Borrower: Shuaibah Two Water Development Project Company
Debt: $275 million
Tenor: 23.5 years (notional)
Financial close: 11 October 2017
Lenders: Standard Chartered, MUFG, Natixis, Korea Development Bank, Samsung Life, KB Insurance
Legal (lenders): Norton Rose
Legal (sponsor): Allen & Overy, ACWA Power in-house
