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Infrastructure &White & Case

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Despite ongoing global market uncertainties, infrastructure remains a highly attractive asset class for investors across the globe looking for inflation‑linked, stable returns. Infrastructure assets are increasingly attracting direct investments from institutional investors such as pension funds, insurance companies and sovereign wealth funds. Growing competition for high‑quality assets makes the need for legal advisers who understand the market and its players paramount.

Infrastructure investors come to White & Case for our ability to deliver sound legal advice when investing in both ‘core’ and ‘non‑core’ infrastructure assets. In particular, successfully investing in non‑core assets, typically characterised by relatively predictable revenue streams but greater exposure to underlying risks, requires advice from lawyers who have in‑depth knowledge of the assets, regulations and local markets.

Our growing network of infrastructure practitioners has earned a reputation for excellence. We always give our clients a clear and commercially focused point of view while also being agile, inventive and determined to navigate them through the most complex of transactions.

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Infrastructure projects, acquisitions, financings and privatisations demand an in‑depth understanding and knowledge of the sector combined with the skills to analyse and allocate complex and often cross‑border risks. In addition, comprehensive experience of public sector regimes through concessions or regulated licencing is crucial. These set our award‑winning global infrastructure practice apart and enable us to deliver results globally in both the developed and emerging economies.

We provide a highly effective, one‑stop shop for infrastructure.

Our project development and finance team, which is rated Band 1 by the leading legal directories, and our market‑leading infrastructure M&A team work alongside our regulatory and construction teams, to provide seamless advice on all aspects of project development, financings, acquisitions, disposals, joint ventures, co‑investments and restructurings in the infrastructure sector, and to provide ‘through life’ support and asset optimisation input after the completion of transactions.

Our finance lawyers help clients with structuring complex infrastructure financings and refinancings involving various debt instruments, such as high yield and mezzanine products, commercial banks, development finance institutions and export credit agencies based lending, project bonds, Islamic finance, private placements, debt issuance programmes and securitisations.

Our infrastructure lawyers in Europe, the Middle East and Africa are part of a global team focused on energy and infrastructure, which is a key sector focus for the Firm.

“ They provide a seamless service: they can offer the full US and UK legal advice delivery.”

Chambers UK, Infrastructure 2020

“ The White & Case team is outstanding. Their key strengths are knowledge, tenacity and enthusiasm. They are a pleasure to work with. There is an amazing depth in their resources and the right people always make themselves available.”

Chambers UK, Projects & Energy 2019

Market-leading advisers

We have advised on some of the most significant and complex infrastructure transactions in the world. Our lawyers advise infrastructure funds, pension funds, insurance companies and sovereign wealth funds involved in large‑scale projects throughout Europe and globally.

We also regularly advise commercial banks, corporations, developers and governmental entities in the development and financing of such projects, which gives our lawyers exposure to the entire spectrum of an infrastructure asset’s life from development to exit. We are strategically placed to work with clients on the ground and in the right time zone. In jurisdictions without local offices, we work closely with a network of leading local law firms to provide our clients with a consistently high‑quality, integrated service. This coverage positions us to assist clients with a full array of legal services in every corner of the world.

Full-service offering

Tax

Financial Restructuring

IP/IT

Mergers & Acquisitions

Project Development

Real Estate

Regulatory

Employment & Benefits

Post‑merger integration and optimisation

Antitrust

White Collar

Portfolio companies

Disputes

Equity Capital Markets

Infrastructure investment

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Highlights of our global experience

CityFibre Representation of Antin Infrastructure Partners and Goldman Sachs’ West Street Infrastructure Partners on the £537 million takeover of CityFibre Infrastructure Holdings plcCityFibre Infrastructure Holdings plc [LON:CITY], a UK provider of wholesale fibre network infrastructure listed on the AIM market of the London Stock Exchange, was acquired by a consortium formed by Antin Infrastructure Partners and Goldman Sachs‑backed West Street Infrastructure Partners (WSIP).

In 2017, CityFibre signed a 20‑year framework strategic partnership with Vodafone to provide full fibre connectivity to one million homes across 12 existing towns by 2021, with the potential for expansion to five million homes across approximately 50 towns and cities by 2025. CityFibre’s network is constructed to provide high‑capacity fibre infrastructure that is able to serve four primary market verticals: public sector, business, mobile operators and consumers. CityFibre previously acquired Entanet, which has become the primary route for CityFibre to sell its wholesale full fibre connectivity to the channel partners in the business vertical.

The combination of our lawyers’ sector expertise and extensive experience of advising on public takeovers under the City Code on Takeovers and Mergers enabled White & Case to steer our clients through the various issues presented by the transaction, including complicated concert party analysis, employment and incentives arrangements and antitrust clearances, to a successful conclusion in a timely manner. Notwithstanding that CityFibre is a UK only business, the consortium nature of the bid presented global regulatory considerations, notably the requirement for approval by the European Commission and also by MOFCOM, the Chinese antitrust authority.

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Lightsource Representation of Lightsource on the sale of a minority stake to BP as part of JV named Lightsource BPLightsource is Europe’s largest fully integrated solar asset company, operating and investing across the whole solar PV project lifecycle with 359 MW of solar assets under ownership. It manages approximately 2 GW of capacity under long‑term operations and maintenance contracts, the equivalent of powering more than half a million homes through clean energy.

We assisted Lightsource in running a mini‑auction process with a number of other bidders, all well‑known players in the conventional energy industry. BP emerged as the successful bidder, investing £150 million for a 43.2 per cent stake in Lightsource, valuing the company at £217 million on a pre‑money basis, and £350 million on a post‑money basis. Whilst a relatively small investment for BP, it marked a turnaround in BP’s alternative energy strategy and was its second attempt to become a serious player in the solar market.

In addition to working with Lightsource on the sale of shares, our advice covered:

�� Driving the agreement of a new governance structure for the business

�� The collaboration agreement between the businesses, including value‑adds such as BD, corporate profile, functional expertise by way of joint projects, capability transfer, personnel exchanges/secondments, access to expertise and corporate introductions

�� A trademark licence agreement that took into account BP’s multibillion pound brand.

The partnership will see the integration of solar with BP’s other businesses and trading capabilities and BP’s international scale and relationships.

This transaction was a perfect opportunity for White & Case to deploy its full‑service capabilities, covering corporate M&A, regulatory, IP and tax.

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Highlights of our global experience (continued)

Welcome Break Representation of Arjun Infrastructure on its acquisition of a 45 per cent stake in Welcome Break, a UK motorway services operatorMotorway service operators have long been an attractive asset for investors in infrastructure, and the profile and operating model of Welcome Break was particularly appealing to institutional investors.

With more than 55 years of experience in the service station sector, 27 sites across the UK and more than 5,000 employees, Welcome Break is one of the largest and most high‑profile motorway service area operators in the UK. Welcome Break motorway service areas attract more than 85 million visitors a year. Its customers are attracted to the environment of the service areas as well as the benefits of established retail brands such as Waitrose, Starbucks, Harry Ramsden’s, Krispy Kreme, WHSmith, KFC, Burger King and Subway. Welcome Break also operates 22 Days Inn and seven Ramada hotels across the UK motorway network. The group recorded underlying earnings of £63.8 million in 2017 with turnover of £648 million.

We advised Arjun Infrastructure Partners on its acquisition of a 45 per cent stake in Welcome Break from ING European Infrastructure and Challenger. The transaction valued Welcome Break at approximately £700 million. Executed within a tight timeframe, this was a highly complicated deal which required careful and strategic navigation of the arrangements between the existing shareholders as well as the negotiation of a complex vendor financing arrangement. Having advised on a number of similar transactions in the past, including the €3.3 billion acquisition of Tank & Rast by ACP, Borealis and MEAG in 2015, White & Case was able to deliver a highly experienced team of M&A, private equity, regulatory and debt finance specialists to drive the deal forwards through a variety of complex commercial and debt matters.

We subsequently advised Arjun Infrastructure Partners of an additional 8.6 per cent stake in Welcome Break from co‑shareholder Applegreen PLC.


Pedemontana A landmark project bond financing for the construction of the Superstrada Pedemontana Veneta toll road in ItalyRepresentation of J.P. Morgan as global co‑ordinator, together with Banca IMI, Santander, Banca Akros and Kommunalkredit as joint bookrunners, on the issuance of €1.221 billion variable rate senior secured amortising notes and €350 million step‑up subordinated secured notes. This is a landmark project bond financing for the construction of the Superstrada Pedemontana Veneta toll road in the Veneto region of Italy and is one of the largest greenfield bond financings in Europe to date.

The toll road is in mid‑construction, with completion scheduled for September 2020. The road will run for 95 km between the cities of Vicenza and Treviso. The project is intended to improve inter‑connections with local roads and to reduce congestion along the busy west‑east axis in the north of Italy between major industrial areas.

The transaction, which is the culmination of more than two years of work, represents the first unrated greenfield public project bond in the European market and is the largest European project bond to be placed without EIB credit enhancement. The underlying concession was amended during the course of the project, which resulted in a major rewrite of the transaction documentation. The securities issued will constitute project bonds for Italian law purposes pursuant to Legislative Decree No. 50 of 18 April 2016, part of a package of legislative reforms introduced to facilitate infrastructure investment in Italy.

The innovative bond‑only capital structure provides a capital cushion (in the form of the junior tranche) to mitigate construction risk for the senior investors. The senior notes, the proceeds of which will be drawn down in stages as construction progresses (to mitigate senior investor funding risk), also benefit from a liquidity management transaction designed to generate additional return for the Issuer on the senior note proceeds until they are required for construction. The junior notes include a series of innovative options, interest step‑ups, capitalisation and other features to accommodate different investor requirements.

The senior notes have been issued pursuant to Regulation S and Rule 144A under the U.S. Securities Act, which is unusual in the European project bond market, and are cleared through Euroclear and Clearstream. The junior notes have been issued to investors outside of the United States in accordance with Regulation S and are cleared through Monte Titoli, the Italian domestic clearing system. Both tranches are listed on the regulated market of the Irish Stock Exchange.

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EWE Representation of EWE AG on the sale of a 26 per cent minority shareholding to Ardian and EWE’s transformation in to an integrated provider of services and products for energy, communication, networked data and mobility. Representation of EWE AG (EWE), one of Germany’s largest municipal enterprises, and the Ems‑Weser‑Elbe Versorgungs‑ und Entsorgungsverband (EWE‑Verband), an alliance formed of 21 cities and districts in the Ems/Weser/Elbe region, on the sale of 26 per cent of the shares in EWE AG to Ardian.

Upon completion of the transaction, EWE and the stakeholders will work together to accelerate EWE’s growth, investing particularly in strategic areas such as renewable energy, telecommunications and networks.

Our many years of experience in advising supervisory boards in the energy sector were of great benefit to EWE throughout this transaction. Our advice covered corporate governance (e.g., monitoring rights, veto rights, mutual understanding), strategy and risk management.

White & Case continues to support EWE in becoming an innovative solution provider, offering integrated services and products for energy, communication, networked data and mobility. EWE will play an active role in shaping the climate‑friendly and digitalised future of energy and communications, and set positive standards based on a position of its regional strength.


Mersin Port US$900 million acquisition by IFM Investors of a 40 per cent stake in Mersin International Port, the largest container port in TurkeyTurkish infrastructure company Akfen Holding transferred a 20 per cent stake in Mersin International Port, a Turkish commercial port close to the Syrian border, to IFM Investors, an Australian infrastructure fund management company, for approximately US$900 million.

Having previously transferred stakes in other investment projects to European‑based entities, the deal saw Akfen Holding attract yet another foreign investor into Turkey, and was described by Turkish billionaire owner Hamdi Akin as “a display of the confidence placed on the Turkish economy”. The deal also gave IFM Investors its first port operation outside of Australia, where it is currently involved in the ports of Sydney, Brisbane and Kembla. Similarly to Akfen Holding, IFM Investors has other substantial investments in airports, toll roads and energy distribution projects.

Utilising our global network of lawyers and breadth of pioneering practice areas, combined with our specialist infrastructure‑focused experience, White & Case’s London and Istanbul offices worked together closely, utilising their M&A, project finance, tax and white collar teams to deliver expert advice to IFM Investors.

We led the negotiations on the new equity arrangements between the shareholders: the majority shareholder in Mersin International Port, PSA, one of the world’s largest port operators and an arm of the Singaporean government, whose 50 per cent stake remained unchanged; and IFM Investors and Akfen Holding, who now hold 40 per cent and 10 per cent stakes, respectively. Concurrently, White & Case also negotiated a back‑to‑back sale of 1 per cent of Mersin International Port from IFM Investors to PSA, as a condition of PSA waiving its pre‑emption right on the 40 per cent sale.

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Norwegian Wind Farm Representation of an investor consortium on Project Bonds for a Norwegian Wind FarmWhite & Case advised a group of institutional investors led and represented by MEAG MUNICH ERGO Asset Management GmbH, the central asset manager of insurers Munich Re and ERGO, and Deutsche Bank Luxembourg S.A. as financing agent and security agent, on the financing of the Norwegian wind farm Eikeland‑Steinsland as well as the structuring of the finance solution.

MEAG and Luxcara, one of the leading European asset managers for renewable energy investments, jointly initiated and structured the financing. The wind farm belongs to the Bjerkreim cluster, which comprises three neighbouring wind farms (Eikeland‑Steinsland, Gravdal and Skinansfjellet) in south west Norway.

The projects exceed an investment value of €400 million and will be built and operated over the long‑term by Luxcara. The financing is based on a long‑term power purchase agreement (PPA) with social media company Facebook. The commissioning of the entire Bjerkreim cluster, with a capacity of 294 MW and a projected contribution of more than 1 million MW hours of clean renewable energy to the Nordic grid each year, took place during the fourth quarter of 2019.

The transaction (Bjerkreim cluster) was awarded Onshore Deal of the Year at the European Wind Investment Awards 2019.



“ They’ve got a really good team with great coverage across Europe. They’re all excellent.”


“ Amazing capability to flex resources required to get a deal done.”


“ Has an impressive ‘one stop shop’ offering, which covers advising clients on capital markets, financing/refinancing of brownfield infrastructure, M&A and PPP-related work.”

The Legal 500 UK, Infrastructure 2020

Independent view

Band 2: Infrastructure UK-wideChambers UK 2020

Tier 2: Infrastructure (including PFI & PPP)The Legal 500 UK 2020

Band 1: Projects & EnergyChambers Europe 2020

Tier 1: Energy Law - Regulatory Chambers Europe 2019

Tier 1: Energy: Transactions/Regulatory The Legal 500 Germany 2020

Tier 1: Energy: Transactions/Finance/RegulatoryJUVE 2019/2020 (Germany)

Law Firm of the Year:Airport Finance Road Finance Seaport FinanceGlobal Transport Finance 2018

Energy and Infrastructure Team of the YearThe Lawyer 2018

Deal of the Year: Europe Social Infrastructure Europe Roads MENA Social InfrastructureIJGlobal Awards 2017

Practice Group of the Year for Project FinanceLaw360 2017

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Aeroporto di Firenze

Representation of Corporación América on its €80 million mandatory offer for Aeroporto di Firenze S.p.A. and on the announced €94 million voluntary offer for the entire share capital of Società Aeroporto Toscano Galileo Galilei S.p.A. We also represented this client on its offer to acquire all remaining shares of Società Aeroporto Toscano S.p.A.

Budapest Airport refinancing

Representation of Budapest Airport on its approximately €1.4 billion (US$1.8 billion) debt refinancing and €1.1 billion swap restructuring. It was the largest privatisation in Hungary and was awarded European Airports Deal of the Year by IJGlobal and Europe Refinancing Deal of the Year by Project Finance International.

Istanbul third airport project

Representation of the lenders, consisting of six Turkish banks, namely Ziraat Bank, Halkbank, Vakıfbank, DenizBank, Garanti Bankası and Finansbank, on the €4.5 billion financing of the Third Istanbul Airport Project. The consortium in charge of financing, design, construction and operation of the new airport consists of five Turkish construction companies, namely Cengiz, Mapa, Limak, Kolin and Kalyon. The total investment amount of the project is more than €10 billion. It represents the largest airport financing to date globally.

London City Airport

Representation of one of the under‑bidders in the auction sale process for London City Airport and, subsequently, representation of Wren House on the consortium arrangements in connection with its participation in the consortium which acquired London City Airport from Global Infrastructure Partners.

Sabiha Gökçen International Airport

Representation of Limak on the €285 million sale of its 40 per cent stake in the Turkey‑based operator of Sabiha Gökçen International Airport to Malaysia Airports Holdings Bhd.

Transport

Airports

Associated British Ports

Representation of the shareholders of Associated British Ports, (CPPIB, Omers Infrastructure, GIC, Wren House and Hermes), on the amendment of their shareholders’ arrangements.

Condor Ferries

Representation of Columbia Threadneedle Investments and Brittany Ferries on the acquisition of Condor Ferries, the only operator of freight and passenger ferry services to and from the Channel Islands and the UK/France, from Macquarie Infrastructure and Real Assets (MIRA).

Euroports

Representation of Antin Infrastructure Partners, Brookfield Asset Management and Arcus Infrastructure Partners on the sale of Euroports, one of the largest port infrastructure companies in Europe, to a consortium led by Monaco Resources.

Italian container terminals/GIP

Representation of Infracapital, the infrastructure equity investment arm of M&G Investments, and InfraVia Capital Partners, an independent investment company specialised in the infrastructure sector, in the acquisition of Gruppo Investimenti Portuali SpA, one of the leading independent container terminal operators in Italy.

Kumport

Representation of a consortium including China Merchants Holdings and COSCO Pacific on its acquisition of a majority stake in the Kumport terminal near Istanbul from the Fiba Group.

Port of Izmir

Representation of the Hutchison Westports, Global and EİB (Ege İhracatçı Birlikleri Liman Hizmetleri ve Taşımacılık A.Ş.) consortium on their successful bid for the privatisation of the Port of Izmir, owned by the Turkish State Railways Administration, with the highest offer of US$1.275 million for a period of 49 years. The Port of Izmir, located on the west coast of Turkey, is the largest container port in Turkey.

Ports and ferries

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Bonatrans

Representation of the Bonatrans Group on its acquisition of Gutehoffnungshütte Radsatz GmbH, a member of the GHH‑Valdunes group and a leading manufacturer of wheel sets for the railway industry. The deal represents a significant step towards Bonatrans establishing itself as Europe’s leading manufacturer of a diverse portfolio of products for the railway industry.

CD Cargo

Representation of CD Cargo, a.s., a major railway operator in the Czech Republic, on an update of its CZK 6 billion bond programme and issue of CZK 1 billion 1.40 per cent bonds due 2020 under the same.

České dráhy, Czech National Rail operator

Representation of České dráhy, the Czech national railway transport operator, as issuer, in the issue of notes worth €400 million and its admission to trading on the Luxembourg Stock Exchange.

Representation of České dráhy, a.s., acting through its wholly‑owned subsidiary ČD ‑ Informační Systémy, a.s., which acquired a 100 per cent shareholding in CHAPS spol. s r.o., a developer of sales information systems and public transportation connections search engines, for CZK 400 million (US$17 million). České dráhy, a.s., provided a loan to ČD ‑ Informační Systémy, a.s., in order to finance theacquisition of CHAPS spol. s r.o. and its group companies.

Crossrail

Representation of a bidding consortium on the Crossrail rolling stock PPP procurement and financing in the UK.

Greenbrier

Representation of Greenbrier, the listed US supplier of transportation equipment and services to the railroad industry, on the acquisition of a majority stake of Rayvag Vagon Sanayi ve Ticaret Anonim Şirketi, a company active in rail wagon manufacturing, sales, production of components, spare parts and rail wagon repair and on the 75/25 merger of its European business with Astra Rail Management GmbH.

Transport (continued)

Rail and rolling stock

Hector Rail

Representation of Ancala Partners on its acquisition of Hector Rail, the largest privately‑owned rail freight operator in Scandinavia and one of the few running corridor traffic between Sweden and Germany, from EQT Infrastructure.

Nacco Group

Representation of Nacco Group, one of the largest independent full service railcar lessors in Europe, on its reorganisation involving the sale of the Nacco Group to CIT Group, a global leader in transportation finance. The acquisition represents CIT’s first investment in a European rail franchise. We also advised CIT Group and Nacco Group on a £53 million financing granted by DVB Bank and CACIB.

Rolling stock manufacturer

Representation of insurers in connection with the financial restructuring of PESA Bydgoszcz S.A., the Poland‑based manufacturer of rolling stock.

Solaris Bus & Coach

Representation of the €100 million financing to Construcciones y Auxiliar de Ferrocarriles, S.A. in the bidding and acquisition process of the Polish entity Solaris Bus & Coach SA, a European manufacturer of trams, trolley buses and buses.

Ukrainian Railways

Represented PJSC “Ukrainian Railway” in connection with a reprofiling of the US$500 million 9.5 per cent loan participation notes due 2018 issued by Shortline plc as part of which the 2018 notes were exchanged for new US$500 million 9.875 per cent loan participation notes due 2021.

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Transport (continued)

A1/A6 motorwayRepresentation of SA Aone, a consortium including HOCHTIEF PPP Solutions GmbH, VolkerInfra PPP B.V., Boskalis B.V. and the Dutch Infrastructure Fund, on the financing of the €1 billion A1/A6 Diemen – Muiderberg‑Almere Havendreef motorway PPP project in the Netherlands. This deal was awarded EMEA Road Deal of the Year by Project Finance International.

A1 motorwayRepresentation of First State Investments on its unsuccessful acquisition of a 29.69 per cent stake in Gdansk Transport Company, the owner and operator of the A1 motorway in Poland, from John Laing Group plc. The acquisition was disrupted by another shareholder in GTC exercising its pre‑emption rights.

A7 motorway Representation of the joint lead managers, mandated lead arrangers, bond purchasers and lenders on the €610 million financing for the construction, operation and maintenance of a 1,000 km segment of the A7 motorway (the main north‑south route of Germany). This deal was awarded Europe Road Deal of the Year by Project Finance International.

A8 motorway Ulm-AugsburgRepresenting a credit consortium on a new form of refinancing for the A8 motorway project in Germany. The project, implemented as a public‑private partnership, was refinanced for a total of €440 million.

A11 motorwayRepresentation of the European Investment Bank (EIB) on its €577.9 million project bond credit enhancement product as applied to the A11 motorway PPP between Bruges and Knokke in Belgium. This is the first greenfield project executed under the European Commission and EIB’s Project Bond 2020 Initiative.

A65 motorwayRepresentation of Banco Bilbao Vizcaya Argentaria S.A., Banco de Sabadell S.A., Banco Santander S.A., Bankia, BNP Paribas, CaixaBank S.A., Commbank Europe Limited, Crédit Agricole Corporate and Investment Bank, KfW IPEX‑Bank GmbH, La Banque Postale and Société Générale, in the refinancing of the A65 motorway in France.

Ankara-Niğde HighwayRepresentation of ERG Otoyol Yatirim Ve İşletme Anonim Şirketi, as the Borrower, in relation to the Ankara‑Niğde Highway Project in Turkey.

Big Almaty Ring Motor RoadRepresentation of an international consortium on the bidding, construction and operation of the Big Almaty Ring Motor Road (BAKAD). This was the first PPP transaction in Kazakhstan.

Brebemi Italian toll roadRepresentation of Brebemi, the Italian toll road which runs from Brescia to Milan, on its €1.679 billion project bond financing.

D4/R7 highway (Bratislava) PPPRepresentation of the Ministry of Transport, Construction & Regional Development of the Slovak Republic in the selection of the concessionaire for the PPP project for the design, construction, finance and operation and maintenance of the D4 highway and the R7 expressway. The €1.7 billion project involves the construction of the southeastern section of Bratislava’s ring road and part of the southern expressway network that links eastern and western Slovakia; and the maintenance of these roads for a period of 30 years. This deal was selected as European PPP Deal of the Year by Project Finance International and European Road Deal of the Year by IJGlobal.

M6 motorwayRepresentation of a consortium comprising Aberdeen Asset Management, Intertoll and the European Bank for Reconstruction and Development (EBRD) on its acquisition of controlling stakes in two Hungarian motorway concession companies, M6 Duna Autópálya Koncessziós Zrt and M6 Tolna Autópálya Koncessziós Zrt.

Tank & RastRepresentation of a consortium consisting of Allianz Capital Partners, Borealis Infrastructure Management, ADIA and Munich Re, in the acquisition of 100 per cent of Autobahn Tank & Rast Holding GmbH from Terra Firma Capital Partners and a fund managed by Deutsche Asset and Wealth Management. Tank & Rast is Germany’s largest and leading owner and concessionaire of a network of motorway service areas.

Roads

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Energy

Bizkaia Energia power plantRepresentation of Edmond De Rothschild (UK) Limited and Sequoia Investment Management as lenders on an innovative holdco/mezzanine financing for Bizkaia Energia’s 800 MW Independent Power Plant (IPP) in Spain.

Centrica CCGT power stationsRepresentation of Energetický a průmyslový holding, a.s. (EPH), a leading Czech energy group, on the £328 million acquisition from Centrica plc of two combined‑cycle gas turbine (CCGT) power stations. Centrica is one of the UK’s largest energy groups and the owner of British Gas.

Comax FranceRepresentation of Basalt Infrastructure Partners on the acquisition of Comax France S.A.S. from independent US power producer Maxim Power Corp. Comax owns and operates 32 contracted natural gas‑fired electric generation facilities in France.

Eggborough Power StationRepresentation of Energetický a průmyslový holding (EPH) on its acquisition of Eggborough Power Limited, owner of the 2 GW, coal‑fired Eggborough Power Station, which supplies approximately 4 per cent of power in the UK. The deal marked the EPH group’s entry into the UK energy market.

EP EnergyRepresentation of a consortium of eleven banks, led by UniCredit, in the €1 billion financing of EP Energy, a subsidiary of Energetický a průmyslový holding, which included the German subsidiary of EPE Group.

Gama EnerjiRepresentation of Gama Holding on its acquisition of 50 per cent of the shares in Gama Enerji back from its joint venture partner General Electric, and its subsequent sale of 27 per cent of its shares in Gama Enerji to IFC and GIF, a fund managed by the IFC Asset Management Company (AMC). This acquisition represents IFC and the Fund’s first equity investment in the infrastructure sector in Turkey and one of IFC’s largest equity investments in the infrastructure sector globally.

Lynemouth power plantRepresentation of Energetický a průmyslový holding (EPH) on the acquisition of the Lynemouth power plant in the UK and the subsequent refinancing of the plant.

PGE Polska Grupa EnergetycznaRepresentation of PGE Polska Grupa Energetyczna S.A., on its PLN 4.51 billion (US$1.2 billion) acquisition of the EDF Group’s assets in Poland.

Saltend CCGTRepresentation of a syndicate of banks on loan facilities to SCCL Holdings Ltd of up to £140 million to partially refinance acquisition costs paid by Triton Power Ltd to acquire the shares of Saltend Cogeneration Company Limited (Saltend) in 2017.

Slovenské elektrárne, a.s. Representation of Energetický a průmyslový holding (EPH) on its acquisition of a 66 per cent stake in Slovenské elektrárne, a.s., a leader in the Slovak electricity generation market, from Enel S.p.A.

ViridianRepresentation of Arcapita on the sale of Viridian, an all‑Ireland integrated energy company, to I Squared Capital.

OVERFLOW

Generation


El Sewedy GroupRepresentation of the National Bank of Greece on the €41.745 million financing for the acquisition by the El Sewedy Group of a portfolio of five windfarms and two hydroelectric plants in Greece.

Energy 21Representation of Mid Europa Partners on its sale of Czech solar business Energy 21 (E21) to CEE Equity Partners.

Global Power GenerationRepresentation of Wren House on its US$550 million investment in Gas Natural Fenosa’s subsidiary, Global Power Generation S.A.U., which included wind and hydropower assets in Latin America. We also represented the lenders to Global Power Generation (GPG) on the US$1.5 billion holdco refinancing of a large portfolio of gas and renewables generation assets across Latin America.

GreenkoRepresentation of the founders/management of Greenko Group plc, a market‑leading owner and operator of clean energy products in India, on the sale by Greenko Group plc of its entire business to Greenko Energy Holdings (an affiliate of GIC), for an overall transaction value of US$250 million.

Hedet Vindpark Oy Representation of Hedet Vindpark Oy as borrower on a wind farm to be developed in Finland to provide power to Tuike Finland Oy, an affiliate of Google, in a power purchase agreement.

Meerwind Offshore Wind FarmRepresenting an international syndicate of noteholders, lenders and institutional investors on the structured € 1 billion refinancing of the 288 MW offshore wind farm ‘Meerwind’ in the German North Sea.

Seine Rive Gauche NordRepresentation of HSH Nordbank AG on the project financing of the third‑largest French wind farm, Seine Rive Gauche Nord, which included 30 Nordex N100 wind turbines. The project includes a dedicated transformer substation to establish a direct grid connection to the high‑voltage RTE transmission network, which is unique on the French energy market.

EV charging and battery storage

Contemporary Amperex TechnologyRepresentation of a Chinese specialist provider of battery cells and energy storage systems Contemporary Amperex Technology Co., Ltd. (CATL) on the acquisition of a 22 per cent stake in Valmet Automotive Ltd., a Finnish provider of vehicle manufacturing and convertible roof systems. Following completion of the acquisition, CATL and Valmet Automotive will form a strategic partnership for electric vehicle solutions, which CATL aims to use to strengthen its market position in the rapidly evolving European electric vehicle market.

Daimler

Representation of Daimler AG on the establishment of a 50:50 joint venture with Robert Bosch GmbH for the joint development, production and distribution of traction motors for electric vehicles.

Financing large-scale battery storage Representation of a confidential bank on the debt financing for the largest battery storage portfolio of assets in Germany. The asset consists of six battery storage assets with a total capacity of 90 MW.

OEM

Representation of a leading German OEM on its strategic cooperation with a French OEM regarding the development of electronic vehicles including the development and overall supply of electronic vehicle components such as e‑drive trains and batteries.

StatkraftRepresentation of Statkraft, Europe’s largest producer of renewable energy, on its entry into the German electric vehicle charging market through the acquisition of a 61 per cent majority shareholding in eeMobility GmbH. Founded in 2015, eeMobility develops charging solutions for company fleets (including solutions for CO2‑free charging of electric vehicles) and is a leading provider of innovative charging solutions in the field of e‑mobility.

Renewables and new technologies

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Energy (continued)

Currenta

Representation of LANXESS Deutschland GmbH on the sale of its 40 per cent interest in Currenta GmbH & Co. oHG, manager and operator of Germany’s largest chemical park, to a fund managed by Macquarie Infrastructure and Real Assets (MIRA).

ElecLink

Representation of the project company owned by STAR Capital and Eurotunnel on a proposed 1,000 MW DC power interconnector project between the UK and France.

EP Infrastructure

Representation of Energetický a průmyslový holding (EPH) on its disposal of a 30 per cent stake in EP Infrastructure (EPIF) to a group of investors led by Macquarie.

GasNet

Representation of Allianz Capital Partners on its co‑investment in GasNet, the Czech Republic’s largest gas distribution network business, as part of a consortium of investors led by Macquarie Infrastructure and Real Assets (MIRA). MIRA, which held a 49.96 per cent stake indirectly in GasNet, exercised contractual pre‑emption rights over the remaining 50.04 per cent stake owned by RWE.

jordgasTransport

Representation of Gasunie Deutschland Transport Services GmbH on the joint acquisition with Open Grid Europe GmbH of the gas pipeline operator jordgasTransport GmbH from Statoil Deutschland.

Nemo Link

Representation of a shareholder in connection with issues in respect of an EU interconnector between Belgium and the UK subject to a cap and floor regime.

NorteGas Energía Distribución

Representation of JPMorgan Asset Management on the consortium arrangements on the acquisition of NorteGas Energía Distribución, a Spanish supplier of natural gas and liquefied propane gas.

Utilities, transmission and distribution

TransnetBW

Representation of TSO TransnetBW on the HVDC cable project SuedLink. Our advice covered increasing shares in a JV with TenneT on planning, development, financing, construction and operation of SuedLink.

bayernets GmbH

Representation of SEB as agent and a bank consortium comprising Bayerische Landesbank, Commerzbank, Landesbank Baden‑Württemberg and SEB on the structured financing for bayernets GmbH in relation to the Project Monaco gas pipeline and further grid infrastructure projects and investments.

STEAG FernwärmeRepresentation of STEAG GmbH on the sale of a 49 per cent stake in its district heating subsidiary STAEG Fernwärme, a German company a district heating systems provider of thermal energy, to MR Infrastructure Investment, an affiliate of Munich Re.

Vattenfall Representation of Vattenfall Europe New Energy GmbH on the sale of its 85.5 per cent majority shareholding in the waste incineration plant “Müllverwertung Borsigstraße GmbH” in Hamburg to Stadtreinigung Hamburg, the city’s waste handling company. The sale price amounts to approx. €67million.

Representation of Vattenfall GmbH on the sale of a 74.9 per cent stake in Lauta and a 100 per cent stake in Ruedersdorf, the Germany‑based waste to energy power plants, to STEAG. The waste incineration capacity of both plants together amounts to 475,000 tons per year.

VTTI B.V. Representation of IFM Investors in its US$975 million joint acquisition with Vitol of a 50 per cent equity interest in VTTI B.V., the leading global independent provider of energy storage, from Buckeye Partners.

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Telecommunication

Altitude Infrastructure THD

Representation of Altitude Infrastructure Group on its sale of a minority stake in the group’s fiber broadband provider for home and office subsidiary, Altitude Infrastructure THD.

bn:t and SOCO

Representation of Basalt Infrastructure Partners on its acquisitions of bn:t and SOCO, fibre network owners and operators in the North Rhine‑Westphalia region of Germany.

Covage

Representation of Altitude Infrastructure Group, as part of a consortium, on its offer in connection with the acquisition of Covage, a French fiber provider for home and office.

Deutsche Telekom towers

Representation of the lenders on the proposed acquisition of Deutsche Telekom tower assets by an infrastructure‑focused investment fund.

Digital infrastructure projects

Representation of MEAG, the central asset manager of insurers Munich Re and ERGO, on the approximately €290 million structured portfolio financing of Axione Infrastructures’ digital infrastructure projects through senior secured project bonds and commercial bank loans.

EASSy undersea telecom cable

Representation of International Finance Corporation, the European Investment Bank, the African Development Bank, Kreditanstalt für Wiederaufbau and Agence Française de Développement on the financing of the Eastern African Submarine Cable System (EASSy), a landmark fibre‑optic cable project that connects 21 African countries to each other and the rest of the world.

IP-Only

Representation of EQT Mid Market on the sale of IP‑Only, a Sweden‑based company engaged in operating internet and telecom fibre networks, to EQT Infrastructure.

Mastco Finance No. 1 Limited

Representation of a major investor in TowerCom Holdings Limited on its €155 million acquisition of Mastco Finance No. 1 Limited, a wholly owned subsidiary of Eircom, the largest telecommunications operator in Ireland, which operates a portfolio of approximately 340 radio masts.

Next Generation Data (NGD)

Representation of Infravia III Invest S.A. (a French infrastructure investor) and the Founders on the disposal of Next Generation Data, a data centre business in South Wales, comprising Europe’s largest single site data centre campus.

Open Fiber

Representation of Open Fiber S.p.A., an Italian company which installs, supplies and services fibre optic high‑speed electronic networks across Italy, on its €3.5 billion financing. The deal is the largest‑ever financing for a fibre optic network in the EMEA region.

SAG

Representation of SPIE, a leading European multi‑technical services company, on the financing of the acquisition of SAG, the German leader in high‑growth energy infrastructure services.

Space Norway Satellite Project

Representation of a mandated lead arranger and lender on the financing of the Arctic Satellite Broadband Mission, which is being executed and operated by Space Norway and includes building and launching two satellites designed to operate in highly elliptical orbits to offer mobile broadband coverage to civilian, government and military users in the Arctic.

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Social, municipal and other infrastructure

Almaviva Santé

Representation of Antin Infrastructure Partners as sponsor on the €216 million financing for the acquisition of Almaviva Santé, the France‑based company that owns and operates hospitals and healthcare clinics.

Ikitelli Hospital PPP

Representation of the lenders on the project financing of the Ikitelli Integrated Health Campus PPP project being developed in Istanbul, Turkey. The 8.17‑million‑square‑foot, 2,682‑bed healthcare facility is being built under a PPP with the Turkish Ministry of Health, and involves the financing, design, construction and operation of the health campus, as well as the supply of facilities and equipment. This deal was awarded PPP Deal of the Year by Project Finance International and Europe Social Infrastructure Deal of the Year by IJGlobal.

Jagiellonian University Medical College

Representation of Bank Pekao S.A. on the financing of a public‑private partnership project concerning the redevelopment and maintenance of student dormitories of the Jagiellonian University Medical College in Cracow, Poland. This transaction was the first private partnership project student housing project in Poland.

Kayseri Hospital

Representation of the lenders on the development and financing of the hospital health campus to be constructed and operated in Kayseri, Turkey. The project comprises a total capacity of 1,548 beds, social facilities and commercial areas, with a value of US$442 million.

Kley

Representation of Oaktree Capital Management, L.P., a leading global alternative investment management firm, in the sale of Kley Group, a French student housing platform, to AXA IM ‑ Real Estate.

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Anglian Water

Representation of First State Investments on its disposal of a minority stake in Anglian Water to Infinity Investments S.A., an entity wholly owned by ADIA. Anglian Water is a regulated water and sewerage company, which supplies water and water recycling services to more than six million customers in the UK.

GE Water

Representation of Suez on a bridge loan facility to finance the acquisition of GE Water & Process Technologies, jointly with Caisse de dépôt et placement du Québec, for a value of €3.2 billion.

Miljövision AB

Representation of Valedo Partners’ portfolio company Norva24, a Norwegian company offering infrastructure maintenance services, on the acquisition of Miljövision AB, a Sweden‑based company specializing in sludge suction and associated maintenance services for water and sewage.

South Staffordshire

Representation of Arjun Infrastructure Partners on its acquisition of a 75 per cent stake in South Staffordshire plc from KKR and the subsequent sell down of part of the stake to Mitsubishi. South Staffordshire plc consists of a regulated water‑only company, South Staffordshire Water plc, and a non‑regulated water services business.

Social Water and waste

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