2nd Africa Finance Standard Bank Project Finance Workshop - 3rd November 2014
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Private and confidential
2nd Africa Finance
Standard Bank Project Finance Workshop
3rd November 2014
Standard Bank Overview
Standard Bank in Africa 3
Investment Banking in Africa
Distinctive Presence Distinctive People Strong Market Conditions
Standard Bank has
Largest Pan-African footprint Very strong specialist teams in Johannesburg, Improving fundamentals, incl. political stability in
an unrivalled Accra, Lagos, London, Nairobi and New York Ghana
presence in sub- Increased quality deal flow in/out of Africa
Saharan Africa with Full range of expertise in-country Movement towards market based economies
Excellent Cross-Border Connectivity
on-the-ground Increased foreign investor interest
Local balance sheets
presence in 20 Commodity-led economic growth
African countries
Operation Overview
Over 150 years of experience in Africa
Largest bank in Africa by assets and headcount
Approximately 49,000 employees in 20 African countries
Headquartered in Johannesburg
Growth on the continent is a key strategic focus area
Nigeria
South Investment banking presence across the region and in key
Sudan
Ghana markets strengthened by recent acquisitions:
Cote Uganda
d’Ivoire
D.R.C
Kenya – IBTC Chartered Bank, Nigeria
– CFC Bank, Kenya
Tanzania – Recently opened in South Sudan
– Recently opened a branch office in Cote d’Ivoire
Angola Malawi
Zambia Ability to provide corporate and investment banking
Standard Bank
solutions including advisory, transaction structuring and
Zimbabwe
Namibia
Stanbic Bank Mozambique bespoke debt funding packages in local and foreign
Botswana Mauritius currencies
Stanbic IBTC Bank
Swaziland
CFC Stanbic Bank South
Africa LesothoStandard Bank 2014 and 2013 Awards 4
Selected 2014 Awards Selected 2013 Awards
Best Investment Bank in Africa
Consistently voted Best Investment Bank in Africa
Best Investment Bank in Mozambique, Angola,
‘Best Investment Best Syndicated Loan House in Africa
Botswana, Kenya, Uganda, Rwanda & Tanzania
Bank in Africa’ and Best Treasury Services in Africa
Best local Investment Bank in South Africa
‘Best Syndicated Best Securitization House in Africa
Best Broker in Nigeria
Loan House in Best M&A House in Africa
Best Project Finance House
Africa’ Best M&A Deal in Africa
Best treasury services in Africa
Best Corporate Bond in Africa
Best transactional bank for financial institutions in
Best IPO in Africa
Africa
Best Investment Bank in Africa
Best Investment Bank in Frontier Markets
Best Bank in Africa
Best Debt House in Africa
Best Overall Bank for Cash Management in Africa
Best Trade Finance Bank in Africa
Best Bank for Liquidity Management in Africa
Best Treasury and Cash Management Bank and
Best Bank for Payments & Collections in Africa
Provider in Africa
Best Trade Finance Bank in Africa and South Africa
Best FX Provider in Africa
Best Provider of Money Market Funds in Africa
Equities Deal of the Year for Africa
Most Innovative Investment Bank in Africa M&A Deal of the Year for Africa
Structured Finance Deal of the Year for Africa
Africa Deal of the Year
Fixed Income Deal of the Year
Best Risk Advisor in Africa
Best Equity House in Africa
Best Investment Bank in Africa
Best Oil & Gas ResearchStandard Bank - The leading Corporate & Investment Bank in Africa 5
Equity Capital Markets Debt Capital Markets
Equities Deal of the Year (2013) Best Corporate Bond in Africa (2013)
Best Equity House (2013) Best Securitization House in Africa (2013)
Africa Book Runner League Table 2012 – 2014 (YTD) Most active arranger of Sub-Saharan African bonds 2014 (YTD)
Value Deal % Mkt Value Deal % Mkt
Rank Lead manager Rank Lead manager
(US$m) count Share (US$m) count Share
1 Standard Bank 3,897 24 18% 1 Standard Bank 1,892.02 44 22.4
2 UBS 3,686 15 17% 2 Firstrand Bank Ltd 1,787.49 67 21.2
3 Citi 3,602 7 16% 3 Barclays 1,127.29 39 13.4
4 BAML 2,584 8 12% 4 Nedbank Capital 949.96 18 11.3
5 RBC Capital Markets 2,553 16 12% 5 RBC Capital Markets 624.6 19 7.4
6 HSBC 2,406 4 11% 6 Eskom Holdings Ltd 523.33 21 6.2
7 JPMorgan 2,331 7 11% 7 JP Morgan 383.12 18 4.5
8 Deutsche Bank 2,161 6 10% 8 Investec PLC 378.98 14 4.5
9 Credit Suisse 2,024 7 9% 9 TD Securities 143.85 8 1.7
10 BNP Paribas 1,930 4 9% 10 Citi 126.74 7 1.5
M&A Advisory Debt Finance
Best M&A Deal in Africa (2013) Best Syndicated Loan House in Africa (2013)
M&A Deal of the Year (2013) Best Debt House in Africa (2013)
Sub-Saharan Africa M&A League Table 2014 (YTD) Africa MLA League Table 2012 – 2014 (YTD)
Deal
Rank House Value (US$m) No. Rank MLA Value (US$m)
Count
1 Standard Bank 9,296 2 1 Standard Bank 5,342 42
2 Bank of America Merrill Lynch 8,127 1 2 Barclays 4,899 36
3 Citi 8,127 1 3 Standard Chartered Bank 4,666 40
4 Deutsche Bank AG 8,127 1 4 BNP Paribas SA 3,201 21
5 Simonis Storm Securities 8,127 1 5 Firstrand Bank Ltd 3,176 29
6 Investec 7,182 3 6 Citi 2,573 24
7 Java Capital 2,805 1 7 Nedbank Capital 2,086 16
8 Sasfin Bank Limited 2,805 1 8 HSBC Bank PLC 2,047 19
9 Rand Merchant Bank 1,434 2 9 Societe Generale 1,867 14
10 CIBC World Markets Inc. 1,169 1 10 Ecobank Transnational Inc 1,697 11Standard Bank & ICBC 6
Industrial and Commercial Bank of China Ltd
In 2008, Industrial and Commercial Bank of China Ltd. (“ICBC”), acquired 20% of Standard Bank Group for US$ 5.5 billion, at the time, the
largest overseas investment by a Chinese company anywhere in the world
Supportive,
non-controlling
minority shareholder
ICBC Board is committed to assist
in building and cementing the
strategic partnership
No intention to increase stake in Standard Bank
Strategic Relationship ICBC Strengths
Strategic alliance between the largest banks in China and Africa Largest bank in the world by market capitalisation, assets,
revenue and profitability
Leaders from two emerging market regions with the greatest
growth potential Market leader in all its businesses
Strong relationships and good formal cooperation which will Strategically keen to grow in emerging markets and build on
drive multiple new business opportunities the significant China-Africa trade and investment flow
ICBC wants to grow with Standard Bank in other emerging Extensive financial resources and client base of Chinese
markets companies and SOEs
ICBC achieves value creation together with existing Standard 194 international branches and offices in 26 countries
Bank shareholdersCase Study – Infrastructure Finance Project (West Africa)
Project Structuring Considerations 8
1 Total amount of US$500m assumed based on 70% gearing ratio and total Project Costs of US$715m
Tenor and funding costs are optimised through ECA cover, especially given country background and long-term funding
2 requirement for the Project
3 Given a Chinese EPC contractor, debt raising from Chinese investors with cover from Sinosure
Maximum insured amount under Sinosure cover is 85% of EPC contract value (i.e. US$382.5m), potentially can be
4 extended to non-EPC project costs. The cover is typically for:
95% political risk insurance
50% commercial insurance
5 Sinosure covered debt portion provided by ICBC and SB
6 Raise uncovered/clean portion (i.e. US$117.5m) from SB and other local/regional/international investors, including DFIs
Local project content and also EU project content, both of which may qualify up to a certain percentage as project costs
7 and therefore eligible for ECA cover.Project Debt Structure 9
Overview
$50m
“clean” risk ca International and local
$117.5m banks, incl. Standard
Bank
15% $67.5m
$500m total debt amount
$19.1m
$450m EPC contract value
“covered” risk ca Political cover Political cover Predominantly
$382.5m Chinese banks
85% (e.g. ICBC) and
Standard Bank
Commercial cover
$181.7m $181.7mIndicative Debt Terms 10
Total amount: US$500m
Tranche A: $117.5m (“Commercial Tranche”) Tranche B: $382.5m (“ECA Tranche”)
$95.5m to be used for: $382.5m to be used for contracted capex:
Amount a) $67.5m uncovered portion of EPC contract B1: $181.7m (political cover only)
b) Additional project costs B2: $181.7m (political and commercial cover)
Tenor [7] years [10-12] years
Pricing Libor + [●]% pa Libor + [●]% pa
Market standard arrangement and participation fees for both tranches
Fees
Sinosure premium: [●]% flat for Tranche B
Repayment In [quarterly] amortising amounts, typically after a [●] year grace period, based on project cash flow profile
All-asset debenture on the Borrower’s assets, incl. project documents, insurance policies, contracts and
accounts (incl. DSRA)
Security
Share pledge
Pre-completion guarantee / cost over-run support
Debt service cover ratios
Covenants
GearingCase Study – Hydropower Project (Ethiopia)
Case Study: EEPCo Hydropower Project, Ethiopia
GibeIII 10 X 187MW hydropower station is one of the major construction works in Ethiopia, for which the
Ethiopian Electric Power Co
Ethiopia government attached great importance for it to benefit local community and generate FX revenue
from countries
2010
US$470 million DongFang Electric Company (DEC) was awarded contract by Ethiopian Electric Power Co (EEPCo) to supply
Co-arranger with ICBC to hydroelectric equipment & installation
secure Sinosure coverage &
ICBC ECA financing
Ethiopia turned to Standard Bank in April. Standard Bank arranged Sinosure financing and successfully
closed the financing by end of June before the deadline set up by Ethiopia government
The facility amount is US$470 m for 85% of commercial contract value plus Sinosure premium, with a loan
tenor of 14.5 years (4.5 years plus 10 years)
Sinosure MoF guarantee (Ethiopia)
Risk cover
US$470 m
ICBC – US$ funding EEPCo
MLA
Local EPC Equipment supply and
expertise contract installation
MLA
Standard Bank DECRecent Credentials
14
Gigawatt Power Station to supply 100MW to Mozambique’s EDM
Overview of the project Key terms of debt financing
Gigawatt is a 118 MW gas fired power station situated at Ressano Based on an appropriately structured risk profile, the table below
Garcia, Mozambique indicates indicative terms for the Gigawatt deal for commercial
The project reached financial close in June 2014. Total project debt:
cost is approximately US$212m, with US$ 170m of debt
Gigawatt’s main sponsor is Gigajoule International who partly Borrower Gigawatt
owns and operates a gas pipeline from Ressano Garcia to Matola
in Mozambique known as Matola Gas Company (“MGC”)
Standard Bank Role Sole Lead Arranger
The off-taker is Electricidade de Moçambique (“EDM”)
The project will be set up as a base load plant and will connect to
the substation at Ressano Garcia which is close to the site Industry Power (Gas Fired)
The project will make use of the gas that is allocated for use in
Fund the development of
Standard Bank is Mozambique by the Mozambican government from the Pande and
approximately US$ 200 million,
sole commercial Temane gas fields. Purpose
118 MW gas fired power station
lender and is acting Gas supplied for the Project is secured through a 20 year GSA in Mozambique
as MLA in the first with MGC, underpinned by a 20 year GSA between Sasol and
MGC.
project-financed Currency US$
Independent Power
Producer initiative
Senior debt
to reach financial Facility
Subordinated debt
close in Overview of the companies
Mozambique
Tenor 12 years door-to-door
The Gigajoule Group invests in, develops and operates energy
projects
Financial Close reached in
The Group was founded in 2001 after an initial approach by the Status June 2014, construction has
Mozambican government to the founder shareholders to assist started
with the development of a domestic gas industry in Mozambique.
Matola Gas Company (“MGC”), which is owned 49.6% by PRI Cover on US$ Debt
Gigajoule was created and has the concession rights to transport Security (Risk Cover) ECIC Cover on SA Content is
…will supply and distribute natural gas in the Maputo Province likely
approximately 12% Additional key shareholders in Gigajoule Power (Subsidiary of Capital Grace 18 Months
of Mozambique’s Gigajoule International and the holding company for Gigawatt)
total power demand include OMLACSA (Old Mutual Group) and WBHO (SA Gearing Ratio 75:5:20
upon completion Contractor) Minimum DSCR 1.40xShoreline Natural Resources 15
Standard Bank involvement Transaction overview
The 5-year US$550m Senior Secured Reserve Based Lending Borrower Shoreline Natural Resources
Facility to Shoreline Natural Resources (“SNR”) has been designed Debt amount US$550m
to refinance the initially arranged financing package to support
Shoreline Natural Resources SNR’s acquisition of OML 30: Standard Bank role MLA , Sole Bookrunner, Coordinating Bank
Nigeria
– Refinance the US$550m Senior Secured Acquisition Bridge Refinancing of the OML 30 Acquisition Bridge Facility ,
2013 Facility in favour of SNR Purpose
US$550 million
fund capex and issue LCs
– Fund capex in relation to OML 30 Tenor 5 years
Reserve Based Lending
– Issue LCs in favor of NPDC (Operator of OML 30) to support
Coordinating MLA,, Sole Country Nigeria
Bookrunner future cash calls to SNR
Standard Bank has been appointed by SNR to act as the
Coordinating Mandated Lead Arranger and sole Bookrunner of the
RBL
Standard Bank has also been appointed to act as a Facility Agent,
Security Agent, Technical Bank and Offshore Account Bank
Company overview Highlights/key features
SNR is 45% owned by Heritage Oil Plc and 55% owned by Standard Bank successfully closed this transaction and provided a
Shoreline Power Company Ltd (“Shoreline”) tailored structured Reserve Based Lending loan to SNR to refinance
In June 2012, SNR signed an agreement with Shell Nigeria, Total the existing Acquisition Bridge Facility and develop OML 30
Nigeria and Agip Nigeria for the acquisition of a 45% interest in Standard Bank leveraged on its in-house technical expertise to
OML 30, onshore Niger Delta understand the asset and its technical aspects and challenges
The remaining 55% interest in OML 30 are owned by NPDC, a The completion of the transaction demonstrates Standard Bank’s
subsidiary of NNPC, who also retains the operatorship of the asset capability to deliver debt funding to indigenous companies and to
OML 30 is the largest and most valuable asset (in terms of 2P further support their growth
reserves) among the current Shell divestment assets This transaction is one of the largest syndicated loan deals this year
SNR benefits from the technical expertise of an experienced African in Nigeria
investor, Heritage, and onshore experience from a local partner,
ShorelineShoreline Natural Resources 16
Standard Bank involvement Transaction overview
Standard Bank has been mandated to arrange a financing package Acquirer Shoreline Natural Resources (“SNR”)
to support Shoreline Natural Resources’ (“SNR”) acquisition of OML Target 45% interest in OML 30 (Nigeria)
30 as follows:
Shoreline Natural Resources
Nigeria
– Issuing Bank for the US$765m Bank Guarantee on behalf of Vendors Shell Nigeria, Total Nigeria and Agip Nigeria
SNR in favour of Shell Nigeria, Total Nigeria and Agip Borrower SNR
2012 Nigeria (the “Vendors”)
US$550 million
Heritage Oil Plc (“Heritage”), Shoreline Power
– Mandated Lead Arranger and Bookrunner for the US$550m Guarantor
Company Ltd (“Shoreline”)
Bank Guarantee &
Acquisition Bridge Facility Senior Secured Acquisition Bridge Facility in favour of SNR
Standard Bank has also been mandated Joint Global Coordinator Debt amount Up to US$550m
MLA, Facility Agent, Security Agent
and Joint Bookrunner for Heritage Oil Plc (“Heritage”)’s rights issue MLA and Bookrunner, Facility Agent, Security Agent,
Standard Bank role
With this transaction, Standard Bank reinforced its leading role in Account Bank
financing the Shell Nigerian divestment process
Purpose Acquisition finance
Tenor 18 months
Country Nigeria
Company overview Highlights/key features
SNR is 45% owned by Heritage Oil Plc and 55% owned by Standard Bank successfully closed this complex transaction and
Shoreline Power Company Ltd (“Shoreline”) provided a tailored structured funding programme for SNR in
In June 2012, SNR signed an agreement with the Vendors for the relation to the acquisition of OML 30
acquisition of a 45% interest in OML 30, onshore Niger Delta Standard Bank leveraged on its in-house technical expertise to
The remaining 55% interest in OML 30 are owned by NPDC, a understand the asset and its technical aspects and challenges
subsidiary of NNPC, who also retains the operatorship of the asset Standard Bank also used its significant on-the-ground Nigerian
OML 30 is the largest and most valuable asset (in terms of 2P expertise and risks understanding to complete the transaction in a
reserves) among the current Shell divestment assets timely fashion
SNR benefits from the technical expertise of an experienced African Completion of the transaction demonstrates Standard Bank’s
investor, Heritage, and onshore experience from a local partner, capability to deliver execution of both debt and equity funding to
Shoreline indigenous companies and to further support their growth
The acquisition of OML 30 is a step change for Shoreline and With the closing of this transaction, Standard Bank has been
Heritage and will balance Heritage’s exploration portfolio with involved in all the completed Shell transactions to date, including
production within a core geographic area Seplat, FHN, Neconde and SNRShoreline Natural Resources continued... 17
Corporate structure Funding structure
Indigenous 1000
Shoreline Energy FTSE 250 US$765m Bank Guarantee provided by
Power and
Heritage Oil Plc. Oil & Gas SB to the Vendors to ensure funds for
International Infrastructure
company
company 800 85 Completion of the Acquisition
US$550m Bridge facility provided by
100% 100% Standard Bank
215
600 US$215m Bridge facility provided by JP
US$m
Shoreline Power Heritage Oil SNR Morgan to Heritage, during the period
Company Ltd. (Nigeria) B.V. 400 between the signing of the Assignment
Agreement and the receipt of the Rights
550 Issue
55% 45%
200 Up to US$370m Rights Issue (Standard
Bank & JP Morgan as Joint Global
Shoreline Natural Coordinator and Bookrunner) to fund
NPDC 0
Resources Ltd. the deposit, the balance of the
SNR upfront deposit (10%) acquisition consideration not funded by
45% 55% the SB Bridge, and acquisition costs
Equity injection from Heritage to
Bridge facility to be taken out by a long-
SNR
OML 30 term lending facility or any other Capital
SB Bridge Financing facility to Raising Programme
SNR
Transaction structure
Phase 2: Bank Phase 3: Acquisition Phase 4: Long Term
Phase 1: Bidding Process
Guarantee Issuance Completion Financing
SNR selected by the Vendors as
Bridge is refinanced on a non-
preferred bidder for the acquisition of a At Acquisition Completion*, the
Bank Guarantee provided upon recourse basis by a Reserve Based
45% interest in OML 30 US$765m remaining consideration is
execution of the AA on 29/06/2012 Loan or other long term financing
Assignment Agreement (“AA”) for paid to the Vendors
instrument
US$850m signed on 29/06/2012
Drawdown under the US$550m
US$765m Bank Guarantee Bridge
issued by Standard Bank Equity injection of US$215m by
Heritage into SNR
Bank Guarantee is cancelled
Note:
1. Including Nigerian Government consent and satisfaction of other CPs under the Assignment Agreement18
Ghana: Desalination Plant
Overview of the project Key terms of debt financing
This infrastructure is a 60,000 m3/day plant near Accra, Ghana that Befesa Desalination Developments Ghana
will provide drinking water to around 400,000 people in the area Borrower
Limited (an SPV)
The key contract is the Water Purchase Agreement (“WPA”) in
terms of which Ghana Water Co. Ltd. (the national water utility) Arranger, Underwriter, Facility Agent, Security
Standard Bank
buys the plant’s water output for 25 years from start of operations Trustee, On-Shore Account Bank, Off-Shore
role/Stanbic role
The plant will be built and operated by the Abengoa Group, a Account Bank
leading Spanish multinational corporation, under sub-contracts with
Transaction value1 USD 88.7 million
a full suite of security packages provided by the sub-contractors to
the project company Industry Infrastructure
The project company is funded 30% equity and 70% debt Design, build, own, operate a sea water
Purpose
The equity is held by Abengoa Group and its financial co-investor, desalination plant near Accra Ghana
Sojitz Corporation of Japan. There is also a minority local Ghanaian Facility Senior-ranking amortising loan
shareholding Tenor 12 years from Financial Close
Standard Bank underwrote all the debt and interest rate swap Capital grace 30 months
facilities and had secured the participation of a South African bank Gearing 70:30
as co-lender prior to financial close
DSCR 1.10x
The USD debt facility has a 12-year tenor, with a cash sweep in
place to shorten the effective term of the loan if cash flow generated Cover MIGA
by the Project meets projections
Standard Bank’s role in the transaction included:
Financial close was achieved in late October 2012
Construction works commenced mid-November 2012
– underwriting a 12-year USD facililty of USD 88.7 mn to the
Project company, Befesa Ghana, and providing an interest rate
hedge for the project
Highlights/ Key features
– negotiating a bankable WPA with GWCL and the Project
sponsors, and secured the guarantee from the Government of
This is the first Public Private Partnership funding achieved in the Ghana of GWCL’s obligations under the WPA
Ghanaian market, achieved through the negotiation of a bankable
WPA with Ghana Water Co. Ltd. (“GWCL”) – working with MIGA to secure political risk cover for the Project’s
The Government of Ghana supported GWCL’s obligations under debt and equity providers
the WPA through a full guarantee – working closely with legal advisors based in Ghana and the UK
MIGA (World Bank Group) provided guarantees covering the to ensure that the project’s contractual position was fully
political risk of the equity investments, debt and interest rate secured and lawfully documented
hedging
– acting as the project’s banker both locally and off-shore, as well
as the lenders’ facility agent and security trustee
– bringing on board a South African co-lender which will take a
participation in the debt and hedging
Notes: 1 – Standard Bank transaction value
Desalination plant picture is for illustrative purposes only19
Kenya: Kinangop Wind Park
Overview of the project Key terms of debt financing
2012 Aeolus Kenya Limited (“AKL’’) is a local company whose main Borrower Aeolus Kenya Limited
activity is the development of renewable energy in Kenya CfC Stanbic Bank (“CSB”) the Kenyan affiliate
AKL formed Kinangop Wind Park Limited (“KWP”) as a Special Standard Bank of the Standard Bank Group, was appointed as
Insert Tombstone Purpose Vehicle through which it would carry out the development role/Stanbic role sole Financial Advisor and Mandated Lead
here Limited
Aeolus Kenya of a greenfield USD 144 million, 60 MW wind farm in Kenya Arranger
Power produced by KWP will be sold to Kenya Power and Lighting Transaction value1 USD 100 million
USD 100 Million Company under a 20-year Power Purchase Agreement (“PPA”) Industry Power
Fund the development of a greenfield USD
Mandated Lead Arranger Purpose
144 million, 60 MW wind farm in Kenya
Currency USD
Facility Senior debt
All in margin Libor + 575 bps
Tenor 10 years
Capital grace 2 years
Gearing 70:30
Minimum DSCR 1.4x
Highlights/ Key features
Key features of the transaction include: Standard Bank’s/Stanbic’s role in the transaction included:
– Full underwrite by Standard Bank – Underwriting USD 100 million of debt
– First utility-scale wind farm in Sub Saharan Africa (outside of – Advising AKL on the appropriate structure of the project
South Africa)
– Co-ordinating the negotiation of the PPA, EPC and O&M
– First project financed Feed-In-Tariff in Sub-Saharan Africa contracts
(outside of South Africa)
– Innovative structure using a 15-year amortization schedule – Co-ordinating the selection of a suitable equity partner
on a 10-year financing term, with a cash sweep after year 5 – Co-ordinating the documentation process for the deal until
to incentivize the sponsors to refinance after year 5 financial close
– Project is an important step towards reducing Kenya’s
reliance on heavy fuel oil and diesel to power its electricity
grid
Notes: 1 – Standard Bank transaction value
Wind power plant picture is for illustrative purposes only20
South Africa: Red Cap
Overview of the project Key terms of debt financing
Red Cap Kouga Wind Farm (Pty) Ltd (“Red Cap Kouga”) is an Borrower Red Cap Kouga Wind Farm (Pty) Ltd
80MW Wind Farm which was awarded preferred bidder under bid Standard Bank Role Co-mandated lead arranger and underwriter
date 1 of the Renewable Energy Independent Power Producer Total project value USD 221 million
Program in South Africa (“REIPPPP”) Industry Power
The Kouga Wind farm is Red Cap’s flagship project. The wind Fund the development of a USD 221 million,
farm is being developed by the Red Cap Kouga Wind Purpose 80 MW wind farm in the Eastern Cape in South
Development Company, a partnership between Red Cap Africa
Investments, Afri-Coast Engineers SA, Eurocape Renewables, Senior debt
Facility
Inspired Evolution Investment Management and Standard Bank Subordinated debt
The project is located near Oyster Bay in the Eastern Cape
Tenor Constuction + 15 years
Province of South Africa
The EPC and O&M contract is Nordex Total Debt: USD 177 million
Eskom will be the off-taker of the power produced acting through Total debt Senior Debt: USD 155 million
its Single Buyer Office (“SBO”) Subordinated Debt: USD 22 million
Total equity USD 44 million
The project reached financial close on 21 November 2012 after
Red Cap Investments
hedging on 14 November 2012 5.6%
(Pty) Ltd
The Standard Bank of South Africa Limited (“Standard Bank”) and Afri-Coast Engineers
Nedbank Limited (“Nedbank”) were Co-Mandated Lead Arrangers SA Proprietary 5.6%
and Industrial Development Corporation of South Africa Limited Limited
(“IDC”) provided senior debt funding and subordinated debt Eurocape
funding Renewables 1.2%
Standard Bank also syndicated a portion of its underwritten debt Proprietary Limited
to Liberty Group who came in as a lender to the transaction prior The Standard Bank of
to financial close 35.0%
South Africa Limited
The tenor of the senior and subordinated debt is the construction Evolution One Fund,
Sponsors
period plus 15 years comprising Evolution
One General Partner
(BVI) Limited and 26.7%
Evolution One
General Partner (SA)
Proprietary Limited
Micawber 864
Proprietary Limited 26.0%
(Community Trust
SPV)
Notes: Wind power plant picture is for illustrative purposes onlyCase Study: Orezone, Burkina Faso 21
Project overview Transaction overview
The Essakane Project is located in north-eastern Burkina
Transaction Essakane gold project
Faso, West Africa and owned by Orezone Resources (WI
Burkina Faso
90%), a subsidiary of IAMGOLD Corp. Standard Bank role Lead Arranger and Underwriter
2009
USD 220 million
2P Reserves of 4.0Moz and 4.4Moz of M&I Resources Amount USD220 million
Essakane Gold Project
Commercial production started in July 2010, current
Mandate Lead Arranger and Tenor 7 Years (Project Loan)
Underwriter
production lies at 94,000 ounces in Q4 2011
8 Years (ECIC Loan)
– Q3 head grade of 1.6g/t, a 96% recovery rate, cash
costs of USD513 per ounce and a 3.3:1 strip ratio Country Burkina Faso
– Total attributable gold production for Essakane in 2011
was 337,000 ounces and 320,000-345,000 ounces in
2012
Remaining mine life of 14+ years
Standard Bank Involvement Highlights / Key Features
Standard Bank, together with Bayerische Hypo- und The proposed facilities were ultimately mooted by Iamgold’s
Vereinsbank AG, Societe Generale and Caterpillar Financial acquisition of Orezone
provided a USD220m facility to finance the construction and The facilities were to comprise two tranches
development of the Essakane gold project in Burkina Faso
– USD95m Project term loan facility
Standard Bank acted as a Joint Mandated Lead Arranger, the – USD125m credit facility benefiting from 85%
structuring bank of the ECIC loan, the exclusive ECIC commercial and 100% political cover provided by The
Underwriter and the ECIC syndication bank Export Credit Insurance Corporation of South Africa
(“ECICSA”)
Standard Bank fully underwrote the ECIC loan and held
Standard Bank successfully coordinated and executed the
USD75m of the ECIC loan as final take
ECIC financing piece of the debt solutionCase Study: Morupule B Power Plant, Botswana
Standard Bank Involvement Transaction Overview
Standard Bank and ICBC financed the power station Transaction Morupule B Power Plant
expansion for US$825 m over a 20 year tenor
Botswana
2009 Standard Bank role Financial Arranger and Hedge
US$ 825 million ICBC provided the 20 year loan of US$825 m, which is Provider
20 year loan for
600MW Morupule B
guaranteed by SINOSURE for 15 years with the remaining
years 16-20 guaranteed by the World Bank. Both guarantees Underwriters ICBC
Joint Lead Arranger with will cover commercial and political risk
ICBC Amount US$825 m
The extent of funding was possible because of the Chinese Tenor 20 years
participation and the Sovereign Government Guarantee,
through the Botswana Ministry of Finance Country Botswana
Standard Bank provided a cross-currency swap to convert
US$ funding into fixed rate synthetic Botswana Pula funding,
thus minimising BPC’s exposure to adverse movements in
foreign exchange rates and interest rates
Sponsor Overview Highlights
The US$1.6 b Morupule coal power station is part of This fully underwritten financing package was established in
Botswana's (through the state utility Botswana Power the 3rd/4th quarter of 2008, when the credit crisis reached its
Corporation (“BPC”)) strategy to secure power supply by peak
expanding existing generating capacity as well as improving
the southern African country's self-reliance The funding solution proposed provided a one-stop funding
solution to the client, almost unheard of in the lending climate
The primary requirement of BPC was to ensure that, to the at the time
greatest extent possible, local currency funding was secured
as BPC sells power to its customers in BWP. The funding Standard Bank local knowledge, when combined with the
solution provided by Standard Bank, ICBC, SINOSURE and considerable lending capability of our strategic partner ICBC
World Bank provided the liquidity and currency risk mitigation and the political risk mitigation capability for SINOSURE,
to ensure that BPC’s primary objective will be achieved provided the client with a funding solution that few financial
institutions could offerEnergy, Power & Renewables Tombstones 23
Enel Exxaro/Tata Power Scatec Solar Gulf Power Scatec Solar Sun Edison
South Africa South Africa South Africa Kenya South Africa South Africa
2013 2013 2013 2013 2013 2012
ZAR 220 million ZAR 4.0 billion ZAR 2.35 billion EUR 83 million ZAR 1.2 billion ZAR 1.25 billion
13MW PV Project / Mandated Lead Amakhala – 140MW Wind Farm / Dreunberg - 75MW PV Project / 80MW HFO Power Plant / Co- Linde – 40MW PV Project / Soutpan - 28MW PV Project /
Arranger and Financial Advisor Mandated Lead Arranger Mandated Lead Arranger Mandated Lead Arranger Mandated Lead Arranger Mandated Lead Arranger
SARGE/Elecnor/Shanduka Triumph Kingangop Red Cap Metrowind ACED
South Africa Kenya Kenya South Africa South Africa South Africa
2013 2013 2013 2012 2012 2012
ZAR 1.6 billion US$ 150 million US$ 160 million ZAR 1.9 billion ZAR 600 million ZAR 2.2 billion
73MW Noblesfontein Wind Farm / 83MW HFO Power Plant / 60MW Wind Farm / Financial 80MW Wind Farm / Co-Mandated 27MW Wind Farm / Mandated Lead 140MW Wind Farm / Co-Mandated
Mandated Lead Arranger and Mandated Lead Arranger Advisor and Lead Arranger Lead Arranger Arranger Lead Arranger
Financial Advisor
Volt River Authority Sun Edison Scatec Solar Eskom Kusile Electromaxx AE-AMD
Ghana South Africa South Africa South Africa Uganda South Africa
2012 2012 2012 2009 2012 2012
TBC ZAR 1.40 billion ZAR 2.2 billion EUR 260 million US$ 25 million ZAR 425 million
330MW Combined Cycle Power Witkop - 30MW PV Project / Kalkbult 75MW PV Project / Finance for Kusile Boilers / Lead 50MW HFO Power Plant / Sole Greefspan – 10MW PV Project /
Plant Expansion / Financial Advisor Mandated Lead Arranger Mandated Lead Arranger ECA Arranger Lead Arranger Mandated Lead Arranger and
Financial Modeler
AE-AMD Solar Capital BioTherm State Grid International CIC Energy Botswana Power Corporation
South Africa South Africa South Africa Development Ltd. (“SGID”) Botswana Botswana
Brazil
2012 2012 2012 2011 2009 2009
ZAR 840 million ZAR 2.2 billion ZAR 800 million undisclosed US$ 5.0 billion US$ 1.6 billion
Herbert – 20MW PV Project / 75MW De Aar PV Project / 27MW Wind Farm / Mandated Lead Advised SGID in its acquisition of Mmamabula Energy Project – Morupule B Coal Power Project /
Mandated Lead Arranger and Mandated Lead Arranger Arranger seven power assets of Plena 1200MW Coal fired plant / Co- Co-Mandated Lead Arranger
Financial Modeler Transmissoras Mandated Lead ArrangerEnergy, Power & Renewables Credentials 24
Ongoing – Gitson Energy, Kenya
Mandated lead arranger & financial advisor for Gitson Energy’s [300MW] Wind Power Project in Bubisa, Kenya
Ongoing – AMD Energia, South Africa (2012 - 2014)
MLA for Alt-E’s multiple solar PV projects
Ongoing – Kabompo Gorge Hydro Power Plant, Zambia
Standard Bank is financial advisor to the 40MW Kabompo Gorge Power plant in Zambia development by Copperbelt Energy
Corporation
Ongoing – Kibo mining plc., Tanzania
Standard Bank has been mandated as the Financial Advisor for 300MW coal fired power plant
Ongoing – Toyota Tshusho Africa, South Africa (2014)
Standard Bank has been mandated as the Financial Advisor for buyside advisory on SA renewables
Ongoing – Tongaat Hulett, South Africa (2014)
Standard Bank has been mandated as the Financial Advisor for a 70MW bagasse fired power development
Ongoing – Arandis Power, Namibia (2014)
Standard Bank has been mandated as the Lead Arranger and to provide Commercial Debt for a 120MW HFO Power Plant and
Waste Oil Recycling Plant
Ongoing – GreeNam, Namibia (2014)
Standard Bank has been mandated as the Lead Arranger for a 10MW PV Project
Ongoing – Gigawatt, Mozambique (2012 - 2014)
Standard Bank has been mandated as the Lead Arranger for a 120MW gas fired power plant
Ongoing – Diaz, Namibia (2014)
Standard Bank has been mandated as the Lead Arranger for a 44MW Wind Farm
Ongoing – CenPower, Ghana (2014)
Standard Bank has been Co-Mandated as the Lead Arranger for a 360MW CCGT power plant
Ongoing – Anglo American, South Africa (2011- 2014)
Standard Bank has been mandated as the Financial Advisor to Anglo American’s [450MW] discard coal-fired IPP near Witbank
Ongoing – Aldwych International, Kenya
Joint Lead Arranger for long-term financing to Aldwych International for the 300MW Lake Turkana Wind Project valued at US$760mEnergy, Power & Renewables Credentials continued… 25
Ongoing – Songas Expansion Project, Tanzania (2012 – 2013)
Standard Bank was mandated as the financial adviser on the Songas Expansion Project. The Project involves the expansion and
financing of the midstream and downstream natural gas infrastructure. The Project aims to increase the capacity of the processing
plant and the pipeline to 140mmscfd by adding two new gas processing trains and associated balance of plant at SSI, and a
downstream gas compression facility on the gas pipeline. The expansion and financing of the gas processing facility and the pipeline
is estimated to cost circa US$120 million
Ongoing – Forest Oil Corporation, South Africa
Standard Bank has been mandated as Financial Adviser to Forest Oil Corporation in connection with the development of an
integrated [750-800 MW] natural gas to power project
2013 - Gulf Power, Kenya
Co-lead Arranger of the Greenfield 84MW Athi River HFO power plant developed by Gulf Energy
2010 - 2013 – Mphanda Nkuwa Hydropower Project, Mozambique
Financial advisor to the Mphanda Nkuwa consortium on the development of 1500 MW hydro electric project in Mozambique
2013 – Sky Solar China, South Africa
Financial advisor and MLA for Soekmekaar’s 75MW solar PV plant in the Eastern Cape
2013 – Basil Read Energy, South Africa
Mandated as Financial Advisor and Lead Arranger to BRE for its Beaufort West PV project
2013 – Biotherm Energy, South Africa
MLA to Biotherm Energy on its 3 wind farms and 1 PV project
2013 – Enel/Built Africa, South Africa
Standard Bank has been mandated as Financial Advisor and Lead Arranger to Enel /Built Africa on their multiple PV projects
2013 – Windlab, South Africa
MLA to Windlab’s [140]MW wind farm in Cookhouse in the Eastern Cape
2012 - 2013 – African Clean Energy Developments, South Africa
MLA for African Clean Energy Development (“ACED”) to develop [203]MW wind farms in the Eastern Cape
2013 – The Power Company/Built Africa, South Africa
Mandated as financial advisor for The Power Company/Built Africa [20]MW Solar PV Project, over several South African sitesEnergy, Power & Renewables Credentials continued… 26
2013 – Solar Reserve, South Africa
Standard Bank has been mandated as financial advisor to Solar Reserve on its Solar CSP plants, using molten salt storage
technology, totalling [100]MW, in South Africa
2012 - 2013 – SunEdison, South Africa
MLA to SunEdison in connection with the development of its [135]MW multiple solar PV projects
2012 - 2013 – Solar Capital, South Africa
Standard Bank has been mandated as financial advisor and main lead arranger for Solar Capital on its five Solar PV plants in the
Northern Cape
2012– BHP Billiton, DRC
Mandated Transaction Advisor to BHP Billiton SA (Pty) Limited on the INGA 3 hydro-electric project concept study in the Democratic
Republic of Congo.
2012 – Oelsner Group Wind Farms , South Africa
Standard Bank mandated Financial Advisor and Lead Arranger to Oelsner Groups’ two wind farms being Kerrifontein (21MW) and
Langefontein (50MW)
2012 – Elecnor, South Africa
Standard Bank has been mandated as the Financial Advisor for 2 x 15MW solar PV plantsInfrastructure Tombstones 27
BusaMed Group RRL Grindrod SANRAL SANRAL Maersk TCTA
South Africa Sierra Leone South Africa South Africa Ghana South Africa
2013 2012 2010 2010 2009 2009
ZAR 420 million US$ 27.37 million ZAR 211 million ZAR 647 million US$ 60 million ZAR 580 million
Construction of Private Hospital/ Asset backed 5 year ECIC term Raising Funds for HWAY24 / Sole Raising Funds for HWAY35 / Sole Tema Container Terminal/ Various Water projects /
Mandated Lead Arranger and facility for l14 locomotives / Lead Manager Lead Manager Mandated Sole Arranger and book Commercial Lender
Underwrite Mandated Lead Arranger runner
Bombela Consortium Trans African Concessions Department of Trade and Maputo Port Development BAKWENA N1N4 toll
Lekki Concession Company South Africa South Africa Industry Company South Africa
Nigeria South Africa Mozambique
2007 2006
2008 ZAR 25 billion ZAR 3.0 billion 2003 2001
US$ 427 million 2003 US$ 44 million ZAR 3.5 billion
80KM Gautrain high-speed rail Refinancing of N4 Maputo toll road ZAR 500 million
Toll road in Lagos State/ Mandated project linking Johannesburg to linking Witbank to Maputo / Joint Rehabilitation and Development of N4 West toll road linking Gauteng
Co-Financial Advisor and Pretoria / Joint Lead Arranger and Lead Arranger and Lender DTI Campus in Pretoria / Mandated Maputo Port / Commercial Lender to Botswana / Senior Lender and
International Arranger Underwriter Lead Arranger and Underwriter Joint Underwriter
Kenya Airways TAV Aéroport International Blaise Northern Capital Gateway LLC TAV SAA
Kenya Macedonia Diagne SA, Senegal Russia Tunisia South Africa
2012 2011 2010 2010 2008
US$ 250 million EUR 100 million EUR 90 million EUR 1.2 billion EUR 560 million 2007
ZAR 640 million
Capital Raising initiative. Skopje and Ohrid airports in Finance ongoing construction works Fraport’s Pulkovo airport Enfidha and Monastir airports in
Underwrite part of the Rights Issue Macedonia / Structuring bank, for the new international airport in development in St Petersburg / Tunisia / Mandated Lead Arranger 10 Year aircraft lease/ Mandated
Project / Lead Arranger, Mandated Lead Arranger and book Dakar/ Financial Arranger and Mandated Lead Arranger and book and bookrunner Lead Arranger
Transaction Advisor and Book runner Lender runner
runnerInfrastructure Credentials 28
Ongoing – Beira Coal Terminal, Mozambique
Standard Bank is Mandated as Financial Advisor to Odebrecht in their bid for the expansion of the Beira Coal Terminal in Beira, Mozambique
Ongoing – Beitbridge, Zimbabwe
Mandated as Lead Arranger and sole Underwriter by the South African Infrastructure Investment Company for the US$90 million Beitbridge Border
Post Upgrade Project in Zimbabwe on the back of ECIC covered structure
Ongoing – N1 / N2, South Africa
Standard Bank is acting as bid support mandated lead arranger for the Western Cape N1/N2 toll road
Ongoing – Lagos Rail, Nigeria
Standard Bank is the mandated financial advisor and lead arranger to the Lagos Rail Mass Transit Project
2013 – BUSA Med, South Africa
Standard Bank was Mandated Lead Arranger and Underwriter for BUSA Hospitals, ZAR1.0 billion. The mandate includes the development of 4
new private hospitals, the first one closed in July 2013 with the remainder scheduled to close during 2014.
Nairobi Northern Corridor Toll Road, Kenya:
Standard Bank was advisor and arranger to the preferred bidder for the design, construction, finance and operation of the Northern Corridor
Nairobi Toll Road Concession. The consortium consists of Strabag and Housing and Construction and is likely to be the largest ever Kenyan
Project Financing
2012 – Department of Transport, South Africa
Standard Bank acted as Financial Adviser to the Department of Transport on the initial SA transport investor conference
2012 – ACSA, South Africa
Standard Bank was mandated as Financial Advisor to the Airports Company South Africa on an airport valuation
2012 – Siemens, South Africa Standard Bank was
Financial Advisor to Siemens for their bid for the PRASA ZAR 51 billion rail stock renewal bid
2011 – TAV, Macedonia
Standard Bank was mandated lead arranger, structuring bank and book runner for the Skopje and Ohrid airports in Macedonia
2010 – Northern Capital Gateway, Russia
Standard Bank was mandated lead arranger and book runner for Fraports Pulkovo airport development in St Petersburg
2009 – Transnet, Gauteng South Africa
Standard Bank was mandated lead arranger for Transnet’s R2 bn corporate financing
2007 – Department of Education (DOE), South Africa
Standard Bank was lead arranger to the Sethekgo Consortium, the concessionaire for the DoE’s head offices accommodation public private
partnership in Pretoria. The consortium is lead by Old Mutual Properties, with Group Five as contractorDisclaimer 29
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