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Project Finance and Infrastructure
Cleary Gottlieb’s project finance lawyers find efficient and practical solutions to all client matters. We understand the pressures and obstacles our clients face in financing and structuring complex projects, and our lawyers have extensive experience with projects in many sectors and have represented parties on every side of these transactions – leading project sponsors, lenders, equipment suppliers, infrastructure funds, insurers, public sector entities and rating agencies – on projects all over the world. Most importantly, we never lose sight of the fact that a project financing will fail of its essential purpose if the structural rigor inherent in the approach does not at the same time leave enough flexibility to accommodate the operational needs of the business.
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Oct 12, 2011
Cleary Gottlieb represented long-standing client Corporación Nacional del Cobre de Chile (“Codelco”), a Chilean state-owned company that is the world’s largest copper producer, in the arrangement of $6.75 billion in financing from Mitsui & Co. (“Mitsui”), a Japanese trading company. The purpose of the financing is to ensure that Codelco has the necessary financing available to exercise its option (if it elects to do so) to acquire up to 49% of the shareholding of Anglo American Sur S.A. (“Sur”), a wholly-owned subsidiary of Anglo American plc (“Anglo”). The parties entered into definitive documentation in a signing ceremony in Santiago, Chile on October 12, 2011.
Under the terms of the financing, Mitsui (or a subsidiary of Mitsui) will lend up to $6.75 billion to a wholly-owned subsidiary of Codelco to finance Codelco’s exercise of its option over Sur’s equity. The parties have also entered into an agreement which grants the borrower the right to settle part of the bridge loan with an indirect 50% interest in the Sur equity acquired by Codelco, based on a pre-determined value for the 49% interest in Sur of approximately $9.76 billion.
Codelco holds the right, exercisable every three years (with the next window opening in January 2012) to purchase up to 49% of the equity of Sur. Sur owns and operates certain properties in Chile, including the Los Bronces and El Soldado copper mines, the Chagres smelter and the Los Sulfatos and San Enrique Monolito prospects.
In addition to the financing transaction and as part of a broader relationship between Codelco and Mitsui, the two parties entered into sales contracts for the sale by Codelco to Mitsui of 30,000 tons of refined copper per year at market prices.
Nov 19, 2009
Cleary Gottlieb is representing Highstar Capital, a private equity fund focusing on infrastructure investments, and its portfolio company Ports America Chesapeake ("PAC") in its more than $1 billion investment in the Seagirt Marine Terminal in the Port of Baltimore. In a public private partnership with the Maryland Port Administration, PAC will obtain a 50-year exclusive right to lease and operate the Seagirt Terminal in exchange for, among other things, undertaking significant infrastructure improvements including the construction of a new berth with a 50-foot depth to service super-Panamax vessels (with completion of the berth scheduled to coincide with the 2014 completion of the expansion of the Panama Canal). The deal was announced on Friday, November 19 at a press conference in Baltimore at which Governor of Maryland Martin O'Malley and Christopher Lee, Highstar founder and managing partner, delivered remarks. The deal is targeted to close in January 2010.
Apr 15, 2011
Cleary Gottlieb is advising Renaissance Partners in a joint venture involving the purchase and development of parcels of land outside Lubumbashi, in the Democratic Republic of Congo. The project includes assistance to Renaissance Partners in the negotiations with the local partner, the due diligence review of the asset and the drafting and negotiation of the transaction documentation.
Apr 15, 2011
Cleary Gottlieb is advising Dangote Cement in its $300 million investment in a quarrying and cement facility project in the Republic of Congo. The project includes assistance to Dangote Cement in the drafting and negotiation of a framework agreement for the quarry operations and the construction of an international class cement facility.
Dangote Cement is a subsidiary of the Dangote Group. It is a fully integrated cement company and has projects and operations in Nigeria, Benin and Ghana with a total existing production and import capacity of 14 million tonnes per annum and new production projects in development with 11.1 million tonnes per annum additional capacity.
Apr 15, 2011
Cleary Gottlieb is advising Dangote Cement in its $300 million investment in a quarrying and cement facility project in the Republic of Gabon. The project includes assistance to Dangote Cement in the drafting and negotiation of a framework agreement for the quarry operations and the construction of an international class cement facility.
Dangote Cement is a subsidiary of the Dangote Group. It is a fully integrated cement company and has projects and operations in Nigeria, Benin and Ghana with a total existing production and import capacity of 14 million tonnes per annum and new production projects in development with 11.1 million tonnes per annum additional capacity.
Jul 30, 2010
Cleary Gottlieb represented Deutsche Bank as the lender of a term loan to Angélica Agroenergia, a Brazilian sugar and ethanol producer controlled by Adecoagro, a venture backed by George Soros, which invests in agriculture and renewable energy in South America. The deal closed on July 30.
The term loan was secured by a mortgage on certain Brazilian real estate owned by Angélica and a cash collateral account maintained in New York, and was also guaranteed by Adecoagro. Earlier this year, Deutsche Bank made a bridge loan to Angélica, which was secured by a pledge by Adecoagro of its equity in Angélica’s parent company. Cleary Gottlieb regularly represents Deutsche Bank in a variety of financings in Latin America, including advising Deutsche Bank on the bridge loan, which closed on March 31.
Angélica plans to use the loan proceeds to finance certain capital expenditures related to capacity expansion of its sugar mill and for other corporate purposes.
Jun 28, 2010
Cleary Gottlieb advised International Finance Corporation in its €100 million investment in Veolia Voda. The transaction closed on June 28.
IFC, the private sector arm of the World Bank Group, is the largest multilateral provider of financial services for private enterprise in developing countries. IFC provides loans, equity, structured finance and risk management products, and advisory services to build the private sector in developing countries.
Veolia Voda is a subsidiary of Veolia Eau – Compagnie Générale des Eaux, the water division of Veolia Environnement, the world leader in waste and wastewater services. The company operates in the field of production and distribution of drinking water and drainage and treatment of wastewater in Eastern Europe. The purpose of the transaction is to support infrastructure development in these developing regions.
Nov 24, 2009
Cleary Gottlieb represented Tatneft as borrower in a $1.5 billion syndicated pre-export financing. The transaction was commemorated on November 24 by a signing ceremony held in Kazan, the capital of Tatarstan, at which the Prime Minister of Tatarstan, Rustam Minikhanov, and the General Director of Tatneft, Shafagat Takhautdinov, presided. The financing is the largest pre-export financing by a Russian borrower in 2009. The financing was syndicated among a broad 20-member syndicate that included not only major Western banks but also Russian banks that took up roughly one-third of total commitments, with Gazprombank and Bank of Moscow joining as lead arrangers. In addition, the international commodities trader Vitol provided funding while also acting as the offtaker in the transaction. The deal was well over-subscribed. WestLB and Bayerische Hypo-und Vereinsbank (UniCredit) acted as coordinating mandated lead arrangers, and Bank Zenit and Citibank acted as financial advisors to Tatneft.
Tatneft is Russia's sixth largest oil company and has its headquarters and most of its fields located in Tatarstan, a republic of the Russian Federation. This financing will help fund the construction of the Taneco refinery, a new major petrochemical refinery in Nizhnekamsk, Tatarstan, a project of national importance supported by the Russian State. Since 1995, Cleary Gottlieb has represented Tatneft on a wide variety of matters including more than $4 billion of bank financings, capital market transactions, M&A matters and international arbitrations.
North American Logistics Deal of the Year
(Development of Seagirt Marine Terminal)
ProjectFinance (2011)
Asia Project Finance Deal of the Year
(Tanjung Jati B expansion)
International Financial Law Review (2009)
EMEA Transport Deal of the Year
(Diabolo project)
PFI Magazine (2008)
Latin American Oil & Gas Deal of the Year
(Camisea Pipeline Project Financing)
Project Finance (2005)
European Manufacturing Project Finance Deal of the Year
(Zellstoff Stendal Pulpmill)
Project Finance (2002)
“This firm has a prestigious and dedicated Latin American practice and is a market leader for banking, corporate finance and capital markets work across the region. These financial credentials spill over into the projects field and the team advises several natural resources companies on managing their finances. … ‘The firm takes a very practical approach and is excellent in legal terms but also in making sure we meet our business objectives.’”
Chambers Latin America (2012)
“This firm has a strong presence in Latin American transactions, and its talented team also tackles a busy projects workload in the region. It is renowned for its work for lenders and also acts for sponsors and sovereigns in infrastructure work, PPPs and related legislation. ‘This firm offers real depth in terms of its partners and associates.’”
Chambers Global (2011)
“New York giant Cleary Gottlieb fields one of the most prominent finance practices in the U.S. Its talented team adopts a multidisciplinary approach to transactions, advising not only on project development and finance but also on M&A and private equity matters. It has a strong presence in emerging markets, particularly Latin America, where it advises sponsors on power, oil and gas, mining and infrastructure projects. The firm is perhaps best known, though, for its involvement in PPP-related work. … ‘The firm is so great to work with! The lawyers have a cooperative attitude and take pride in coming up with creative and innovative structures.’”
Chambers USA (2011)
“This robust three-partner practice carries out a wide range of energy, water, transportation, mining and telecommunications projects in Africa, the Middle East and Europe, acting for governments, multinational corporations, investment funds, banks and other international financial institutions. It often collaborates with the firm’s London-based team on these transactions. Mining deals make up the largest part of the department’s workflow, followed by hydroelectricity, oil and gas mandates. The lawyers tend to have a broad practice, encompassing not only projects but also areas such as corporate, capital markets and private equity. ... ‘Responsive, knowledgeable and pragmatic.’”
Chambers Europe (2011)
The firm’s “‘very efficient and responsive’ team has a very high profile in emerging markets and particularly Latin America, where the group has a longstanding reputation in mining and other natural resources projects, while its deals in the US market are mainly sponsor driven and often on behalf of private equity clients.”
The Legal 500 - US (2011)
“A team of thorough attorneys of exceptional quality provides the project finance and infrastructure expertise here. Though without a dedicated department, the firm fields outstanding individuals at every level. The lawyers are generalists, working across power, infrastructure, mining and metals, and oil and gas, and the firm exhibits particular strength in sponsor representation in Latin American power projects and North American port financings.”
Chambers Global (2010)
“Cleary Gottlieb is one of the USA’s premier finance firms and houses a group of high-quality attorneys with multidisciplinary expertise, who are particularly active in North and Latin America. The firm has represented major players in the power, oil and gas, and mining areas, but it is in the transportation infrastructure sector that the bulk of Cleary’s recent projects work has taken place. … ‘Cleary hires incredibly bright lawyers who are dedicated to the firm. They build from within so the culture remains strong and consistent across their offices. If a primary contact is not right for a particular matter, they will find the right person for you.’”
Chambers USA (2010)
“This New York-based practice has an impressive reputation in the region, particularly for infrastructure and power transactions in Brazil, Peru and Chile. The ‘responsive and experienced team’ advises a good range of clients, and is praised for its ‘solid insight into clients’ needs’ and ‘sound, creative approach.’”
Chambers Latin America (2010)
“One client declared: ‘[Cleary Gottlieb] would be my first recommendation to any company contemplating a project in Africa.’”
The Legal 500 – Europe, Middle East and Africa (2009)
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