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프로젝트 파이낸스 및 사회간접자본
저희 변호사들은 프로젝트 파이낸스 업무와 관련하여 고객들에게 효과적이면서도 현실적인 해결방안을 제시하고 있습니다. 저희들은 복잡한 프로젝트의 효과적인 구성방법과 파이낸싱 과정에서 고객들이 직면하는 고충 및 장애요인들을 잘 이해하고 있으며, 다양한 분야에서 광범위한 경험을 가진 저희 변호사들은 이러한 거래의 전과정에 있어 전 세계에서 다양한 당사자들-주요 프로젝트의 스폰서, 대출기관, 설비공급자, 사회간접자본 펀드, 보험업자, 공기업 및 신용평가기관 등-을 대리하여 왔습니다. 무엇보다도 저희는 만약 사안을 해결하기 위한 방식이 구조적으로 경직되어 있어 영업상의 요구사항을 반영할만한 충분한 유연성을 갖지 못한다면 결국 해당 프로젝트 파이낸싱은 그 본연의 목적 달성에 실패하고 말 것이라는 점을 잊지 않고 있습니다.
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Feb 27, 2013
Cleary Gottlieb represented Aerostar Airport Holdings, LLC, a joint venture of Highstar Capital and Grupo Aeroportuario del Sureste (ASUR), in the 40-year lease to operate the San Juan Luis Muñoz Marin (“SJU”) International Airport as a public-private partnership, approved by the Federal Aviation Administration. The approval paves the way for SJU to become the first major airport in the United States run by a private operator under the FAA’s Pilot Privatization Program, which was signed into law in 1996. Aerostar will now begin to move forward with its plan to invest nearly $1.4 billion over the 40-year life of the lease to transform SJU into a world-class airport gateway. Cleary Gottlieb is also representing Aerostar connection with the financing for the concession.
SJU is the Caribbean’s busiest airport, handling more than 8.4 million passengers in fiscal year 2012. Aerostar expects at least 1,500 direct and indirect construction-related jobs to be created through its near-term capital investment program, which will be one of Puerto Rico’s largest construction projects. The transaction will create approximately 2,100 near-term direct jobs, once jobs in landscaping, cleaning and maintenance are included.
ASUR is a Mexican airport operator with concessions to operate, maintain and develop the airports of Cancún, Mérida, Cozumel, Villahermosa, Oaxaca, Veracruz, Huatulco, Tapachula and Minatitlán in the southeast of México.
Highstar Capital is an independently owned and operated private equity firm with an operationally focused, value-added strategy. Based in New York, the firm was founded in 1998. Since 2000, the Highstar Team has managed approximately $7.6 billion on behalf of its managed funds and co-investors, including investments in energy infrastructure, environmental services infrastructure, infrastructure, and transportation infrastructure.
Mar 28, 2013
Cleary Gottlieb represented Aerostar Airport Holdings, the private operator of the Luis Muñoz Marín (LMM) International Airport in San Juan, Puerto Rico in its issuance of $350 million of 5.75% senior secured notes due 2035, and a $60 million credit facility consisting of a $50 million capital expenditure facility and a $10 million revolving line of credit. The proceeds of the notes, which were issued in a private placement in reliance on Section 4(a)(2) of the Securities Act, were used to refinance the up-front fee previously paid by Aerostar to the Puerto Rico Ports Authority (PRPA) in connection with the long-term lease of the airport. The credit facility proceeds will be used to finance working capital and a capital investment program at the airport, which will be one of Puerto Rico’s largest construction projects and will transform LMM International Airport into a world-class airport hub.
Aerostar is a joint venture of Cleary Gottlieb clients Highstar Capital and Grupo Aeroportuario del Sureste (ASUR). In February, Aerostar entered into a 40-year lease with the PRPA to operate LMM International Airport as a public-private partnership, making it the first major airport in the United States run by a private operator under the FAA’s Pilot Privatization Program. Cleary Gottlieb represented Aerostar in connection with the negotiation and closing of the lease agreement and related airline use agreements.
Nov 20, 2012
Cleary Gottlieb acted as counsel to a joint venture comprising DP World and Caucedo Development Corporation in connection with the refinancing of the project finance facility for its container terminal on the Caucedo Peninsula of the Dominican Republic (Cleary Gottlieb advised the joint venture on the original project financing for the development of the terminal in 2002 and several subsequent amendments). The refinancing consists of a $150 million secured credit facility, the proceeds of which were used, in addition to repaying the original project facility and for other corporate purposes, to fund certain capital expenditures. The transaction closed on November 20, 2012.
The Caucedo port terminal is a state-of-the-art marine container terminal facility located in a free trade zone. It is one of the largest container terminals in the Caribbean region and the largest in the Dominican Republic and serves as a regional shipping hub for delivery of cargo to much of Latin America.
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 05, 2013
Cleary Gottlieb represented African Minerals Limited in a new $250 million pre-export loan facility (PXF) and an extension to an existing $100 million credit facility which provided AML with additional liquidity. AML will use the proceeds of the PXF primarily in connection with its Tonkolili iron ore project in Sierra Leone. Both facility agreements were signed on April 5.
The Standard Bank of South Africa Limited and Standard Bank Plc acted as mandated lead arrangers.
AML is a minerals exploration and development company with significant interests in Sierra Leone. It is listed on the Alternative Investment Market of the London Stock Exchange and is currently focused on the development of the world class iron ore deposit at Tonkolili and its related rail and port infrastructure. The project is the largest employer in Sierra Leone and is set to become the largest contributor to the country's GDP.
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.
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.
Mar 16, 2009
Cleary Gottlieb is representing Ports America, the largest U.S.-based operator of port facilities, and its shareholder, Highstar Capital, in the establishment of a joint-venture and related financing arrangements in connection with Ports America’s successful bid for a 50-year concession to operate and develop the outer harbor terminal at the Port of Oakland, the fifth largest port in the United States. The concession was awarded on February 20 to Ports America Outer Harbor Terminal LLC, a joint-venture company between Ports America and Terminal Investment Limited, a company affiliated with Mediterranean Shipping Company S.A., the world’s second largest container shipper.
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.
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.
Project Finance Deal of the Year
(Braskem Idesa petrochemical financing)
Latin Lawyer, 2013
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)
“Cleary Gottlieb has an outstanding reputation for transactional work and has established strong relationships with many of the continent's dominant financial institutions.”
Chambers Latin America (2012)
“This team has a considerable profile in the USA, Europe and Asia, and works regularly on a cross-office basis. It is renowned for its extensive industry knowledge across the projects sphere.”
Chambers Global (2012)
“Cleary Gottlieb Steen & Hamilton’s eminent PPP practice is backed by the firm’s world-famous corporate finance capabilities. … Cleary’s lawyers have also been making waves in the development and financing of conventional and alternative energy projects. … ‘Our experience working with them has been great!’”
Chambers USA (2012)
“This multidisciplinary team maintains its impressive standing in the market. The team often works with other Cleary Gottlieb offices across Europe, particularly the London branch, and earns praise for its seamless co-operation. The group’s workload consists mainly of mining, energy, infrastructure and telecoms projects. It has much experience of the oil and gas sectors, and typically acts for sponsors, governments, development finance institutions, banks and international investors. ‘The level of service was really excellent, with short response times.’”
Chambers Europe (2012)
The firm’s “well-balanced practice is ‘a real force in the project finance market’ and acts for a range of financial institutions, leading developers, public sector entities, equipment suppliers and infrastructure funds. From its New York and Washington DC offices, the group covers a range of domestic and international projects in areas such as energy and natural resources, transportation and telecommunications, and has particular strengths in Latin American mining projects and sponsor-side deals for private equity clients in the domestic U.S. market.”
The Legal 500 U.S. (2012)
“Cleary Gottlieb’s service is always efficient and effective. It offers the right level of analysis and quick response time. The firm provides insights and creative solutions to complex issues.”
The Legal 500 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)
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