RadcliffesLeBrasseur has for a number of years advised clients in connection with Project Finance transactions. These have involved substantial investments - both in the UK and in overseas markets - in various industries, including manufacturing, retail, power generation and telecommunications. Lawyers in the firm also have experience in other sectors, such as mining, oil and gas and motor manufacturing.
We are involved in all stages in the life of a project, starting with feasibility and evaluation studies; advising on the structure and funding for the project; negotiating the terms of the project between the commissioning client, the contractors, the suppliers and the funding banks and institutions; advising on offshore corporate structures and the management of the project; and negotiating supply agreements and licences.
Our work typically involves acting for one of the project's co-venturers (either the client or the investor) or for the advisers to the funders. The success of any project depends on an accurate assessment of each party's capacity to deliver. This requires us to liaise closely with professional advisers in other jurisdictions in relation to the enforcement of security, recourse rights, insolvency issues, jurisdictional rights and conflict of laws.
RadcliffesLeBrasseur advises on all aspects of Project Finance, including:
- equity and debt financing, term loans, syndicated loans and guarantees, performance guarantees and finance leasing.
- contractual issues arising on the negotiation of construction and manufacturing contracts, joint ventures and co-operation agreements.
- turnkey agreements, operation and maintenance agreements and build, operate and transfer agreements.
- real estate, planning consents and environmental issues.
- offshore tax structures and double taxation issues.
- exploration and extraction licences and concessions.
- project management and technical assistance agreements.
- inter-creditor agreements, subordination and priority deeds and set-off arrangements.
- insurance and hedging agreements.
Some examples of recent work are:
- advising French clients on the setting up of power generation projects for the Corporation of London and for Southampton City Council,including negotiating joint venture terms between British Gas and French investors, terms of supply to the client and take or pay purchase obligations.
- advising on a $multi-million financing of manufacturing plants and shopping malls in South Africa, involving setting up offshore corporate structures and negotiating terms with German banks, including security documents enforceable under a number of different jurisdictions.
- advising France Telecom on its investment in satellite telecommunications in the UK, including negotiating the terms of a joint venture with the UK partner and subsequently buying out that partner on its winding up.