Course Syllabus Development Financing Course Name Paul-Henri Forestier Lecture (es) Course Status 1. International School of Economics at TSU (ISET) 2. Financial Concentration 3. Elective Course Course Goal To develop awareness and skills of future decision makers in respect of available financing techniques in countries where maturing domestic capital markets are yet to reach a higher level of sophistication while public and commercial financial institutions are active substitutes. ECTS 3 credits Course Pre-requisite Course Format Good knowledge of accounting, financial statement presentations, cash flow analysis. Basic understanding of corporate finance concepts, primarily DCF, NPV and IRR. 14 lectures, including three outside participants to share experience and expertise in IFI activities, public infrastructure financing and private equity operations. 2 lectures to be case studies focusing on 1) complex financing documentation and 2) cash flow modelling. See attached Course Content Course Evaluation Grades: Final exam - 100%. See attached Required Literature Additional Literature Course Results See attached (1) Cognitive and Methodological Skills: Awareness of financing availability from different sources in the Caucasus countries. Extent and limitation of availability of financing. Private sector vs. Public sector financing. Project finance skills. Teaching Methods Additional Conditions (2) Practical Skills: Applying Corporate Finance theory to the development challenges in emerging economies. Identifying conflicting interests between parties involved in loan negotiations. Providing viable alternatives through use of financial modelling. Discussing loan proposals summarized as “Term sheets” Lessons learned from historical failures. (3) Making Conclusions: Development of arguments. Critical thinking. Drawing conclusions. Suggesting innovative solutions. (4) Communication skills: Team work. Participation in discussions. Oral presentation skills. Written case study analysis (5) Learning Skills: Good understanding of financial statements. Use of financial models. Essentials of loan documentation. Development of capital markets in emerging economies. (6) Course Values: Students learn who the main actors are to finance development in emerging markets. Students learn how investments can be financed in emerging capital market economies. The course should prepare future decision makers to deal with more complex investment decisions as they will be made by increasingly sophisticated domestic institutions. Students are expected to attend all lectures and be on time. They are notified that the final exam questions are based on topics which are covered in the reading assignments and have been discussed during the lectures or topics covered during the lectures, including by guest lecturers. Since 100% of the grading will be the outcome of the final exam, it is important for students to attend all lectures or seek notes from others for lectures they would have been unable to attend. Course Content N. 1 2 3 4 5 6 7 8 9 10 11 12 Lecture Topic Course introduction and organisation. Availability of Finance: Georgian domestic banks. Focus on TBC bank and Bank of Georgia. Strengths and weaknesses, regulatory constraints. Availability of Finance: IFIs active in the Caucasus countries 1) MDBs (World Bank, EBRD, IFC, ADB, BSTD, EIB) 2) non MDBs (KFW/DEG, FMO, AFD/ Proparco) – The role of ECAs International commercial banks and access to international capital markets. Live presentation by two IFIs (e.g. EBRD and ADB). Discussion over similarities and differences / complementarities of development institutions as they operate in the same countries. Introduction to Project Finance vs. corporate lending. Lending against single assets/ source of cash flow. Concept of limited recourse financing. Private sector vs. public sector lending. Main applications: extractive industries- transmission-Energyreal estate- infrastructure- shipping/aviation-general industriesforestry. Role and impact of rating agencies. Project Finance Risk identification and mitigation - specific: 1) Reserves; 2) Construction/Completion Project Finance Risk identification and mitigation - specific: 3) Operation; 4) Market; 5) FX; 6) interest rate. Project Finance risk mitigation - general: Sovereign/quasi sovereign guarantees-Syndication (risk sharing) ECA’s/IFI’s. Reputation risk. Live presentation by Energy sector MD from the CoInvestment Fund. Loan documentation / term sheet negotiation: review of main sections of a Term Sheet for a complex financing focusing on: Pricing structure-positive covenants-negative covenantsfinancial covenants- Representations and warranties-security structure-syndication strategy. Energy Project Financing, 2 recent cases: the Black Sea Transmission Line and one hydropower facility. Review of the financial model of the latter, discussion on prospects for limited recourse financing of HP projects in Georgia. Literature Internet information on both institutions (IPO for TBC and Financial statements for BoG) Websites of some of the major institutions. Recent fixed rate issues in Georgia (GR, Government of Georgia and BoG) TBD TBD Ross-Westerfield-Jaffe p 735738. (TBC) Material on syndication, CDS and Preferred creditor status. Case study based on actual transaction for large financing of building materials project in a developing country. Review of the “Term Sheet” Case study based on the financial model of a “run of the river” medium size HP plant. Print out to be handed out, live model demonstration during the lecture. Infrastructure Financing: Typical public infrastructure financings by the World Bank (roads)) concept of Economic Rate of Return (ERR). Lecture to include presentation by the IBRD. The world’s greatest project Finance disaster: Eurotunnel - Financial distress, lender project flaws (politics, conflicts of interest, cost overruns) - passivity and project finance ... 13 14 project strengths (quasi monopoly, but in the long run, too large/strategic to fail) – restructuring (creation of different classes of debt and quasi-equity, distressed debt trading and hedge funds) - shareholders’ discontent. Non Banks financing: Placement of securities, mezzanine financing, convertibles, private equity market, “portage” equity, Islamic financing Corporate governance / environment compliance. Wrap up session to cover any issue from prior lectures that call for further discussion / explanations. Final exam - Ross -Westerfield-Jaffe p 549573 Vernimmen p833-858