Access to Financing Renewable Energy in Nigeria – introduction of different models and requirements June 4, 2013 Lagos OBJECTIVE To give an overview of renewable energy project finance and how they can be accessed bearing in mind renewable energy related risks Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 2 Why Renewable Energy? • Global Warming/Climate Change – UNFCCC Kyoto Protocol • Depletion of fossil fuels (petroleum, coal, etc) – Energy Security; • Escalating costs of conventional sources of energy; • Environmental protection; • Need to achieve key Millennium Development Goal (increased access to electricity). • Africa has the lowest per capita consumption of energy in the world; • Africa’s average energy consumption per capita: 0.66 Tons of Oil Equivalent (TOE) vs 1.8 TOE world average (est. 2008) RE Project Finance Project Financing: The International Project Finance Association (IPFA) define project Finance as: “The financing of long-term infrastructure, industrial projects and public services based upon a non-recourse or limited recourse financial structure where project debt and equity used to finance the project are paid back from the cash flow generated by the project.” Monday, 13 April 2015 Financing Renewable Energy Training © 2013 4 Financing Models/Sources for RE • • • • • • • Adopt a Village Model (RESC-PD, MFI, AtRE/Sp) Public Private Partnership (PPP Models) Build Operate and Transfer (BOT) Micro Financing Model (BoP) Bank of Industry Window (Equipments Only) Commercial Banks (e.g. Ecobank) Carbon Credit Other Financing Alternatives • Government Loan Funds – e.g. Green Fund managed by the Federation of Canadian Municipalities • Investment capital from venture capital organisations, socially responsible corporations, stock markets etc • Community funds and bond issues • Sale of environmental attributes such as greenhouse gas emission reduction credits, renewable energy (green) certificates or energy efficiency (white) certificates • National and international funds set up to provide grants or interest-free loans to developers of RE and EE projects e.g. GEF, GVEP, REEEP, etc Renewable Energy Projects Challenges • Underutilized potential: - Only 5% of the continent’s potential of hydropower developed Only 0.6% of the continent’s potential of geothermal developed. • High cost of technology; • Uneven distribution of resources on the continent: - Northern Africa and South Africa account for 30% and 45% of total electricity generated in Africa, respectively; - Sub-Saharan Africa (outside South Africa) accounts for 25% of the total electricity generated but 80% of Africa population resides in the Sub-Sahara. • High initial projects and related infrastructure costs; • Trade-off between “on-grid” and “off-grid” projects; Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 Renewable Energy Challenges • Low purchasing power against the cost; • Resistance to economic tariffs (capacity to pay versus willingness-to-pay); • Limited demand-side management; • Political & regulatory environment; • Socio-environmental issues; • Trade-off between bio-fuels and food production; • Lack of adequate infrastructure to effectively capture urban and rural waste. Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 Financing Renewable Energy Projects • AfDB has reserved US$ 547 billion to fund cleaner electric power in all the 53 countries in Africa by 2030. • Challenges of mobilising finance: - Many economies in Africa are performing badly; - Lack of government support (Political Will); Little interest from private sector (equity) and (debt): - Long implementation period; - High relative investment requirement (debt & equity) compared to non-renewables; Higher risk than non-renewables; Lack of asset mobility; Relatively higher tariff requirement compared to non-renewables. Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 lenders Objectives of Project Finance • Facilitation of Project Development • Public Debt Reduction • Reduce/Eliminate Impact on Balance Sheet (Limited Recourse/Non-Recourse) • Optimisation of Risk Allocation (Structured Finance) • Management of Project Costs (Fixed Time/ Fixed Price/Lump Sum Contract) • Value for Money • Optimisation of Return on Investment • Attraction of Private Sector in Public Goods & Services Investment Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 Key Elements of Project Finance • • • • • • • • • • • • • The Project Project Sponsor/Promoter/Developer Government (Concession/PPP) Special Purpose Vehicle (SPV) Equity Provider(s) Lenders Offtake (Buyer) Contract(s) Supply Contract(s) Engineering, Procurement, Construction( EPC) Contract(s) Operation & Maintenance (O & M) Contract Insurance Cash Flow Security Package Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 Analytical Tools • • • • • • Risk Analysis (Political/Financial/Commercial) Financial Modelling Discount Rate Discounted Cash Flow (DCF) Free Cash Flow Internal Rate of Return (IRR) Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Analytical Tools • • • • Project Rate of Return Sensitivity Analysis Ratio Analysis Debt Service Coverage Ratio (DSCR): - Loan Life Cover Ratio - Project Life Cover Ratio • Weighted Average Cost of Capital (WAC) • Pay Back Period Monday, 13 April 2015 Access to Renewable Energy Financing © 2013 Funding Mix in Project Finance • Equity: - Shareholders’ Contribution - Preference Shares • Debt: - Senior Debt - Subordinated Debt • Hybrids: - Mezzanine - Monday, 13 April 2015 Shareholders’ Loans Access to Renewable Energy Financing © 2013 Sources of Funds • Equity: - Shareholders (Individuals / Institutional Investors) - Preference Share Investors Venture Capital Funds • Debt: - Development Financing Institutions (DFIs): Bilaterals - Monday, 13 April 2015 / Multilaterals Commercial / Investment Banks (Domestic / International) Underwriting (Hard vs Soft) Financing Renewable Energy Training © 2013 Uses of Funds • Project Preparation • Advisory Services (Financial, Legal, Technical) • Permits / Licenses (Environmental, Water Usage, Operational, Way leave, etc.) • EPC Contractor • Working Capital • Cash Sweep • Contingencies Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Risk Management in Project Finance • • • • • • • • • • Financial (Including Cost over runs, Underwriting, etc) Commercial (Including Pricing, Quantity, Marketing) Partner Selection Economic (Macro – Economic Aggregates, Infrastructure, etc) Technical Legal Environmental Social Political Climatic Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Risk Mitigation in Project Finance • • • • • Identify Pertinent Risks Develop a Risk Inventory Develop a Risk Matrix Undertake Due Diligence Develop Risk Mitigation Strategy (Covering All Pertinent Risks) • Allocate Risks to Various Parties Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Risk Mitigation in Project Finance • Develop & Agree a Security Package - Key Project Agreements - Key Commercial Agreements Payments Mechanism • Recourse to Sponsors: - Limited Management Fees Forfeiture - Dividends (Current and Past) Forfeiture Cost over runs More Equity Injection • Management of Contractors Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Key Legal Elements • • • • • • • • • • Project Contracts Shareholders’ Agreement Joint Development Agreement Concession/Implementation Agreement Environmental and Social Impact Certification Loans Agreement Common (Lenders) Agreement Force Majeure Issues Termination Clause(s) Conditions Precedent (CPs) Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Project Bankability • Contentious Issues: - Tariffs - Price Adjustments Termination Clauses Compensation Step-In Rights Direct Agreement (with Government) Government Support Monday, 13 April 2015 Financing Renewable Energy Training © 2013 Project Bankability • Security Package: - Key Drivers: Concession Agreement - Monday, 13 April 2015 Off-take Agreement (from Project) Supply arrangements (to Project) Government Support Agreement Escrow Account Tariff adjustment Mechanism Insurance Arrangements (Policy) Performance Bonds Step-In Rights Financing Renewable Energy Training © 2013 Constraints for Funding of RE • The process of arranging financing is time consuming • The technical, contractual and consent aspects of a project all affect financing • Lack of proper dimensioning of perceived risks by funding institutions coupled with general lack of information, skills and incentives for deal-makers • Project developers not carefully scrutinising every aspect of the project and anticipating the concerns of lenders • A developer may believe the project will ‘sell itself’ based on merits, but in reality the developer will have to adhere to the strict terms and conditions applied to project financing Sources of Financing • Bank loans secured against assets or guarantees • Co-development with a financially strong jointventure partner • Limited recourse project financing, with bank loans secured against future cash flows and involving a series of complex contractual arrangements (equity, senior and subordinated debt) • Leasing • Capital markets – local and international • Development institutions Other Financing Alternatives • Government Loan Funds – e.g. Green Fund managed by the Federation of Canadian Municipalities • Investment capital from venture capital organisations, socially responsible corporations, stock markets etc • Community funds and bond issues • Sale of environmental attributes such as greenhouse gas emission reduction credits, renewable energy (green) certificates or energy efficiency (white) certificates • National and international funds set up to provide grants or interest-free loans to developers of RE and EE projects e.g. GEF, GVEP, REEEP, etc Government Policies in RE • Financial Incentives – such as production or user tax credits, standing-offer contracts that provide a fixed higher tariff for renewable power or efficiency gains, and direct financial assistance in form of rebates or free installation • Regulation – removing inefficient and conventional investments options from the market through performance requirements in building codes and equipment standards • Market Support – certification and training, information and technical assistance to users, market transformation and other programs that remove investment barriers. Financing Issues in RE and EE • Sources of financing – loans, investment capital, environmental markets, international facilities and partnerships; • Policies that leverage increased investment – financial incentives, standing offers, market transformation, training and infrastructure development; and • Financing mechanisms – micro-finance, on-bill payment, leasing/rental, local improvement charges. Key Legal Documentation • Financial Documents • Project Documents • Support Documents • Security Documents • Expert Opinions Power Purchase Agreement (PPA) • • • • Should involve a creditworthy buyer Defined term and price Acceptable operational and transmission risks Acceptable security, default and termination provisions (including lender’s rights) • Wind PPAs usually don’t have capacity payments because of their intermittent natures • Damages for failure to perform • Feed-in Tariffs Project Risk Matrix • • • • • • • • Construction Operating Transportation Environmental Financial Political Contractual etc Principal Parties in a Project • Shareholders • Lenders • Contracting parties – Turnkey construction contractor – Subcontractors, equipment suppliers – Power purchaser – Fuel/waste/feedstock supplier (if applicable) – Network operator • Operator Conditions Precedent • All project contracts and agreements being executed and in full force and effect • A satisfactory report from an independent technical consultant (usually retained directly by the bank) • All permits, consents etc being in place • A report from an insurance consultant, and all insurances in place • Execution of loan and security documentation, and registration of security Thank You Monday, 13 April 2015 Access to Renewable Energy Financing © 2012 33