Public Private Partnerships (PPPs)

For nearly two decades, Orrick lawyers have taken the lead in facilitating infrastructure financing throughout the United States, Europe and Asia. Recently, Orrick's market-leading PPP team has advised on every major PPP transaction in the U.S. transportation sector, from the purchase of the concession for the Chicago Skyway to the recent Indiana toll road privatization. In the growing worldwide movement toward private financing of infrastructure, our lawyers provide essential advice to a range of participants.

Orrick has been recognized by numerous legal and industry publications in the infrastructure sector. Orrick recently won the International Financial Law Review (IFLR) Americas Award for "Project Finance Team of the Year" for 2007. In addition, Orrick has been recognized among the leading law firms by Chambers USA: America's Leading Lawyers for Business and Chambers Global: The World's Leading Lawyers for Business as well as The Legal 500, and a number of our lawyers have advised on projects lauded as "Deals of the Year" in various industry publications such as Project Finance and International Financial Law Review.

PPP Experience

Orrick's unmatched experience, combined with our unique dual strengths in public and project finance experience have enabled the firm to play a key role representing private developers, financial institutions and public agencies on PPP transactions. Our experience encompasses the full range of public-private collaborations, from early development and construction planning phases to the later stages involving the arrangement of permanent financing, including securitizations and privatizations.

We also help public and private sector issuers, investors and financiers establish innovative contractual and financing programs for infrastructure and services. We have an excellent understanding of the full range of political, practical, financial and legal issues connected to PPPs and of the challenges that may arise for investors, lenders and public entities.

In addition to serving as leading legal counsel involved the recent rise in the privatization of infrastructure in the United States, Orrick lawyers have also been at the forefront of PPP developments in Asia and Europe. Our China lawyers were involved in groundbreaking PPP projects, such as the first application in China of a build-operate-transfer (BOT) structure in the water plant sector and one of the first competitively bid BOT power plant projects in China. In Europe, Orrick lawyers continue their strong presence in high-profile PPP projects in the transportation, airport, seaport, health care and water sectors.

Transportation

In the transportation sector, Orrick is experienced in financing all types of transportation facilities owned by state and local government entities. We have successfully completed multipurpose financings involving many transportation projects, including the representation of:

Banco Bilbao Vizcaya Argentaria, S.A. (BBVA), Banco Santander Central Hispano, S.A., BNP Paribas, Caja Madrid, DEPFA Bank plc, Dexia Crédit Local New York Branch, and RBS Securities Corporation, as mandated lead arrangers and swap providers, for the approximately $4.9 billion financing of the acquisition of a 75-year concession for the Indiana Toll Road, representing the largest privatization to date of a U.S. toll road. This transaction was recognized as "North American Transport Deal of the Year" for 2006 by Project Finance.
Banco Santander Central Hispano, S.A., Calyon Corporate and Investment Bank, BBVA and DEPFA Bank plc, as mandated lead arrangers, in the financing of the $1.8 billion purchase by a private consortium of a 99-year concession for the Chicago Skyway. This transaction was named "North American Transport Deal of the Year" for 2004 by Project Finance. In 2005, Orrick represented the mandated lead arrangers in additional bank loans structurally subordinate to the project bonds, and this deal was recognized by International Financial Law Review as "Deal of the Year" for 2005.
Transurban Ltd., an Australian operator of toll roads, and its affiliates in the $608 million acquisition by Transurban (895) LLC of a 99-year concession for the operation and maintenance of the Pocahontas Parkway, a Virginia toll road initially constructed with tax-exempt bonds in 1998. This deal was awarded Americas "Project Finance Deal of the Year" for 2007 by IFLR.
Hong Kong's Mass Transit Railway Corporation in the structuring and documentation of two PPP investments (Beijing and Shenzhen) for mass transit rail lines and adjacent real estate development projects.
Stalexport Autostrada Malopolska S.A., as concessionaire and borrower in its negotiations with a syndicate of lenders for the PLN380 million (approximately $116 million) financing of the A4 Krakow to Katowice toll motorway in Poland.
DEPFA Investment Bank Limited in its financing for the city of Almaty and subsequently East Kazakhstan for the purpose of fielding the development of certain infrastructure projects.
HSH Nordbank AG as mandated lead arranger in the PPP term financing for the Baldwin County Bridge, a privately owned toll bridge in Alabama along the Gulf of Mexico.
A majority joint venture in the structuring and financing of the $200 million toll road connecting the Shanghai airport to the Shanghai ring road.
BBVA and DEPFA Bank plc, as mandated lead arrangers, in the $900 million PPP financing of SR-125, a privately owned toll road in San Diego County, California. This deal was awarded "North American Transport Deal of the Year" for 2003 by Project Finance.
The consortium lender in connection with the proposed financing of the Pudong Airport Toll Road in Shanghai.
Lehman Brothers, as underwriter, in financing the 2003 sale of SR-91, an existing privately owned toll road, by the original owners to the Orange County Transportation Authority.
Bre.Be.Mi. S.p.A., an Italian promoter and contractor, on all administrative legal issues in the €800 million project financing for the building and management of the Brescia – Milan Highway.
Centro Padane S.p.A., an Italian promoter and contractor, on all administrative and corporate legal issues in the €800 million project financing for the construction and management of the Cremona – Mantua Highway.

Airports and Seaports

In the United States, there are plans to privatize airports and seaports for the first time, and Orrick lawyers are working with a number of participants in these sectors to make these projects a reality. Like toll roads, airports and seaports are logical assets for PPPs, the cost of which is also defrayed in whole or in part by user fees. Orrick lawyers have an unparalleled depth of experience in a range of matters involving airports and the seaports and marine terminal sector, including the representation of:

Caisse des Dépôts Développement in the AU$400 acquisition of the Ports of Adelaide in the privatization program by the South Australian government. The transaction was structured as a long-term lease of the facilities, a required upgrade of feasibilities and a management agreement with the State Authority.
The sponsors in negotiations and structuring to privatize a portion of the Port of St. Petersburg.
DEPFA Bank in relation to its $40 million bridge financing involving the upgrade and development of the City of Almaty Airport.
One of the sponsors of the Express Rail Link project from Kuala Lumpur International Airport to central Kuala Lumpur, which was ancillary to the greenfield development of Kuala Lumpur International Airport.

Energy

In the energy sector, we have advised on the development of regulatory frameworks for the power and gas industries in a number of international markets, including advising on and speaking about legal and regulatory reform in countries as diverse as Argentina, Bolivia, Brazil, India, Mexico, South Africa and Turkey. In the United Kingdom, Orrick lawyers have considerable experience in the unbundling and privatization of the U.K. electricity industry and market restructuring. We have been involved in a wide range of regulatory issues in the changing landscape of the U.K. power and gas regulatory regimes. We were involved in writing the first "green ticket" contracts in the United Kingdom, and we have had experience in the regulation of power generation, transmission and distribution. Orrick also played a key role in restructuring the California electric industry, including establishing the Power Exchange and Independent System Operator and the securitization of California utilities' stranded costs. We had a similar role in the deregulation of the electric industry and securitization of stranded costs in several other states.

As the leading public finance law firm in the U.S., Orrick has been involved in the financing of a large number of public and private power projects, including privately owned but publicly financed, publicly owned but financed on the basis of project revenues or private credit, joint action agencies, joint ventures and other PPP formats.

Water

In the water sector, Orrick lawyers have acted for sponsors, lenders and governments on a range of water and sanitation projects, both for discrete water treatment BOT projects as well as water and sanitation networks.

Orrick lawyers have been involved in many publicly financed water supply and wastewater treatment projects and many key private water financings and design, BOT projects in the United States, United Kingdom and other jurisdictions. Since 1985, members of our public finance group have participated in over 400 water and wastewater treatment financings aggregating more than $29.5 billion dollars. Our U.S. public agency clients include states, cities, counties, water agencies and sanitation agencies such as the State of California Department of Water Resources, the Public Utilities Commission of the City and County of San Francisco, the City of Los Angeles Department of Water and Power, the San Diego County Water Authority and the New York Water Authority.

Other Orrick projects include the representation of:

The Asian Development Bank in connection with the Chengdu No. 6 Water Plant B Project in Chengdu Sichuan Province, the first application in China of a BOT structure in the water sector.
CAFC S.p.A. in the public process to select a private partner in connection with the structuring of a PPP operation. CAFC S.p.A was uniquely structured as a public company wholly controlled by local entities to manage the provision of waterworks to 60 municipalities in the district of Udine, Italy.

Health Care

Orrick lawyers have considerable experience in the health care sector and have been involved in a large number of PPP projects. Our recent experience includes the representation of:
SIOR, a partnership among four local health authorities in Italy, in the €400 million project financing of the construction and management of four hospitals in Tuscany (Massa, Prato, Pistoia, Lucca).