Financing projects in Ukraine – USUBC round-table announcement

INVITE:  “FINANCING FOR BUSINESS” – US EXIM OPEN FOR UKRAINE, EBRD, OPIC ROUND-TABLE

               Tuesday, March 12, 2019, 3 p.m to 5 p.m. Law Offices of McCarter & English,   
1301 K St., NW, Suite 1000 West Tower, Washington DC 20005

INVITATION: The U.S.-Ukraine Business Council (USUBC), www.USUBC.org, invites you to attend a “FINANCING FOR BUSINESS – US EXIM OPEN FOR UKRAINE, EBRD, OPIC ROUND-TABLE, on Tuesday, March 12, 2019, from 3 p.m. to 5 p.m., with a light reception, in the offices of USUBC member, McCarter & English, 1301 K St., NW, Suite 1000 West (10th Floor), Washington, DC 20005.  The following panel of experts will make presentations followed by a discussion/Q&A session.

PROGRAM: PANELISTS FOR THE ‘FINANCING FOR BUSINESS’ ROUND-TABLE INCLUDE:

(1)  Douglas Frye, Senior Business Development and Loan Officer, Global Infrastructure, Export-Import Bank of the United States (EXIM)
          (2)  Alexander Gordin, Managing Director, Broad Street Capital Group, merchant bankers, specialist in US EXIM & OPIC type project transactions
(3)  Bruce Drossman, Senior Vice President, Global ECA Advisory and Execution, General Electric, GE Energy Financial Services/Global Capital Advisory (with US EXIM for four years)
(4)  Michelle Small, Head of North American Representative Office, European Bank for Reconstruction and Development (EBRD)
          (5)  Kenneth Angell, Managing Director, Project Finance & Tara Blake, Director, International Project Finance, Overseas Private Investment Corporation (OPIC) 
          (6)  John Strayhorn, President, Global Insurance Services, EXIM approved insurance broker
(7)  Morgan Williams, President, U.S.-Ukraine Business Council (USUBC), Moderator

RSVP:  Registration is required for attendance at the USUBC Financing for Business Roundtable. Please register by sending an e-mail to mwilliams@usubc.org. There is no charge for the meeting. Photo ID is required. USUBC thanks McCarter & English law firm, a new member of USUBC, for hosting the USUBC Business Luncheon in Washington.

“FINANCING FOR BUSINESS” – US EXIM OPEN FOR UKRAINE, EBRD, OPIC ROUNDTABLE
Tuesday, March 12, 2019, 3 p.m to 5 p.m. Law Offices of McCarter & English,
1301 K St., NW, Suite 1000 West Tower, Washington DC 20005. followed by a light reception

Grey2White Workshop Hosted by the USUBC, Puts an Exclamation Point on the International Trade Mission

 

On Wednesday, September 12th, US-Ukraine Business Council (USUBC), in cooperation with the law firm of Brown Rudnick, Broad Street Capital Group and Ankura Consulting, held its second Grey2White ™ workshop in Kyiv. Over 45 guests attended, including the Former First Lady of Ukraine, Kateryna Yushchenko.

The Grey2White workshop resulted in consensus among the participants on the need of Grey2White program in Ukraine and in other post-Soviet countries. The lively and spirited discussion continued after the official part of the program was concluded.

The workshop’s presenters featured financiers, former prosecutors with the US Department of Justice and enforcement attorney with the US Securities Exchange Commission.

Grey2White workshop served as the exclamation point on the highly successful International Trade Mission through Ukraine and Uzbekistan, in which the speakers of the Forum participated, along with representatives of eight companies from four countries.

During the Mission, its participants conducted a number of high-level government, NGO and private sector meetings to identify and engage projects in the areas of healthcare, ICT, energy savings, agriculture and aerospace. Over $1.32 billion of project mandates are expected to be awarded to the Mission Participants in the next 60-90 days. Companies wishing to participate in the projects, which have started the development during the Trade Mission, will have an opportunity to learn more during the upcoming International Opportunities conference in November, hosted by the Broad Street Capital Group.

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President of Kazakhstan visits pioneering Center of Tomotherapy and Nuclear Medicine, program managed by the Princeton Healthcare Alliance

(Astana, Kazakhstan)Yesterday, August 29th, President Nazarbayev of Kazakhstan visited a newly opened Center of Tomography and Nuclear  Medicine at the National Research Hospital in Astana the capital of Kazakhstan. Prime Minister of Kazakhstan Hon. Bakhytzhan Sagintayev and the Minister of Health Hon. Elzhan Birtanov were also in attendance.

President Nazarbayev expressed his support for the outstanding effort by Dr. Abay Baigezhin, Director of the hospital and praised the Consulting Radiation Oncologist Dr. Daniel Fass, Chief Medical Officer of the Princeton Healthcare Alliance (PHA), for bringing this state-of- art technology to the people of Kazakhstan.  Dr Fass, who is internationally recognized as a pioneer in Radiation Therapy with over ten years of experience utilizing  Accuray’s Tomotherapy HI-HD equipment explained to the President the unique advantages of that system in treating many malignancies. “This is the first Tomotherapy installation in Central Asia. It is expected patients from throughout the region will be treated at the center.” said Dr. Fass

The clinic will begin treating patients in November and currently has staff training in the Madison, Wisconsin. Building on the success of this project the Clinic plans on expanding to other therapeutic modalities including immunotherapy and stem cell treatments harnessing the advances in precision medicine . Princeton Healthcare Alliance is dedicated to bringing US technology, expertise and financial solutions to improve the lives of citizens in emerging markets the world over.  Next week Dr. Fass, along with other members of the Princeton Healthcare Alliance, will travel to Tashkent, as part of the Trade Mission led by the Broad Street Capital Group (www.broadstreetcap.com) to identify, structure and finance advanced healthcare solutions for the Republic of Uzbekistan

Broad Street Capital Group to lead an international Trade Mission to Uzbekistan.

For Immediate Release

New York, August 26, 2018. Fresh from its success of developing a pioneering $250 million, 20-year OPIC insured, capital markets financing, Broad Street Capital Group announced today that it will lead an international Trade Mission to Uzbekistan between September 5th and 9th, 2018.

The goal of the Trade Mission is to identify and engage large project development and financing opportunities in the areas of health care, distributed and renewable energy generation, agriculture, ICT and aerospace. 

With its proven ability to develop and structure complex financing solutions ranging from $100 to $500 mil., and utilizing support of Export Credit Agencies (ECAs), such as US EXIM Bank, and of US government development institutions,
such as Overseas Private Investment Corporation (OPIC), Broad Street Capital Group is uniquely positioned to bring low-interest, long-term financing to projects to be developed by the Trade Mission participants and supported by the Government of Uzbekistan.

The mission participants will also introduce an innovative Grey2White™ initiative designed to assist local companies in becoming more bankable and transparent to western partners and international financial institutions.

Joining Broad Street Capital’s team during the upcoming Mission will be representatives of US, UK and Israeli companies, international law firms and professional organizations. The delegation will be led by Mr. Alexander Gordin, Managing Director of the Broad Street Capital Group and will meet with a number of federal and local Government Officials, project sponsors and company owners in Tashkent.

“Uzbekistan represents a tremendous opportunity for international project development and international business cooperation,” said Alexander Gordin. “Policies implemented by President Mirziyoyev have been very effective in attracting foreign investment, supporting technology transfer and focusing on growing key areas of the Uzbekistan’s economy,” added Gordin.

About the Broad Street Capital Group

Based in the heart of New York City’s Financial District, Broad Street Capital Group (www.broadstreetcap.com) is an international private merchant bank, which since 1988 has served several foreign governments, multiple state-owned companies, as well as SMEs in emerging markets. Through its member companies, the Group focuses on developing project financing in the $100 million to $1 billion range, providing political risk mitigation, export management services and cross-border market development advisory. The Firm maintains a permanent presence in Astana, Kazakhstan and Kyiv, Ukraine.  Since its founding, Broad Street Capital Group has done business in over 35 countries, spanning the emerging markets landscape from Bangladesh to Ukraine.

The Firm works closely with all trade and development agencies of the U.S. Government and Export Credit Agencies of several European and North American countries. Since its inception, Broad Street Capital Group has been involved in multiple high-profile cross-border transactions in IT/telecom, aerospace, health care, energy generation, food security, nuclear safety, hospitality and franchising sectors. The firm’s current advisory and export management portfolio exceeds $900 million and expected to exceed $1.5 billion by November 15th, 2018.

For more information contact: Rustem Tursyn, Representative for Central Asia

+1 212 705 8765 ext. 707, or via email rtursyn@broadstreetcap.com

 

Broad Street expands its risk mitigation services

(New York City, NY, May 2, 2018)   For Immediate Release

Broad Street Capital Group (BSCG) proudly announces the formation of the Broad Street Risk Mitigation LTD., which will serve as the Group’s risk mitigation and insurance specialist.

Broad Street Risk Mitigation will focus on originating and placing complex Political Risk Insurance (PRI) Transactions, as well as on trade finance, export credit, freight and travel medical insurance for project teams.

In cooperation with several major law firms and government agencies, the company will also focus on development and implementation of FCPA and OFAC compliance policies for its clients.

Heading the new entity will be Mr. Paul Gregory, who has joined the Firm as its Principal and Head of Insurance Operations.  Mr. Gregory brings with him over 40 years of distinguished service in the insurance and risk management fields.  He has held multiple management and directorship positions at the internationally known companies and has been involved in complex insurance transactions in over 20 countries.  Mr. Gregory’s relationship with the Broad Street Capital Group goes back over a decade. He advised the BSCG on several export-related transactions and provided invaluable guidance on the company’s dealings in Kazakhstan and Hungary.

Concurrently, with his joining the Broad Street Risk Mitigation LTD., Mr. Gregory has also accepted an Advisory Board position at the Broad Street Capital Group

About the Broad Street Capital Group

Based in the heart of New York City’s Financial District, Broad Street Capital Group (www.broadstreetcap.com) is an international private merchant bank, which since 1988 has served several foreign governments, multiple state-owned companies, as well as SMEs in emerging markets. Through its member companies, the Group focuses on developing project financing in the $100 million to $1 billion range, providing political risk mitigation, export management services and cross-border market development advisory. The Firm has done business in over 35 countries, spanning the emerging markets landscape from Bangladesh to Ukraine.

The Firm works closely with all trade and development agencies of the U.S. Government and Export Credit Agencies of several European and North American countries. Since its inception, Broad Street Capital Group has been involved in multiple high-profile cross-border transactions in IT/telecom, aerospace, healthcare, energy generation, food security, nuclear safety, hospitality and franchising sectors. The firm’s current advisory and export management portfolio exceeds $917 million and expected to exceed $1.5 billion by November 15th, 2018.

For more information contact Alexander Gordin, Managing Director +1 212 705 8765 ext. 701 or via email agordin@broadstreetcap.com

 

Broad Street Capital and GreenMax join forces in Africa.

(New York, April 26th, 2018) Broad Street Capital Group and GreenMax Capital Group join forces to develop and finance large-scale energy projects in Africa.

“We are excited to announce a new partnership with Broad Street Capital Group (BSCG), a New York based emerging markets focused merchant bank. BSCG has recently led a landmark transaction in Ukraine that is a game-changer for enabling financing of parastatal and direct state sponsored infrastructure projects. The facility is a US OPIC wrapped bond issue that for the first time offers 100% long-term debt financing at very low financing rates.” wrote Cliff Aron, Managing Principal at GreenMax.

Owing to GreenMax’s strong Africa footprint and the company’s longstanding relationship with the Broad  Street Capital Group, the Greenmax organization was selected to lead the introduction of this innovative financing product to the African energy sector. The minimum project size is $150M  and the project must be implemented by a State agency, or parastatal.  In the later case, the host Government must provide a sovereign guarantee.

Broad Street and GreenMax plan to formally launch the product for Africa energy infrastructure at the Africa Energy Forum in Mauritius in June. The joint venture is seeking Power Africa sponsorship for this initiative and expects to be able to secure USTDA grant funding to support the preparation phase for any worthy projects. Although many countries in Africa will qualify for the financing being offered, projects in Nigeria, Uganda, Mozambique and South Africa will be of particular interest.

For more information contact Cliff Aron – cja@greenmaxcap.com

 

Grey2White Initiative – the journey continues (parts I and II)

™

(Part I of the article reprinted from the June 2017 issue)

Hypothesis:

Given Ukraine’s current economic and geopolitical situation, one of the most beneficial  steps the US government, business and NGO community can take, is to encourage significant external and internal direct investment into the country’s economy.

Although the US Government has had some success in attracting and supporting American direct investment into Ukraine, those investment amounts are far from sufficient. US investors new to the Ukrainian market are wary of the country’s reputation for corruption, difficulty in doing business, threats from Russia and lack of financing options.

A second and much more viable economic development option, would be to support and enable direct investment by the successful Ukrainian business people who have amassed sufficient capital and are much more comfortable and adept in investing in their home market.

One problem with pursuing that option are high Western standards, which often preclude US government development agencies and public US investors from working with this potential class of investors.  This is due to the fact that for the last twenty-five years, practically all business people in Ukraine had to operate under a certain set of conditions widely considered “grey” and in many cases “black” in the West.

Some of these “grey” conditions are lack of financial transparency, inadequate corporate governance, use of yellow press, use of cash, as well as offshore accounts to conduct operations, bribery and use of adverse political influence.

In their attempts to succeed, some folks in Ukraine went beyond previously acceptable business norms and crossed the proverbial line even further by engaging in criminal “black” behavior – graft, extortion, corruption, tender rigging and illicit drug trade.

To date, these grey conditions have presented significant challenges for the IFIs, development agencies and regulated financial US investors. Yet, it is vital to recognize the necessity to find an acceptable solution that allows Ukraine’s economy to reap significant benefits from the anticipated increase in direct investment and low-cost, long-term financing.

It is also very important to understand that the proposed Grey2White (G2W)™ initiative aims to broaden and scale up very important development and capacity building work already undertaken over the last quarter century by IFIs, such as IFC and EBRD, USAID; development agencies such as OPIC and USTDA and financial investment communities. Those initial efforts, although quite effective, focused on a relatively small sample of Ukrainian companies and were undertaken during a different stage of the country’s development.

Initiative

The G2W™ initiative will only work with those companies and individuals, who will be able to create meaningful economic impact in Ukraine, after undergoing the conversion process.  G2W™ will not in any way target those convicted of the “black” behavior, as their reputation gap is un-bridgeable within the scope of the project.

Thus the question becomes, is it possible for US stakeholders to create an environment and a broad platform from which so-called “grey” Ukrainian businessmen seeking to utilize US financing, equipment, services and franchises, as part of their major investment programs, become “bankable” under Western standards? If the answer is “Yes.”This type of conversion will provide hundreds of millions, if not billions of dollars in direct economic benefit and enhanced geopolitical security to Ukraine and to the US.

If the answer is “No,” these businessmen will either be forced to forgo the planned capital investments, or seek alliances with other grey, or black global actors in countries like Russia, China, Brazil, Iran, etc.

It is the fundamental belief by the creators of the proposed initiative that given a concerted effort by the US and Ukrainian stakeholders to develop and implement realistic procedures to increase corporate transparency, introduce financial standards, address any existing reputation issues head-on and provide reputable outside management and board oversight, it is possible within short to medium time-frames to bring these so called “grey” businessmen and their respective projects up to elevated western standards, mitigate investment and reputation risks and affect substantial economic growth in Ukraine.

Thus we hereby propose the following:

Select three-four financially viable projects sponsored  the “grey” Ukrainian actors and use them as a pilot to develop, refine and implement an effective conversion strategy to bring that project up to acceptable Western standards.

From the government side, we propose to involve the US Commercial Service, USTR, US Embassy, Ukrainian Embassy, Cabinet of Ministers of UA, members of the US Congress focused on UA issues, OPIC, regional Governors and local administrations in Ukraine, IFC, USTDA and the US EXIM Bank (when that Agency resumes its activities in Ukraine).

Among the NGO stakeholders we would like to see US-Ukraine Business Council (USBC), AMCHAM, Transparency International, Freedom House, Atlantic Council and US Ukraine Foundation. Additionally, reputable international law firms, audit firms, press, appropriate private individuals, corporate off-takers, financial market regulators, as well as relevant providers of US goods and services should be involved.

The framework of the proposed initiative shall be as follows:

• Initial Sponsor/Project assessment and preliminary due diligence
• Project selection and stakeholder awareness and involvement
• Project G2W™ Team building (attys., directors, advisers, auditors, suppliers, investors etc.)
• Full due diligence and implementation plan for the Western financial, FCPA and governance standards
• Investor cultivation and underwriting of the financing package
• Project development and implementation
• Monitoring and compliance

To kick off the proposed initiative, we propose an intensive education and awareness-building campaign designed to simultaneously involve all the stakeholders.

After the initial buy-in into the initiative is secured, work will begin on developing the pilot projects.

During the pilot project phase, the G2W pilot project team will be seeking to achieve specific and tangible goals:

• Fully assess the existing reputation risks, possible political influence issues, suitability for OPIC/IFC financing and Political Risk Insurance for the US project participants
• Prepare a legal due diligence report by a world-class law firm
• Recruit highly reputable and competent outside board members to the Project’s Board
• Design a comprehensive PR/IR strategy to inform stakeholders of the project and its ongoing developments
• Design and implement transparent financial audit, reporting and management accountability standards
• Develop ways to tangibly measure economic effect of the pilot project
• Continue to promote the initiative and seek to move it from the pilot project phase to full-blown implementation.

(to be continued)

                                                    ^{*********************************************************}

Part II  (April 2, 2018)

In the nine months since the above article was first published, a number of events took place, which not only validated the concept behind the Grey2White™ initiation, but also expanded its scope and attracted top notch global professionals to the program.

Although initial premise of the program to convert grey actors in Ukraine to white bankable actors, whose economic contribution will greatly outweigh any possible transgressions they may have committed up to this point remains intact, the program has been expanded to include other emerging market countries of Eastern Europe and Central Asia. The program also grew to allow so-called grey companies to unlock their value through financial and legal transformation in order and become more bankable in the Western capital and financial markets. Part of this transformation involves tools, which on one hand provide increased political protection to the current management and to foreign investors, and on the other hand allow western companies to lock up predictable valuations and to observe the transformation process first hand.

A first rate international “scrub team” has been assembled as a multidisciplinary team consisting of former US Government prosecutors, forensic accountants, legal and financial experts and last but not least, former high-level grey operator with deep expertise in shadowy government and business dealings in Ukraine and several other  post-Soviet countries.

A pilot company and its owner have been selected, as the first of four pilots companies to undergo Grey2White™ transformation in order to make them bankable by US Development Agencies for a $150 million project slated to create over 200 new jobs and to generate significant economic impact in Southern Ukraine.

In the next 60 days. key members of the G2W™ Team are expected to travel to Latvia, Kazakhstan, Azerbaijan, Uzbekistan and Ukraine to conduct additional screening and selection of the pilot companies and individuals.

In the subsequent parts of this article, we will examine the different case studies and watch the pilot candidates undergo the first steps of the Grey2White™ transformation.

(to be continued…)

 

Financing Feasibility Fund I (FI3F) – a $30 mil. Global Project Development Fund announced by the Broad Street Capital Group

(New York City, NY, February 20, 2018)   For Immediate Release

Fresh from its recent success, as the Financial Developer of the $250 million OPIC insured capital markets financing for NAEK Energoatom of Ukraine, Broad Street Capital Group has announced today that it will establish a $30 mil. Financing Feasibility Fund I (Fi3F™) – a global project development fund to provide feasibility grants and pre-financing development funding for qualified emerging markets’ OPIC-insured infrastructure projects to be financed in the US capital markets.

The Fund will provide qualified Governments and State-owned borrowers feasibility seed funding in the amounts between $350,000 and $1 million dollars and pre-financing bridge loans in the amount of $1.25 to $2.5 million per project.

The Fi3F™ Fund will develop and seed international projects whose financing requirements fall between $150 mil. and $1 billion, and which will span the industry segments ranging from energy, airspace, transportation to agriculture, infrastructure and healthcare. The projects should be located in credit-challenged emerging market countries, which represent priority markets under OPIC’ development finance and insurance mandate. Financing terms for the projects will be between 10 and 20 years. A strong US supply nexus and willingness of the host governments  to provide sovereign guarantees for the financing, will be key considerations during the project selection stage.

Participation in the Fi3F™ will be open to qualified private and institutional  investors, with at least 51% of all the shareholders being US nationals. The management of the fund will utilize proven project development techniques and will be administered by an experienced team consisting of leading legal, insurance and financial experts, a placement agent and the financial developer. The Fund will obtain Political Risk Insurance from OPIC to protect its funds and will retain a top tier investment bank to act the the Paying Agent to administer all the payments and disbursements. Fi3F’ returns are targeted to fall in the 12-17% range annually.

Call for the first round of Financing Feasibility Proposals will commence April 25, 2018.

About the Broad Street Capital Group

Based in the heart of New York City’s Financial District, Broad Street Capital Group (www.broadstreetcap.com) is an international private merchant bank, which since 1988 has served several foreign governments, multiple state-owned companies, as well as SMEs in emerging markets. Through its member companies, the Group focuses on developing project financing in the $100 million to $1 billion range, providing political risk mitigation, export management services and cross-border market development advisory. The Firm has done business in over 35 countries, spanning the emerging markets landscape from Bangladesh to Ukraine.

The Firm works closely with all trade and development agencies of the U.S. Government and Export Credit Agencies of several European and North American countries. Since its inception, Broad Street Capital Group has been involved in multiple high-profile cross-border transactions in IT/telecom, aerospace, healthcare, energy generation, food security, nuclear safety, hospitality and franchising sectors. The firm’s current advisory and export management portfolio exceeds $417 million and expected to exceed $1.5 billion by November 15th, 2018.

This announcement is for informational purposes only and does not constitute an offer or solicitation to sell shares or securities in the Company or any related or associated company. Any such offer or solicitation will be made only by means of the Company’s confidential Offering Memorandum and in accordance with the terms of all applicable securities and other laws. None of the information or analyses presented are intended to form the basis for any investment decision, and no specific recommendations are intended.

For more information contact Alexander Gordin, Managing Director +1 212 705 8765 ext. 701 or via email agordin@broadstreetcap.com

Broad Street Capital Group – part of the Project Financing team, which successfully concluded a cutting-edge, OPIC insured, $250 million capital markets transaction, to finance spent nuclear fuel facility construction in Ukraine

Washington, DC, February 15, 2018.

Yesterday, at a historic ceremony near the White House, a Ukrainian State-owned enterprise, NAEK Energoatom, and a special purpose statutory Trust, have concluded a $250 million loan transaction to finance the bulk of a new Ukrainian Centralized Spent Nuclear Fuel Storage Facility being built in the Chernobyl exclusionary zone.

The low-interest, 20-year loan, is notable for a number of important reasons:

• It is the first time i political risk insurance provided by the Overseas Private Investment Corporation (OPIC) – a US Government agency- has been used to issue bonds in the US capital markets, in order to finance a state-owned enterprise.
• Based on the insurance, and its merits, the project received Aa2 credit rating from Moody’s, which in turn allowed the project to benefit from significantly lower financing costs for the financing of the project.
• The project marks unique collaboration between the US and Ukrainian governments, major US public and private companies and a state-owned enterprise.

Broad Street Capital Group proudly acted as the Financial Developer on this transaction and would like to congratulate all participants and thank the entire project team for its professionalism, dedication and perseverance.

As the Financial Developer, Broad Street Capital has provided project facilitation, assembled the financing team , developed the insurance application, and secured financial support for the project.

About the Broad Street Capital Group

Based in the heart of New York City’s financial district, Broad Street Capital Group (www.broadstreetcap.com) is an international private merchant bank, which since 1988 has served several foreign governments, multiple state-owned companies, as well as SMEs in emerging markets. Through its member companies, the Group focuses on arranging project financing in the $50-500 million range, providing political risk mitigation, export management services and cross-border market development advisory. The Group has done business in over 35 countries, spanning the emerging markets landscape from Bangladesh to Ukraine.

The Firm works closely with all trade and development agencies of the U.S. Government and Export Credit Agencies of several European and North American countries. Since its inception, Broad Street Capital Group has been involved in multiple high-profile cross-border transactions in IT/telecom, aerospace, healthcare, energy generation, food security, nuclear safety, hospitality and franchising sectors. The firm’s current advisory and export management portfolio exceeds $630 million.  For more information, please contact Tamara Zykova at tz@broadstreetcap.com,

 

Moody’s assigns Aa2 rating to Energoatom transaction supported by OPIC political risk insurance

We at Broad Street Capital Group are excited and proud to be part of this historic financing. Moody’s unprecedented credit rating underscores the hugely positive effect of US Government’s credit enhancement to offer long-term, low-rate financing in emerging markets, such as Ukraine, for large infrastructure projects containing US exports.

 

Moody’s assigns Aa2 rating to Energoatom transaction supported by OPIC political risk insurance

Global Credit Research – 18 Jan 2018

London, 18 January 2018 — Moody’s Investors Service, (Moody’s) has today assigned a definitive Aa2 rating on the approximately U.S. $250,000,000 of senior secured Notes (the Notes) to be issued by Central Storage Safety Project Trust (the Issuer). The outlook on the rating is stable.

The Issuer will use the proceeds of the Notes for the purpose of funding a senior term loan facility of up to $250,000,000 (the Loan) to State Enterprise National Nuclear Energy Generating Company “Energoatom” (Energoatom or the Borrower), pursuant to a credit agreement between the Issuer and the Borrower (the Credit Agreement), and to fund related reserves. Energoatom will use the proceeds of the Loan to finance a portion of the costs of constructing the first stage of a long-term central spent nuclear fuel storage facility on dedicated land in the Chornobyl exclusionary zone, which will be completed, in part, pursuant to a supply contract with Holtec International. Under the Credit Agreement, the Borrower has an unconditional obligation to pay debt service. The Government of Ukraine (the Guarantor) has issued an irrevocable and unconditional guarantee (the Guarantee) of the Borrower’s payment obligations under the Credit Agreement.

Moody’s rating of the Notes is based solely upon its view of the credit benefit of a political risk insurance policy provided for the benefit of the Issuer by the Overseas Private Investment Corporation (OPIC), an agency of the government of the United States (Government of United States of America, Aaa stable). The insurance policy covers expropriation (limited to nonpayment of an arbitral award and denial of justice) (the OPIC Policy) in relation to the Credit Agreement and the Guarantee. The OPIC Policy insures the Issuer against nonpayment of an arbitral award by the Borrower and the Guarantor or denial of justice on the part of the Guarantor.

Commenting on the rating action, Christopher Bredholt, a Moody’s Vice President and Senior Analyst, said “The Energoatom transaction is one of a number we have seen incorporating credit enhancement from development finance institutions and multilateral development banks, as they seek to crowd-in risk averse private sector capital to support infrastructure investments in more challenging sovereign environments in emerging markets”. Mr. Bredholt continued “The underlying transaction structure, with New York law obligations and submission to arbitration, in the context of the Issuer’s available reserves, supports our view of the credit benefit of the OPIC policy”.

Energoatom is a state enterprise organized under the laws of Ukraine (Government of Ukraine, Caa2 positive), and is the largest electricity producer in the country, with nearly 15 gigawatts of nuclear capacity, contributing approximately 50% of Ukraine’s electricity.

Central Storage Safety Project Trust is a State of Delaware statutory trust formed under the Delaware Statutory Trust Act, and operates pursuant to a Trust Agreement. So long as any of the Notes remain outstanding, the Issuer will have no power to engage in any business activity, or to create, assume or incur indebtedness or other liabilities, other than in the performance of its duties and obligations as contemplated in the Trust Agreement. The Issuer is a bankruptcy-remote, limited-purpose financing trust and its activities will generally be limited to making the Loan, acquiring and owning the OPIC Policy, issuing the Notes and making payments thereon, and related activities.

RATINGS RATIONALE

The Aa2 rating on the Notes reflects as strengths: (1) the political risk insurance policy provided by OPIC; (2) the Issuer has access to liquidity adequate to cover approximately 2 years of debt service in the event of instigating a consolidated arbitration process following payment default by Energoatom and the Government of Ukraine, as well as reserves to cover legal and administrative expenses, which Moody’s considers appropriate given the deal structure and insurance claims process; (3) the project is a stated policy priority for the U.S. and Ukrainian governments, as the facility will be developed to store spent fuel from three of Ukraine’s four nuclear power plants, offering an efficient and secure process that will reduce Ukraine’s dependence on Russia; (4) the key transaction documentation is governed by New York law, the obligations of Energoatom are unconditional, corporate obligations (Issuer is not directly exposed to project-related risks), and the Government of Ukraine waives sovereign immunity in respect of the Guarantee; (5) the OPIC Policy requires a valid arbitral award against the Guarantor, but does not require the enforcement of the arbitral award in either a US or a Ukrainian court, and in Moody’s view this limits potential sources of delay to a timely recovery under the OPIC Policy; and (6) the transaction parties have contractually agreed to a resolution of disputes by a single, consolidated arbitration process to be conducted under expedited arbitration procedures of Article 30 of the International Chamber of Commerce Rules, located in New York.

The rating does, however, reflect the following challenges: (1) the OPIC policy does not provide a guarantee of payment under the Notes, and is not intended to directly or indirectly transmit an unconditional OPIC guarantee of Energoatom’s payment obligations under the Credit Agreement; (2) if the Issuer is unable to obtain a final arbitral award prior to the full depletion of its available liquidity, the Noteholders would not receive scheduled debt service; (3) there is only a limited, relatively untested track record of the International Chamber of Commerce (ICC) expedited arbitration procedures which have only applied to arbitration agreements executed since March 2017; (4) it may be difficult to prove that any efforts by Ukraine to frustrate obtainment of an arbitral award will satisfy the conditions for a valid Denial of Justice claim under the OPIC Policy.

RATING OUTLOOK

The outlook on the rating is stable.

WHAT COULD CHANGE THE RATING — UP/DOWN

Moody’s does not currently consider there is scope for an upgrade.

Moody’s could downgrade the rating on the Notes if: (1) the United States government bond rating were downgraded; (2) in Moody’s view, there is a material, detrimental change in the standing of OPIC as a U.S. government agency, or to the full faith and credit of the United States which has been pledged to secure the full payment by OPIC of its obligations under the insurance policy; or (3) Moody’s considers there is a non-negligible risk of the arbitration process either (1) taking longer than anticipated and materially eroding the Issuer’s available liquidity or (2) returning an unfavourable outcome.

The principal methodology used in this rating was Rating Transactions Based on the Credit Substitution Approach: Letter of Credit-backed, Insured and Guaranteed Debts published in May 2017. Please see the Rating Methodologies page on http://www.moodys.com for a copy of this methodology.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody’s rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the credit rating action on the support provider and in relation to each particular credit rating action for securities that derive their credit ratings from the support provider’s credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on http://www.moodys.com.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this credit rating action, and whose ratings may change as a result of this credit rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Regulatory disclosures contained in this press release apply to the credit rating and, if applicable, the related rating outlook or rating review.

Please see http://www.moodys.com for any updates on changes to the lead rating analyst and to the Moody’s legal entity that has issued the rating.

Please see the ratings tab on the issuer/entity page on http://www.moodys.com for additional regulatory disclosures for each credit rating.