Roads, Toll Roads, and Toll Bridges | Heavy and Light Rail/Mass Transit Systems | Airports | Ports | Renewables and Water | Pipelines | Electric Power | Sports Facilities | Other Significant Infrastructure Transactions 

Overview 
V&E's Infrastructure and Public-Private Partnership (PPP) team has experience in structuring, development, and financing of concession-based projects, PPPs, and privatizations of infrastructure projects in the United States and internationally. Our lawyers advise clients on projects in both developed and emerging markets and across a diverse range of industries and sectors including: roads, toll roads and toll bridges; heavy and light rail/mass transit systems; airports; shipping ports; renewables, including wind farms and waste projects, and water; sports facilities; and other significant infrastructure transactions including utilities, hospitals, defences, and other government facilities.

Our clients include sponsors, equity investors, financiers, contractors, and public sector participants in such projects who benefit from our lawyers’ experience in a number of markets, including in connection with the UK's PFI (now PPP) Model, both in the UK and as it has been applied abroad, in a number of jurisdictions around the world. We provide a comprehensive service to clients on all phases of such projects, including assisting with due diligence matters, advising on project structuring and the negotiation and drafting of concession, construction and maintenance arrangements as well as financing and security packages.

Our Infrastructure/PPP team is completely integrated into our broader network of offices and spans various practice areas including our Public Finance, Public Policy, Project Finance and Development, and Tax practices, allowing us to bring broad experience and skills to any transaction.

• Major western financial institution on its purchase of the M1(A1) shadow tolled motorway link in the North of England
• Major metropolitan toll road authority in financing the 27-mile Sam Houston Toll Road and the 21-mile Hardy Toll Road from approximately US$1.1 billion of revenue bonds
• British government in relation to the development and financing of the A55 toll road project in Anglesey on a public-private partnership basis
• U.S. state-owned turnpike in connection with disclosure matters
• Underwriters in connection with the issuance of approximately US$3.2 billion in tax-exempt bonds issued by Texas Turnpike Authority
• Selected by the Central Texas Regional Mobility Authority to serve as bond counsel on financings for eight new toll road projects
• Multi-lateral lenders to the Delh-Noida Toll Road/Bridge project in India

Heavy and Light Rail/Mass Transit Systems  

• One of the three shareholders responsible for the £20 billion+  London Underground Tube lines PPP
• One of the two successfully short-listed bidders for the £1 billion+ acquisition, rehabilitation of Phases 1 and 2 and the build-out of Phase 3 of the Manchester Metrolink light rail project in the UK
• Major international bank as sole underwriter of the SEK1.2 billion refinancing of the US$630 million Arlandabanan Light Rail Project in Sweden
• Major metropolitan area transit authority in its creation of a financing program that allowed it to borrow US$3 billion in new money under a master indenture utilizing commercial paper, notes and long-term bonds
• Major metropolitan area transit authority in leveraged lease-leaseback transactions and sale-leaseback transactions with an aggregate value of approximately US$400 million involving light rail vehicles, commuter rail diesel cars, real estate assets and a portion of its bus fleet
• Texas metropolitan transit authority in the simultaneous sale-leaseback of seven bus maintenance facilities worth a total of US$230 million
• Bond counsel to a major metropolitan area transit authority in the issuance of US$150 million in notes to fund the North Central Light Rail Project

Airports  

• Western financial institutional investor on its proposed acquisition of 70% of the shares of Brussels International Airport (sale value in excess of €750 million) sold by the government by way of part privatization under its PPP model
• One of the members of a consortium in a US$600 million international airport privatization (operation and new airport construction) project in Quito, Ecuador, which was named Latin America Transport Deal of the Year for 2006 by Project Finance magazine; our client, a Texas nonprofit corporation, was created to act for the benefit of the Houston Airport System, which as a governmental entity could not have directly participated in this project; that structure allowed the Houston Airport System to be the only airport in the United States that is involved in an international airport privatization transaction
• Major Asian development funding organization on the US$440 million project financing of the build-out of Terminal 3, Ninoy Acquino Airport in the Philippines
• Major U.S. airport in the design and legal structure for the joint venture between the cities of Dallas and Fort Worth, Texas, enabling the creation of one of the busiest airports in the world.  We also represented the Houston Airport System in the development of the George Bush Intercontinental Airport and the City of Austin in the development of Austin-Bergstrom International Airport; for all airports we assisted in developing operating agreements with the airlines, concessionaires, hotels and other private parties whose contractual obligations support the project financing of the airports without requiring support of governmental funds
• U.S. city in connection with the acquisition of the Bergstrom Air Force Base from the United States government and the conversion of the facility for civilian aviation.  We served as finance counsel to the Austin Airport system for all financings

Ports 

• Advising one of Spain's largest contractors on a significant new-build port facility in Texas and a PPP structure
• Sponsors on the structuring and terms of the concession agreement for a proposed US$500 million port and infrastructure project at Hazira in Gujarat, India; this has involved extensive work on the regulatory framework for infrastructure projects in the region, and the need and scope for making modifications to them (and to the model form concession agreement), as well as work on the contract for the access road to the port
• Leading business conglomerate in the United Arab Emirates, in connection with its successful negotiations with the Dubai Ports Authority to acquire a concession in the Jebel Ali Free Zone for the provision, through a special purpose vehicle and in a dedicated terminal, of unloading, loading, transshipment, storage and handling of automotives imported to the United Arab Emirates and other jurisdictions in the Gulf
• Foreign investor in connection with the formation of a joint venture with two Chinese partners to invest and develop the Nanjrang Coal Dock at Tranjin Port in China

Renewables and Water  

• Major investor in structuring, acquiring and marketing ground water rights to municipal purchasers in a public-private partnership
• Major international developer of power and desalination facilities around the world on its current bid to acquire an existing and to build-out a new 17MIGD desalination facility in the Sur region of Oman.
• An international developer in connection with its bidding for a wastewater treatment and reclamation plant concession at Sulaibiya, Kuwait (including a review of the draft BOT concession contract proposed by the government and preparation of revisions to be submitted with the bid) and the subsequent proposed disposition of its project participation
• International water development company in connection with bidding for the Awali Beirut Water Conveyor Project (on a BOT basis) in Lebanon
• Water company in connection with a public/private partnership with the Brazos River Authority that proposes to supply over 200,000 acre-feet of water to major Texas cities, including San Antonio and Dallas/Fort Worth
• River basin authority in connection with the permitting and proposed financing of the US$3 billion Marvin Nichols Reservoir project
• U.S. industrial corporation in connection with the development of 6,000 acres of land in the lower Rio Grande Valley and the transfer of rights to 15,000 acre/feet/annual of Rio Grande river water in connection with that development
• Leading investor in the European private equity market in relation to its bid for, and potential subsequent development of, two wind farms at the planning and permitting stage in France (78 MW in total)
• Danish state-owned energy company, a Norwegian company and a major UK energy company on the acquisition and development of the Barrow offshore wind farm (costs total approximately US$200 million); the wind farm will comprise around 30 three-to-four MW wind turbines, for a total of 90-108 MW. We are representing the project company in the ongoing development of the project (including in connection with the sale of power and ROCs)
• Major energy company in connection with the execution of a long-term wind turbine supply agreement with Clipper Windpower for the purchase of up to 900 wind turbines over five years and the formation of a joint venture with Clipper Windpower for the joint development of wind power projects in Texas, South Dakota and New York with an anticipated capacity of over 2,000 MW
• Several private equity investors in connection with proposed development of new biofuel facilities and/or acquisitions of producing ones, including ethanol and biodiesel facilities
• Financial institution that provided equity capital for the development, construction, and operation of up to 25 solar power generation projects to be developed by Sun Edison and project financing of such projects; the projects involve facilities that will provide solar power to national retailers and certain state governmental entities in various parts of the U.S.; the representation included tax and legal due diligence, negotiation of joint venture agreements, solar service agreements, solar panel supply contacts, operating and maintenance agreements, and financing documents for limited recourse financing of each project
• Major international power company in the formation of a joint venture with a European-based infrastructure development company and in submitting a bid to acquire a 448 MW hydroelectric power project in an Argentine privatization
• Large energy company in the development of geothermal resources and related electricity generating facilities in Indonesia; our work includes negotiations with PLN and Pertamina and preparation of an Energy Sales Contract and a Joint Operations Contract
• Developer in connection with the development, financing and construction of a biomass (cow waste)-fired electric generating facility in California

Pipelines  

• Major western energy company in the formation of an international consortium to construct a natural gas pipeline and a crude oil pipeline from Turkmenistan to Pakistan and India (project cost exceeded US $4billion); the consortium included parties representing investors from the United States, Japan, Korea, Saudi Arabia, Pakistan, and Turkmenistan
• One of China’s largest exploration and production companies in connection with the approximately US$2.4 billion Sino-Russian Crude Oil Pipeline project, involving construction of a 1,400-mile pipeline to bring Siberian crude oil to northeastern China
• Joint venture in connection with the US$1.4 billion development, construction, equity investment, start-up and operation of the OCP 500-kilometer TransAndean oil pipeline in Ecuador, as well as representation of the project company in finalization of all documentation necessary to commence operations and delivery of oil (such as quality bank agreements, terminalling and scheduling procedures)
• Lenders in connection with the refinancing of the approximately US$3.7 billion senior project facilities that were established to finance the development and construction of the 1,900-mile Alliance pipeline system, a network that transports natural gas from Western Canada to markets in the central United States and Canada; the refinancing included the issuance of US$300 million of senior notes pursuant to an offering memorandum under Rule 144A to qualified institutional buyers resident in the United States; the primary source of the revenue stream for the repayment of the senior notes and the other senior project facilities is payments under transportation agreements made pursuant to FERC and NEB approved tariffs; we also handled the original $2.6 billion financing, which was named an “Oil and Gas Deal of the Year” by Project Finance magazine
• Joint venture of four U.S. and Canadian energy companies, including two Fortune 500 corporations, to develop, construct and finance on a project-financed basis a US$1.2 billion natural gas transmission pipeline from Nova Scotia to Massachusetts, in which a FERC approved tariff was used as the basis for the revenue stream; our responsibilities included preparing the FERC application, drafting pleadings, drafting generally applicable transportation terms, designing and supporting transportation tariffs, preparing compliance filings and data responses, coordinating with Canadian counsel, and drafting contracts with shippers and producers

Electric Power  

• Municipal power agency in connection with the construction of a hydroelectric power plant that involved tax-exempt financing of a transmission line that connected to an electric cooperative in Texas
• Investment bank in connection with the issuance of tax-exempt subordinate-lien revenue bonds by the Texas Municipal Power Agency (TMPA) for debt service savings purposes; the TMPA is a wholesale electric generating utility that provides electric power to four Texas cities
• Participating municipal electric utilities in Texas in connection with a US$2.4 billion financing for a forward purchase of an estimated 20-year gas supply; interest rate swaps were used to fix the interest rate on variable rate bonds, and commodity swaps to swap fixed supply gas contracts to market rate gas contracts; we served as underwriters counsel and swaps counsel for both the interest rate and commodity swaps

Sports Facilities  

• Senior and senior subordinated lenders to the £756 million redevelopment of the Wembley National Football Stadium in the UK; the project structure was negotiated, documented and funded within a four-month timeframe (as a result of which this project won many industry awards)
• Underwriter’s counsel for the approximately US$200 million financing of Minute Maid Park.  The bonds that financed the field are paid from hotel occupancy taxes, short-term vehicle rental taxes and payments from the Houston Astros; the firm also served as counsel to a group of 14 private companies that provided approximately US $35 million of private equity to ensure the development of the project
• Underwriter’s counsel for the US$461 million financing of the 1.9 million square foot Reliant Stadium, home of the Houston Texans and the Houston Livestock Show and Rodeo; the stadium seats 70,000 and hosted the Super Bowl in 2004; debt service on the bonds is paid primarily from hotel occupancy taxes, short term motor vehicle rental taxes, and payment from the NFL team and Rodeo
• Developer and investors in relation to the US$350 million financing (both debt and public issue of equity) of the Sydney Olympic Stadium on a BOT basis
• City of Arlington as bond counsel in an approximately $325 million financing of the Dallas Cowboys Stadium in Arlington; debt service on the bonds will be paid primarily from a sales and use tax, hotel occupancy taxes, and short term motor vehicle rental taxes
• Underwriters and financial advisers for the US$135 million bond issuance for the development of the Texas Rangers baseball stadium in Arlington, Texas

Other Significant Infrastructure Transactions  

• Senior lenders of senior loan facilities in connection with a PPP project for the construction of hospital accommodation and provision of IT, facilities management, and other non-clinical services
• Winning bidder on the development and financing of Skynet 5, a secure military satellite network for the UK Ministry of Defence
• Number of other “pioneering” PFI (PPP) projects in the United Kingdom, including Fort William & Inverness in Scotland and the Hereford and South Manchester Hospital projects