European Infrastructure Finance Yearbook - Investing In Bonds ...

More documents

Recommendations

Info

TRANSPORTATION INFRASTRUCTURE 80 ■ NOVEMBER 2007 included to allow the issuer to make a drawdown under the liquidity notes in the event of a shortfall, and to enable the trustee to serve a notice of demand under the financial guarantees in the event of a payment default under the loans. The interest paid by each class of notes is summarized in table 3 on the previous page. Redemption Profile If the issuer receives any unscheduled prepayment amount from the borrowers, it prepays the debt outstanding on a pari passu basis with the following priority: • Any amounts due and payable on the X certificates; • Any principal redemption amounts on the prepayment due on the corresponding tranches of the notes; and • Any make-whole prepayment to the corresponding tranche of notes. On a mandatory prepayment, the issuer prepays the notes pro rata, except where the prepayment relates to refinancing of all or any tranche of the permanent facility, in which case the proceeds are applied by the issuer to redeem the corresponding tranches of notes pro rata. Each class of notes can be paid in whole or in part, subject to certain prepayment penalties, and in a minimum amount of £5.0 million or € 7.5 million. On a substitution event of the existing concessionaires and the acceleration of the permanent facility, the issuer sweeps cash received to redeem the notes, unless it can invest in eligible investments that replicate the payment on the notes. Early redemption and the authorized investment (AI) Option Under condition 10(h), the monolines hold an option that can be exercised upon a full or partial prepayment of the tranche A loan (that corresponds to class G notes at the issuer level) in case the proceeds from prepayment of the loan are not sufficient to pay the relevant note redemption amount plus the net present value of the financial guarantee fee, provided no loan event of default has occurred. This option allows the monoline to invest the amount prepaid (which normally would have been applied in redemption of the tranche G notes) in a defeasance account to be invested in authorized investments. Such STANDARD & POOR’S EUROPEAN INFRASTRUCTURE FINANCE YEARBOOK investments need to produce amounts at least equal to amounts payable in respect of the notes (including the guarantee fee) on each scheduled payment date in respect of this principal amount and in respect of the relevant proportion of the tranche A loan prepaid. Practically, if the monolines exercise this option, they have to make sure that a defeasance account is opened with the issuer bank account provider in the name of the issuer--one for each class of G notes that would have been prepaid if the option were not exercised. In addition, a custodian is appointed with regard to defeasance accounts to hold the monoline authorized investments on the issuer’s behalf. The cash standing on these accounts together with the proceeds generated by the monoline authorized investments is taken into account in the waterfall for the payment of interest and principal of the relevant class G notes. This is because the loan has been prepaid and therefore no further interest or principal is paid by the borrower on that portion of the loan. If the tranche A1 or A2 loan has been prepaid in full and the authorized investment (AI) option has been exercised by the monolines, the trustee notifies the tranche G noteholders. Once the noteholders have been notified, within 30 days, they can ask to redeem the tranche G notes that they hold to the extent that the notes would have been redeemed had the prepayment not been the subject of the AI option. The amount received by the relevant tranche G noteholder follows the payment of amounts due to the relevant monoline. Issuers’ pre-enforcement priority of payments Before enforcement, the issuer applies the available funds plus any liquidity drawings, save that (i) if the monoline has exercised the AI option, any AI receipts generated from a certain defeasance account are used only to pay the relevant monoline or the relevant class G noteholder for which that account has been opened, and (ii) if the noteholders have exercised their AI option, the amounts received in the relevant defeasance account are used only to repay the relevant monoline, in the following order: • Senior expenses related to the transaction, including trustee fees, rating services fees, and corporate servicer fees, total return
swap custodian, plus any moneys to be paid into the issuer’s expenses reserve accounts and any amounts to be credited to the liquidity accounts up to the required liquidity amount; • Any interests due on the liquidity notes; • Any principal due on the liquidity notes; • Any amount due to the TRS counterparties; • Any amount due to the borrower hedge counterparties; • Pro rata and pari passu, according to the respective amounts; • Any interest due or accrued, any principal, any amount in excess of the par amount (always excluding step-up fees) on the tranche A notes, and any counterparty fixedrate note payment under the margin basis swap. All such amounts are applied pro rata and pari passu to all tranche A notes, but within each tranche applied according to the following order: ♦ Interest due and accrued; ♦ Principal due; and ♦ The amount in excess of the par amount upon early redemption and any counterparty fixed-rate note payment under the margin basis swap. • For each class G note depending on the monoline, the aggregate of: (i) guarantee fees and other amounts then due to the relevant monoline, taking into account any AI receipt for that amount; (ii) all amounts of interest due or taking into account any AI receipt for that amount; (iii) any principal taking into account any AI receipt for that amount; and (iv) any amounts in excess of the indexed par amount payable on early redemption due and payable on the relevant tranche G notes, taking into account any AI receipt for that amount. This amount is applied pro rata and pari passu for the relevant tranche G notes, but in the following order of priority: ♦ Guarantee fees and other amounts due to the relevant monoline; ♦ Interest due and accrued on the relevant tranche G note; ♦ Any amounts to be reimbursed to the relevant monoline with regard to any interest paid under the guarantee; ♦ Scheduled principal due on the relevant tranche G note; STANDARD & POOR’S EUROPEAN INFRASTRUCTURE FINANCE YEARBOOK TRANSPORTATION INFRASTRUCTURE ♦ Any amounts to be reimbursed to the relevant monoline with regard to any scheduled principal paid under the guarantee; ♦ Any amounts to be reimbursed to the relevant monoline with regard to any unscheduled principal paid under the guarantee; ♦ Any amount of unscheduled principal due to the relevant tranche G notes; and ♦ Any amount in excess of the par amount upon early redemption on the relevant tranche G note. • Step-up amounts on the class A3 and class A4 notes; • Additional amounts including withholding tax gross-up; • Any subordinated amounts to the hedge counterparties; and • The amount in the issuer’s transaction account to the holder of the class R certificates, once all the amounts on the notes listed above have been paid in full. The issuer’s post-enforcement waterfall is the same as the issuer’s pre-enforcement priority of payments, except for additional payments to the trustee on enforcement. Notes’ events of default The issuer’s events of default are limited to: • Nonpayment under the notes; • Failure to comply with the transaction documents; • Misrepresentation; and • Insolvency. Controlling creditors The controlling creditors are the monolines for as long as the wrapped tranches G1, G2, G3, and G4 are outstanding, or any payment due to the monolines is still outstanding. Once the tranche G notes have been redeemed in full and no further payments are due to the monolines, the tranche A1 and A2 notes become the controlling creditors. When the tranche A1 and A2 notes have been fully redeemed, the control passes to the tranche A3 and A4 noteholders. Once all the tranche G and A notes are redeemed, the trustee acts on behalf of the liquidity noteholders. NOVEMBER 2007 ■ 81
Page 1 and 2:
November 2007 Infrastructure Financ
Page 3 and 4:
CONTENTS Introduction STANDARD & PO
Page 5 and 6:
INTRODUCTION 2007: New Challenges A
Page 8 and 9:
ject Finance Rating Distribution: I
Page 10 and 11:
COMMENTARY Publication Date: Sept.
Page 12 and 13:
(Bil. ) 140 120 100 80 60 40 20 0 F
Page 14 and 15:
UTILITIES EUROPEAN UTILITIES Once a
Page 16 and 17:
UTILITIES approach to ownership unb
Page 18 and 19:
UTILITIES 16 ■ NOVEMBER 2007 tran
Page 20 and 21:
UTILITIES 18 ■ NOVEMBER 2007 Limi
Page 22 and 23:
UTILITIES 20 ■ NOVEMBER 2007 •
Page 24 and 25:
Publication Date: osenergoatom (sta
Page 26 and 27:
UTILITIES 24 ■ NOVEMBER 2007 Tabl
Page 28 and 29:
UTILITIES 26 ■ NOVEMBER 2007 supp
Page 30 and 31:
UTILITIES 28 ■ NOVEMBER 2007 pres
Page 32 and 33: UTILITIES 30 ■ NOVEMBER 2007 Tabl
Page 34 and 35: UTILITIES 32 ■ NOVEMBER 2007 The
Page 36 and 37: UTILITIES 34 ■ NOVEMBER 2007 thei
Page 40 and 41: UTILITIES 38 ■ NOVEMBER 2007 Evol
Page 42 and 43: UTILITIES Publication Date: Aug. 29
Page 44 and 45: UTILITIES Publication Date: Nov. 12
Page 46 and 47: UTILITIES Publication Date: Sept. 3
Page 48 and 49: UTILITIES Publication Date: Aug. 17
Page 50 and 51: UTILITIES Publication Date: Sept. 3
Page 52 and 53: UTILITIES 50 ■ NOVEMBER 2007 stro
Page 54 and 55: Publication Date:
Page 56 and 57: TRANSPORTATION INFRASTRUCTURE 54
Page 58 and 59: TRANSPORTATION INFRASTRUCTURE Publi
Page 64 and 65: TRANSPORTATION INFRASTRUCTURE BAA L
Page 75: Termination events under the swap a
Page 94 and 95: PROJECT FINANCE/PUBLIC-PRIVATE PART
Page 132 and 133:
PROJECT FINANCE/PUBLIC-PRIVATE PART
Page 134 and 135:
Page 136 and 137:
Page 138 and 139:
Page 140 and 141:
Page 142 and 143:
Page 144 and 145:
Page 146 and 147:
RATINGS LIST RATINGS LIST Utilities
Page 148 and 149:
RATINGS LIST Transportation Infrast
Page 150 and 151:
RATINGS LIST Project Finance Name I
Page 152 and 153:
CONTACTS KEY ANALYTICAL CONTACTS Fr
Page 154:
ARGENTINA AUSTRALIA BRAZIL CANADA C
show all

European Infrastructure Finance Yearbook - Investing In Bonds ...

Create successful ePaper yourself

Delete template?

Save as template?