the office of public-private partnership · transaction advisory services (tas) are fee-based...

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Mission and Key Responsibilities The Office of Public–Private Partnership (OPPP) was established in September 2014 to enhance the role of the Asian Development Bank (ADB) in supporting and enabling governments of its developing members to secure greater private investment and generate economic growth in the region. OPPP provides transaction advisory services to clients in order to deliver bankable PPP projects, coordinates and supports PPP-related activities in ADB, and manages a bank-wide project preparation facility. With a dedicated team of transaction advisors with vast infrastructure finance experience in assisting clients across a wide range of sectors, ADB possesses a unique ability to provide advice on project conceptualization, structuring, marketing, and negotiation while firmly rooting transactions on public policy imperatives. What is TAS? Transaction advisory services (TAS) are fee-based advisory services provided by ADB over the entire range of activities associated with the development and implementation of PPP projects. ADB’s TAS services are ideally suited for pathfinder, difficult, or “first-of-its-kind” transactions; transactions that involve significant policy or regulatory changes, or are complex from a financial, legal, or risk perspective; transactions that may benefit from ADB’s brand, and are associated with transparency, fairness, and governance; and transactions that may benefit from ADB’s role as a development bank that can mobilize financing from mulitiple public and private financial institutions. Key Objectives Expanding Private Sector Development ADB’s assistance to private sector development makes use of sovereign lending, private sector financing, technical assistance, and transaction advisory services to enable private sector participation in infrastructure. Strengthening ADB’s role as project developer ADB seeks to become a more active project developer and a resource mobilizer in order to raise financing from other multilateral development banks, official bilateral agencies and private financial institutions for bankable PPP projects. Better Planning and Project Preparation ADB assesses project fundamentals to assure that the principles of value and affordability are achieved throughout the structuring process. THE OFFICE OF PUBLIC–PRIVATE PARTNERSHIP Asia Pacific Project Preparation Facility (AP3F) The $73 million Asia Pacific Project Preparation Facility (AP3F) is a multidonor trust fund aiming to increase the level of infrastructure development and enhance the quality of infrastructure in Asia and the Pacific. AP3F is managed by OPPP, and funded by the governments of Japan, Canada, Australia, and ADB. The facility commenced operations in January 2016. AP3F will help developing members to prepare a pipeline of “ready-to-finance” infrastructure projects by assisting with due diligence and helping to address impediments to investment decisions, supporting project design and assisting with project preparation, structuring, and tendering. Target sectors include energy, transport, urban development, and social infrastructure. Project conceptualization • Organization and structuring • Definition of project objectives • PPP option analysis 1 Preparation and marketing • Commercial and financial structuring • Risk analyses • Financial modeling 2 Extendable ADB’s PPP TAS Delivery Bidding process and documentation • Preparation of bid documents • Assist with bidders’ conference • Release of final bid documents 3 Placement and contractual close • Assist in bid evaluation • Negotiation support toward signing of concession agreement 4 Supporting financial close • Review of model/financing plan • Review final form of agreements • Oversee financial close process 5

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Page 1: The Office of Public-Private Partnership · Transaction advisory services (TAS) are fee-based advisory services provided by ADB over the entire range of activities associated with

Mission and Key ResponsibilitiesThe Office of Public–Private Partnership (OPPP) was established in September 2014 to enhance the role of the Asian Development Bank (ADB) in supporting and enabling governments of its developing members to secure greater private investment and generate economic growth in the region. OPPP provides transaction advisory services to clients in order to deliver bankable PPP projects, coordinates and supports PPP-related activities in ADB, and manages a bank-wide project preparation facility.

With a dedicated team of transaction advisors with vast infrastructure finance experience in assisting clients across a wide range of sectors, ADB possesses a unique ability to provide advice on project conceptualization, structuring, marketing, and negotiation while firmly rooting transactions on public policy imperatives.

What is TAS?Transaction advisory services (TAS) are fee-based advisory services provided by ADB over the entire range of activities associated with the development and implementation of PPP projects. ADB’s TAS services are ideally suited for

• pathfinder, difficult, or “first-of-its-kind” transactions;• transactions that involve significant policy or regulatory changes, or are complex from

a financial, legal, or risk perspective;• transactions that may benefit from ADB’s brand, and are associated with transparency,

fairness, and governance; and• transactions that may benefit from ADB’s role as a development bank that can

mobilize financing from mulitiple public and private financial institutions.

Key ObjectivesExpanding Private Sector Development ADB’s assistance to private sector development makes use of sovereign lending, private sector financing, technical assistance, and transaction advisory services to enable private sector participation in infrastructure.

Strengthening ADB’s role as project developer ADB seeks to become a more active project developer and a resource mobilizer in order to raise financing from other multilateral development banks, official bilateral agencies and private financial institutions for bankable PPP projects.

Better Planning and Project Preparation ADB assesses project fundamentals to assure that the principles of value and affordability are achieved throughout the structuring process.

The Office Of Public–PRivATe PARTneRShiP

Asia Pacific Project Preparation facility (AP3f)The $73 million Asia Pacific Project Preparation Facility (AP3F) is a multidonor trust fund aiming to increase the level of infrastructure development and enhance the quality of infrastructure in Asia and the Pacific. AP3F is managed by OPPP, and funded by the governments of Japan, Canada, Australia, and ADB. The facility commenced operations in January 2016. AP3F will help developing members to prepare a pipeline of “ready-to-finance” infrastructure projects by assisting with due diligence and helping to address impediments to investment decisions, supporting project design and assisting with project preparation, structuring, and tendering. Target sectors include energy, transport, urban development, and social infrastructure.

Projectconceptualization

•Organizationandstructuring•Definitionofprojectobjectives•PPPoptionanalysis

1

Preparation and marketing

• Commercialandfinancialstructuring•Riskanalyses•Financialmodeling

2

extendable

AD

b’s P

PP T

AS

Del

iver

y

bidding process and documentation

•Preparationofbiddocuments•Assistwithbidders’conference•Releaseoffinalbiddocuments

3

Placement and contractual close

•Assistinbidevaluation•Negotiationsupporttoward

signing of concession agreement

4

Supporting financial close

•Reviewofmodel/financingplan•Reviewfinalformofagreements•Overseefinancialcloseprocess

5

Page 2: The Office of Public-Private Partnership · Transaction advisory services (TAS) are fee-based advisory services provided by ADB over the entire range of activities associated with

ADB’s vision is an Asia and Pacifi c region free of poverty. Its mission is to help its developing member countries reduce poverty and improve the quality of life of their people. Despite the region’s many successes, it remains home to the majority of the world’s poor. ADB is committed to reducing poverty through inclusive economic growth, environmentally sustainable growth, and regional integration.

Based in Manila, ADB is owned by 67 members, including 48 from the region. Its main instruments for helping its developing member countries are policy dialogue, loans, equity investments, guarantees, grants, and technical assistance.

About the Asian Development bank

for further information, please contact the Offi ce of Public–Private Partnership: [email protected]

Public–Private Partnership Operational Plan 2012–2020

Advocacy andcapacity development

•Createawareness•Invokeleadership•IdentifyPPPpotentialin

sector planning and the private sector development agenda

•Developcapacityofgovernments

•Enhanceexternalknowledgemanagement links

Pillar 1 Pillar 2

Enablingenvironment

•Developpolicy,legal,regulatory, and institutional framework to facilitate, guide, and manage the development of PPPs (country- or sector-specifi c)

Pillar 3

Project development

•Assistinthedevelopmentofpathfi nder projects

•Providesupportthroughoutthe project planning, investment decision preparation, and structuring processes

•Providetransactionadvisoryservices to DMC clients

Pillar 4

Project fi nancing

•Providecreditenhancementproducts, e.g., equity, long-term debt, cofi nancing, guarantees, etc.

•Establishcreditguaranteefacilities

•Providepublicsectorfi nancial support through schemes such as viability gap funding, etc.

In Asia and the Pacifi c, ADB provides an integrated and holistic approach to PPPs:

• regional departments’ support for PPP frameworks and institutions,• OPPP’s provision of transaction advisory services, and• sovereign and nonsovereign fi nancing of projects.

www.adb.org/documents/public-private-partnership-operational-plan-2012-2020

ADB’s PPP Operational Plan provides a comprehensive framework for scaling up public–private partnerships in support of Strategy 2020.

52 Appendix 4

10. Given the high-risk nature of project development, a certain percentage of projects may fail. Therefore, loans cannot comprise the entirety of the PDF; potential losses must be accounted for through a combination of government equity-at-risk and/or the possibility of converting a portion of loans to grants.

11. On principle, government contributions to PDFs are necessary to assure built-in risk balancing and sharing, and a focus on the end-use efficiency of funds deployed. This also puts the onus on the government to assure the enabling environment for use of PDF funding is conducive for generating successful projects and, therefore, achieving PDF fund recovery. Technical assistance provided by development finance institutions can support the creation of appropriate enabling environments to help mitigate such policy risks.

3. Public or Private Sector Support

12. PDFs can be used to support development by public or private sector entities. In the public sector domain, PDFs could be applied to preliminary development activities undertaken by a government agency or entity as needed to prepare a project for international competitive bidding, and take the resulting project through at least to financial close. PDFs can be used to support private sector development of projects, particularly in the absence of an appropriately skilled, qualified, and/or authorized public sector entity. Regardless of the format of the PDF, qualifications for access need to be carefully considered and uniformly applied. Ideally, the beneficiary of a PDF allocation should be required to sign a formal agreement governing the use and terms for repayment or recovery of the fund. If the PDF is to be provided to the private sector, the private sector entity must share in the risk through substantial contributions of its funds

Figure A4.1 Project Success or Failure Rate

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Failed Projects Successful Projects Success Rate(right-hand scale)

Source: Asian Development Bank.

53Project Development Fund

Figure A4.2 Annual Project Development Cash Flows

PDF = project development fund.Source: Asian Development Bank.

35,000

30,000

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0

Annu

al P

DF C

ash

Flow

s ($

’000

)

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Annual PDF Contribution Fund Recovery/PDF Self-Funding

Projects Started per Year(right-hand scale)

Successful Projects(right-hand scale)

Figure A4.3 Percentage of Project Development Fund Self-Funding

PDF = project development fund.Source: Asian Development Bank.

100

90

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40

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Perc

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%

Annual PDF Contribution Fund Recovery/PDF Self-Funding

Projects Started per Year(right-hand scale)

Successful Projects(right-hand scale)

52 Appendix 4

10. Given the high-risk nature of project development, a certain percentage of projects may fail. Therefore, loans cannot comprise the entirety of the PDF; potential losses must be accounted for through a combination of government equity-at-risk and/or the possibility of converting a portion of loans to grants.

11. On principle, government contributions to PDFs are necessary to assure built-in risk balancing and sharing, and a focus on the end-use efficiency of funds deployed. This also puts the onus on the government to assure the enabling environment for use of PDF funding is conducive for generating successful projects and, therefore, achieving PDF fund recovery. Technical assistance provided by development finance institutions can support the creation of appropriate enabling environments to help mitigate such policy risks.

3.3. Public or Private Sector SupportPublic or Private Sector Support

12. PDFs can be used to support development by public or private sector entities. In the public sector domain, PDFs could be applied to preliminary development activities undertaken by a government agency or entity as needed to prepare a project for international competitive bidding, and take the resulting project through at least to financial close. PDFs can be used to support private sector development of projects, particularly in the absence of an appropriately skilled, qualified, and/or authorized public sector entity. Regardless of the format of the PDF, qualifications for access need to be carefully considered and uniformly applied. Ideally, the beneficiary of a PDF allocation should be required to sign a formal agreement governing the use and terms for repayment or recovery of the fund. If the PDF is to be provided to the private sector, the private sector entity must share in the risk through substantial contributions of its funds

Figure A4.1Figure A4.1 Project Success or Failure Rate Project Success or Failure Rate

35

30

25

20

15

10

5

0

Num

ber o

f Pro

ject

s

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

Failed Projects Successful Projects

Source: Asian Development Bank.

Public–Private Partnership Operational Plan 2012–2020Realizing the Vision for Strategy 2020: The Transformational Role of Public–Private Partnerships in Asian Development Bank Operations

The Public–Private Partnership Operational Plan 2012–2020 provides a consistent analytical and operational framework for scaling up public–private partnerships (PPPs) in support of Strategy 2020. The PPP operations of the Asian Development Bank (ADB) are based on four pillars: (i) advocacy and capacity development, (ii) enabling environment, (iii) project development, and (iv) project financing. Applying PPP principles holistically to ADB operations holds the potential to vastly improve the quality of design and outputs of PPP projects in support of Strategy 2020 targets. It also provides ADB with an opportunity to significantly leverage its limited resources in attracting private sector investments and commercial financing to meet the Asia and Pacific region’s huge and growing infrastructure investment needs.

About the Asian Development Bank

ADB’s vision is an Asia and Pacific region free of poverty. Its mission is to help its developing member countries reduce poverty and improve the quality of life of their people. Despite the region’s many successes, it remains home to two-thirds of the world’s poor: 1.8 billion people who live on less than $2 a day, with 903 million struggling on less than $1.25 a day. ADB is committed to reducing poverty through inclusive economic growth, environmentally sustainable growth, and regional integration.

Based in Manila, ADB is owned by 67 members, including 48 from the region. Its main instruments for helping its developing member countries are policy dialogue, loans, equity investments, guarantees, grants, and technical assistance.

Public–Private Partnership Operational Plan

2012–2020Realizing the Vision for Strategy 2020:

The Transformational Role of Public–Private Partnerships in Asian Development Bank Operations

Printed in the PhilippinesPrinted on recycled paper

Asian Development Bank6 ADB Avenue, Mandaluyong City1550 Metro Manila, Philippineswww.adb.org

Creative Commons Attribution 3.0 IGO license (CC BY 3.0 IGO)©2016ADB.TheCClicensedoesnotapplytonon-ADBcopyrightmaterialsinthispublication.PublicationStockNo.ARM168020

All photos are from ADB.

PPP coordination and Support TeamTrevor lewis

Principal PPP [email protected]

PPP Operations and Resources TeamAlmazbek Galiev

Principal PPP [email protected]

PPP Transaction Advisory TeamSrinivas Sampath

Principal PPP [email protected]

Offi ce ManagementRyuichi Kaga

[email protected]

Takeo KoikeDirector

[email protected]