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Overview of the Overseas Private Investment Corporation (“OPIC”). April 27, 2006. Mission Statement.
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“OPIC\'s mission is to mobilize and facilitate the participation of United States private capital and skills in the economic and social development of less developed countries and areas, and countries in transition from non-market to market economies. In accomplishing its mission, OPIC will promote positive U.S. effects and host country developmental effects. OPIC will assure that the projects it supports are consistent with sound environmental and worker rights standards. In conducting its programs, OPIC will also take into account guidance from the Administration and Congress on a country’s observance of, and respect for, human rights. In accomplishing its mission, OPIC will operate on a self-sustaining basis.”
The Overseas Private Investment Corporation (“OPIC”) is an agency of the United States of America.
OPIC’s programs are backed by the full faith and credit of the United States government.OPIC Overview
OPIC’s political risk insurance and financing help U.S. businesses of all sizes invest in more than 150 emerging markets and developing nations worldwide.
Environmentally & Socially Responsible Financings
U.S. Private Investment in Key Sectors
Small and Medium Sized Enterprises
Political Risk onlyFinancing Structures: OPIC Finance vs. OPIC PRI
Type of Cover
OPIC’S objective is to promote and facilitate investment in developing markets by providing medium- to long-term funding to ventures involving significant equity or management participation by U.S. businesses.
OPIC can provide financing on a project-finance or a corporate-finance basis, or a hybrid thereof.
Eligibility & Guidelines
OPIC can typically lend up to $250 million per project on either a project finance or corporate finance basis in countries where conventional institutions are often unable or unwilling to lend on such a basis.
The US$196 million Hamma Water Desalination is the world’s largest ever non-recourse project financing for a seawater desalination plant using reverse osmosis technology.
The transasction is the first non-recourse financing in Algeria for 18 years.
Hamma Water Desalination
US$196,000,000 Term Loan Facility
Borrower: Hamma Water Desalination SpA, a 70/30 joint-venture between GE Ionics and AEC.
Issuer: Fixed Rate Funding & Liquidity, Limited – a Delaware Trust which acted as intermediate borrowing and funding vehicle.
Purpose: The design, development, financing, construction, testing and commissioning, operation and maintenance of a US$250 million 200,000 m3/day seawater desalination plant in Algiers, Algeria.
Agency Provider: Overseas Private Investment Corporation (“OPIC”) provided the comprehensive guarantee for the Certificate of Participation (“COPs”) issuance to U.S. Capital Market Investors.
Offtaker: Long-term take-or-pay offtake agreement with Algérienne des Eaux and SONATRACH (Société Nationale pour la Recherche, la Production, le Transport, la Transformation et la Commercialisation des Hydrocarbures).
EPC Contractor: Orascom Construction Industries SAE, Egypt and Besix SA, Belgium.
Facility: Fixed-rate OPIC Amortizing Term Loan (the COPs).
Total Financing: US$196 million (+ US$10 million recourse performance bond).
Signing Date: 25 June 2005
Closing Date: 6 December 2005
Maturity: 18 years
Citigroup Roles: Sole Financial Advisor, Placement Agent of the OPIC COPs, Hedging Bank, Onshore Account Bank and Security Agent, Offshore bank, Paying Agent
OPIC Finance Structure – Non-Recourse
(1) OPIC extends a direct loan to the Borrower and sells Certificates of Participation (COPs) to U.S. capital market investors. The COPs are guaranteed by OPIC.
(2) Borrower makes principal and interest payments through the Facility Agent to the COPs Holders.
For Discussion Purposes Only
In February 2004, Citigroup was Sole Bookrunner and Lead Manager of a US$200 million OPIC PRI Bond Offering for Brasil Telecom.
This transaction was the first Agency guaranteed bond for Brazil following the 2002 market freeze.
Brasil Telecom: OPIC PRI Bond Offering
BRAZIL TELECOM S.A.
US$200,000,000 Political Risk Insurance Bond
Borrower: Brazil Telecom S.A. (“BrTelecom”)
Purpose: To refinance short-term debt, expansion and modernization of network and IT infrastructures and other general corporate purposes
Guarantor: Overseas Private Investment Corporation (“OPIC”) provided the Political Risk insurance for the bond
Facilities: US$ 200,000,000 Senior Unsecured Notes under 144A/Reg. S
Total Financing: US$200 million
Total Project Cost: up to US$ 300 million
Ratings: BBB- (S&P)
Closing Date: February 17, 2004
Maturity: February 18, 2014
Citigroup Roles: Sole Bookrunner and Lead Manager
OPIC PRI Structure
(1) Lenders compromising of at least 25% U.S. financial
institutions, lend into Trust.
(2) Trust lends to Project Company
(3) Project Company repays loans through Trust.
(4) In the event a default, Lenders, through the Trust, make a
claim under the PRI policy from OPIC.
For Discussion Purposes Only
US$20 Million OPIC-Supported Financing
Citigroup as Sole Lender, Lead Arranger and OPIC Facility Agent closed a US$ 20MM financing in July 2005 to finance capital expenditures to expand network capabilities of Mobitel’s GSM network in Ghana
Borrower: Millicom Ghana (“Millicom” or “Mobitel”)
Shareholders: Millicom Ghana is 100% owned by Millicom International Cellular S.A. (“MIC”), with MIC having increased its shareholding from 70% to 100% in mid-2002
Transaction Size: US$20 million
Purpose: To finance expenditure for telecom facilities and implement Millicom Ghana’s strategic plan to increase its network capabilities on the mobile GSM network in Ghana, take advantage of the continuing growth in the GSM market in Ghana.
Tenor: 5 years
Closing Date: 19 July, 2005
Citigroup Roles: Sole Lender, Lead Arranger and OPIC Facility Agent
For Discussion Purposes Only
Washington, DCOPIC and Citigroup Transactions Around the World
Global Export and Agency Finance Regional Offices
Local Corporate Finance Offices
Countries where OPIC and Citigroup work together
Citigroup is the market leader in developing innovative OPIC financing structures.
Citigroup and OPIC have been partner for many years. The partnership success is reflected in the innovation and number of deals completed.
Citigroup Export & Agency Contact List
Although the information contained in this presentation is believed to be reliable, we make no representation or warranty as to the accuracy or completeness of any information contained in this presentation or otherwise provided by us and we accept no liability for the accuracy or completeness of such information. Prior to entering into any transaction contemplated hereby (a “Transaction”) you should determine, without reliance upon us or our affiliates, the economic risks and merits (and independently determine that you are able to assume these risks), as well as the legal, tax and accounting characterizations and consequences of any such Transaction. In this regard, by accepting this presentation, you acknowledge that (a) we are not in the business of providing (and you are not relying on us for) legal, tax or accounting advice, (b) there may be legal, tax or accounting risks associated with any Transaction, (c) you should receive (and rely on) separate and qualified legal, tax and accounting advice and (d) you should apprise senior management in your organization as to such legal, tax and accounting advice (and any risks associated with any Transaction) and our disclaimer as to these matters.
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