Project Development & Finance—Regions

Selected recent projects in the Asia-Pacific region include:

• Asia-Pacific
• Africa
• Latin America
• Middle East

Asia-Pacific

• Australia Pacific LNG (Australia). S&C represented APLNG in the $8.5 billion project finance facility for the development of its groundbreaking $20 billion coal seam gas to liquefied natural gas project on Curtis Island, Queensland. S&C also advised APLNG on its commercial bank loan and private placement offerings in connection with the refinancing of certain of APLNG’s project financing facilities.

APLNG is the first unconventional gas to liquefied natural gas (LNG) project in the world. The original project was awarded “Asia-Pacific Oil and Gas Deal of the Year” by Project Finance Magazine, “Best Project Finance Deal” by Finance Asia and “Standout Energy Deal” by Financial Times in its U.S. Innovative Lawyers Report. The $1.4 billion refinancing was the first integration of a U.S. private placement debt financing by an issuer in the Asia-Pacific region into an existing multi-sourced project financing (alongside banks and export credit agencies) and the first U.S. private placement debt financing for an LNG project in the Asia-Pacific region, and was named “Asia-Pacific Midstream Oil & Gas Deal of the Year” by IJGlobal and “Highly Commended” for Legal Expertise: Accessing New Markets and Capital by FT Innovative Lawyers Asia-Pacific.

• PNG LNG (Papua New Guinea). S&C advised the project company in the $18 billion fully integrated LNG project involving the exploration, development and production of natural gas in the highlands of Papua New Guinea, transport of the natural gas over a distance of nearly 450 miles from the gas fields to a liquefaction facility near the capital city of Port Moresby, processing of the natural gas into LNG and transport of the LNG to customers in Asia.

PNG LNG was the largest-ever project financing as of 2012. It was named “Deal of the Year 2010” by Infrastructure Journal and “Asia-Pacific Oil and Gas Deal of the Year 2009” by Project Finance.

• Batu Hijau Project and Refinancing (Indonesia). S&C represented Sumitomo and Newmont Mining in connection with the $1.88 billion development and financing of the Batu Hijau Mine. S&C also represented Sumitomo in connection with the establishment of the sponsors’ joint venture to develop and operate this project.

Batu Hijau is the largest-ever mine project financing in Indonesia, which closed amid the 1997 Asian financial crisis.

• North West Shelf LNG (Australia). S&C represented the original participants, subsidiaries of BHP, BP and Shell, and provides ongoing New York and English law advice regarding LNG sale and purchase agreements. This project produces and sells LNG from natural gas from a field offshore Western Australia.
• Oyu Tolgoi Project (Mongolia). S&C advised Oyu Tolgoi in the $4.4 billion multi-source financing for the copper and gold mine project in Mongolia. The financing was provided by export credit agencies, including the International Finance Corporation, the European Bank for Reconstruction and Development, the Export-Import Bank of the United States, the Export Finance and Insurance Corporation of Australia and Export Development Canada and a group of 15 commercial banks. The project, whose other shareholder includes the Government of Mongolia, has an expected mine life of 41 years and the production of copper concentrate began in mid-2013.

Oyu Tolgoi is the largest mining financing to sign in 2015, one of the largest copper/gold mines under development anywhere in the world and the largest financing in Mongolia’s history. In addition, the transaction is the largest-ever emerging markets project financing in Asia. The deal was named “Asia-Pacific Mining Deal of the Year” by Project Finance International in 2015.

• Tengizchevroil Project (Kazakhstan). S&C advised Tengizchevroil LLP (TCO) in its 2016 $16 billion project financing to fund the $42.5 billion expansion and modification of its upstream operations at the Tengiz super giant oilfield in Kazakhstan. TCO is a Kazakh partnership comprising affiliates of Chevron, ExxonMobil, KazMunayGas, the Kazakh state oil company, and Lukoil. The transaction is the largest upstream oil industry project financing to date and was the second-largest project financing ever at the time. The expansion project was named “2016 European Oil & Gas Deal of the Year” by Project Finance International.

Africa

Selected recent projects in Africa include:

• Banda Gas Project (Mauritania). S&C advised Kinross Gold with respect to gas purchase, power project development and related work in Mauritania.
• Kusile Power Project (South Africa). S&C advised Eskom on its $800 million facility with the Export-Import Bank of the United States as part of the financing for the Kusile coal-fired power plant project in South Africa.
• Medupi Power Project (South Africa). S&C advised Eskom on its €250 million Hermes-covered credit facility agreement with KfW as part of an initial phase of a proposed series of financings for the Medupi coal-fired power plant project in the Limpopo province of South Africa.
• Coega LNG and Related Power Project (South Africa). S&C advised Eskom as one of the sponsors/developers of an LNG regasification, combined-cycle power plant in the Port Elizabeth Area of South Africa.
• Gokwe North Coal/Power Project (Zimbabwe). S&C represented Rio Tinto in relation to a coal mine and associated power plant in Zimbabwe.
• Ambatovy Project (Madagascar). S&C represented Ambatovy Minerals and Dynatec Madagascar, and their owners, in relation to the financing for the $4.52 billion Ambatovy nickel and cobalt project in Madagascar. The project involved the development of a greenfield open-pit nickel-cobalt mine, an ore-processing plant and related facilities and infrastructure. S&C also advised on the project’s 2016 restructuring.

It is the largest greenfield mine financing to date and one of the largest project financings ever undertaken in Sub-Saharan Africa, representing a milestone for project financing in Africa and for the people of Madagascar. It also was the first Japan Bank for International Cooperation project financing in Africa, the first Kexim co-financing and the first financing signed under Madagascar’s Large Mining Investment Act.

The project was recognized by Project Finance International as “EMEA Mining Deal of the Year,” Project Finance as “African Mining deal of the Year” and by Trade Finance and The Banker as a “Deal of the Year.”

• Moma Titanium Project (Mozambique). S&C represented Kenmare Resources on a titanium mining and processing project in Mozambique and assisted with concession and licensing agreements with the government, on all commercial contracts and on financing arrangements with various lending institutions and agencies. S&C also advised on a restructuring of the financing to permit expansion and in respect of aspects of Kenmare’s 2010 equity raising.

The transaction was awarded Project Finance’s “African Mining Deal of the Year" and Mining Journal’s “Most Effective Financing of a Mine or Expansion Project."

• Tasiast Project (Mauritania). S&C advised Kinross Gold with respect to financing for a proposed expansion of its Tasiast gold mine in Mauritania and related gas-to-power arrangements.
• Bulyanhulu Project (Tanzania). S&C advised Barrick Gold, as a sponsor, to develop the Bulyanhulu mine, the largest gold mine in East Africa. Financing included a $200 million nine-year term loan arranged by Barclays Capital, CIBC, Citibank, Deutsche Bank, Dresdner Kleinwort Benson and SG, with political risk insurance from MIGA and EDC.

According to Dealogic, Bulyanhulu was the largest mine project financing ever completed in Sub-Saharan Africa when it closed in 2000.

• Hartley Platinum Project (Zimbabwe). S&C advised BHP-Utah International on the formation and documentation of the joint venture and foreign investment arrangements with the government of Zimbabwe. The project, which is located 80 kilometers west of Harare, was developed as a joint venture with Delta Gold of Australia.
• Kolwezi Project (Democratic Republic of Congo). S&C advised Adastra Minerals on the development and financing of the Kolwezi copper tailings project.
• Boké Project (Guinea). S&C advised the underwriters of Eurodollar project bonds of Compagnie des Bauxites de Guinée, guaranteed by Halco Mining and other sponsor participants in proportion to their participations. The original Boké project involved a railway and port project and a mining project for the development of bauxite resources in Guinea.
• Konkola Deep Copper (Zambia). S&C advised Anglo American on the equity investment and financing of the Konkola, Nchanga and Nampundwe copper mining, refining and related assets.
• Palabora Copper Mine Refinancing Project (South Africa). S&C advised Palabora Mining on agreements to provide ZAR1.5 billion in financing for this copper mine project. Palabora is a South African mine that has been extracting copper since the 1960s.
• Tbae Selibi-Phikwe Project (Botswana). S&C advised Amax, as a shareholder in the project company (Botswana RST), in relation to the financing and subsequent restructuring necessary for the project. The project consists of a nickel-copper ore mine and related concentrating, smelting and other facilities.
• Tenke-Fungurumé Copper Project (Democratic Republic of Congo). S&C advised Chemical Bank, a major participant in the Eurocredit Facility syndicate, in connection with the transaction, including negotiations with the U.S. Overseas Private Investment Corporation for political risk, nonconvertibility and war-risk coverage.

Latin America

Selected recent projects in Latin America include:

• Quebrada Blanca Phase 2 (Chile). S&C represented Teck Resources Limited, a Canadian metals and mining company, in a $2.5 billion limited recourse project financing facility to fund the development of its Quebrada Blanca Phase 2 copper project.

Multi-source financing was provided directly, or guaranteed, by several export credit agencies, including the Japan Bank for International Cooperation, Export Development Canada, Export-Import Bank of Korea, KFW IPEX-Bank GMBH, and nine commercial banks. The Quebrada Blanca Phase 2 Project is the largest-ever mining project in Latin America and the third-largest worldwide in terms of total capital expenditure. The project was named “Americas Mining Deal of the Year” in 2019 by Project Finance International.

• Mina Justa Project (Peru). S&C represented Minsur S.A., Marcobre S.A.C. (the Borrower) and the Project on the $900 million project financing for the development of the $1.77 billion Mina Justa copper project. The multisource financing was made up of financing from 16 lenders, including commercial banks and the export credit agencies, EDC, EFIC, KEXIM and KfW. The transaction was the first greenfield mine project financing to sign in Latin America in 2018 and the largest since 2014. The project was named “Americas Mining Deal of the Year” in 2018 by Project Finance International.

Marcobre’s owners, the Sponsors of the Project, previously announced the sale of a 40 percent stake in Cumbres Andinas S.A.C., Minsur S.A.’s subsidiary that owns Marcobre and the Mina Justa copper project, to Alxar Internacional SpA, a subsidiary of Empresas Copec S.A., in a transaction valued at $200 million.

• Antucoya Project (Chile). S&C advised the project company, Minera Antucoya, and its owners, Antofagasta and Marubeni, in $650 million financing documentation for the $1.9 billion Antucoya copper project in Chile’s Antofagasta region.

The project was the largest mining project to close in Latin America in 2013. It was awarded “Latin American Mining & Metals Deal of the Year” by Project Finance and “Deal of the Year—Mining” by Infrastructure Journal.

• Sierra Gorda Project (Chile). KGHM International (formerly known as Quadra FNX Mining), Sumitomo Metal Mining and Sumitomo reached financial close for a $1 billion financing for the Sierra Gorda copper-gold-molybdenum project in Chile’s Antofagasta region.

The financing—in which the Japan Bank for International Cooperation participated, along with a group of four Japanese commercial banks—was one of the largest mining projects to close in Latin America in 2012.

• Boleo Project (Mexico). S&C advised the lenders on intercreditor issues in connection with Minera y Metalúrgica del Boleo’s, a joint venture between Canada’s Baja Mining and a Korean consortium comprising Kores, LS-Nikko, $823 million financing facility for the construction and development of the Boleo mining project located in Baja California Sur, Mexico. The Boleo project has 265 million tonnes of measured and indicated resources of copper, cobalt, zinc and manganese, and a minimum scheduled mine life of 25 years.

The deal was honored with Mining Journal’s 2010 “Exploration and Development Funding Award” and as Project Finance’s 2010 “Latin America Mining Deal of the Year.”

• Centinela (fka Esperanza) Project (Chile). S&C advised the project company and its owners, Antofagasta and Marubeni, in $1.05 billion financing for the $2.34 billion copper-gold project in Chile’s Antofagasta region. This development and financing of the greenfield copper, gold and silver project in northern Chile was one of the few Latin American financing deals to close during a turbulent economic climate and the largest mining project financing ever to be completed in Chile.

This deal was honored as Project Finance’s “2009 Latin American Mining & Metals Deal of the Year” and Project Finance International’s “2009 Americas Mining Deal of the Year,” and it was profiled by The Wall Street Journal.

• Minas-Rio iron ore and port facility (Brazil). S&C is participating in this R$1.321 billion port facility project and R$ 2.5 billion iron ore-mining corporate facility. The projects were financed separately but developed on an integrated basis.
• Sincor/PetroCedeño Project (Venezuela). S&C participated in this landmark $4.6 billion Sincor extra-heavy oil project, the largest greenfield oil project financing completed to date in Latin America, and subsequent debt restructuring in connection with the acquisition by the Venezuelan government of a majority stake.

This deal was Latin Lawyer’s “Restructuring Deal of the Year 2008.”

• Intersur Concesiones (Peru). S&C participated in the $562 million project financing of Corredor Vial Interoceánica Sur, a toll-road concessionaire. The groundbreaking financing, which hedges construction, currency and operating risk with government-backed obligations, was part of a public-private partnership known as the Initiative for the Integration of Regional Infrastructure in South America and included both a $321 million and a $241 million Rule 144A/Reg. S zero-coupon senior secured bond.

Latin Lawyer named this deal the “Project Finance Deal of the Year 2007.”

• Cerro Verde Project (Peru). S&C advised on the development and financing of an $893 million copper sulfide project, the largest project in the region in 2005.

This project introduced to the market an innovative type of completion test. Latin Lawyer named it the “Project Finance Deal of the Year 2005” and Project Finance named it the “Latin American Mining Deal of the Year 2005.”

• Veladero Project (Argentina). S&C assisted in the development and financing of a $610 million gold project in Argentina.

This was Ex-Im’s first mining deal since 1997 and the largest foreign investment project and first project financing in Argentina since the default. Project Finance named this deal the Latin American Mining Deal of the Year, Project Finance International named it the “Americas Mining Deal of the Year” and Global Trade Report named it among the “Best Deals of 2004.”

• Camisea Project (Peru). S&C advised on this $837 million gas pipeline project.

This deal was one of the most significant capital investment programs in Peru’s history and Peru’s largest gas project. Project Finance awarded it the“Latin American Oil & Gas Deal of the Year 2004.”

• GasAndes Pipeline (Chile/Argentina). S&C participated in this cross-border $168 million refinancing of its debt.

Project Finance named it the “Latin American Oil & Gas Deal of the Year 2003.”

• El Tesoro Project (Chile). S&C assisted in the refinancing of a $185 million copper mine project and a $300 million unsecured senior loan provided by export credit agencies and commercial banks.

Project Finance named this deal the “Latin American Mining Deal of the Year 2002."

• OCP Project (Ecuador). S&C participated in the development and financing of a $1.4 billion heavy crude oil pipeline project.

This deal was the first major infrastructure project financing to be completed in Ecuador and the first externally financed pipeline in Ecuador. Institutional Investor named it one of the “Project Finance Deals of the Year”, Latin Finance named it the “Project Finance Deal of the Year” and Project Finance International named it the “Americas Oil & Gas Deal of the Year.”

• International oil companies (Venezuela). S&C provided assistance to a number of international oil companies affected by the Venezuelan government’s nationalization of previous projects.

Middle East

Selected recent projects in the Middle East include:

• Dolphin Energy Project (Arabian Gulf). S&C represented the lenders and underwriters of the $4.14 billion refinancing, including a $1.25 billion project bond, for the Dolphin Energy project. In 2015, S&C advised the lenders and underwriters of an additional $863 million loan facility to the project. The project produces gas from the North Field in Qatar, the world’s largest nonassociated gas field, and then transports and sells the gas to customers in Dubai, Abu Dhabi and Oman.

The project is the Middle East’s largest cross-border gas project. The financing signaled the re-opening of the project bond market for the region. The project was recognized by Infrastructure Journal as “Oil & Gas Deal of the Year” and by Project Finance and Project Finance International as “Middle East Oil & Gas Deal of the Year.”

• Yemen LNG Project (Yemen). S&C represented Yemen LNG on the $4.8 billion upstream, pipeline and two train LNG liquefaction project. YLNG’s shareholders are direct or indirect subsidiaries of Total, Hunt Oil, SK, Hyundai, Kogas, Yemen Gas and Yemen’s pension fund, GASSP.

The project, which closed despite the lack of precedent in Yemeni law for complex project financings and the challenging global credit markets, is the first large-scale international project financing in Yemen. The project was recognized by Infrastructure Journal as “Global Deal of the Year” and “Oil & Gas Deal of the Year” and by Project Finance and Project Finance International as “Middle East Oil & Gas Deal of the Year.”

• Dolphin Pipeline Project (Arabian Gulf). S&C represented Occidental Petroleum in the Dolphin gas pipeline project in the Arabian Gulf, including advice on the more than $1 billion Islamic financing.
• Al-Khaleej Gas (AKG-1) Project (Qatar/Kuwait). S&C represented ExxonMobil as sponsor/developer of the gas pipeline designed to transport significant quantities of gas from Qatar’s North Field to Kuwait.
• Saudi Gas Initiative (Saudi Arabia). S&C represented one of the sponsors in one of three core gas ventures in Saudi Arabia.
• Egypt and Qatar Petrochemical Projects. S&C represented the sponsor in the structuring of confidential petrochemical projects in Egypt and Qatar.
• Saudi Telecom (Saudi Arabia). S&C represented JP Morgan as financial adviser to Saudi Telecom and the Kingdom of Saudi Arabia in connection with the privatization of Saudi Telecom.
• Emirates Aluminium (United Arab Emirates). S&C has represented Emirates Aluminium, equally owned by sponsors Dubai Aluminium and Mubadala Development, since 2006 in respect of the financing of the first and second phases of the aluminium smelter project at the Khalifa Port and Industrial Zone in Abu Dhabi, United Arab Emirates. Financing has included a $4.875 billion limited recourse bank/export credit agency (ECA) financing, including a $2.8 billion equity bridge loan in 2007, a $737 million ECA financing for the development of Phase I in 2010, and a $4.5 billion project financing for the Phase II expansion in 2013.

The project is the first large-scale industrial project between Abu Dhabi and Dubai and the largest single-site smelters in the world.

• Sohar Smelter (Oman). S&C represented Alcan in the Sohar smelter and power project in Oman.