First ever Italian project bond – First ever solar power project securitisation
Linklaters has advised on the securitised project financing of a 51.4MW photovoltaic solar power plant in Montalto di Castro, in Italy - one of the largest single site photovoltaic solar projects in the world. The €200m deal is the first ever Italian project bond and the first ever solar power project securitisation.
Linklaters advised SACE SpA (as guarantor), BNP Paribas and Société Générale (as originators and joint lead managers), EIB (as bond investor), Société Générale (as VAT lender) and Deutsche Bank AG (as bond trustee and security agent) on the deal, which made use of an innovative 'originate-to-securitise' structure as well as an innovative SACE 'wrap' of the commercial tranche of the underlying project debt.
The Issuer (a special purpose vehicle established for the purpose of issuing asset-backed securities under Italian law) will issue two classes of notes (up to €100m of senior secured fixed-rate Class A1 notes and €100m of senior secured fixed-rate Class A2 notes to be subscribed for by EIB) secured against receivables from two loan facilities (the Project A1 Loan Facility and the Project A2 Loan Facility) between the Issuer and the Borrower SPV developing the solar power plant. SACE is guaranteeing the repayment of scheduled principal and interest under the Project A1 Loan Facility.
The Borrower has entered into a construction contract with SunPower S.r.l. for the construction of the solar parks, and with Terna for connection of the parks to the grid in phases. SunPower will also provide ongoing maintenance to the Project, and the Borrower benefits from a number of long-term manufacturer warranties in respect of key items of equipment for the solar parks.
Andrew Jones, head of Linklaters’ global solar power group, said:
"We are delighted to have been able to bring together our structured finance, project finance and solar energy capabilities in Italy and London to help BNP Paribas, Société Générale, EIB, SACE and SunPower close the first project securitisation of a solar power asset."
Dario Longo, head of Linklaters’ Italian structured finance practice, said:
"As the first Italian project bond, this project opens up new funding options for funding energy and infrastructure projects in Italy."
Tessa Lee, head of Linklaters’ Italian energy practice, said:
"SunPower’s Montalto di Castro project is the latest and largest in a series of industrial scale solar projects being developed in Italy. The scale of the project lends itself perfectly to a capital markets funding solution such as this."
The Linklaters team was led by projects partner Andrew Jones, in London, alongside capital markets partner Dario Longo, in Milan, energy specialist Tessa Lee, in Milan, and capital markets partner Julian Davies, in London. A separate team, led by capital markets partner Jasper Evans and capital markets counsel Catriona Lloyd, advised Deutsche Bank AG, London branch as bond trustee and security agent.
For further information, please contact:
Rupert Winlaw on +44 20 7456 3219 or Sarah Peters on +44 20 7456 2153.
Notes to editors
- Linklaters LLP specialises in advising the world's leading companies, financial institutions and governments on their most important and challenging transactions and assignments. With offices in major business and financial centres, we deliver an outstanding service to our clients throughout the world.
- Within Linklaters' renewable energy group, Linklaters' solar energy group brings together solar power specialists throughout the firm's offices covering transactions in Europe, the Americas, Africa, the Middle East and Asia-Pacific. Linklaters' solar power group has worked on some of the industry's most groundbreaking transactions both in traditional and emerging markets including Project Solaris, Spain, the first capital markets markets-funded solar project, the Shams 1 solar project in Abu Dhabi, the 500MW Ouarzazate solar project in Morocco, the jumbo EDF EN PV portfolio in Italy and France and Sharp Corporation's solar manufacturing and development joint venture with Enel Green Power in Italy.
- Linklaters is a market leader in renewable energy financing and acquisition transactions both in terms of experience and global coverage. We have dedicated renewable energy practitioners in the UK, New York, France, Germany, Spain, Portugal, Italy, Moscow, CEE, Dubai, China, Tokyo, Thailand, Singapore and Brazil.
- The firm's Global Energy & Infrastructure Group which, with more than 150 lawyers, is one of the world’s largest, has unparalleled experience of advising sponsors, funders, governments and ECAs on the financing, development and acquisition of projects in the energy, natural resources and infrastructure sectors. Our practice covers the full range of infrastructure transactions, including: roads, airports; bridges & tunnels; health; education; defence; ports; rail; stadiums; telecoms; oil & gas; LNG; clean energy; nuclear; power; refining and petrochemicals; mining and water.
- Linklaters has an established reputation as a world leader in the field of capital market transactions. This practice is underpinned by the deals that we have acted on and our top tier rankings in directions and industry league tables. Both Chambers and Partners and the Legal 500 directories place Linklaters at the top of their rankings for capital markets work. Part of this award-winning practice, our Structured Finance Group leads the way in the securitisation and project bonds market