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Waste & Water
2015
We are delighted to present our experience in the waste and water sectors.
We have drawn on the expertise of our Infrastructure and Project Finance Group to demonstrate
our ability to provide both local, and (if required) international expertise in each of the markets in
which we operate. We have more lawyers in Europe than any of our competitors, and a fastgrowing, dynamic international presence.
As a market leading group in the waste and water sectors, CMS’s experience extends from the
procurement phase, through public works programmes, private sector finance and ongoing
operational advice to mergers and acquisitions. Our lawyers have been involved at the cutting
edge of developments in the sector:`
— in primary markets, our award winning team has considerable experience advising all parties:
contracting authorities, sponsors, sub-contractors and lenders on both PPP projects and long term concession contracts;
— in secondary markets, CMS boasts an extremely strong track record, together with
extensive experience of liaising with our colleagues across Europe on complex projects:
both cross-border transactions and portfolio deals.
We remain optimistic about the future of the infrastructure industry, both across Europe and
beyond. The scale of investment requirements is great, though of course the institutional,
financial and legal framework within different jurisdictions has a significant bearing on each local
market and investment climate.
Whatever the scale and wherever the location of your project, with 59 offices in 33 different
jurisdictions, CMS is ideally placed to provide commercially relevant legal advice.
CMS was established in 1999 and today comprises 800 partners and over 3,000 lawyers. CMS is
headquartered in Frankfurt, Germany.
2 | Waste & Water
Investment structure
- Nature of project vehicle
- Corporate governance
and deadlock
- Pre-emption rights
Project regulation
- Procurement rules
and procedures
- Real estate and title
due diligence
- Planning
- Environment
Exit strategy
- Secondary markets
transactions
- Due diligence and
transaction structuring
- Share and asset sales
Using our experience
to resolve your issues
Funding projects
- Identifying the right
funding solution
- Inter-creditor
arrangements
- Credit support
Disputes
- Dispute resolution
- Mediation and
settlement
- Arbitration and
litigation
Operational issues
- Payment mechanism
and performance regime
- Lifecycle and major
maintenance
- Benchmarking and
market testing
- Termination and
compensation
Construction issues
- Design and
defects liability
- Delay and liquidated
damages
- Termination and
compensation
- Performance security
3
Waste / Water
Austria
Austrian Waste Service Provider
Advising the country’s leading waste management
service provider during the contractual bidding process
for a waste management facility near Graz.
Waste Water treatment
Advising on a consortium bid for a project to refurbish
and upgrade the waste water system of an Austrian city.
Belgium
BOOT waste water treatment plant
project, Brussels
Advising the lenders in relation to a BOOT waste water
treatment plant project in Brussels. This was the largest
infrastructure project of this type in Belgium.
Brussels Region
Advising on regulatory aspects of the Belgian water
sector, and on setting up of new public-private bodies,
as well as on the transfers of assets between existing
and new operators.
4 | Waste & Water
Indaver
Advising a stakeholder on the sale of a 50% interest in
Indaver, Belgium’s largest waste management company.
Participatiemaatschappij Vlaanderen (PMV)
Advising this Flemish public investment company in
connection with the restructuring and refinancing of its
subsidiary Aquafin, the Flanders public water company.
S.P.G.E
Advising on the legal structure and financing of the
Walloon Region’s water management cycle.
France
Waste processing plants
Advising banks on a public service concession in
relation to the modernisation and operation of a waste
processing plant and an urban heating network, with a
total project value of €90 million.
Germany
Chemitz waste treatment facility/
Abfallzweckverband
Advising on a co-operation agreement between a public
waste management corporation and private investors,
in relation to the operating company for a waste
treatment facility.
Cross-border leasing of waste treatment facilities
Advising a US investor on the re-financing transactions
for two waste treatment facilities by way of cross-border
leasing, including property financing and insolvency
issues (US$ 600 million).
Gelsenwasser
Advising a public law entity in relation to its investment
in Gelsenwasser AG, one of Germany’s largest private
water supply companies.
German bank
Advising a major bank in connection with providing
project finance for the construction of a €220 million
waste-to-energy plant.
Leipzig Transport Services (Leipziger
Verkehrsbetriebe, LVB)
Advising on public procurement law and a bid process,
in connection with the construction of a waste disposal
and recycling facility in Dölitz.
Techem combined heat and power station
Advising Techem on the sale of the combined heat and
power station Andernach to EEW Energy from Waste
GmbH (EEW). The combined heat and power station
exclusively supplies the world’s largest tin plate factory
of ThyssenKrupp with steam and power.
Thermal Conversion Compound Industriepark
Höchst GmbH
Advising Thermal Conversion Compound Industriepark
Höchst GmbH on the negotiation of project contracts
(EPC, O&M, FSA, PPA, etc.) for one of the world’s
largest energy from waste plants in Frankfurt- Höchst.
Italy
AMA Roma S.p.A.
Advising AMA Roma S.p.A., the municipal waste
services company of Rome and the largest waste
services company in Italy, in relation to various matters.
SCT Sorain Cecchini Tecno
Advising SCT Sorain Cecchini Tecno, an Italian specialist
engineering and manufacturing company, in relation
to several design and build contracts for the design,
supply and installation of waste processing (sorting,
composting, MBT, etc.) and recycling plants and facilities
in several EU and non-EU jurisdictions, including Spain,
France, UK, Australia and UAE.
Energy from waste plant in Northern Italy
Advising a consortium comprising Italian and
Japanese contractors and operators in relation to
their participation in a public procurement process
for the construction and operation of an energy from
waste plant in Northern Italy.
The Netherlands
AVR Afvalalverwerking B.V
Advising a consortium on its acquisition of AVR
Afvalalwerking B.V, the largest energy from waste
company in the Netherlands, for approximately HK$9.7
billion (€940 million).
DELTA N.V
Advising Dutch energy company DELTA N.V on the
acquisition of biomass company BMC Moerdijk.
De Meerlanden
Advising waste treatment company De Meerlanden on
the development of a biogas reprocessing installation
for the fermentation of 40,000 tons of vegetable, fruit
and garden waste.
Woodspirit Project
Advising BioMCN on the Woodspirit Project, a cellulose
gasification project for the production of bio-methanol
that is currently being developed by an international
consortium led by BioMCN, including NOM, Linde,
Visser & Smit Hanab, and Siemens. The project has
been awarded a subsidy under the European NER300
investment subsidy program.
Poland
Compagnie Generale des Eaux
Advising Compagnie Generale des Eaux on a water and
sewerage project in Posnan, Poland.
E.ON Energy from Waste
Advising in connection with projects for the
construction of waste incineration plants in Poland.
5
Portugal
Baixo Sabor hydropower plant
Advising the promoter on the implementation of the
Baixo Sabor hydropower plant, including construction
and expropriations. The Baixo Sabor hydropower plant
is part of the hydropower plants construction program
launched by the Portuguese government, involves an
investment of €481 million and will hold an installed
capacity of 171 MW.
Foz Tua hydropower plant
Advising the promoter on the implementation of the
Foz Tua hydropower plant, including on construction
and expropriations. The Foz Tua hydropower plant is
part of the hydropower plants construction program
launched by the Portuguese government, involves an
investment of €300 million, and will hold an installed
capacity of 259 MW.
Iberecycling, S.A
Advising Iberecycling, S.A, on the acquisition of the
principal assets of Antunes - Reciclagem de Metais, a
company operating in the Northern Portuguese waste
management sector.
Romania
Bucharest Water and Sewerage Privatisation
Advising on the restructuring and privatisation of RGAB,
the supplier of water and sewerage services for
Bucharest, Romania.
EBRD
Advising EBRD on a €85 million loan to Hidroelectrica,
for the redevelopment of the Stejarul hydropower plant.
United Kingdom
Primary
Alderney tidal project
Advising a client on their contracting strategy for a tidal
project in Alderney.
Amey/Cespa
Advising the joint UK/Spanish sponsors on the Barnsley,
Doncaster and Rotherham PFI energy-from-waste
project, incorporating thermal technology, biomass
processing and anaerobic digestion technologies.
Negotiated the EPC “wrap” contract (including
construction of mechanical treatment, materials
recycling, operation (including lifecycle) and plant
contract) with (amongst others) Volker Vessels as part of
an integrated waste facility.
6 | Waste & Water
Aquatrine, Package B
Advising a UK utility company on all aspects of its
involvement in the £2.3 billion Project Aquatrine,
Package B, a significant water and waste PPP project
involving 550 Ministry of Defence sites in the UK.
Avonmouth Clinical Waste Incinerator
Advising Erste Bank on the provision of acquisition /
start up facilities for the Avonmouth Clinical Waste
Incinerator.
Azurix - Enron
Advising Azurix - Enron on a water treatment BOT
project and three water treatment affermage contracts.
BHF Bank AG
Advising BHF Bank AG on the structure and drafting of
the financing agreements for a waste-to-energy scheme
in England (Mayday Energy Centre) and also negotiating
the project documentation with the NHS Trust.
Buckinghamshire Waste PPP
Advising a UK/Spanish waste management company on
a waste management project involving the use of an
energy-from-waste facility. Negotiated the “anchor”
contract between the sponsors and the local authority
for the design, build, finance and operation of a
c.300,000 tonne mixed waste processing facility and
two transfer stations.
Envirobusiness
Advising Envirobusiness on capital funding provided by
SEEDA for waste and climate change projects.
Hanford Waste Project
Advising NIBC Bank on the refinancing of the Hanford
Energy from Waste project.
Kinnegar Waste Water Project, Northern Ireland
Advising Dresdner as funder to the Laing/Hyder
consortium on finance documentation on this Northern
Ireland PFI waste water scheme.
Lancashire Waste
Advising Sorain Cecchini Tecno s.r.l. in relation to the
Lancashire Waste PFI project.
North London Waste Facility
Advising London Waste, a waste management
company in relation to various aspects arising out of the
operation of its energy-from-waste, clinical waste, MRF
and composting facilities in North London (including
energy-from-biomass facilities). Advised on the terms
of long-term waste supply agreements.
Northumbrian Water Group
Advising Northumbrian Water Group on the structure of
and negotiating EIB facilities for water projects.
North Yorkshire Waste PFI
Advising a construction company in relation to supply
chain matters on the North Yorkshire Waste PFI project.
SELCHP, Hanson, Pfizer, United Waste Limited, A&J
Bull Limited, Ryder Pic, Morton International Inc.,
Nike, Nestle (UK) Limited, National Australia
Group, and DTI
Advising various clients including SELCHP, Hanson,
Pfizer, United Waste Limited, A&J Bull Limited, Ryder Pic,
Morton International Inc., Nike, Nestle (UK) Limited,
National Australia Group, and DTI on a variety of waste
management and disposal agreements, both nationally
and internationally.
South East London Combined Heat and Power
Limited (SELCHP)
Advising a concession company on the first public
private sector joint venture waste to energy (SELCHP) in
the UK for over 20 years. Subsequently advising SELCHP
on its bond refinancing.
Waste Recycling Group/FCC
—— Advising on all aspects of its bid for Project Reduce
and its successor, Milton Keynes waste PPP.
—— Advising on the bid for a multi-site, energy
from waste PFI project for the West London
Waste Authority and the South Wales waste to
energy project.
—— Advising on the sponsor’s bids for Bradford,
Hertfordshire, Central Berkshire, South London,
North London, West Midlands (Project Transform),
Cheshire and Essex Energy from Waste projects.
—— Advising on the procurement aspects of its bid to
construct and operate an Energy from Waste facility
in Calvert, Buckinghamshire.
Waste Resources Action Programme (WRAP)
Advising WRAP on the project finance, competition and
landfill tax credit funding issues on its project to expand
the capacity for newsprint recycling at Shotton Paper
Mill, Deeside and on subsequent projects.
West Mercia Waste
Advising the building and plant and waste management
sub-contractor in respect of the West Mercia Waste
PFI project.
United Waste Limited (Tractebel)
—— Advising United Waste Limited (Tractebel) on its
successful bid for Lancashire Waste Disposal Services
and the attendant waste disposal for Lancashire.
—— Advising on the bid for contracting-out of Surrey
County Council’s waste disposal activities and a
related energy from waste project. Then advising
A&J Bull Limited on its sub-contract to carry out
transfer and disposal activities with the successful
bidder, SITA. Subsequently advising SITA on
the bankability of its agreement with Surrey
County Council.
Wrexham Waste PFI, Phases I & II
—— Advising a UK/Spanish waste management company
as sponsors on a path finder waste deal in Wales
which was supported by the Welsh Assembly Group.
The primary deal included advising sponsors on all
aspects of a 25 year contract consisting of microbiological technology, materials recovery facility and
residue output (compost) processes.
—— Advising on a complex variation of an existing waste
management project, including the introduction of
a new MBT facility to replace the existing off-take
arrangements.
VT Group
—— Advising on the Gloucestershire Waste PFI.
—— Advising on the Hereford and Worcester Waste PFI
variations. The project involved the use of autoclave
technology to deal with recyclables and processing
of organic matter.
Secondary
Veolia Water Solutions
Advising on the tender to design and build the Effluent
Treatment Plant at the Pearl GTL project in Qatar.
London Waste and Cognis
Advising London Waste and Cognis on the acquisition
of various waste assets including waste incinerators,
autoclaves and other techniques.
Waste Recycling Group
—— Advising on the financing of the UK RE3 Waste PFI.
—— Advising on the Wrexham Waste Management PFI
project Phases one and two.
John Laing
Advising Laing on the sale of interests in the East
London Waste Authority and Shanks, Dumfries and
Galloway Waste PFI projects to the new FTSE listed
John Laing environmental energy fund.
South East Water
Advising Ontario Teachers and Cheung Kong in relation
to their bid for the South East Water project.
United Waste Limited
Advising United Waste Limited on its acquisition
of A&J Bull Limited, a water transport and disposal
site operator.
7
Amsterdam
London Utrecht
Antwerp
Bristol
Hamburg
Berlin
Leipzig
Duesseldorf
Warsaw
Cologne
Brussels
Prague
Frankfurt
Luxembourg
Vienna
Stuttgart
Paris
Bratislava
Munich
Strasbourg
Budapest
Zurich
Aberdeen
Geneva
Ljubljana
Zagreb
Lyon
Edinburgh
Milan
Belgrade
Glasgow
Sarajevo
Mexico City
Sofia
Hamburg
Podgorica
Rome
Amsterdam
Barcelona
Berlin
Tirana
Warsaw
London Utrecht
Leipzig
Duesseldorf
Madrid
Bristol
Antwerp
Cologne
Lisbon
Brussels
Prague
Frankfurt
Luxembourg
Seville
Vienna
Stuttgart
Paris
Algiers
Bratislava
Munich
Strasbourg
Budapest
Zurich
Geneva
Dubai Casablanca
Ljubljana
Zagreb
Lyon
Milan
Muscat
Belgrade
Sarajevo
Barcelona
Madrid
Rio de Janeiro
Rome
Sofia
Podgorica
Tirana
Kyiv
Beijing
Moscow
Bucharest
Istanbul
Kyiv
Shanghai
Bucharest
Istanbul
Dubai
Lisbon
Muscat
Seville
Algiers
Casablanca
Dubai
Muscat
Rio de Janeiro
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