capital fundraising services

export credit agency / export-import bank advisory SERVICES

• ECGC (India)​
  
• Asuransei Asei (indonesia)
• ASHRA (Isreal)
• SACE (Italy)
• NEXI & JBIC (Japan)
• KAZEXPORTGARANT (Kazakhstan)
• KEXIM & K-SURE (Korea S.)
• JSC (Latvia)
• ODL (Luxemburg)
• MEXIM (Malaysia)
• Bancomext (Mexico)
• Atradius (Netherlands)
• ECO (New Zealand)
• NEXIM (Nigeria)
• GIEK & ECN (Norway)
• PhilExim (Philippines)
• KUKE (Poland)
• COSEC (Portugal)

Export Credit Agencies (ECA's), Export-Import Banks (EX-IM's) and similar "international trade financing" entities are a common government-sponsored vehicle in many counties or regions which have been established to promote exports of that country's (or region's) exported goods and services and facilitate international trade.  In many categories of the sectors we cover, including infrastructure, energy & utilities, oil & gas, industrials and real estate, we have witnessed a rapidly growing volume of ECA/Ex-Im arranged financings of many projects and acquisition financings.  As it is often difficult to assemble sufficient and cost-effective financing from commercial lenders and International / Development Finance Institutions (IFI/DFI's) for large scale capital projects in developing and less developed countries, ECA/Ex-Im financing often plays the dominant role determining in determining the success or failure of the financing project.

ECA and Ex-Im financing facilities may be in the form of low-cost covered loans, direct loans, letters and lines, guarantees, political risk insurance, export trade insurance and other forms of credit, guarantees and insurance extended to a foreign borrower/importer (a foreign purchaser of the imported equipment, goods and services originating from the home jurisdiction of the ECA/Ex-Im).  ECA/EX-IM financing, which can often be utilized to fund all or a significant portion of the total debt capital required for a project or acquisition, provides many global exporter companies with an additional mechanism to make their exported products and services highly competitive with their international competitors.  ECA/Ex-Im financing also promotes domestic job growth, tax receipts and economic development in the exporting country.

ECA/Ex-Im credit originating from Organization for Economic Cooperation and Development (OECD) member counties is governed by standardized guidelines (based on sectors and industries). OECD ECA/Ex-Im loan facilities are generally provided in the form of fixed-rate loans based on published "commercial interest reference rate" (CIRR) guidelines based on world currencies.  Non-OECD ECA/Ex-Im's may also offer various fixed or variable loan facilities and other credit products.  The following is a partial list of some of the ECA/Ex-Im institutions that we cover on a global basis.

• CASC (Argentina)
• EFIC (Australia)
  
• OeKB (Austria)
  
• SBC (Bangladesh)
  
• Credendo (Belgium)
  
• BNDES (Brazil)
• EDC (Canada)
  
• CEXIM, Sinosure & HKEC (China)
  
• HBOR (Croatia)
• EGAP & CEB (Czech Republic)
  
• EKF (Denmark)
  
• ECGE (Egypt)
  
• KredEx (Estonia)
• FINNVERA (Finland)
  
• BPI France (France)
  
• Euler Hermes (Germany)
• ECIO (Greece)
  
• Eximbank & MEHIB (Hungary)

DCS's ECA/Ex-Im advisory services are highly relevant to many of the clients that we serve across the core sectoral areas that we focus on.  ECA/Ex-Im fundraising services are a complementary and an integral component of many of our comprehensive transaction advisory services and our broader capital fundraising services mandates.  At times, we may also serve as the ECA/Ex-Im lender's advisor, including the provision or coordination of all relevant​ commercial, technical and legal advice to the lenders in a particular transaction.  Many DCS affiliate experts are former bankers, lawyers, corporate executives and financial advisors who possess decades of experience in structuring and executing ECA/Ex-Im transactions.

Within the sectors and geographies that we cover, we maintain relationships with many of the major ECA and Ex-Im institutions and are involved also in many of their major export markets.  Accordingly, when serving our borrower clients, we can offer unparalleled insight and access for our clients in terms of lenders' criteria, requirements, expected terms, conditions and costs and potential suitability and interest in our client's funding project.  When we are engaged by a client prior to their selection of potential vendors and suppliers and equipment, commodities and services, we can assist in the composition of "best value" sourcing combining quality of goods and services with comparative supplier-arranged ECA/Ex-Im financing packages.  Given modern global supply chains relevant in many large capital projeccts, it is often possible to value-engineer sourcing of components, commodities and services from multiple jurisdictions.  Sourcing from jurisdictions that can offer favorable ECA/Ex-im financing from their home jurisdictions is an important element in this evaluation.

The following applications of ECA/Ex-Im loan and credit facilities that we focus on within the sectors and markets we cover:

• Project Financing.  Project financing covered loans, direct loans and related commercial letters- and lines-of-credit, guarantees and similar credit facilities and political and trade risk insurance are used to fund an infrastructure project, an industrial plant or facility (based on the equipment, commodities and services that are sourced from the export country).
  

• Equipment, Commodities & Services Acquisition.  Covered loans, direct loans and related commercial letters- and lines-of-credit, guarantees and similar credit facilities and political and trade risk insurance are used to acquire certain equipment, commodities and assets that sourced from the export country.

As the "borrower side" debt advisor, we will assist our client throughout the entire ECA/Ex-Im fundraising process from identifying a list of potentially suitable commercial ECA/Ex-Im institutions to execution and closing of loan and credit agreements.  The following outlines the typical "borrower side" process that we provide under an ECA/Ex-Im advisory mandate.

• Preliminary discussions with potential ECA/EX-IMs.  DCS experts maintain standing relationships with many potentially suitable ECA/Ex-Im's in the geographical and sectoral markets that we cover.  Based on interactions with these institutions, we can always share our initial views with our borrower clients as to the our view on the interest levels of potential commitment amounts, pricing, terms and conditions that may be expected from these lenders.  We can also quickly access the appropriate departments and representatives within these lender institution, and arrange initial "heads-up" meetings and provide a brief introduction to the financing project and the borrower (if appropriate).  ECA/Ex-Im financing is always linked to the supplier of equipment, commodities or services from the exporting country.  In the case that the borrower (also the "procurer" of the imported equipment, commodities or service) has already decided to source such equipment, commodities or services from a particular exporter then we can directly engage with the relevant ECA/Ex-Im's from that jurisdiction.  However, in many cases, the borrower will be procuring these services through an international competitive tender.  In this case, where we would be representing the borrower by provision of tender management services, we would be engaging with multiple sets of international bidder groups and their associated ECA/Ex-Im lenders.
  

• Financial modeling.  Amongst the first activities that we will undertake when mandated as the borrower's advisor is to begin to develop a financial model (or update and amend a previous model, in the case we may have worked on the client's business or asset in the past).  The "debt case financial model" will evolve through the course of the debt capital raising process.  It will become increasingly refined and may be adjusted ton incorporate certain comments from prospective lenders.  Amongst other purposes, the debt case financial model will be utilized to demonstrate to creditors that the key pro forma financing metrics of the project or company conform to the lenders guidelines and criteria for leverage, coverage and liquidity ratios.  Another key function of the debt case financial model will be to demonstrate to ECA/Ex-Im lenders that under certain pessimistic "down-side" performance scenarios, that the project's or company's cash flows will be sufficient to continue to sufficiently service the debt.  In due course, the debt case financial model will be shared with potential lenders via the data room and will be an essential tool for discussions and negotiations with prospective lenders.  In the case of ECA/Ex-Im financing which is typically only available to cover capital costs that relate to the specific costs exported equipment, goods and services, it is important to break-down and bifurcate the ECA/Ex-Im financeable costs and all other capital costs as well as the on-shore and off-shore costs.

• Assemble and coordinate borrower due diligence.  An initial and ongoing process will be to assemble all internal and third-party due diligence (contracts and agreements, audits, reports, studies, analyses, databases, etc.)  This data will be necessary for assembly into the Lender Information Memorandum (LIM), discussed below.  However, a great deal of this data will also be necessary for the financial modeling workstream.  In some cases, where there may be due diligence items (such as third-party reports, studies and analyses) that are lacking or insufficient, the borrower can decide whether to pursue these at that time.

• Preparation of lender teaser presentations.  We will prepare a brief "teaser" presentation, which contains a very short description of the borrower, guarantors and security (if applicable) and the financing project.  The Teaser Presentation is based on public, non-confidential information.  We will send the Teaser presentation to a list of "Potential Interested Lenders" (PIL) for their initial consideration and feedback as to suitability, level of interest and also receive and evaluate their initial concerns and comments.

• Develop and maintain "Potential Interested Lenders" (PIL Lists).  In conjunction with preparing a Teaser Presentation, we will develop and maintain a PIL list containing a record of each potential investors' receipt of the teaser, participation in lender/road show presentations, signing of NDA (if applicable), receipt of LIM and virtual data room access and activity in data room etc.  The PIL list can be used to monitor the evolution of PIL lenders' activity and levels of interest.

• Road shows and lender presentations.  Road Shows and lender (ECA/Ex-Im) presentations, have traditionally been conducted in a physical format.  In the COVID-19 and post-COVID world environment many road shows and lender meetings are conducted virtually.  Physical road shows can be conducted either as group presentations or as individual presentations with key PIL lenders at an agreed location.  Typically road shows can be conducted on a regional or global basis.  In other situations it may be possible and desirable for all interested lenders to travel to the borrower client's location.  Whether a group meeting or individual meeting format is pursued, it is generally possible for meetings to be arranged in major financial centers where all parties can agree to meet at specific venues.  Aside from considerations such as COVID travel restrictions, the decision as to whether to conduct virtual or in-person, group or individual, client site, regional or global lender road show meetings depends on many factors, including budget and timeframe, types of lenders, size of transaction, level of interest from other key lenders and many other factors.  DCS advisors will assist the client in selecting the best road show / lender presentation approach based on the unique circumstances of the transaction. 

• Non-Binding Commitment Letters (or Non-Binding Letter of Interest) (NBCL/NBLoI).  We will next request PIL Ex-Im's who are remain interested in signing an NDA (if applicable) and accessing the LIM and virtual data room to first provide their NBCL/NBLoI) and accompanying indicative, non-binding terms sheets (which we attempt to attain as much detail as possible, but at a minimum contain indicative commitment amount, currency denomination, final maturity, amortization, pricing and key required covenants , terms and conditions).  The NBCL/NBLoI's will always be subject to final lender due diligence and credit committee and other internal approvals.  In some cases there may be a rationale to shortlist or down-select PILs at this level based on their qualifications.

• Non-Disclosure Agreements (NDAs)(if applicable).  It is essential for both the borrower and the prospective, that all material non-public information provided to support lender due diligence remain confidential.  NDAs will be signed by each PIL Ex-Im interested in receiving the Lender Information Memorandum (LIM) and access to the virtual data room.  Under some situations (usually government-related transactions) the borrower may be subject to public disclosure requirements and is prevented from entering into NDAs.  In cases of competitive tenders, there may be multiple buy-side (or "contractor") bidder groups who are sourcing equipment and services from the same jurisdiction and may wish to access the same ECA/EX-IMs.  In this case, where the relevant ECA/Ex-Im agrees to remain non-exclusive, it is common that the ECA/Ex-Im would establish multiple internal "trees" where separate and distinct groups are assigned to various bidders and each would sign separate NDA's with those respective bidder groups.

• Lenders Information Memoranda (LIM).  We will prepare the LIM, which provides potential buyers with a highly detailed presentation of the financing plan, key financial metrics, pro forma revenue and debt service coverage projections and related sensitivity analyses, proposed key creditor protections (covenants, security, pledges, guarantees, etc.), risk allocation profiles, company or asset business and market discussions, contractual and corporate structures, management structure, proposed contracts and credit agreements, legal and technical analyses, market studies and demand/revenue forecasts, environmental and social plans and policies and bankable feasibility studies (as applicable).  Much of this information will generally constitute material non-public information.  Data in the LIM will be supported by information and date contained in the virtual data room.  The LIM and data room will be used by ECA/Ex-Im's to conduct necessary due diligence.

• Virtual Data Room. On behalf of our borrower clients, we will establish and maintain a secure and encrypted "virtual data room" as a repository for all confidential and non-confidential information that will be accessible and used by potential lenders in effort to complete lender due diligence, provide binding commitment letters and execute loan agreements.
  

• Management meetings and site visits.  In most cases, the potential ECA/Ex-Im's will request one or more physical or virtual meeting(s) with the borrower's and/or guarantor's management and potentially site visits (COVID era travel restrictions has limited this possibility).  To the extent that there are more than one ECA/EX-IMs and other lenders in the discussions, we will typically try to arrange group meetings and site visits.  These meetings are generally for the purpose of allowing the PIL ECA/EX-IMs to ask additional questions of the borrower's management on items that cannot be adequately answered in the LIM and data room (or by DCS as the debt advisor).

• Final Negotiations.  After the the "key lead lenders" have completed their due diligence, the DCS/borrower-side advisory team will negotiate all substantive final terms, conditions and pricing in the credit agreements and related schedules.

• Binding Commitment Letters.  Based on the agreed material terms of the credit agreement(s), we will request that each ECA/Ex-Im provide its Binding Commitment Letters, which shall include final binding terms sheets including all material loan terms, including the commitment amount, currency denomination, final maturity, amortization, pricing and key required covenants, terms and conditions).

• Commercial Closing.  The date that all credit agreements and schedules are dually executed between borrower and the ECA/Ex-Im(s).

• Financial Closing.  The date that all conditions precedent of the borrower and the ECA/Ex-Im are satisfied and loans and lines can be drawn by and other credit facilities and insurance lines become effective.

DCS advisors are able to provide ECA/Ex-Im capital fundraising services on a stand-alone basis on behalf of public and private sector clients who are pursuing project financing or equipment, commodities or services acquisition transactions.  In most cases, as commercial debt capital fundraising will be only one element of a larger project delivery program, DCS will also be providing other complementary transaction advisory services in relation to those other transaction elements.  Our preference is always to provide such comprehensive transaction advisory services and coordinate all elements of the transaction, including project financing on behalf of our clients.

Under any ECA/Ex-Im capital fundraising advisory mandate, DCS will draw from our vast global network of veteran industry expert advisor affiliates and our relationship consultants in order to assemble the most appropriate team to match the specific needs of the transaction at hand.  This will always include leadership of DCS affiliate experts who possess decades of global transactional experience related to the specific sector and transaction type.  In any commercial debt capital fund raising transaction advisory service mandate, our preferred role is always to serve as the lead project/program manager.  Within this role we are also able to assist in the selection and procurement (or subcontracting) and management of other advisors, including local and international legal, technical, tax, commercial and due diligence advisors or other specialized advisors, as the specific transaction may require.  To the extent that other third-party advisors are required, there are many value added advantages of allowing DCS to assist in the procurement of these advisors.  First, DCS expert affiliates themselves possess many of the legal, technical, commercial and managerial skill sets and we are best positioned to determine which additional outside third-party skill sets are required and which firms or individuals should be hired in these roles.  Secondly, ECA/Ex-Im debt capital fundraising projects are often very complex undertakings, requiring the management and coordination of many simultaneous workstreams.  DCS advisors are experts inproject and program management services and are ideally suited to manage and coordinate a multi-dimensional advisory team most efficiently and effectively.

Complementing our ECA/Ex-Im debt capital fund raising advisory services, DCS advisors offer the following complementary advisory services that may be applicable, dependent on the ECA/Ex-Im capital fundraising transaction situation.

• ​Equity Capital Raising
• Commercial Debt Capital Raising
• IFI Financing and Funding
• Debt Capital Markets
• Hedging Products
• Stapled Financing
• Leveraged Acquisition Financing
• Monetization and Securitizations
• Refinancing/Restructuring
  
• Transaction Advisory
• Financial Modeling
• Tender Management: RFEI/RFQ/RFP
• Mergers & Acquisitions Advisory
• Project/Program Management
• Contract Drafting & Negotiation
• Strategic Planning
• Feasibility Studies
• Business and Asset Valuation
• Workouts and Restructuring
• Corporate Governance
• Training and Capacity Building Workshops

DCS experts provide comprehensive ECA/Ex-Im debt capital fundraising advisory services in the following sectors that we specialize in.  Please click on the below links to learn more about the sectors that we cover:

• Infrastructure
  • Transportation
  • Water & Wastewater
  • ​​​Solid Waste
  • Social Infrastructure
  • Telecommunications

• Energy & Utilities
  • Generation
  • Sales & Supply and Trading​

• Industrials
  • Engineering & Construction
  • Technology
  • Logistics, Cargo & Freight
  • Heavy Industries

• Oil & Gas
  • Upstream
  • Downstream
  • Midstream

• Real Estate
  • Warehousing and Logistical
  • Commercial and Mixed-Use

DCS experts provide comprehensive ECA/Ex-Im capital fundraising advisory services to the following categories of clients:

• Developers/Sponsors/Concessionaires
• Investors
• Corporations
• Governments/Governmental Entities
• Contractors/Vendors
• Utilities
• Investment Banks
• International Financing Institutions

• Eximbank (Romania)
  
• EXIAR (Russia)
• Eximbanka SR (Slovakia)
• SID (Slovenia)
• EICIA (South Africa)
• CESCE (Spain)
• SLECIC (Sri Lanka)
• SERV (Switzerland)
• EKN & SEK (Sweden)
• Exim ROC (Taiwan)
• Exim Thailand (Thailand)
• Türk Eximbank (Turkey)
• ECA (Ukraine)
• UKEF (United Kingdom)
• US Ex-Im (United States)
• UzbekInvest (Uzbekistan)
• VDB & QBE (Vietnam)
  

WHAT WE DO

SERVICES WE OFFER