Odessa Terminal Holdco

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The EBRD will provide part of the financing for the construction and development costs of a new container terminal in the Port of Odessa in two stages. The new terminal will increase the Port’s container handling capacity to meet future demand for container throughput and promote further containerisation and logistics development in Ukraine. The Project represents much needed private sector investment in developing the port infrastructure in Ukraine. The involvement of the EBRD will have significant demonstration impact by encouraging wider potential participation from the private sector which will foster efficiency and promote higher degree of competition. The project’s transition impact stems from its contributions to promoting private sector investments in the port sector in Ukraine. By attracting one of the leaders in the container shipping business, the project will promote best business practice and transfer of operating and management skills in line with international standards. The Borrower and the operating company will prepare financial reporting based on IFRS as well as implementing procurement procedures that will promote transparency and best commercial practice. In addition, the project introduces standards of operation, including environmental and safety matters in line with national and EU guidelines (see Environmental and Social Categorisation below). The Borrower/Investee company is Odessa Terminal Holdco Ltd, (‘ODHL’), a company registered in Cyprus, whilst the operator of the Terminal will be its local subsidiary, Brooklyn-Kiev Port (‘BKP’) of Ukraine. The Sponsor of the project is CMA-CGM, the world’s third largest container shipping company with a fleet of around 370 ships serving over 400 ports of call around the world. Besides shipping, CMA CGM is also engaged in port management through its subsidiary Terminal Link. A senior loan of up to US$37 million (equivalent to €28 million) and an equity participation of up to 5 per cent in Holdco. US$130 million. Screened B/1 (2003). The project involves the construction of a new container terminal within the current Port area and a new container storage area on the site of a former Sugar Factory as well as a new road to link these two new facilities. An Environmental Audit of the two sites and an Environmental Analysis of the proposed investments have been undertaken by independent environmental consultants. The due diligence reviewed impact assessments, regulatory approvals and visits to both sites where demolition works and re-construction activities have already begun. The investigations showed that the environmental impacts of the construction works include traffic, construction nuisance, waste handling and waste water management. These impacts are managed through procedures and targets that are administered by the Port of Odessa and the Clients contractor management controls. Impacts associated with the demolition works include noise, dust, waste and management of potentially hazardous substances. A specialist contractor has been appointed to undertake the demolition works and maximise recycling where possible. According to Ukrainian law, the environmental impacts of the reconstruction works will need to be assessed through a formal OBOC procedure. A draft Terms of Reference (ToR) for the study has been agreed between the Bank and the Sponsor to ensure that EU standards are taken into consideration. A Health, Safety and Environmental Action Plan (HSEAP) has been agreed with the Client and includes implementation of a HSE management system, Contractor HSE management, the development of an annual HSE monitoring plan and implementation of a grievance procedure. The Client has already taken steps to employ a qualified HSE Engineer to proactively manage HSE issues on site and ensure legal HSE requirements are met. The project will be required to provide the Bank with an annual HSE report, including updates on the HSEAP, and notification on any material accidents of incidents and conduct its business with due regard to National and EU environmental regulations and standards. None. Cédric CORBIERRE Project Manager TERMINAL LINK CMA-CGM Group Tel : + 33(0) 4 88 91 12 82 Fax : + 33(0) 4 88 91 66 98 Email: ho.ccorbierre@cma-cgm.com