R1 Motorway - Slovakia

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The Bank is participating in the private placement of an infrastructure project bond issued by Granvia a.s. for the refinancing of the existing Term Loan Facility for the R1 motorway concession.  The total offering is in the amount of EUR 1,242.7 million.  The Bank subscribes EUR 200 million to the bond in order to refinance its existing senior loan facility of EUR 199.8 million.  This was originally approved by the Board on 14 July 2009 and signed on 27 August 2009, as part of a Senior Term Loan Facility of EUR 984 million to finance the construction of R1 Motorway. In 2009, Granvia a.s. was awarded a 30-year availability fee based concession to design, build, finance, operate and maintain the 51.6km section of the R1 Motorway between Nitra and Tekovské Nemce and the Banská Bystrica Northern Bypass in the Slovak Republic. The transaction aims to support the first issuance of an infrastructure project bond in the Bank’s region and one of the first project bonds issued in post-crisis Europe, demonstrating new ways of financing long term infrastructure investments. The transition impact of the original project signed in 2009 derived from strengthening of the following areas: (i) private participation in the development and operation of the key corridors in the region, with the participation of experienced foreign sponsors; and (ii) the demonstration effects of a successful private motorway concession in the region. The Client is the Concessionaire, Granvia a.s., a special purpose vehicle established by Vinci Concessions SAS and Meridiam Infrastructure Slovakia S.a.r.l, each holding 50 per cent of the shares. A subscription of EUR 200 million in a private placement of a project bond issued by Granvia a.s. The total bond offering is in the amount of EUR 1,242.7 million. Environmental category and justification The Project was screened A/0. In accordance with EBRD Environmental Policy 2003, Annex I, the construction of a new motorway or express roads is Category A project, which could result in potentially significant adverse future environmental impacts which, at the time of screening, cannot readily be identified or assessed. An Environmental and Social Impact Assessment (ESIA) was therefore prepared to identify and assess the future environmental impacts associated with the proposed project, identify potential environmental improvement opportunities, and recommend any measures needed to prevent, minimise and mitigate adverse impacts. Information reviewed during the environmental appraisal The environmental appraisal of this project was based on the review of various environmental and social investigations carried out of the Project over its 15 years long preparation time span. The full documentation included the Environmental Statements and Environmental Impact Assessments (EIA) prepared under the Slovakian permitting process, Social Impact Assessment (SIA) permitting applications and decisions at the conceptual, zoning and building permitting stages. All these documents are available on the Ministry of Transport (MOT) PPP website - www.telecom.gov.sk (PPP Projects section). Consideration of alternative routes and the selection of the route Alternative route options and cumulative effects of the whole length of the R1 route were considered in a feasibility study undertaken in 1993. An update to the original study was performed in 2001. Five variants for Nitra to Caradice were considered and two variants for Banska Bystrica. The routes were evaluated and the final preferred routes were selected on the basis of the official feedback from the affected public bodies as well as the public comments collected within the process of preparation of the EIA reports. One adjustment to the routing near the village of Čierne Kľačany (sub-section Beladice – Tekovské Nemce) was decided during the Zoning Permit process. Key environmental and social issues The ESIA showed that the Project would result in slight or moderate negative impacts during both the construction and operation. It also showed that the proposed expressway would have a number of significant environmental and social benefits, mainly arising from the diversion of transit traffic away from a number of cities, towns and villages along the route and through reduced congestion. This is expected to improve traffic and pedestrian safety as well as to reduce traffic-borne air emissions and noise disturbance in residential areas. The most significant adverse impacts are expected to be associated with traffic disturbance and restrictions on local traffic as well as localised noise and air quality impacts. However, these impacts can be minimised and mitigated through road design features, abatement measures (such as noise walls), work and maintenance practices as well as management systems to be implemented by the Concessionaire. The land take required for the project is moderate and is associated with a few displacement issues. Disclosure of information and consultation A series of public disclosure and consultation procedures have been carried out in accordance with the Slovakian regulatory requirements in the course of the preparation and permitting process of the proposed expressway. Preliminary environmental studies (“Zamer”) were disclosed in each affected municipality and the public were invited to review and comment on them. The EIAs were completed detailing the analysis of the potential environmental impacts of the motorway. These were published both on the Ministry of Environment’s website and at the local municipality offices and local public hearings were also held. Also as part of the Zoning Permit (DUR) and Building Permit (DSP) processes, each Permit application is disclosed to the public for comment and the final Permits are made publicly available. At the request of the EBRD, an overarching non-technical summary (NTS) of the environmental and social issues associated with the project has been prepared and disclosed to public for review and comments by the MOT. The NTS includes also details on the project related public consultation and provides contact details for any Project related queries. The NTS is also available at EBRD website: http://www.ebrd.com/projects/eias/39432.htm A Public Consultation and Disclosure Plan (“PCDP”), including a process for the management of grievances will be implemented by the Concessionaire during the construction and operation of the project. Monitoring An environmental and social monitoring plan satisfactory to the EBRD has been developed by the Concessionaire. The EBRD will evaluate the Project's compliance with the applicable environmental and social requirements during the lifetime of the Project by reviewing periodic Environmental and Social Reports prepared by the Concessionaire as well as through monitoring visits and external supervision reviews. During the construction works the Project has been subject to Environmental, Health and Safety monitoring and supervision by an independent engineer, including milestone reviews at key phases and periodic site visits by ESD and the Concessionaire has been responsive to address environmental, health and safety issues raised by the Bank. Key issues include environmental protection, road safety, occupational health and safety, and stakeholder engagement. Monitoring reports have been submitted to the Bank on a timely basis and indicate that environmental and social impacts are being well managed and monitored. There is an Environmental and Social Impact Assessment available for this project. None. Attention: General Director Granvia a.s. Europeum Business Centre, Blok A Suché mýto 1 811 03 Bratislava Slovak Republic www.pr1bina.sk tel: +421 2 581 016 01