QMPF LLP is delighted to announce that it has advised Invesis on the successful financial close of the Higher Education PPP Programme Bundle Two in Ireland – a twenty five year PPP with the Department of Further and Higher Education, Research, Innovation and Science.

The project, the second phase of the Higher Education PPP Programme, consists of the design, build, finance, maintenance and operation of five major facilities at three leading technological universities across Ireland. Construction work on the €380m project is now underway with the facilities scheduled for completion across 2027 and 2028. Financing is provided by the Allied Irish Banks, p.l.c, The Governor and Company of Bank of Ireland, the European Investment Bank and Rabobank Wholesale Clients Netherlands.

QMPF provided financial advice to Invesis throughout the procurement process including financial model development, engagement with funders and the National Development Finance Agency,  which was responsible for the procurement of this PPP project on behalf of the Department of Further and Higher Education,  Research, Innovation and Science.

Gareth Thomson, Senior Project Finance Manager at Invesis said: 

“QMPF played a pivotal role in the successful delivery of this project. Their expert advice and financial modelling were instrumental in helping us deliver a successful financial close and secure a tailored financial solution. Their perseverance and commitment over the multiple years it took to bring this project to life were truly commendable. They remained a trusted and responsive partner throughout, and we’re grateful for their support. We look forward to working with them again in the future.” 

QMPF acted as financial adviser to Citycare Limited for the refinancing of four of Hull Citycare Limited’s portfolio of healthcare projects. From initial ‘proof of concept’ discussions through to financial close, QMPF provided Citycare, its public sector partners and funders with rigorous financial analysis and detailed project financial modelling to deliver the transaction. The refinancing, which was structured as two transactions, one of which incorporated a cross collateralised loan structure, resulted in all of Hull Citycare’s projects to date now being financed by Aviva Investors, 14 in total. The refinancing delivered a material improvement in financing terms enabling a significant refinancing gain for public and private sector shareholders, as well as public sector tenants. QMPF subsequently developed the operational financial models to support the projects on an ongoing basis.

Built as part of the NHS LIFT (Local Improvement Finance Trust) Programme, Hull Citycare Limited’s portfolio of healthcare projects brings together the skills, expertise, and resources of both public and private sector partners to deliver lasting transformation of NHS primary care facilities. The public and private sponsors – Community Health Partnerships and the Sewell Group – aim to provide first-class premises for a range of clinical services to patients in areas requiring significant infrastructure investment.

Dave Leedham, Investments Director, Sewell Group  commented:

“We are delighted to have reached financial close on the refinancing of four of Hull Citycare Limited’s portfolio of healthcare projects, almost 3 years after discussions first began. At the outset, each SPV was to be refinanced independently but working with QMPF we identified that the individual available cashflows and existing loan-to-value covenant made this unfeasible. QMPF was central to us identifying and considering an alternative approach of cross-collateralising three of the SPVs, allowing us to navigate around the perceived stumbling block and proceed with a larger-scale refinancing. QMPF undertook particularly valuable work considering the interaction between three of the individual project models, with the new debt ratios being assessed in aggregate, as well as with benchmarking the breakcosts associated with the existing debt in the overall refinancing. This rigorous modelling and ongoing advice throughout the process ensured that value for money was achieved for both the public and private sector shareholders. This transaction helped highlight to us and others in the market that the refinancing of PPPs remains achievable and can deliver value even where it is not immediately apparent and has supported Citycare in its objective to continue to deliver more from LIFT and enhance the health estate in Hull.”

QMPF advised hub West Scotland Project Company 7 Limited (“DBFMco”) on incorporating a new healthcare facility, the Clydebank Health and Care Centre, as a variation to a previously closed healthcare PPP contract, the Glasgow Health Bundle hub project.

The Glasgow Health Bundle hub project was originally intended to deliver three new facilities as a single DBFM transaction: the Greenock Health and Care Centre, Stobhill Mental Health Facility and Clydebank Health and Care Centre. However, unforeseeable issues relating to ground conditions and third-party works emerged on the Clydebank project, forcing a delay to that facility.

QMPF provided financial modelling and advice on the Greenock and Stobhill facilities through to financial close which was achieved in December 2018. QMPF was then reappointed to advise on incorporating the Clydebank facility into the project through a second financial close process. Financial close for the Clydebank facility was achieved in December 2019, with senior funding of c. £19m being provided by Nord/LB and subordinated debt from DBFMco of c. £2m.

QMPF’s role included developing a bespoke financial model to incorporate the Clydebank facility as a variation to the contract. This was a complex modelling exercise as the financial model needed to protect the funders of the first two facilities as well as ensuring that the Clydebank facility was demonstrating good value for money. Furthermore, once the Clydebank facility was embedded into the project, the three facilities would be viewed as a single bundle going forward from a funder perspective. As a result, the model also needed to be able to run sensitivity analysis collectively on all three facilities.

Once the bespoke financial model had been developed, QMPF liaised with the project sponsors, senior funder and model auditor to efficiently conclude the financial modelling for the project and provide all parties with project sensitivities sufficient to support the delivery of funding. QMPF also assisted Burness Paull with the review and negotiation of the project documents and led the debt pricing process at financial close.

The SPV consists of Wellspring Partnership (a consortium of Morgan Sindall Investments, Community Solutions and Apollo Capital Projects), Scottish Futures Trust Investments, HCF Investments and NHS Greater Glasgow and Clyde.

Lisa Ablett, Legal and Commercial Manager at Morgan Sindall Investments said: “We are delighted to have reached financial close on the hub West Clydebank Variation with QMPF as financial adviser, almost 12 months after the original scheme closed. The original project was to deliver three facilities in one bundle, but unfortunately the Clydebank facility was delayed due to various land issues and third party works. QMPF provided proactive and commercially sound advice throughout the development of the original project, amended the model to fund two of the three planned healthcare facilities, and then undertook particularly valuable work on the knitting together of the two debt facilities as the variation was added into the original project. This modelling efficiency ensured that the ongoing operational costs of the SPV were minimised and VfM was maintained for the Health Board. Once again their expertise helped DBFMco achieve a smooth and successful financial close.”

QMPF is delighted to have supported Eildon Housing Association in securing a £40 million private placement deal with major investors the Pension Insurance Corporation (PIC).

This attractive long-term investment will enable the Association to continue to invest in a major programme of high-quality affordable homes to meet the housing needs of communities across the Scottish Borders, delivering 750 new homes by 2021.

QMPF supported the Association from the outset, considering funding routes, supporting the management team in commencing the process, liaising with the Board and providing independent financial evaluation of the offers received. The funding process attracted interest from several major financial institutions, and this represents PIC’s first private placement with a Scottish housing association. The 35-year private placement will be drawn down in two stages over the next two years.

QMPF continues to provide treasury and wider financial advisory support to a number of Scottish RSLs.

QMPF advised hub West Scotland Project Company 7 Limited (“DBFMco”) on the Glasgow Health Bundle hub project, the seventh Design, Build, Finance and Operate (DBFM) project signed by the territory. The project combines the delivery of the new Greenock Health and Care Centre, Stobhill Mental Health Facility and Clydebank Health and Care Centre.

The SPV consists of Wellspring Partnership (a consortium of Morgan Sindall Investments, Community Solutions and Apollo Capital Projects), Scottish Futures Trust Investments, HCF Investments and NHS Greater Glasgow and Clyde.

The project will require two financial close processes. Financial close for two of the facilities was achieved in December 2018, with senior funding of c. £31m being provided by Nord/LB and subordinated debt from DBFMco of c. £2.6m. Due to ongoing site difficulties, construction the Clydebank facility has been delayed, however this facility will be incorporated as a variation to the previously closed transaction, with an additional financial close process anticipated within the year.

The QMPF role included developing and managing the financial models required for the affordability, Scottish Government/SFT approval and financial close stages of the project, with tight affordability margins necessitating the timely turnaround of updated financial models and performance data throughout the process. QMPF liaised with the sponsors, funder and model auditor to efficiently conclude the financial modelling for the project and provide all parties with project sensitivities sufficient to support the delivery of funding. QMPF also assisted Burness Paull with the review and negotiation of the project documents and led the debt pricing process at financial close.

QMPF has successfully closed the £16.5m Angus Schools hub East Central Scotland transaction, this hub deal will see the design, build, finance and maintenance of two primary schools in Arbroath.

The primary schools, Ladyloan and Muirfield, and will provide vital education facilities for 335 pupils and 72 nursery places. Construction started shortly after financial close and the schools will open in December 2018.Both schools will be operational under the contract for 25 years.

The SPV parties are Angus Council, Scottish Futures Trust, Robertson Capital Projects, Amber Infrastructure Limited and FES.

The majority of the funding for this project has been provided by Aviva Commercial Finance (£15m) with an additional £1.6m provided as subordinated debt.

QMPF delivered financial advice and CMS Cameron McKenna provided the legal advice to the sponsor. QMPF supported the sponsor throughout the deal process, delivering the financial model and securing the pricing from Aviva Commercial Finance. QMPF provided general commercial advice throughout the transaction, contributed to the financial aspects of the legal documents and ensured that financial close was achieved.

Gary Bushnell, Chief Executive of hub East Central Scotland Limited said: “QMPF offered a responsive and professional service throughout this transaction. The QMPF team communicated effectively with the Council’s financial advisors, the legal advisers and the model auditors to ensure that outstanding points were efficiently managed and resolved quickly. We were pleased with the prompt response times and attention to detail demonstrated by QMPF during this transaction and we look forward to working with QMPF on future deals.”

QMPF advised hub West Scotland Project Company 6 Limited (“DBFMco”) on the Carntyne and Blairdardie Primary Schools hub project, the sixth Design, Build, Finance and Operate (DBFM) project signed by the territory. The SPV consists of Wellspring Partnership (a consortium of Morgan Sindall Investments, Community Solutions and Apollo Capital Projects), Scottish Futures Trust Investments and HCF Investments. The project combines the delivery of both Blairdardie and Carntyne Primary Schools as a single transaction, delivering new 21st century schools in both the east and west of Glasgow.

Financial close was achieved in October 2017. The senior funding of c.£17m is being provided by Nord/LB with subordinated debt from DBFMco of c. £1.5m.

QMPF provided financial advice to the consortium, with Burness Paull providing legal advice. Our role included development and management of the financial models through affordability, Scottish Government/SFT approval gateway and financial close stages of the project. We liaised with the sponsors, funder and model auditor to efficiently conclude the financial modelling for the project and provide all parties with project sensitivities sufficient to support the delivery of funding. QMPF also assisted Burness Paull with the review and negotiation of the project documents and led the debt pricing process at financial close.

QMPF provided financial advice in support of reaching financial close on the hub South West Scotland Limited Cumbernauld Academy and Theatre project.

Our engagement, for the provision of advice to North Lanarkshire Council as both project Participant and customer, supported the agreement of a £37m design, build, finance and maintain contract using the hub structure. The QMPF team advice assisted the Council in understanding the financial model developed for the transaction, finalising discussions with the hubco, the funder (NordLB), Scottish Futures Trust and relevant advisers, and ensuring that the financial model appropriately reflected the agreed costs, financial inputs, indexation of the annual unitary charge and payment phasing.

The project will build on the Council’s track record of delivering their schools estate investment programme by providing both a new school building offering high-quality learning facilities that promote the educational environment of all learners, as well as a new Arts Centre. The Arts Centre will include a theatre, cinema and bistro with superb facilities for drama, dance, music and film which will enable Cumbernauld Theatre to present a wider range of performances, bringing great experiences for audiences and world-class facilities for classes, workshops and community participation.

QMPF has successfully advised NHS Orkney (“NHSO”) on the recent innovative NPD deal to deliver a new purpose built hospital and healthcare development, with a total construction value of c. £64m.

Working with colleagues from Caledonian Economics, QMPF has advised NHSO for several years, initially assisting in the development of the business case, the project documentation, subsequent bid evaluation and latterly in the evolution of a variation to the Scottish NPD model. The project reached financial close at the end of March 2017, with construction starting shortly thereafter.

The New Rural General hospital will be located on a new greenfield site in Kirkwall, with construction anticipated to complete by April 2019. Once commissioned, new facility will include increased outpatient and day case facilities to support a 49 inpatient beds with purpose emergency, high dependency, diagnostic and theatre facilities. All clinical areas will have video-conferencing facilities to support more patients being able to access services in Orkney and to link NHSO staff to health specialists nationally. In addition, two GP facilities and NHSO’s dental practice will be relocated within the new building, as will the Scottish Ambulance Service and provide a base for NHS 24.

Albert Tait, Commercial Lead for the New Hospital Project, said “The funding arrangements for our new £65m new hospital project changed on a number of occasions as the project moved through its procurement stages, competitive dialogue and finally financial close. The input from QMPF during those various stages was always measured and appropriate demonstrating their wealth of experience and knowledge gained from years of working on project finance deals. Their intensive input into the financial modelling and financial close arrangements for what was eventually a non standard funding deal was particularly impressive and much appreciated.”

QMPF successfully advised hub East Central Scotland (“hubco”) on the recent transformative PSS hub deal to design, build, finance and maintain a new facility to manufacture unlicensed medicines. The PSS facility will provide life-saving drugs to patients across Scotland.

The unique PSS facility will be located at Ninewells Hospital in Dundee, with construction completing in December 2018. Once commissioned, the PSS development will facilitate the essential manufacture and supply of unlicensed medicines to NHS Boards across Scotland improving patient care in the country.

The SPV involved in the PSS deal consists of Scottish Futures Trust, the Hub Charitable Foundation, NHS Tayside and Amber Blue (a consortium of Robertson Capital Projects, Amber Infrastructure Limited and Forth Holdings Limited).

The senior funding required to deliver this exemplary project is being provided by Aviva Commercial Finance (c.£26.6m) with subordinated debt provided by hubco (c.£2.8m).

QMPF provided excellent financial advice to the sponsors, with CMS Cameron McKenna providing legal advice. QMPF’s role included developing a financial model for the Stage 1 affordability analysis and subsequent Stage 2 submission. Following Stage 2 approval, QMPF continued to evolve the financial model and appraised the cost and timing information before updating the model accordingly. QMPF also effectively assisted CMS with the review and negotiation of the project documents and liaised directly with project sponsors, the senior debt funder and the model auditor.

Neil McCormick, Robertson Capital Projects’ Managing Director said: “We were delighted to work with QMPF on this transaction, they continue to deliver high quality financial models along with sound commercial advice. QMPF worked diligently to ensure that accurate financial information was produced in a timely manner. In particular, QMPF was instrumental in pushing the progress of the financial aspects of the project forward to ensure that the deal reached financial close before the end of 2016. The QMPF team worked in a professional manner with other advisors, particularly working successfully in collaboration with CMS to guarantee that all the financial points were accurately reflected in the legal documents and opined on other relevant drafting.”