Clifford Chance

Clifford Chance advises the lenders on the phase I financing of the Gebze-Orhangazi-Izmir motorway (including the Izmit Gulf crossing suspension bridge) in Turkey

International law firm Clifford Chance has advised the finance parties on the signing of a limited-recourse US$1.4 billion facility to Otoyol Yatirim ve İşletme A.Ş. in connection with the financing of phase I of the Gebze-Orhangazi-Izmir motorway (including the Izmit Gulf Crossing suspension bridge), tendered under the Turkish BOT law.

Phase I includes the design, construction, completion, operation and maintenance of the 3 km Izmit Gulf Crossing suspension bridge and one section of the Gebze-Orhangazi-Izmir motorway. The overall project consists of 377km of new motorway, as well as widening of and taking over of certain existing sections. The project is of high national importance as a strategic transportation link and the largest infrastructure project to be financed on a project finance basis in the history of Turkey.

The sponsors of the project are Astaldi S.p.A., Göçay İnşaat Taahhüt ve Ticaret A.Ş., Makyol İnşaat Sanayi Turizm Ve Ticaret A.Ş., Nurol İnşaat ve Ticaret A.Ş., Özaltin İnşaat Ticaret ve Sanayi A.Ş. and Yüksel İnşaat A.Ş.

The financing of phase I was arranged by leading Turkish banks - Akbank T.A.Ş., Finansbank A.Ş., T.C. Ziraat Bankasi A.Ş., Türkiye Garanti Bankasi A.Ş., Türkiye Halk Bankasi A.Ş., Türkiye İş Bankasi A.Ş., Türkiye Vakiflar Bankasi T.A.O. and Yapi ve Kredi Bankasi A.Ş., each of whom provided 12.5% of the facility. Total phase I project costs are estimated to be US$ 2.8 billion.

The lenders have commented: "Gebze-İzmir Motorway project is one of the most important infrastructure projects in Europe and the region which will be realised in the upcoming years, not only because of its massive project cost and financing requirement, but also because it involves the construction of mega structures such as a very complex 3km suspension bridge in Izmit Bay (requiring over 77,000 tons of steel) and numerous tunnels and viaducts. We believe that achieving the signing for phase I (which is the most difficult part of the project in terms of technical difficulty), in an economically difficult environment, is a real success and will definitely assist the raising of the remaining financing for this important project, Turkish society and the economy. This success was achieved with the dedicated involvement of all public and private parties."

Clifford Chance partner Nicholas Wong commented: "We are delighted to be involved in this landmark transaction; it complements the significant work that we have undertaken over the last eight years, assisting our clients close major infrastructure and energy project finance deals in the Turkish market".

The Clifford Chance finance team was led by partner Nicholas Wong, assisted by Chad Bochan and Milica Zatezalo-Falatar. Partner Mete Yegin, assisted by Ali Can Kolay, provided Turkish legal advice, David Metzger, assisted by Carla Cummings, provided construction related legal advice and Nicholas Gonzalez assisted on hedging documentation. Turkish legal advice to the lenders was provided by Can Verdi, Gökhan Okan and Sermin Yurdacan from Verdi Avukatlık Ortaklığı.

Legal and structuring advice was provided to the Sponsors and the Borrower by Ender Özeke and Özge Konukcu from Hergüner Bilgen Özeke Attorney Partnership.