mercial lending banks would cover. Therefore privatisation was defined as an event of default
by the CFE in the trust agreement throughout the construction and lease periods.
Gas-supply risk was another difficult issue. Because the CFE was undertaking an uncon-
ditional lease-payment obligation, whether or not the plant was operating, it could not readi-
ly see why it should be required to commit itself to supplying gas to the plant as part of the
trust agreement. US Eximbank’s representatives reiterated that they could not be seen to be
financing a ‘white elephant’ power plant that was not operating even if the required lease pay-
ments were being made.
A number of other ‘pinhole’ risks also had to be negotiated. For example, US Eximbank
wanted a standard loan-agreement provision that the borrower pays for enforcement costs.
The CFE objected to the inclusion of the provision to meet legal fees as indicating a pre-
sumption by some that there may be a default.
The equity holders, the ultimate bearers of both political and construction risk, earn two rates
of return that are fixed in the agreements with the CFE and incorporated on a present-value basis
in the amount of the CFE’s monthly lease payments to the trust. They earn an equity rate of return
during the construction period and a lower, subordinated-debt rate of return during the lease peri-
od. The sponsors found the equity rate of return difficult to negotiate. They had to persuade the
CFE and the Mexican Ministry of Finance that the contractor and the equity holders bore just as
much construction risk with this project as they would with any other power project. However,
after the power plant was constructed and running, the nature of the equity holders’ risk changed.
The subordinated-debt rate of return throughout the term of the lease was based on the 20-year
‘hell or high water’ lease-payment obligation of the CFE. During this period the creditworthiness
of the CFE is the equity holders’ principal risk. Because the CFE is both the lessee and the oper-
ator of the plant, the equity holders do not have the opportunity to increase or decrease their
return based on their own operating performance. In the unlikely event that the CFE decides not
to operate the plant, it still must make lease payments to the lessor, the trust.
Credit analysis
Because market conditions changed and bonds never were issued, the sponsors had no reason
to have the project credit rated. If a 144A bond programme had been implemented, they would
have expected to achieve a credit rating at or slightly below Mexico’s sovereign rating.
Principal problems encountered
The bid was awarded to the sponsors in December 1992, but the project did not close until
May 1996, after more than three years of hard work and uncertainty. Negotiations for the pro-
ject financing took a long time for several reasons, including:
- the lack of precedents in Mexico for similar projects;
- the transition from Salinas’s presidency to Zedillo’s;
- the devaluation of the peso in December 1994; and
- the temporary shutdown of the US Federal Government.
These will be discussed in turn in the following paragraphs.
The recent introduction of IPPs into less developed countries, such as Mexico, was mak-
POWER PLANT