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NSW toll road investment deal marks 'Australian first'

NSW toll road investment deal marks 'Australian first'

The NSW government has found an investor for the base rental stream of the Westlink M7 toll road after the project was successfully monetised.

Firms: Herbert Smith Freehills (Rothesay Life); Clayton Utz and Macquarie Capital (NSW Treasury and Roads and Maritime Services)

Deal: Rothesay Life has acquired the base rental stream of the Westlink M7 toll road from the NSW government.

Value: Undisclosed

Area: Banking and finance

Key players: The Herbert Smith Freehills team advising Rothesay Life was led by partners Peter Paradise (pictured) and Patrick Lowden. They were supported by senior associate Nicholas Carney and special counsel Vinh Huynh.

Clayton Utz securitisation partner Andrew Jinks and major projects partner Stuart Cosgriff were the lead legal advisers on the monetisation transaction.

Deal significance: The transaction was made possible after the NSW government monetised the Westlink M7 base rent to provide funds for new state infrastructure. Clayton Utz advised the NSW Treasury and Roads and Maritime Services (RMS) to securitise the stream of base rents from Westlink M7. Macquarie Capital advised the NSW government on the commercial and financial aspects of the transaction.

Rothesay Life is a UK-based life insurer specialising in bulk annuities and other de-risking solutions for defined benefit pension schemes and insurance companies.

Infrastructure Partnerships Australia (IPA) awarded NSW Treasury a 2016 Financial Excellence Award for the deal. According to a notation on the IPA website, the notes were issued to Rothesay Life with a tenor of 22 years at par for $174 million.

Herbert Smith Freehills, whose team advised Rothesay Life in the acquisition described the deal, which was completed through a structured assignment of the base rental stream as an “Australian first”.

Proceeds of the deal are expected go towards the government’s contribution to the current NorthConnex project and have helped to preserve the state's AAA credit rating.

“This was a complex and innovative transaction – the first of its kind in Australia – which required us to work through a range of issues with Rothesay Life and the state,” Herbert Smith Freehills partner Peter Paradise said.

“The result was positive for both parties and we are delighted to have advised Rothesay and assisted the NSW government on this transaction. We congratulate NSW Treasury on receiving the IPA’s Financial Excellence Award for 2016.”

With respect to monetisation of the toll road base rent, KPMG advised the government on accounting matters, while Perpetual Trustee entities acted as trustee and security trustee for the structure.

Note: Additional information has been added to this report based on additional information taken from the IPA website as at 10 May, 2016.

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