Περιγραφή της προμήθειας
Within the framework of the Project, the Advisor is expected to provide, inter alia, the following services per each port authority (the ‘Services’), following a previous written request by HRADF:
(i) review and assess any existing technical reports;
(ii ) review of the Greek and regional macroeconomic environment with regard to the 4 port authorities to be selected for privatisation and its infrastructure (the ‘Port Infrastructure’) (macro);
(iii) review of any available data relating to the 4 port authorities to be selected and the Port Infrastructure (micro);
(iv) provision of a market review report in relation to the 4 port authorities to be selected, including, but not limited to the following:
(v) review, assessment and elaboration on the current status of the 4 port authorities to be selected and the Port Infrastructure (Port Authorities and Port Infrastructure Report) from commercial and operational point of view. In this respect, the Advisor shall be required, inter alia, to:
A. Review, document and elaborate on all Port Infrastructure, including indicatively location, catchment area and hinterland (for volume off take/movement), age of assets, facility characteristics, equipment (capacity gantry cranes, outreach, gauge, speed, etc), physical description, hours of operations, staffing.
B. Review and elaborate as regards the positioning of the 4 port authorities to be selected, its strategy, situation, customers, management organization.
C. Review and assess the operational efficiency of the 4 port authorities to be selected.
D. Provide a SWOT analysis.
(vi) the Advisor shall develop the appropriate business plan, as well as the financial forecast and model for the concession;
(vii) prepare and submit a technical due diligence report for each of the 4 port authorities to be selected which will be shared with the investors prequalified in the second phase of the tender process and on which the preferred bidder may rely, subject to the delivery of a reliance letter and upon payment of an additional fee payable by the preferred bidder;
(viii) the Advisor shall assist and contribute in the preparation and execution of the Port Transaction process, from its initial preparation to the consummation of the Port Transaction, which may include, but is not limited to, the following:
— assistance in the preparation of the marketing materials/transaction documents based on the technical due diligence report,
— evaluation and compilation of data room information, site visits and other data gathering,
— coordination with HRADF and the negotiating team, assistance in planning the negotiation strategy, participation in the relevant negotiations, assessment, from a technical point of view, of the proposed financial terms and conditions of the Port Transaction tender documentation, drafting all the technical specifications, parts and terms of the Port Transaction documentation (including but not limited to the share purchase agreement, the shareholders’ agreement and the revised concession agreement) and assistance in drafting the relevant parts of such documentation to the other advisors employed by the HRADF,
— assistance, in cooperation with HRADF’s other advisors, in the formulation of recommendations as to the activities and development of the Port Authority following the Port Transaction,
— assistance and advice provided to HRADF and its other advisors in relation to the Port Transaction closing and the fulfillment of any conditions thereof,
— assistance in collecting any Government approvals and/or other approvals from the relevant European Institutions, as necessary to implement the Port Transaction, together with the other advisors of HRADF.