Case Studies: Via-Invest Zaventem

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Project Overview
Via1.png
Figure 1: Overview of the Via-Invest Zaventem Project
The Via-Invest Zaventem Project Profile
Project Type: Both
Contract duration: 30 Years
Budget: EUR 219,85M (The amount includes EUR 51,85M for design and build and €5,6M/year in availability payments (Vlaamse Regering, 2011))
Project Time Line
Conception: 2005;
Tender: March 2006;
Establishment of Via-Invest Vlaanderen nv, parent company of Via-Invest Zaventem nv: October 2006;
Contract Approved: September/October 2007;
Establishment of Via-Invest Zaventem nv (PPP project company): October 2007;
Financial Close: September/October 2007;
Beginning of Works: October 2007;
Road in service: February 2012

Introduction

The “Via-Invest Zaventem” Project (improved northern road access to Brussels Airport) was conceived to address the congestion witnessed since the early 2000s in the area between the junction complex of the E19 in Machelen and Brussels airport’s cargo site in Melsbroek. The daily volume of traffic could reach 2,500 vehicles an hour and was expected to increase following the expansion of the cargo-industrial zone. More specifically, the Brussels Airport Company, for 2011, forecasted traffic at approximately 3,500 private cars per hour and a demand for 6,000 parking spaces in its cargo zone. The project concerned:

  • Adaption and extension of junction complex no. 12 on the E19 in Machelen;
  • Conversion of Luchthavenlaan (N211) into a main road I by building a viaduct over the existing road;
  • A cycle bridge over the E19;
  • A separate cycle path with a tunnel under Luchthavenlaan (N211);
  • Overhauling the existing carpool car park and road bridge installation;
  • Repairing the existing bridge over the E19 on Luchthavenlaan.

This project is unique in that its implementation is integrated into the Diabolo railway project, although both projects are being financed separately with private funds. Via-Invest Zaventem and the Diabolo project actually were two independent projects being implemented at the same time and in the same project area. The environmental impact report revealed that jointly implementing the two projects would significantly limit negative public and environmental impact. In addition, a joint implementation was more cost-effective as it allowed for a number of economies of scale. Therefore, the two projects were launched simultaneously as a single integrated contract.

The objective of the contracting authorities, the Flemish Region for Via-Invest Zaventem and Infrabel for the Diabolo project, was private project finance. However, while Infrabel was interested in transferring the demand risk, the Flemish Government placed the emphasis on availability. Therefore, the two projects presented a completely different risk allocation profile and a different financing structure was implemented (PMV, 2011; Vlaamse Regering, 2011).

The Via-Invest project, by improving accessibility for both passengers and cargo, has probably strengthened Brussels Airport’s competitiveness, especially in relation to other Belgian airports. In the same context, this has increased the infrastructure’s exclusivity, even though the adjacent Diabolo rail project may be limiting its “monopoly” status. Nonetheless, the Diabolo project is estimated to have considerable added value, stemming, on the one hand, from further enhancing the competitive position of Brussels Airport and, on the other, from “bundling” (downstream) construction and achieving economies of scale, time and environmental impact.

The Contracting Authority (Public Party)

The Flemish Region is the contracting authority, which signed the DBFM contract with the SPV and directly governed the project. More specifically, the project was one of the 25 “missing links” and bottlenecks in the Region’s road infrastructure network announced officially by the Flemish Government in 1997 and 2001. In order to accelerate this programme, the Government decided to realize a few projects through public-private partnerships. The decision was made in November 2005 to deliver the upgrade of the northern road access to Zaventem Airport via a PPP arrangement (Van Gestel et al., 2011).

The tender was conducted by Via-Invest Vlaanderen nv, a fully government-owned company, established in October 2006, which created the opportunity the for Via-Invest Zaventem company to be founded.

The Concessionaire (Private Party)

Project sponsors are Via-Invest Vlaanderen (€2,2M in equity) and Fortis Bank (EUR 2,3M in subordinated loans), while Fortis Bank provided an additional EUR 64,5M in debt.

Via-Invest Vlaanderen nv is the parent company of Via-Invest Zaventem nv and it was established in autumn 2006. Via-Invest Vlaanderen nv continues to promote solutions to several missing links in the Flemish road network. The company is owned by both the Flemish Region (49%) and Participatiemaatschappij Vlaanderen [PMV] (51%), which is an investment company of the Flemish Government. This cooperation was established for two reasons: (1) the Flemish Region could bring in its technical know how of public works and (2) PMV could bring in its financial know how.

The SPV is made up of Via-Invest Zaventem [Fortis Bank (51%) and Via-Invest Vlaanderen (49%)]. Construction work was subcontracted to THV Dialink, a consortium of the following companies:

  • CFE nv: a Belgian multidisciplinary group listed on Euronext Brussels, with VINCI holding 47% of the capital (CFE, 2013).
  • CEI-De Meyer nv: a subsidiary of Royal BAM Group nv (CEI-De Meyer n.v., 2013)
  • Wayss & Freytag Ingenieurbau A.G.: a subsidiary company of Royal BAM Group nv (Wayss & Freytag Ingenieurbau A.G., 2013).
  • VINCI Construction Grands Projets (VINCI Construction Grand Projets, 2013).
  • Smet-Tunnelling nv: a subsidiary of Smet-Boring nv (Smet-Boring n.v., 2013).

Users

The Via-Invest Zaventem Project is available to private passenger and freight traffic.

Key Purpose for PPP Model Selection

As previously noted, the primary reason for selecting the PPP model for project delivery was the acceleration of the Region’s road infrastructure programme. In addition, this procurement model offered “off-balance sheet financing”, in accordance with ESA95 requirements with respect to public debt. Finally, risk transfer was also a motivation (Vlaamse Regering, 2011).

Project Timing

The traffic situation north of Zaventem Airport was officially considered a serious bottleneck. An ex-post evaluation might enable a better assessment to be made of the severity of the project need.

Project Locality and Market Geography

The road project is located exactly between Zaventem Airport and the suburbs of Brussels. The road supports the airport connection and its respective market.

Procurement & Contractual Structure

Tendering

Two tenders were separately, but simultaneously called to start up the Via-Invest Zaventem project procedure: one call was for the Design-Build-Maintenance part of the project, and one call for the Financing part of the project. Eventually, these components would be merged into one DBFM contract between the SPV and the contracting authority, i.e., Flemish Region (see figure 2).

This approach enabled the contracting authority to combine the best contractor offer with the best financier offer, without harming the lifecycle approach of a PPP. In addition, splitting the call for tenders allowed smaller contractors to bid, as securing financing was not a barrier to entry. Finally, although the public authority eventually transferred a number of activities, it remained a project co-financier.

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Figure 2: Organizational Schema of the Via-Invest Zaventem PPP

The open call for the expression of interest was announced in March of 2006. Four (4) consortia were selected for negotiations for the DBM tender and four (4) for the Financing one. The preferred bidders were THV Dialink and Fortis Bank, respectively (Van Gestel, et al., 2011; PMV, 2006). The procurement process was concluded within 18 months.

Contract Structure

The contractual regime was based on a fairly standard form of the DBFM agreement based on English PFI standards and the Dutch standard DBFM contract of the Dutch Directorate-General for Public Works and Water Management (for an updated version of this contract, see Rijkswaterstaat (2012). The overall contractual agreement – the so-called “DBFM shadow agreement” – was signed between the Flemish Region and the SPV. Reflecting the tender structure, the SPV closed a:

  • DBM agreement with the private partner, THV Dialink.
  • Financial agreement with the private financier, Fortis Bank.

Termination clauses concern force majeure; failure of the Flemish Region; failure of the SPV; and unilateral termination by Flemish Region.

Risk Allocation

The private contractor is mainly responsible for the maintenance of the road infrastructure, including monitoring, damage repair, and safety. However, the Flemish Region remains responsible for crisis management, energy delivery etc., as well as snow and ice control. This reflects the exploitation risk, since the public sector takes responsibility for the road remaining open and accessible (Vlaamse Regering, 2011).

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Figure 3: Risk allocation

Finally, as the government is involved in the financing of the project through its government-owned company, the public sector also shares significant financial risk. Risk is allocated as depicted in figure 3.

Performance

The DBFM contract contains no specific operational performance requirements. These requirements are included in a specific document on specifications and conditions (“Bestek TR119301”), which appears to be confidential. Penalties against availability fees are included for insufficient performance.

With respect to Construction Management performance, the project was delivered on time, almost to budget and with minimum disturbance to the local environment (RebelGroup Advisory Belgium, 2012).

More specifically, building costs proved to be only 0,5% higher than was initially budgeted (RebelGroup Advisory Belgium, 2012).

Finally, comparing forecast to actual traffic has been distorted by the impact of the economic crisis. The Brussels Airport Company, airport manager of Zaventem, has announced that both passenger and cargo traffic have dropped sharply as a consequence of the global financial crisis. For instance, the cargo volume handled in November 2012 was 34.608 tons, which was a 17% decrease compared to November 2011 (Peeters, 2012).

References