Allen & Overy LLP advised a banking consortium comprising Crédit Agricole Corporate and Investment Bank (CACIB), Bayerische Landesbank (BayernLB) and Norddeutsche Landesbank Girozentrale (NordLB) on the financing of rolling stock (locomotives and passengers rail cars). Equity sponsors are a joint venture of DIF and Paribus. The rolling stock will be owned by SPVs established by such sponsors and will be operated for use on the public transfer line linking Hamburg and Westerland (the Marschbahn line or Netz-West). The operator itself is yet to be put out for tender by the State of Schleswig-Holstein. 

The transaction was structured jointly by the three banks (in particular with regard to the borrowings).  In addition to their individual roles as lenders and hedging providers, the three banks are also acting in the following capacities: CACIB acts as agent in the construction phase, Bayern LB as agent in the operational phase and NordLB as security agent.  The loan agreement was signed on 13 March 2014.  The loan has a term of approximately 20 years and a volume of approximately EUR 154 m.  The banking syndicate refinances itself via German and French Pfandbriefe which the State of Schleswig-Holstein ensured by assuming a guarantee for the repayment of the principal and interest (Kapitaldienstgarantie).  The financing structure provides for specific rights of the State to structure repayment of the loan.

The borrowers are property companies established and managed by a joint venture of the Dutch Infrastructure Fund (DIF) and Paribus Capital GmbH from Hamburg. In the context of a tender put out by Landesweite Verkehrsservicegesellschaft mbH (LVS) – a holding of the State of Schleswig-Holstein –, Paribus was chosen to lease out the locomotives to an operator also selected by LVS. 

The Allen & Overy team was led by partner Wolfgang Melzer and counsel Filip Kurkowski (both banking and finance) and also comprised partners Dr. Olaf Otting (public law), Dr. Heike Weber (tax, all Frankfurt), Pierre Schleimer (banking and finance, Luxembourg), Julien Roux (banking and finance, Paris), counsel Martin Scharnke (international capital markets), senior associates Dr. Tobias Wintermantel (banking and finance), Jens Nollmann (international capital markets) and Dr. Udo Olgemöller (public law) and associates Frederik Jahn (banking and finance, all Frankfurt) and André Hommel (Luxembourg).