LEGAL# v1 Public Private Partnership in the Baltics and Europe Alternative means of financing public energy and infrastructure projects The Arlanda Link Project Vilnius, Lithuania 23 November 2006 Jan Kansmark

LEGAL# v1 Arlanda Link Project The only infrastructure project imple- mented on a PPP and project finance basis in Sweden Important connection between Stockholm Central Station and Stockholm-Arlanda Airport and for the traffic on the regional as well as on the national railway net- work Efficient implementation and operation of an infrastructure project Attractive solution for the travellers Government budget relieved from substantial costs

LEGAL# v1 Project Scope 22 km new railway integrated into the national network 3 stations at the Stockholm-Arlanda Airport New terminal at Stockholm Central Station 7 trains

LEGAL# v1 Project Structure EquityGov. Grant Subord.Loan Design, Construction, Operation and Financing Gov. Commitment Grant of land rights and other rights Lease of Arlanda Link Grant of land rights, traffic rights and other necessary rights

5 Contract Structure Swedish Rail Administration 50 % Civil Aviation Administation 50 % (Swedish Government) A-Banan Projekt AB (the SPC) A-Train AB MEIF Stockholm AB ( orig. GEC Alstom, NCC and Siab, Vattenfall, Mowlem) Swedish National Debt Office Loan providers International Banks Nordbanken Finans Insurance Companies Consortium Agreement / Arlanda Link Consortium Banbrytarna Construction Mowlem Supplier rail Alstom Supplier trains, signal, tele EPC Contract (design, construction, delivery) Project Sponsors Agreement Government Commitment Insurance Agreement Shareholders Agreement Project Agreement Gov. Subordinated Loan Agreement Lease Agreement Loan Agreements Security Agreements Insurance Agreement

LEGAL# v1 Financing Costs 4,203 MSEK Available Funds 4,975 MSEK Turnkey Contract 3,838 MSEK Other Costs 365 MSEK Capital from Shareholders = 800 MSEK Lease and Loans 2,325 MSEK Government Grant 850 MSEK Gov. Subordinated Loan 1,000 MSEK

LEGAL# v1 Time Schedule 1989 – 93Government studies, political discussions 1993 – 95 Competitive bids, negotiations, legal arrangements and financing 3 July 1995Financial Close 1995 – 99 Construction, build-up of organisation, marketing 25 Nov.1999Start of Commercial Operation 2000 – 40 Contract Period 2004Macquarie acquires the shares of A-Train

LEGAL# v1 Important Experiences Gained & Lessons Learned Clarify the respective roles of the Government and the SPC in relation to implementation and operation Secure the powers of SPC in relation to the EPC Contactor and the O&M Contractor (sufficient human and financial resources) Input from the operator during the tendering stage Develop a Swedish model to reduce transaction costs Important to consider principles and procedures for handling unforeseeable changes in legislation etc. Third party access to railway infrastructure (EC; Third Railway Package)

LEGAL# v1 The Arlanda Link Project 23 November 2006 Jan Kansmark