8 July
RFP
On 8th day of July 2005, BPE as Secretariat of the NCP, invited bids for fully priced technical and financial proposals for the lease from the Lessor of the Lilypond Inland Container Depot forming part of Apapa Port (the “Premises”).
Transport
Lagos
Implementation
Nigerian Ports Authority
16-07-2020 11:12:12
The terminal was concessioned to ensure increased efficiency of port operations, decrease the cost of port services to port users, and boost economic activities and accelerate development, among others. It is expected that the concession will bring about improvements to the leased properties, as further described in the development plan handed over to the terminal operators during contract execution.
Real property in the Port of Lagos and certain immovable property affixed to the premises, and making certain improvements to the lease property.
During the concession term, the lessee is expected to utilize the fixed assets and such other assets to be added to the lease property for: 1. handling and delivery services for the cargoes, including without limitation stevedoring, loading and unloading of vessels, transporting, sorting, storage, and procurement, operation, and maintenance of equipment for the foregoing; and 2. repair and maintenance of the fixed assets. Other services: 1. warehousing, stuffing and stripping/unstuffing, cleaning and fumigating, and consolidation, and procurement, operation, and maintenance of equipment for the foregoing; 2. ship-to-shore handling of supplies for vessels; 3. oversized cargo handling services; 4. terminal handling; 5. inland depot transfers; and 6. all other activities necessary to conduct operations.
A landlord model was selected to ensure that the government retains the right to supervise daily operations at the ports. The model further prescribes certain obligations that must be carried out by the lessor, such as maintenance, repairs, renewals, and replacements of the quay wall and navigational aids on the premises during the concession time. The lessor is also expected to provide certain utilities and facilities to enhance port operations. Such utilities/facilities include electricity power, water supply, tug boats, and repairs and maintenance of access/common user roads.
Done in 2005 before the port concessions. Over time, the Infrastructure Concession Regulatory Commission has also made efforts to meet with stakeholders to the ports during its periodic monitoring visits. These stakeholders include public sector officials, National Assembly members, terminal operators, and port users.
One-pager prepared by the ICRC, attached.
8 July
On 8th day of July 2005, BPE as Secretariat of the NCP, invited bids for fully priced technical and financial proposals for the lease from the Lessor of the Lilypond Inland Container Depot forming part of Apapa Port (the “Premises”).
2 September
On 2nd day of September 2005, as a result of such competitive bid process, the right to lease the inland container depot at Lilypond from the Lessor was awarded by BPE to APMF. APMF has appointed LCDNL, being a special purpose vehicle and a company registered in Nigeria to operate the ICD, the rights and obligations of APMF and LCDNL under this Agreement being joint and several.
1 December
Execution of the Concession Agreement
1 March
Commencement of operation after fulfilling initial financial obligations
1 March
Phase 1 From 2008
1 March
Phase 2 from 2009-2011
31 March
Expiry of contract agreement
Redacted Lilypond Lease Agreement PPP Contract attached
51%-49% Respectively. LCDNL creates a transfer or transmission of fifty one percent (51%) or more of its issued equity interest to a third party;
TheLesses's general liability to a level not less than US$ 5 million and Lessor’s general liability to a level not less than US$ 5 million.
| Type of risk | Description | Allocation | Mitigation |
|---|---|---|---|
| Pre-construction risk | Risk associated with project preparation/Permit and approval risk | Public Sector | |
| Construction / Completion | Construction and Renovation of Terminal structures | Private Sector | |
| Cost risk | Cost Overrun | Private Sector | |
| Refinancing risk | Financial Close/Debt servicing/interest repayment | Private Sector | |
| Risk related to change in law, taxes, scope, technical standards, regulatory framework | Project scope, laws, environment, government policies | Public Sector | |
| Exchange rate risk | Fluctuation in country's exchange rate/devaluation/global impact | Public and Private Sectors | |
| Operating risk | Competition, workers action, etc | Private Sector |
| Land Leases, Asset Transfers |
Terminal leased out to the operator |
| Other support |
Obligation to provide certain services like dredging of the channels and provision of operational facilities. |
| Revenue share |
Revenue from throughput shared between the parties |
Throughput fee at break bulk/multipurpose terminals 2016/2017
Throughput fee rate at Oil and Gas Related Terminals 2016/2017
| Events of Default | Brief description | Termination Payments | Documents |
|---|---|---|---|
| Insolvency | Immediate termination notice | Pay to the Lessor any and all actual costs, expenses, charges, and/or penalties incurred or sustained by the Lessor as a consequence of such termination | |
| Performance Failure | Fails to perform the Operations for 14 consecutive days in an operating year or 60 non consecutive days in a non operating year. | Pay to the Lessor any and all actual costs, expenses, charges, and/or penalties incurred or sustained by the Lessor as a consequence of such termination |
| Events of Default | Brief description of events of default | Termination Payments | Documents |
|---|---|---|---|
| Government Action | Lease property (in whole or in part) is expropriated compulsorily acquired or nationalized by a Government Agency. | Pay to the Lessee any and all actual costs, expenses, charges, and/or penalties incurred or sustained by the Lessee as a consequence of such termination | |
| Government Action | Lessor event of default in the first perating year | Refund of commencement fee, all construction/develoment cost incurred by Lessee |
| Year | 2008 | 2009 | 2010 | 2011 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Target | Achievement | Target | Achievement | Target | Achievement | Target | Achievement | |||||||||
| Civil Works ( Improvements or Rehabilitations) | 800000 | 800000 | 200000 | 200000 | 0 | 0 | 0 | 0 | ||||||||
| Year | 2012 | 2013 | 2014 | 2015 | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Target | Achievement | Target | Achievement | Target | Achievement | Target | Achievement | |||||||||
| Civil Works ( Improvements or Rehabilitations) | 0 | 0 | 200000 | 200000 | 0 | 0 | 0 | 0 | ||||||||
| Year | 2016 | 2017 | ||||||
|---|---|---|---|---|---|---|---|---|
| Target | Achievement | Target | Achievement | |||||
| Civil Works ( Improvements or Rehabilitations) | 0 | 0 | 0 | 0 | ||||
| Performance Failure 1 | Performance Failure 2 | |
|---|---|---|
| Category of failure | Financial objectives | Financial objectives |
| Number of events | 1 | 1 |
| Penalty or abatement provided in contract | Lessee guarantees to handle at least ninety per cent (90%) of projected cargo throughput as provided in its technical proposal | If the Lessee fails to with any of its obligation set out in the Contract Agreement, the Lessor may then fulfil such obligation behalf or for the Lessee at its own costs and then later ecover it through a jidicious way and quote |
| Penalty or abatement imposed | If Lessee fails to achieve at least ninety per cent (90%) of such throughput, the Lessee shall pay the Lessor the throughput fees of the difference between the throughput handled and the guaranteed volume of ninety per cent (90%). | |
| Penalty paid or abatement effected | Yes | Yes |
| Performance Failure 3 | |
|---|---|
| Category of failure | Financial objectives |
| Number of events | 1 |
| Penalty or abatement provided in contract | If the Lessor fails to with any of its obligation set out in Cobtract Agreement , the Lessee may then fulfil such obligation behalf or for the Lessee at its own costs and then later ecover it through a jidicious way and quote |
| Penalty or abatement imposed | Failure to provide pilotage, towage, berthing, unberthing and shifting of vessel services in accordance with the provisions of Sub Section 8.5(a} so as to have a material adverse effect upon the performance of the Operations of the Lessee shall require the parties to meet and discuss the reduction in the Throughput Fee to compensate the lessee for any financial loss that the lessee has incurred as a consequence of the Lessor's acts or omissions. |
| Penalty paid or abatement effected | Yes |
Inauguration of Concession Agreement Review Committee : The NPA in May, 2017 inaugurated the Committee made up of relevant MDAs to review the concession agreements currently being operated by the Terminal Operators.
The Lilypond Container Depot expired in February, 2017. The terminal has been handed over to the Lessor (The Nigerian Ports Authority) as specified in the contract agreement.
