Project finance funds infrastructure: power plants, toll roads, ports, pipelines, mines, telecoms towers. It's a specialised discipline because the financial structure must stand on the project's own merits — there's no sponsor balance sheet to fall back on.
The defining feature: non-recourse
In project finance, a special-purpose vehicle (SPV) is created to own and operate the specific project. Lenders advance money to the SPV; their recovery is limited to the SPV's assets and cash flows. The sponsor's other businesses are insulated. This 'non-recourse' or 'limited-recourse' structure is what makes project finance fundamentally different — and what makes diligence so intense, because there's no parent to bail out the project.
The structure
EQUITY SPONSORS LENDERS(e.g., Kenya Power 50%, (e.g., AfDB,IFC 25%, AGRA 25%) World Bank, ABSA)│ ││ equity │ debt│ (20-40% of total) │ (60-80% of total)│ │▼ ▼┌────────────────────────────────────┐│ SPV / ProjectCo ││ ─ Owns the project assets ││ ─ Holds the licences ││ ─ Signs the off-take ││ ─ Operates and is paid by off-taker│└────────────────────────────────────┘│ ││ services/output │ revenue▼ ▲EPC contractor OFF-TAKER(e.g., the contractor (e.g., Kenya Powerbuilds the plant) buys all electricity)
Why off-take agreements matter
An off-take agreement is a long-term contract under which a buyer commits to purchase the project's output (electricity, oil, gas, water) at agreed prices for an agreed period (typically 15-25 years). The off-take agreement provides revenue certainty — and without revenue certainty, lenders won't fund a project. Off-take agreements are the bedrock of bankability.
Variants: 'take-or-pay' (buyer commits to pay even if it doesn't take delivery — strongest for the project); 'take-and-pay' (buyer pays only for what it takes — common in power, with availability charges to bridge); 'merchant' (project sells into the open market, no off-take — much higher risk, fewer lenders).
Construction risk and completion guarantees
The riskiest phase of any project is construction. Cost overruns are common; schedule delays affect when revenue starts. Lenders manage this via: (1) fixed-price EPC contracts shifting cost risk to the contractor; (2) completion guarantees from sponsors if the project doesn't reach commercial operation; (3) liquidated-damages provisions if the contractor misses milestones.
The five risks any project must address
Construction risk (will it be built on time and on budget?). Operating risk (will it operate as designed?). Revenue risk (will customers pay?). Currency risk (does revenue match debt currency?). Political/regulatory risk (will regulations or government action affect the project?). Each risk is addressed by a specific contract or insurance product. Project finance teams spend months negotiating each of these risk allocations.
African project finance
Africa has been a significant project-finance market: Kenya's geothermal (Olkaria), South Africa's Renewable Energy Independent Power Producer Procurement (REIPPPP), Nigeria's Egbin power, Mozambique's Coral South FLNG, Senegal's GTA gas. The financing mix typically includes DFIs (IFC, AfDB, FMO, Proparco, DEG), commercial banks, sometimes pension funds, and increasingly local-currency tranches to manage FX risk.
Exercise
A consortium proposes to build a 100MW solar plant in Kenya. Total cost: $150m. They have a 25-year PPA with Kenya Power at $0.06/kWh. The expected output is 200 GWh/year. Walk through: how would a project-finance structure be built? How much equity vs debt? What are the key risks?