Project Finance & Financial ModellingPPPs, concessions and reaching financial close · Lesson 15 of 20
PPP and concession structures
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PPP and concession structures
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0:00 When the public sector buys a service, not an asset
Imagine a government that needs a new hospital. It could borrow, hire a contractor, build it and then run it for thirty years. Or it could sign a long-term contract with a private company that designs, builds, finances, operates and maintains the hospital, and gets paid only if the building is available and performing to standard. That second route is a public-private partnership. In this lecture you'll learn the main PPP structures, the difference between availability-payment and user-pays models and who carries demand risk in each, how governments test value for money, the fiscal risks involved, and the contract features lenders scrutinise most. By the end, you'll be able to sketch the right structure for a public asset in your region and explain the trade-offs to a sceptical minister or investor.
0:57 Why it matters
Why does this matter? Because PPPs commit public money for decades and use private finance, which usually costs more than government borrowing. The case for doing it rests on two things: private-sector discipline over the whole life of the asset, and genuine transfer of risks such as construction overruns and poor maintenance. But risk transfer only works if performance is clearly specified and measured, and if deductions actually bite. Badly designed PPPs can create large hidden liabilities, through guarantees and termination payments, and politically painful disputes. For finance professionals, PPPs are also where public policy, contract design and project finance meet most directly.
1:42 The concept: structures and payment
Here are the main structures. Design, build, finance, operate and maintain, or DBFOM, where the private party does everything over the contract term, common for hospitals, schools and roads. Build, operate, transfer, or BOT, where the asset goes back to the public side at the end, common for power plants and toll roads. Build, own, operate, or BOO, used in some independent power and water projects. And concessions, where the private party operates an existing or new asset and collects user fees. Then the crucial distinction: how the private party gets paid. With availability payments, the authority pays a unitary charge for making the asset available to specified standards, minus deductions for failures, so demand risk stays public. With user-pays, revenue comes from tolls or fees, so demand risk sits with the private party, financing is more expensive and gearing lower. Hybrids exist: minimum revenue guarantees, revenue sharing and shadow tolls.
2:48 Value for money and fiscal risk
Governments typically test whether a PPP offers value for money compared with conventional public procurement. A common tool is a public sector comparator: a risk-adjusted estimate of what the project would cost if the public sector delivered it. The PPP offers value for money if its risk-adjusted whole-life cost is lower, or its service quality meaningfully better. That analysis is sensitive to discount rates and to how risks are valued, so it should be transparent. PPP payments are long-term commitments affecting future budgets, and guarantees and termination payments are contingent liabilities that must be recognised and managed. Legal frameworks matter too. Pakistan has federal and provincial PPP authorities, Saudi Arabia has its National Center for Privatization and PPP, the UAE has frameworks such as Dubai's PPP law, the UK moved away from PFI and PF2 for new projects in twenty eighteen, and in the US, use varies with state legislation.
3:53 Worked example one: a deduction calculation
Let's walk through an availability deduction from the lesson, illustratively. A hospital PPP in the UK pays an annual unitary charge of twenty million pounds, indexed. The payment mechanism deducts for unavailable areas, weighted by importance: an operating theatre is weighted far more heavily than a storeroom. It also deducts for service failures. In one quarter, a theatre is unavailable for four days after an air-handling failure. The deduction is calculated exactly as the contract formula specifies: typically a daily share of the unitary charge, times the area's weighting, times the days unavailable, sometimes with escalating factors for repeated failures. Here's the key bankability feature. The SPV passes that deduction down to its facilities management contractor under a back-to-back subcontract. The SPV's CFADS, and therefore its lenders, are protected. The party that caused the failure pays for it.
4:53 Worked example two: a motorway concession in Pakistan
Now a user-pays example from the lesson, also illustrative. A motorway concession in Pakistan collects tolls for twenty-five years. Traffic risk sits with the concessionaire, which makes financing harder, because new-road traffic forecasts are notoriously uncertain. Lenders size debt on a conservative traffic case, not the sponsor's base case, and require a cash sweep if traffic outperforms, so their exposure falls quickly when things go well. To support bankability, the government provides a limited minimum revenue guarantee for the early years. That guarantee isn't free: it appears as a contingent liability in public finances, and a good fiscal risk unit will estimate its expected cost. So the same road shows every theme at once: demand risk, conservative sizing, structural protection and public risk-sharing.
5:46 Watch me do it: a unitary charge and deduction model
Let me show you how I model a payment mechanism for an availability PPP. First, the unitary charge: the base annual amount, times an index factor from the contract's base date, divided into payment periods. Then an area table: each functional area with its weighting, as defined in the contract schedule. Then an unavailability log: which area, how many days. The deduction for each event is the daily charge times the area's weighting times the days, with any escalation for repeat failures. Then a check against any cap on deductions in a period. Finally, the pass-down row: the share recoverable from the facilities management or O and M subcontractor under their contract. In the base case, deductions are small. In a downside case, I stress the number of failure days and check how much the SPV bears after pass-down. That residual is what lenders really care about.
6:50 Contract features and common mistakes
The contract features lenders and authorities scrutinise. The output specification: what service standards must be delivered, not how. The payment mechanism: unitary charge, deductions and indexation. Handback requirements: the condition the asset must be in at the end of the term, which drives lifecycle costs in the final years. Change mechanisms: how the authority can change requirements and how costs are compensated. Termination and compensation: what's paid on authority default, contractor default or force majeure, which determines lenders' recovery in a worst case. And refinancing gain sharing. The common mistakes: vague or unmeasurable output specifications, deductions not passed down to subcontractors, handback obligations ignored in lifecycle costs, underestimating how long public approvals take, and assuming a PPP is automatically off the government's balance sheet, when that depends on the accounting and statistical rules applied.
7:48 Recap and try this now
Let's recap. A PPP is a long-term contract where a private party delivers, and usually operates, a public asset, bears significant risk and is paid for performance. Structures range from DBFOM and BOT to BOO and concessions. Availability payments keep demand risk public; user-pays concessions transfer it to the private party, at a higher financing cost. Governments test value for money against a public sector comparator and must disclose long-term payments and contingent liabilities. And bankability depends on measurable outputs, deductions that are passed down back to back, and clear termination compensation. Your try-this-now: choose a public service in your region, perhaps a hospital, road or water plant. Sketch whether an availability or user-pays structure fits better, and why, including who should carry demand risk.
What a PPP is
A public-private partnership (PPP) is a long-term contract between a public authority and a private party to deliver and usually operate a public asset or service, where the private party bears significant risk and management responsibility, and payment is linked to performance. Many PPPs are financed through an SPV using project finance.
Common structures
| Structure | Private party does | Ownership during term | Typical example |
|---|---|---|---|
| DBFOM (design-build-finance-operate-maintain) | Everything over the term | Public or private depending on law | Hospitals, schools, roads |
| BOT (build-operate-transfer) | Builds, operates, transfers at end | Private during term, then public | Power plants, toll roads |
| BOO (build-own-operate) | Builds, owns and operates indefinitely or for asset life | Private | Some IPPs and IWPs |
| Concession | Operates and collects user fees, often with investment obligations | Public owner; private rights | Airports, ports, toll roads |
| Availability-payment PPP | Paid by the authority for availability and performance | Varies | Social infrastructure, some roads |
Payment mechanisms
- Availability payments: the authority pays a unitary charge for making the asset available to specified standards; deductions apply for unavailability or poor performance. Demand risk stays with the public side.
- User-pays (concession): revenue comes from users (tolls, fees). Demand risk sits with the private party, so financing is more expensive and gearing lower.
- Hybrids: minimum revenue guarantees, revenue sharing above caps, shadow tolls.
Value for money
Governments typically assess whether a PPP offers value for money (VfM) compared with conventional public procurement, often using a public sector comparator (PSC): a risk-adjusted estimate of what the project would cost if delivered publicly. A PPP offers VfM if its risk-adjusted whole-life cost is lower or its service quality meaningfully better. VfM analysis is sensitive to discount rates and risk valuation, so it should be transparent.
Fiscal and policy considerations
- PPP payments are long-term commitments that affect future budgets; many governments disclose PPP liabilities and assess affordability.
- Contingent liabilities (guarantees, termination payments) must be recognised and managed.
- Legal frameworks matter: several countries have dedicated PPP laws and units, including Pakistan's federal and provincial PPP authorities, KSA's National Center for Privatization & PPP, and PPP frameworks in the UAE (such as Dubai's PPP law). The UK moved away from PFI/PF2 for new projects in 2018 but continues to use other models; in the US, PPP use varies by state legislation.
Key contract features
- Output specification: what service standards must be delivered, not how.
- Payment mechanism: unitary charge, deductions, indexation.
- Handback requirements: asset condition at the end of the term.
- Change mechanisms: how the authority can change requirements and how costs are compensated.
- Termination and compensation: payments on termination for authority default, contractor default, or force majeure. Lenders analyse these carefully because they determine recovery in a worst case.
- Refinancing gain sharing: how gains from later refinancing are shared with the authority.
Worked example: availability deductions
Illustrative. A fictional hospital PPP in the UK region pays an annual unitary charge of GBP 20M (indexed). The payment mechanism deducts for unavailable areas weighted by importance (e.g., an operating theatre is weighted much more than a storeroom) and for service failures. In one quarter, a theatre is unavailable for four days due to an HVAC failure; the deduction is calculated per the contract formula. The SPV passes the deduction down to its facilities management contractor under a back-to-back subcontract, protecting CFADS. This pass-through is a core bankability feature.
Concession example
Illustrative. A fictional motorway concession in Pakistan collects tolls for 25 years. Traffic risk sits with the concessionaire; lenders size debt on a conservative traffic case and require a cash sweep if traffic outperforms, to reduce exposure early. The government provides a limited minimum revenue guarantee for the first years to support bankability, which appears as a contingent liability in public finances.
Common mistakes
- Output specifications that are vague or unmeasurable.
- Deductions not passed down to subcontractors.
- Ignoring handback obligations in lifecycle costs.
- Underestimating the time to reach agreement with public authorities.
- Assuming a PPP is automatically off the government's balance sheet; accounting and statistical treatment depend on the rules applied.
Hands-on: an availability deduction model in Excel
Inputs: Unitary_charge_annual (20,000,000), Index_factor (from indexation row), Days_in_year (365)
Daily_charge =Unitary_charge_annual*Index_factor/Days_in_year
Area table: A Area | B Weighting (contract schedule, e.g. theatre 3.0, ward 1.5, storeroom 0.1)
Event log: A Date | B Area | C Days unavailable | D Repeat failure? (Y/N)
E Weight =XLOOKUP(B2, Areas, Weights)
F Deduction =Daily_charge*E2*C2*IF(D2="Y", Repeat_multiplier, 1)
Period deduction =MIN(SUMIFS(F:F, A:A, ">="&Period_start, A:A, "<="&Period_end), Deduction_cap_period)
Pass-down to FM =Period_deduction*Passdown_share (per subcontract, often 100% for FM-caused failures)
SPV residual =Period_deduction-Pass_downWeightings, multipliers and caps are contract-specific; the numbers above are illustrative placeholders.
Hands-on: expected cost of a minimum revenue guarantee in Python
import numpy as np
rng = np.random.default_rng(3)
N, years = 50_000, 5
base_revenue = np.array([40, 44, 48, 51, 54], dtype=float) # USD M, illustrative base case
mrg = 0.80 * base_revenue # guarantee: 80% of base case revenue
# traffic uncertainty: a persistent forecast error plus annual noise
level = rng.lognormal(mean=-0.05, sigma=0.20, size=(N, 1))
noise = rng.normal(1.0, 0.05, size=(N, years))
revenue = base_revenue * level * noise
payout = np.clip(mrg - revenue, 0, None) # government tops up to the floor
print(f"Expected payout per year (USD M): {payout.mean(axis=0).round(2)}")
print(f"P(any payout in 5 years): {np.mean(payout.sum(axis=1) > 0):.0%}")
print(f"95th percentile total payout: {np.percentile(payout.sum(axis=1), 95):.1f}M")This is the kind of estimate a fiscal risk unit makes to value a contingent liability; real analyses use the traffic adviser's distributions and the guarantee's exact terms.
How to measure success
- Every deduction type in the payment mechanism is modelled and passed down where the contract allows.
- Handback costs are included in lifecycle forecasts for the final years.
- Contingent liabilities are quantified and disclosed where the public side provides support.
Key takeaways
- PPPs are long-term, performance-based contracts where private parties bear significant risk and often finance via SPVs.
- Availability payments keep demand risk public; user-pays concessions transfer demand risk to the private party.
- Value for money compares risk-adjusted whole-life costs with a public sector comparator.
- Critical terms: output specs, payment mechanism, deductions, handback, change, termination compensation.
Check your understanding
Quick questions to lock in the lesson. They don’t count towards your certificate.
Put it into practice
Choose a public service in your region (e.g., a hospital, road or water plant). Sketch whether an availability or user-pays structure fits better and why.
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