1.2.1 In order to carry out the various calculations, the following information and data are needed from the Contractor:
• The base case financial model with projections which were originally used to calculate the Unitary Charge, adjusted for any changes in the project structure and funding (e.g. Authority changes in Service) which have taken place since Financial Close;
• Details of the actual timing and amounts of the investment of equity and shareholder subordinated debt from Financial Close to date (and estimated to the Refinancing date);1
• Information on the actual cash flow of the Contractor from Financial Close to date (and estimated to the Refinancing date), set out under the same headings as the base case financial model;
• Details of the actual timing and amounts of Distributions to Relevant Persons from Financial Close to date (and estimated to the Refinancing date);
• A pre-refinancing financial model with projections for the cash flow of the Contractor from the estimated Refinancing date to the end of the Contract, including projected Distributions,2 before taking the refinancing into account;
• Term sheet or other relevant information on the terms of the Refinancing;
• A post-refinancing financial model with projections for the cash flow of the Contractor from the estimated Refinancing date to the end of the Contract, including projected Distributions, after taking the Refinancing into account;
• A calculation of the Refinancing Gain based on the above; and
• Information on the assumptions for the projections in the pre- and post-refinancing financial models.
1.2.2 If a Contractor believes that a proposed Refinancing is not a Qualifying Refinancing but there are grounds for doubt on this, the Contractor should seek confirmation from the Authority that it is not a Qualifying Refinancing prior to proceeding, in case this assessment subsequently proves mistaken.
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1 These figures should be on the basis of cash investments, not commitments.
2 Unless there is some clear reason to the contrary, the assumption should be made that all surplus cash flow is paid out not less than 6-monthly as Distributions, to avoid under-estimation of the Equity IRR.