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Capital Raising and Financing Transactions

Project Financing

A project needs a funding structure that reflects how it will be built, operated and paid for.

Gracen Law helps infrastructure, energy, industrial and real-asset project sponsors assess bankability, prepare financial models, structure capital and engage suitable funders. We connect that advisory work with the contracts, approvals, security and conditions required to move towards financial close.

Build the funding case before approaching capital providers

Funders need to understand more than a project's expected return. They examine the revenue model, construction programme, operating assumptions, sponsor commitments and allocation of material risks. Gaps between those assumptions and the underlying contracts can delay negotiations or change the proposed terms.

We bring the commercial, financial and legal questions into one preparation plan. The review identifies what is ready for funder engagement, what needs further work and which specialist inputs the transaction requires. For projects across African markets, we coordinate the relevant local legal, regulatory, tax and technical requirements within the agreed mandate.

Project Financing

Our project financing services

01

Financial modelling and project bankability

We develop and review financial models that connect project costs, funding needs, operating performance and repayment capacity. Scenario analysis helps sponsors assess how changes in timing, costs or revenues affect the funding requirement and investment case.

  • Project cash flows, capital expenditure and operating assumptions.
  • Debt service, return frameworks and sensitivity analysis.
  • Bankability assessment, investment materials and data room preparation.
02

Capital structuring and funder engagement

We assess the appropriate mix of sponsor equity, commercial debt, development finance, grants or concessional capital. The structure must reflect repayment priorities, risk allocation and the conditions attached to each funding source.

  • Capital stack design and alignment of funding terms.
  • Investor and lender mapping, engagement materials and funding pipeline development.
  • Term sheet assessment, negotiation preparation and transaction planning.
03

Legal documentation and financial close

We structure project entities and prepare or review financing documents, project contracts and security arrangements. Our review addresses land and asset rights, payment arrangements, construction and operating obligations, guarantees and the allocation of default risks. We track corporate approvals, required filings, conditions to drawdown and the actions needed for signing and completion.

A defined path from preparation to closing

  1. 01Assess the projectclarify its stage, funding objective, counterparties and timetable.
  2. 02Prepare the casestrengthen the model, documentation and bankability workplan.
  3. 03Engage fundersdevelop the capital pipeline and support negotiations.
  4. 04Complete the transactionalign agreements, approvals and closing conditions.
  5. 05Support implementationestablish reporting, covenant tracking and future capital planning.

Connect legal bankability with project delivery

The legal review examines the project vehicle, ownership, land access, approvals and principal contracts. We assess construction and supply agreements, operations, offtake or customer arrangements, performance obligations, termination rights and remedies. Delay and cost-change provisions should be consistent with the revenue and repayment assumptions. Technical feasibility, environmental assessment, insurance and financial-model responsibilities are coordinated with the advisers responsible for those inputs.

Financing documentation may address guarantees, assignments, lender and sponsor rights, reserve requirements, covenants and disbursement conditions. A prioritised issues schedule and completion record identify legal obstacles to close. Continuing work can cover disputes, contract variations, refinancing and lender consents, including changes to scope, cost, timing or revenue during construction and operation. This service covers infrastructure, water, energy, property, industrial and other revenue-generating projects.

Related Gracen Law services

Related Gracen Law services

Property, Leasing and Construction, Commercial Agreements, Regulatory Compliance and Public Affairs, and Energy, Environment and Natural Resources support the underlying project. Development, Credit and Blended Finance addresses funding sources and creditor arrangements.

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Capital Raising and Financing Transactions

Your legal team

Lawyers who advise on this work

Consultation

Bring your project and funding objective into one plan

Share your project stage, proposed funding requirement, existing agreements and approaching deadlines. We will assess the mandate and agree the scope, responsibilities and next steps.

+254 748 223 255counsel@gracenlaw.comMon–Fri 8am–6pm · Sat 9am–1pm

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Questions

Frequently asked questions

Can you help before a project is ready to approach funders?

Yes. We assess the project's readiness and identify the financial, contractual and governance gaps that may affect funding. The resulting workplan prioritises the information, agreements and specialist studies needed to develop a credible funding case.

Can a project combine commercial and development finance?

Yes. We assess the capital stack and align repayment priorities, funding conditions, governance and documentation. Where grants or concessional capital form part of the structure, we also address their permitted uses, reporting requirements and relationship with commercial funding.

Do you find project investors and guarantee funding?

An agreed mandate can include investor and lender mapping, engagement and transaction support. Funding decisions remain with the capital providers. Readiness work and engagement do not guarantee a commitment, approval or financial close.

What happens after financial close?

We can support investor reporting, governance documentation and tracking of continuing financing obligations. The scope may also include amendments, refinancing or preparation for additional capital as the project moves from construction into operation.

What makes a project bankable?

Bankability depends on the project’s commercial, technical and financial position as well as its legal structure. The legal review examines the rights, contracts, approvals and risk allocation on which funders rely. We identify gaps and explain their transaction implications; the funding decision remains with the relevant counterparties.

How do project contracts affect financing?

Contracts determine how the project is delivered and earns revenue. Their payment terms, performance obligations, termination rights and remedies can affect the financial assumptions and lender protections. We examine the relationship between those contracts and the financing documents so that the transaction does not depend on inconsistent commitments.

Can a project change after financial close?

Changes may be possible, but financing and project documents can require approvals or impose conditions. A proposed variation should be assessed across the relevant contracts before implementation. We help identify the consent pathway and document the legal effect of changes to scope, cost, timing or revenue arrangements.

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