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Project finance raise: the room lenders use to reach financial close

Project finance lends against one asset's future cash flow, with limited or no recourse to the sponsor. The room must give lenders and their advisers every contract that allocates risk, the independent reports and the base case model, then serve as the record of conditions precedent at close.

Real estate and projects

How this raise works

Infrastructure, power, transport, social infrastructure and industrial projects are often held in a special purpose vehicle that borrows on its own. Lenders, commonly banks, insurance companies, private credit funds and development finance institutions, rely on the project's contracts and cash flow, so the diligence is deep and document heavy.

Lenders appoint independent advisers: a technical adviser, an insurance adviser, a model auditor and sometimes a market adviser, plus their own counsel. Each one reviews part of the room and writes a report the lenders rely on. The sponsor's job is to get each adviser what it needs quickly and keep answers consistent across them.

Debt is usually sized on cash flow cover ratios such as the debt service coverage ratio under a base case and downside cases. The model audit checks that the model matches the contracts. Near close, the room becomes a conditions precedent tracker with signed versions of every document.

Best data rooms for this raise

The 16 rooms re-ranked with this raise's weights. Raise workflow carries the most weight here.

  • Investor tracking 20%
  • Permission control 22%
  • Raise workflow 30%
  • Investor onboarding 13%
  • Cost of a raise 15%
  1. 1

    Ellty

    Founded 2020, Australia

    8.6Top choice

    Full deal room with AI, a listed price and a 14-day free trial.

    Price $149 a month Trial 14-day free trial Features 8 of 12 listed
  2. 2

    iDeals

    Founded 2008, United Kingdom

    8.1Solid choice

    Long-running M&A platform with layered permissions and fast support.

    Price Priced on request Trial Free trial available Features 9 of 12 listed
  3. 3

    Datasite

    Founded 1999, United States

    7.7Solid choice

    Bank-grade platform for large processes, with AI and a mobile app.

    Price Priced on request Trial Demo on request Features 10 of 12 listed
  4. 4

    Ansarada

    Founded 2005, Australia

    7.5Solid choice

    Deal room with AI and readiness tools for preparing a process.

    Price Priced on request Trial Free trial available Features 8 of 12 listed
  5. 6

    SecureDocs

    Founded 2012, United States

    7.3Worth a look

    Simple flat-rate deal room with signing and Q&A.

    Price $250 a month Trial Free trial available Features 8 of 12 listed
  6. 7

    CapLinked

    Founded 2010, United States

    7.3Worth a look

    Deal room with a listed monthly price and an open API.

    Price $299 a month Trial Free trial available Features 7 of 12 listed
  7. 8

    Firmex

    Founded 2006, Canada

    7.2Worth a look

    Easy, reliable deal room favored by mid-market advisers.

    Price Priced on request Trial Free trial available Features 7 of 12 listed
  8. 9

    Drooms

    Founded 2001, Germany

    7.1Worth a look

    European deal room strong in real estate, with AI features.

    Price Priced on request Trial Demo on request Features 8 of 12 listed
  9. 10

    DealRoom

    Founded 2012, United States

    7.1Worth a look

    Deal room plus project management for corporate development.

    Price Priced on request Trial Free trial available Features 6 of 12 listed

Places 11 to 16: Box (7.1), SmartRoom (7.0), ShareVault (6.8), Venue by DFIN (6.5), Digify (5.9), DocSend (5.5)

Folder index for the room

A starting index for this raise. Number the folders so the order survives exports and investors can cite them in questions.

  1. 01 Information memorandumProject description, sponsors, structure, financing request.
  2. 02 Project contractsConcession or offtake agreement, construction contract, operations and maintenance contract.
  3. 03 Land and permitsLand rights, permits, environmental and social assessments.
  4. 04 TechnicalDesign, technical adviser report, construction schedule.
  5. 05 MarketMarket or traffic study where revenue is not contracted.
  6. 06 InsuranceInsurance program and insurance adviser report.
  7. 07 ModelBase case model, model audit report, sensitivity runs.
  8. 08 Sponsor supportEquity commitment, completion support, sponsor financial statements.
  9. 09 Finance documentsTerm sheet, facility agreement drafts, intercreditor and security documents.
  10. 10 Conditions precedentCP checklist with signed documents, certificates and legal opinions.
  11. 11 Q&ALender and adviser questions by workstream.

Features this raise needs

FeatureWhyElltyiDealsDatasiteAnsaradaIntralinksSecureDocs
Q&A moduleLPs and lead investors post questions on a file; the deal team routes each one, drafts a reply and decides who sees it.
Investor activity logA per-investor record of opens, pages and minutes, which tells the IR team who is in diligence and who stalled.
Drag-and-drop foldersAn entire numbered folder tree goes up in a single drop, structure intact.
Dynamic watermarksStamps the reader and a timestamp over every page, so a PPM that leaks carries its source with it.
API accessLets a CRM or an internal script add investors, push files or pull the activity record.

Setting up the room

  1. 01

    Organize by adviser

    Map which folders each adviser needs and set permissions to match. Technical, insurance and model advisers have different scopes.

  2. 02

    Freeze a base case

    Publish one dated base case model and log every change. Lenders and the model auditor must work from the same version.

  3. 03

    Run Q&A by workstream

    Assign technical, legal, insurance and financial questions to owners with deadlines.

  4. 04

    Track conditions precedent

    Turn the CP list into a folder set, and upload signed items as they arrive.

  5. 05

    Archive at financial close

    Export the full signed set for lenders, sponsors and the agent.

Common mistakes

  • Several model versions circulating with different numbers.
  • Advisers asking the same question twice because Q&A is not shared by workstream.
  • Starting the CP tracker in the final week.

Questions and answers

What does non-recourse mean here?

Lenders are repaid from the project's cash flow and assets, with limited claims on the sponsor beyond agreed support such as equity commitments or completion guaranties.

Who reads a project finance room?

Lenders and their counsel, the technical, insurance and model advisers, rating agencies for bond deals and sometimes equity co-investors.

How long does it run?

From information memorandum to financial close commonly takes several months, and the room often stays open for construction reporting afterward.

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