As projects go, it could hardly be more complicated: the construction of a 912km railway across two countries, the development of a deep-sea port, complex multi-source financing, and agreements with a multitude of third-party suppliers.

DEBORA DENIZOT, SENIOR LAWYER, VALE

This is the Nacala Corridor Railway and Port Project – a landmark infrastructure project linking the Moatize coal mine in Mozambique by rail to a newly created coal port at Nacala-à-Velha.

To make matters more complicated, the railway would need to cross Malawi en route, meaning the project required agreement from both governments.

This was the challenge facing Brazilian mining company, Vale, when it acquired the Moatize mine. With the deal complete, it knew this was just the beginning of the vital journey to improve infrastructure and get its product from mine to sea.

Back in 2005, Senior Lawyer Debora Denizot was working in the company’s in-house legal team. She spent three years in Mozambique helping Vale take the first steps on this ground-breaking project.

Debora then left the company to complete an MBA in Paris, before joining the White & Case team in the French capital in 2010. But her close relationship with Vale continued, and our involvement in the Nacala Corridor project began in 2012.

Debora says: “Knowing the challenges Vale were facing in Mozambique, we approached them with a proposal to help them on what we knew would be a highly complex project.

“At that point though, we had no idea just how large the Firm’s involvement would become.”

As our role in the project increased, Debora agreed a secondment with Vale in her native Brazil before re-joining the company permanently in July 2014.

She says: “By that point, the full complexity of the project was clear. Also, Vale invited Japanese company Mitsui to take a stake in the Moatize mine and rail corridor project and White & Case was involved in all aspects of the landmark transaction, including project development, and drafting and negotiation of project, corporate and finance documents.”

This was no small task. Led by our team in London, the Firm’s involvement in the project included lawyers from offices across our global network, such as Johannesburg, Washington, D.C., Tokyo, São Paulo and Dubai. Together, we produced more than 100 sophisticated documents involving a multitude of third-party service providers and 14 financial institutions. These included commercial banks, development funds and governmental export-credit agencies from around the world.

We also developed an agreement between the governments of Mozambique and Malawi and prepared submissions to the central banks of both countries to win approval for an innovative account structure essential to the bankability of the project.

From the Firm’s point of view, it was beneficial to have (in Debora) a client who understood the business and commercial pressures of Vale, but who also had experience as a senior associate herself and who understood the pressure on our team. Debora was carrying a remarkable workload.

Caroline Miller Smith, one of the partners who was working with her, comments: “Debora was carrying a huge load of work herself as she was running the equity sale to Mitsui from a legal point of view, as well as the project development and project financing, and other work for Vale.

“Despite all the pressure on her shoulders, she was a supportive client throughout to us and a great pleasure to work with.”

Debora says: “Of course, the global nature of the Firm and the fact you have expertise and language skills in so many markets was a major benefit, but what I loved even more was the immediate appreciation you had for the levels of risk we would or wouldn’t accept.

CAROLINE MILLER SMITH, PARTNER

“You clearly invested a lot of time to get to know and understand our business, which helped develop mutual trust.

“We’ve also been impressed with the quality of lawyers working on the project throughout and of the relationships we’ve developed over the years, particularly with Caroline Miller Smith and Carina Radford.”

The Nacala railway and port was officially opened in May 2017 and disbursement completed in February this year, but the Firm’s involvement continues, including with the fulfilment of completion conditions still to be agreed and the demerger of an ancillary ports business.

Debora says: “What has set White & Case apart over the six years we’ve been working on this project is the trust we’ve been able to put in you, which was the foundation of such an extraordinary team achievement.

“From Vale’s perspective, I can’t tell you how important the completion of this project (the largest outside our home market in Brazil) is to our strategy.

“It has delivered debt reduction to the tune of $2.7 billion – an incredible achievement for the company. In addition, the project should have major economic benefits for Mozambique and Malawi.

“For me, personally, this was a life changing project in so many ways, a challenge, and a steep learning process, but I know I could only have gone through all this with relative peace of mind because I had the Firm next to me.”