Call for Expression of Interest to select Financial Intermediaries that will receive resources from the JEREMIE Holding Fund for Slovakia to implement the Risk Capital Financial Instruments

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Introduction

The JEREMIE initiative is a framework providing a series of coherent actions to promote increased access to finance for micro, small and medium-sized enterprises.

The JEREMIE initiative in Slovakia is organised through Slovenský záručný a rozvojový fond, s.r.o., a joint stock company incorporated under Slovak law (hereinafter, “SZRF”). The European Investment Fund (hereinafter, “EIF”) contributed to SZRF, in exchange for shares of SZRF, the JEREMIE funds allocated for the JEREMIE Initiative by the Slovak Republic (hereinafter, “SR”), utilising funds made available from the European Regional Development Fund (hereinafter, “ERDF”) and related public expenditure. EIF holds the shares in SZRF in its name, but for the ultimate benefit, and on the account, of SR, with an obligation to return such shares to SR (and/or another entity designated by SR) upon termination of the Agreements (as defined below). SZRF is advised and operated by EIF and they constitute together the JEREMIE Holding Fund hereinafter, “JHF”).

As part of the Operational Programme Research and Development (hereinafter, “OP R&D”)[1] and Operational Programme Bratislava Region (hereinafter “OP BR”)[2], the competent national authorities have agreed to dedicate resources to the implementation of the JEREMIE initiative with the EIF, in accordance with Article 44 of the Council Regulation (EC) No. 1083/2006[3] (hereinafter, “Reg. 1083/2006”) and in accordance with the provisions of (i) the Framework Agreement (hereinafter, “Framework Agreement”) entered into on 23 December 2008 and subsequently amended on 28 April 2010 and on 12 January 2011, between the Slovak Republic (hereinafter, “SR”) and EIF, (ii) the Funding Agreement (hereinafter, “Funding Agreement”) entered into on 28 October 2009, and subsequently amended on 28 April 2010, between the Ministry of Education, Science, Research and Sport of the Slovak Republic (hereinafter “Ministry”) and EIF, (iii) the Funding Agreement (hereinafter, “Funding Agreement”) entered into on 28 October 2009, and subsequently amended on 7 May 2010 and 26 May 2011, between the Ministry of Agriculture and Rural Development of the Slovak Republic (hereinafter “Ministry”) and EIF and (iv) the Holding Fund Agreement (hereinafter, “HF Agreement”), valid and effective on 12 January 2011, between SZRF and EIF (the Framework Agreement, the Funding Agreements and the HF Agreement, hereinafter, collectively the “Agreements”). Relevant rules for implementing Reg. 1083/2006 are set out in the Commission Regulation (EC) No. 1828/2006[4] (hereinafter, “Reg. 1828/2006”).

The cooperation between SR, EIF and SZRF is governed by the Agreements, which define the type of cooperation and the operational modalities of the JHF financing expenditure in respect of an operation, as this term is defined in Reg. 1083/2006 (hereinafter, “Operation”) comprising contributions to support financial engineering instruments. The Agreements also provide for an Investment Board established as the supervisory board of SZRF for the purpose of performing certain advisory and strategic functions in relation to the JHF activity (hereinafter, “Investment Board”). EIF, in its capacity as operator of SZRF, acts on the basis of its usual business principles and an investment strategy and planning for the implementation of the JEREMIE initiative in Slovakia.

The Risk Capital Financial Instruments are funded from the OP R&D; Priority Axis 2 “Support to research and development”; Measure 2.2 “Transfer of knowledge and technology from research and development into practice” and Measure 4.2 “Transfer of knowledge and technology from research and development into practice in the Bratislava region” and from OP BR; Priority Axis 2 “Knowledge-based economy”, Measure 2.1 “Innovation and Technology Transfers”. It is to be noted that funding from the two separate OPs cannot be combined for the same investment into any one SME.

This Call for Expression of Interest targets financial engineering instruments referred to in Article 44 of Reg. 1083/2006 and is addressed to bodies or firms, whether public or private, which are interested in receiving resources out of the JHF for the activities in respect of Operations (hereinafter “Financial Intermediaries”). Such activities shall be carried out in accordance with the contractual agreements to be entered into by SZRF and the selected Financial Intermediaries (hereinafter, “Operational Agreement(s)”).

The Financial Intermediaries should express their interest by completing and submitting an Expression of Interest (Annex 1).

1.     Definitions and Interpretation 

In this Call for Expression of Interest, capitalised terms and expressions shall have the meaning attributed to them below, unless otherwise defined above or the context requires otherwise:

2.  JEREMIE Holding Fund

SZRF shall, in accordance with the Agreements, be operated by the European Investment Fund, 96 Boulevard Konrad Adenauer, L-2968 Luxembourg ((URL): www.eif.org).

The EIF, which is appointed until the end of 2015, may be substituted in its role as the entity carrying out the JHF activity. In the event of such substitution, SR, or the entity appointed by SR to carry out the JHF activity, will assume the full discretion and responsibility to perform the tasks of the JHF and to implement the Operations in Slovakia, and may take over the Financial Instruments.

3.     Description of the activities expected from the selected Financial Intermediaries

The selected Financial Intermediaries will have to implement financial engineering instruments briefly described in the table below (hereinafter, “Financial Instrument(s)”). A Financial Instrument shall be set up as an independent legal entity governed by agreements between the co-financing partners or shareholders.

It is planned to allocate out of the JHF an amount up to EUR 31 million to the Financial Instruments, of which EUR 3.3m would come from OP BR and EUR 27.7m would come from OP R&D.   

The funds of the JHF shall be utilised as follows:

See below list of eligible funds and the relevant Annex setting out the Selection Criteria and the description of the Financial Instrument.

Applicants have to state what type of fund(s) they apply for to manage, the amounts to be managed and, in the case of a Seed Fund, clearly state which Region(s) will be covered (location of investment is decisive). For the avoidance of doubt, any application for a Venture Capital Fund or Co-Investment Fund must concern both the Bratislava Region and the Non-Bratislava Regions combined under the same proposal, and ensuring the correct split of the funds will be the responsibility of the Applicant.

The indicative capital allocated to the Financial Instruments, as well as the amounts available for contribution by the JHF to the selected Financial Intermediary, may be changed as necessary, at EIF’s sole discretion, particularly if the funding available changes during the JHF implementation process, if the demand for the Financial Instrument(s) so requires, or if the proposals received from prospective Financial Intermediaries are determined of insufficient quality by EIF. In such case, the aggregate commitment of the JHF to Financial Instruments may be reduced to a lower level than the indicative allocation of EUR 31 million. Also, during the implementation process of the particular Financial Instrument(s), EIF may, at its sole discretion, decide to increase or decrease the JHF commitment to a particular Financial Intermediary.

Financial Intermediaries can submit an Expression of Interest to manage only a Venture Capital Fund or a Co-Investment Fund, but cannot submit an application to manage only a Seed Fund. Any application to manage a Seed Fund must be accompanied by an application to manage either a Co-Investment Fund or a Venture Capital Fund.

Applicants are welcome to apply for more than one Financial Instrument, and indeed this is required when applying for managing a Seed Fund. Applicants willing to deploy an investment strategy based on more than one Financial Instrument need however to fill-in separate Expressions of Interest.

To be noted that joint ventures and/or consortiums can express their interest as long as they indicate/nominate one coordinating entity as the contractual counterpart for the entire term of the Operational Agreement (in case of selection). Such Applicants are required to submit a joint Expression of Interest.

4.     Expression of Interest

A template for the Expression of Interest is to be found in Annex 1.

The Expression of Interest includes the Applicant’s identification, the project description, the supporting documents, the declaration of absence of conflict of interest and the statements regarding situations of exclusion.

Until no later than 22 February 2012, the Applicants may request clarifications regarding the Call for Expression of Interest or the nature of the Financial Instrument. Such requests must indicate the Call for Expression of Interest reference number (JER 005/2) and the name of the Applicant and shall be submitted in English via email to:

Regional Business Development Unit, European Investment Fund, info.rbd@eif.org

Requests for clarifications from Applicants shall not receive individual replies. Instead, answers to all requests for clarifications received within the relevant deadline will be published together in a clarification document to be posted on the website www.eif.org, at latest on 2 March 2012.

EIF will, in principle, not contact any Applicant prior to the Deadline, unless it considers it necessary to clarify issues of a mere technical nature. However, should EIF discover any errors, inaccuracies, omissions or any other type of clerical defect in the text of the Call for Expression of Interest before the Deadline, EIF will correct the text and inform accordingly by means of publication on the website.

5.     Language

The Expressions of Interest, including the submitted documents, shall be in English.

6.     Submission of Expression of Interest

The Expressions of Interest shall be submitted on or before the Deadline

both by (i) e-mail and (ii) registered mail or professional courier service. The Expressions of Interest sent by registered mail or professional courier service shall consist of a closed single package, and shall contain the Expression of Interest, together with its attachments, in paper form and in removable electronic storage medium (e.g. CD-ROM).

The Deadline for the submission of Expressions of Interest is 30 March 2012.

The Deadline applies (i) in case of e-mails to the reception by EIF and (ii) in case of registered mail or professional courier service to the date of dispatch proven by the post office stamp or a dispatch receipt.

The Expressions of Interest shall indicate the reference number of the Call (No. JER-005/2) and the name of the Applicant and shall be sent to the following address:

Postal Address:

European Investment Fund
Attention: Regional Business Development Unit
96 Boulevard Konrad Adenauer
L-2968 Luxembourg
LUXEMBOURG

The outer envelope (package) shall indicate the following:
“Expression of Interest - Reference number of the Call (No. JER-005/2) – Not to be opened by the reception – To be passed without opening to Regional Business Development Unit”.

E-mail Address: Attention: Regional Business Development Unit,

info.rbd@eif.org

Prior to the Deadline and in the same manner as specified above, the Applicants may change or amend their Expressions of Interest by clearly indicating the parts to be changed or amended.

Prior or after the Deadline and in the same manner as specified above, the Applicants may withdraw their Expressions of Interest.

After the Deadline, an acknowledgement of receipt will be sent to the relevant Applicants by EIF via e-mail, which shall state the following:

• Unique proposal identifier (Expression of Interest number);
• Reference number of the Call for Expression of Interest;
• Confirmation that the Expression of Interest was received before the Deadline.

The acknowledgement of receipt shall not be construed as a declaration of completeness of the Expression of Interest and the documents submitted therewith, nor any kind of assessment of the same.

7.     Selection process

When selecting Financial Intermediaries, EIF is committed to respect fundamental principles, such as:

i)                  equal treatment,

ii)                 non-discrimination,

iii)                confidentiality, and

iv)                transparency.

The Expressions of Interest will be examined by EIF, on a comparative basis, using professional analysis and judgment based on the Selection Criteria.

The EIF will reject those Expressions of Interest which do not comply with the Eligibility Criteria. Financial Intermediaries, whose application is rejected because of non-compliance with any of the elements reflected in the statements regarding situations of exclusion (Appendices 5 and 6 to Annex 1 hereto), may not present themselves for consideration in subsequent Calls for the Expression of Interest unless it is specifically evidenced that the reason for the exclusion no longer exists.

The expiration of the Deadline shall not prevent EIF, in limited cases if deemed necessary, from requesting and receiving from Applicants clarifications on issues of a mere technical or formal nature, provided that such clarifications shall neither provide an opportunity to the respective Applicants to unduly improve their applications nor otherwise distort the competition between the Applicants.

Applicants, who are not excluded according to the Eligibility Criteria, will go through the EIF selection process based on the Quality Assessment Criteria. The further selection based on the Quality Assessment Criteria, and the due diligence process, if any, follows the standard procedures and guidelines applied by EIF to its business. The evaluation of proposals at this phase will be conducted under competitive terms and it is envisaged to select one or more Applicants.

If, for any reason, an Operational Agreement is not signed with an Applicant initially selected, EIF reserves the right to consider increasing the amount negotiated with (an)other Applicant(s) initially selected (in case more than one is selected).

Applicants who are not considered for contractual negotiations may constitute a reserve list, with a validity of maximum one year following notification.

During this period of time and in case EIF does not proceed further with any of the selected Applicant(s) for contractual negotiations or if additional funding is made available by SR, EIF reserves itself the right to revert back to the Applicants included in the reserve list and initiate contractual negotiations with any of them, taking into consideration the results of the evaluation and the ranking formed.

In any phase of the selection process, EIF reserves itself full discretion to consider Applicants and no Applicant has any claim or other right or may expect to be ultimately selected for financial support by the JHF. Any negotiation of terms and conditions of Operational Agreements by no means entails any obligation for EIF and/or the JHF to enter into such Operational Agreement with the relevant Financial Intermediaries.

Financial Intermediaries, which do not receive contributions from the JHF, are informed accordingly; the reasons for their Expression of Interest being rejected will be communicated to them upon request.

Those Applicants, whose Expression of Interest is rejected, shall have the right to submit a written complaint by e-mail and registered mail or professional courier service, to the same address used for the submission of the Expressions of Interest above. Any complaints will be dealt within the framework and in accordance with the EIB Group complaints policy (for further info visit www.eib.org).

8.     Operational Provisions

The Financial Intermediaries, with whom Operational Agreements will be eventually signed, shall be required to comply with the EIF anti-fraud policy, and with the relevant monitoring, reporting, publicity and auditing obligations required by the EU regulations applicable to ERDF, and by the Funding Agreements. Such obligations are briefly described in the relevant Financial Instrument description documents, and will be defined in the relevant Operational Agreement.

Download here:

• Full text of the call [PDF]
• Annex 1. Expression of Interest [PDF] |  [Word]
• Annex 2.Risk Capital Financial Instruments: Description and Selection Criteria [PDF] | [Word]

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