Expertise: PPP advisory on water supply and sanitation
Expertise Group: Finance and Investment
Consultant Source: International
TOR Keywords:
Objective and Purpose of the Assignment
The Asian Development Bank (ADB) partners with the Government of Azerbaijan (GOA) to rehabilitate and/or
develop water supply and sanitation infrastructure with private sector participation (the Project). The
ADB provides the GOA with its market assessment and development support to promote public-private
partnerships (PPPs) for the Project.
The Project will integrate sustainable development principles in its design and implementation to
leverage private capital to address gaps in the financing of those principles. Particularly, UN
Sustainable Development Goal (SDG) 6: Clean Water and Sanitation, SDG 11: Sustainable Cities and
Communities, and SDG 13: Climate Action will be addressed among others, with the aim to enhance the
nation’s environmental sustainability and efficient water management in support of its sustainable
economic and social development.
The PPP Specialist will assist ADB in conducting financial and economic due diligence, developing the
Project’s contractual and commercial structuring and risk allocation for PPP, and providing updates to a
feasibility study and other documentation as per local legislative and/or process requirements, which
will be followed by tender support and implementation monitoring support for the Project.
The PPP Specialist will work closely with ADB, and other consultants engaged by ADB for the Project.
Scope of Work
The scope of work includes, without limitation and subject to adjustments as per progress in the
Project, the following, which shall be conducted on specific asset/s and/or sub-project/s to be selected
by ADB.
- Project Preparation and Tender Support
- Post-Tender Support:
Detailed Tasks and/or Expected Output
Project Preparation and Tender Support:
The PPP Specialist will undertake financial and economic due diligence, develop the Project’s
contractual and commercial structuring and risk allocation for PPP, and provide updates to a feasibility
study report on the Project in line with national legislative and/or process requirements and relevant
sector strategies and plans (where applicable) in Azerbaijan. The tasks include, but are not limited to:
(1) Updates to a feasibility study report, with a focus on PPP structuring, financial, economics and
crosscutting subjects.
(2) Updates to a Financial Model, which is to enable the financial and economic assessment and shall
generate pro-forma financial statements (in the forms of an income statement, cash flow statement, and
balance sheet) along with the calculation of key financial and economic metrics for financial and
economic assessment.
(3) Market sounding to conduct market sounding to gauge appetite of potential private sector investors
in the Project as per the proposed scope and structuring.
(4) Assistance in documentation preparation in line with national legislative and/or process
requirements and relevant sector strategies and plans (where applicable) as amended in Azerbaijan.
The PPP Specialist, together with other consultants engaged by ADB, will assist in the preparation and
implementation of the tender process for the Project under a PPP modality. Tasks include, but not
limited to:
(1) Procedural compliance documentation to assist in the preparation of necessary documents to assist
the GOA in meeting domestic PPP procedures and requirements as well as the consultation process with
stakeholders.
(2) Preparation of tender documents, including pre-qualification (RFQ) document, bid (RFP) document,
evaluation criteria, bid evaluation templates, draft PPP contract and other project agreements.
(3) Organizing and implementing a competitive tender process till the successful award and execution of
a PPP contract and other project agreements. Tasks include, among others:
(a) Support to the tender commission in the administration of the tender process and provision of the
necessary supporting mechanisms.
(b) Assistance in drafting responses to queries raised by potential bidders, preparing necessary
addendums/corrigendum and other materials for bid conferences and communication.
(c) Assistance in pre-qualification and bid evaluation, including updating the Financial Model and
drafting financial and commercial assessment sections of bid evaluation reports.
(d) Assistance in negotiations with selected bidders for execution of a PPP contract and other project
agreement/s, and assistance to ADB and the GOA in coordination with other Government agencies.
Post-Tender Support:
The PPP Specialist will assist in the process to achieve financial close of the Project. Upon ADB’s
request, the PPP Specialist will assist in the development of capacity building and knowledge products
in collaboration with other consultants engaged by ADB.
Deliverables / Estimated Submission Date / Format
(1) Due diligence and Updates to a detailed FS Report – Oct-2026 in any format as required by ADB/GOA
(2) Inputs to pre-qualification evaluation – Oct-2026 in any format as required by ADB/GOA
(3) Inputs to draft tender documents – Nov-2026 in any format as required by ADB/GOA
(4) Inputs to bid evaluation – May-2027 in any format as required by ADB/GOA
(5) Others as may be required by ADB – Till Dec-2027 in any format as required by ADB/GOA
Remarks
(i) All deliverables shall be provided in English language along with summary materials when required by
ADB. All raw data collected shall be provided in electronic format to ADB.
(ii) Estimated Submission Date for each deliverable is subject to adjustments as per the progress in
project development activities.
(iii) In case that extra time and process are required, this assignment may be extended subject to
variation order/s.
(iv) It is expected that the PPP Specialist will have flexible visits to Azerbaijan and conference calls
with ADB and/or the GOA institutions regularly (upon request by ADB as the situation requires) for
presentations and discussions throughout this assignment.
Minimum Qualification Requirements
The PPP Specialist shall hold master’s or bachelor’s degree in finance, accounting, business
administration or relevant discipline, with preferably at least 10 years of direct relevant professional
experience in PPP transaction and financial advisory for infrastructure PPP projects preferably
including water supply and sanitation projects.
The PPP Specialist shall have excellent oral and written communication skills in English. Interpersonal
skills for effective collaboration with experts in other areas of expertise are required.
Minimum General Experience: 10 Years
Minimum Specific Experience (relevant to assignment): 10 Years
