Engagement of Legal Advisor for Building Resilient Digital Infrastructure - BRIDGE Project, Federal Republic of Nigeria

FEDERAL REPUBLIC OF NIGERIA

REQUEST FOR

EXPRESSIONS OF INTEREST FOR LEGAL ADVISOR

NIGERIA

BUILDING RESILIENT DIGITAL INFRASTRUCTURE FOR GROWTH - BRIDGE Project Number: _ P508383

Assignment Title: Engagement of Legal Advisor

Reference No. (as per Procurement Plan): NG-FMCIDE-504381-CS-QCBS

The Federal Government of Nigeria (the “Government”) has applied for financing from the World Bank towards the cost of the ‘Building Resilient Digital Infrastructure For Growth - Bridge’, a Project aimed at deploying a 90,000km Fibre Optic Network. This will be structured as a Public Private Partnership (PPP) implemented through a Special Purpose Vehicle (the “SPV”) company. The Government intends to apply part of the proceeds for Legal Advisory consulting services.

The consulting services (the “Services”) will support the successful procurement of private sector investors (“Private Partner”) for the Project and ensure that the financial and commercial structuring of the SPV is robust and operationally sustainable. The Legal Advisor (the “Consultant”) will be responsible for structuring the SPV, investor engagement, and transaction execution. Key responsibilities include advising on governance and regulatory compliance, drafting essential project agreements, and supporting the procurement and negotiation processes. The role of the Transaction Advisor will conclude upon successful formation and capitalisation of the SPV. The assignment is expected to for last for a duration of 12 months.

The detailed Terms of Reference (TOR) for the assignment can be found at the following link: https://drive.google.com/file/d/1dETW5TPKk8-EmPoK3eiSIAcWuTPRJed3/view?usp=sharing

The Federal Ministry of Communications, Innovation and Digital Economy now invites eligible consulting firms to indicate their interest in providing the Services. Interested Consultants should provide information demonstrating that they have the required qualifications and relevant experience to perform the Services. The shortlisting criteria for the Consultant are set out below:

• The firm must be a recognised law firm with a minimum of 7 (seven) years' experience providing legal advisory services on infrastructure projects, including privatisation transactions and public-private partnerships (PPPs).

• The law firm must have demonstrated experience advising government agencies, development finance institutions (DFIs), or private investors on legal matters relating to PPP and infrastructure transactions.

• Proven legal track record in structuring and advising on cross-border transactions involving DFIs and international investors, including negotiation and review of legal documentation such as shareholder agreements, financing agreements, concession agreements, and project documents.

• Demonstrable legal expertise in the telecommunications sector, with particular experience advising on legal and regulatory matters relating to broadband infrastructure and fibre optic network deployment.

• Sufficient managerial capacity within the firm to execute complex mandates, including a multidisciplinary legal team with experience in project finance, regulatory compliance, SPV incorporation and contract negotiation.

Key Experts will not be evaluated at the shortlisting stage.

The attention of interested Consultants is drawn to Section III, paragraphs, 3.14, 3.16, and 3.17 of the World Bank’s “Procurement Regulations for IPF Borrowers” February 2025 (“Procurement Regulations”), setting forth the World Bank’s policy on conflict of interest.

Consultants may associate with other firms to enhance their qualifications, but should indicate clearly whether the association is in the form of a joint venture and/or a sub consultancy. In the case of a joint venture, all the partners in the joint venture shall be jointly and severally liable for the entire contract, if selected.

A Consultant will be selected in accordance with the Quality and Cost Based Selection method set out in the Procurement Regulations.

Further information can be obtained at the address below during office hours from 9:00 am to 3:00 pm (local time).

Expressions of interest must be delivered in written form to the email address as follows: [email protected] or in person, to the address below, by 18th August 2025.

All Expressions of Interest must be clearly marked 'Expression of Interest – Nigeria’s Project Bridge - Legal Adviser - [Company Name]'.

Project Implementation Unit - Bridge

6th Floor, Galaxy Backbone Building

1243 Kur Mohammed Ave, Central Business District

900103, Abuja,

FCT Nigeria.