$ Report No: RES00320 RESTRUCTURING PAPER ON A PROPOSED PROJECT RESTRUCTURING OF The Gambia River Basin Development Organization (Organisation Pour La Mise En Valeur Du Fleuve Gambie) (OMVG) Interconnection Project APPROVED ON 29-Apr-2015 TO The Republic of Guinea, The Republic of Guinea Bissau, The Republic of Senegal, The Republic of The Gambia Energy & Extractives Global Practice Western And Central Africa Region Regional Vice President: Ousmane Diagana Regional Director: Franz R. Drees-Gross Country Director: Boutheina Guermazi Practice Manager: Kwawu Mensan Gaba Task Team Leader(s): Leopold Sedogo, Tamaro Kane The World Bank OMVG Interconnection Project (P146830) ABBREVIATIONS AND ACRONYMS AfDB African Development Bank AFD French Development Agency (Agence Francaise de Développement) AMA Asset Management Agency ATMO Technical assistance firm operating as project implementing unit (Assistance Technique a la Maitrise d’Ouvrage) BMP Biodiversity Management Plan EDG Guinea national electricity company (Electricite de Guinee) EIB European Investment Bank GM Grievance Mechanism IDA International Development Association ISDB Islamic Development Bank KFAED Kuwait Fund for Arab Economic Development KfW Reconstruction Credit Institute, Germany (Kreditanstalt für Wiederaufbau) Km kilometer kV Kilovolt KVA Kilovolt Ampere kWh Kilo Watt Hour O&M Operations and Maintenance OMVG The Gambia River Basin Development Organization (Organisation pour la Mise en Valeur du fleuve Gambie) PAP Project Affected Person PDO Project Development Objective PMU Project Management Unit PPA Power Purchase Agreement SENELEC Senegal National Electricity Agency (Société nationale d'Électricité du Sénégal) TSA Transmission Service Agreement WADB West African Development Bank WAPP West African Power Pool The World Bank OMVG Interconnection Project (P146830) @#&OPS~Doctype~OPS^dynamics@restrhybridbasicdata#doctemplate BASIC DATA Product Information Operation ID Operation Name P146830 OMVG Interconnection Project Product/Financing Instrument Geographical Identifier Investment Project Financing (IPF) Western and Central Africa Approval Date Current Closing Date 29-Apr-2015 31-Dec-2024 Original EA Category Current EA Category Partial Assessment (B) (PAD Approval Package-29 Apr Full Assessment (A) (RP Package - 22 Jun 2022) 2015) Organizations Borrower Responsible Agency The Republic of Guinea, The Republic of Guinea Bissau, OMVG The Republic of Senegal, The Republic of The Gambia @#&OPS~Doctype~OPS^dynamics@restrhybridoperationstatus#doctemplate OPERATION STATUS Project Development Objective (DO) Original Development Objective The project developmental objective is to enable electricity trade between Senegal, Guinea, Guinea-Bissau and The Gambia. Disbursement Summary (in USD million) Source of Funds Net Commitment Disbursed Undisbursed % Disbursed i The World Bank OMVG Interconnection Project (P146830) IBRD -- -- -- 0 IDA 186.54 170.00 24.84 87.25 Grants -- -- -- 0 Policy Waivers Does this restructuring trigger the need for any policy waiver(s)? No @#&OPS~Doctype~OPS^dynamics@restrhybridmpa#doctemplate @#&OPS~Doctype~OPS^dynamics@restrhybridmpa#doctemplate ii The World Bank OMVG Interconnection Project (P146830) TABLE OF CONTENTS I. PROJECT STATUS AND RATIONALE FOR RESTRUCTURING ........................................................................................1 II. DESCRIPTION OF PROPOSED CHANGES ....................................................................................................................5 III. PROPOSED CHANGES ................................................................................................................................................8 IV. DETAILED CHANGE(S) ...............................................................................................................................................8 ANNEX 1 – Financing Category Allocations ..................................................................................................................15 ANNEX 2 – Implementation Action Plan ......................................................................................................................16 The World Bank OMVG Interconnection Project (P146830) I. PROJECT STATUS AND RATIONALE FOR RESTRUCTURING A. Project Status 1. The OMVG Interconnection Project (P146830) was approved on April 29, 2015, to invest in the construction of a 1,671 km 225kV transmission ring to enable energy trade between Senegal, Guinea, Guinea Bissau, and The Gambia. The project provides IDA financing (Credits: The Gambia IDA-56590, Guinea IDA-56600, Guinea Bissau IDA-56610, Senegal IDA-56620) for the construction of the interconnection line between the four countries, 15 substations, and a dispatching center under the first component (IDA US$163 million), as well as technical assistance to OMVG (Organisation pour la Mise en Valeur du fleuve Gambie) for implementation of the project and financing to support operation and maintenance (O&M) of the line under the second component (IDA US$37 million). The total cost of the project is ~US$711 million equivalent. The first component is co- financed by seven donors besides IDA, including the European Investment Bank (EIB) (US$106 million equivalent), the Islamic Development Bank (IsDB) (US$93.7 million equivalent), the African Development Bank (AfDB) (US$134 million equivalent), French Development Agency (Agence Francaise de Development, AFD) (US$51.8 million equivalent), West African Development Bank (WADB) (US$53.6 million equivalent), Credit Institute for Reconstruction (Kreditanstalt fur Wiederaufbau, KfW) (US$32 million), the Kuwait Fund for Arab Economic Development (KFAED) (US$23.9 million) and the participating countries (US$16 million). 2. The project includes two components and consists of the following: (a) Component 1: Extension of WAPP transmission network - OMVG interconnection (US$585.9M, of which IDA US$163M) (i) Sub-component 1.1: Transmission lines (US$397M, of which IDA US$140M). IDA finances the construction of 33.8 percent of the project transmission lines (566 km of the project’s 1,671 km) of 225 kV transmission network, and a corresponding fiber optic cable. IDA finances all of the transmission lines in The Gambia and Guinea Bissau and part of the transmission line in Senegal (connection between Kaolack and Soma) and in Guinea (connection between Saltinho and Boke). ` (ii) Sub-component 1.2: Substations (US$188.9M, of which IDA $23M). IDA finances the construction of 2 of the 15 225/30 kV substations and dispatching center on the interconnection (both in Guinea Bissau). (b) Component 2: Technical assistance to OMVG (US$112.1M, of which IDA $37M) (i) Sub-component 2.1: Implementation support (US$92.1M, of which IDA US$17M). This sub-component finances technical assistance, training, capacity building, equipment, and supports operating costs for the coordination and implementation of project activities by the Project Management Unit (PMU) - including the costs of the Project Management Technical Assistance firm, the implementation of the Environmental and Social Management Plan (ESMP) and Resettlement Action Plans (RAPs), as well as internal audits. It also funds technical assistance related to the commercialization of excess capacity of the fiber optic cables and for the increased collaboration between OMVG and the Senegal River Basin Development Organization (Organisation pour la Mise en Valeur du fleuve Senegal, OMVS). (ii) Sub-component 2.2: Operations and Maintenance (O&M) support (US$20M, all IDA). In the original project design, this sub-component finances part of the O&M fees during the first five years of operation on a sliding scale. This period was reduced to three years in the 2022 restructuring to reflect delays in completion of construction. 3. The project financing became effective on June 14, 2016, with an original closing date of June 30, 2022, and went through two restructuring phases. The IDA financing (US$200 million) is allocated to the four member countries of the OMVG: The Gambia (US$47 million equivalent), Guinea (US$30 million equivalent), Guinea-Bissau (US$78 million equivalent), and Senegal (US$45 million equivalent). The first project restructuring was processed in December 2019 to reallocate funding and create a new financing category for the payment of cash compensation in Guinea Bissau with IDA funds, which were higher than expected during project preparation. The second project restructuring in June 2022 primarily modified the environmental categorization of the project from B to A and extended the project closing date to December 31, 2024. The project is particularly complex as it involves four countries (including two classified as fragile states at preparation time), three languages (French, English, and Portuguese), eight donors, 18 large contracts, and a complex structure of regional and local implementing entities. Disbursement of the IDA credits to the four countries has reached 87 percent as of December 12, 2024. Of the ~ US$25.42 million currently remaining undisbursed, US$20 million is reserved for the financing of O&M costs on the transmission line after full commissioning under component 2 with disbursement conditional on the full operationalization of the Asset Management Agency (AMA)1. 1 The AMA has been named Société de Gestion de Sambangalou et du Réseau de Transport (SOGESART). Page 1 The World Bank OMVG Interconnection Project (P146830) 4. Progress towards achievement of the PDO is currently rated as Satisfactory and overall implementation progress is rated Moderately Satisfactory. All of the indicators for the PDO have been achieved, with two exceeding the targets (electricity trade capacity in Senegal and Guinea). While progress is satisfactory on the first component of the project with the completion of works, there have been some delays in key studies, environmental and social safeguards instruments (such as the preparation and implementation of the biodiversity management plan, a legal covenant) and activities relative to the operation and maintenance of the line and commercialization of excess fiber optic capacity. 5. Works undertaken are 99.8 percent complete and infrastructure in Senegal, The Gambia, Guinea Bissau, and some parts of Guinea already commissioned and operational. The sections of the transmission line and substations in The Gambia and Senegal were commissioned in 2021 and 2022. The Linsan-Boke-Kaleta section of the transmission line in Guinea and the Boke and Kaleta substations in Guinea were commissioned at the end of 2022. Works on the dispatching center in Guinea are expected to be completed by April 2025. In Guinea Bissau, the substations were completed in 2021 and the works on the transmission line completed in November 2023 (section linking Guinea and Guinea Bissau – L5c Saltinho-Bambadinca-Mansoa) and December 2023 (section linking Guinea Bissau and Senegal – L5d Mansoa-Tanaff). Due to issues on the national grid and delays on other donor projects, the commissioning of infrastructure in Guinea Bissau was only completed in March 2024. Temporary operation of the OMVG transmission network was entrusted to utilities Société Nationale d’Electricité du Sénégal (SENELEC) (for sections in Senegal and The Gambia), and Electricité de Guinée (EDG) (for section in Guinea and Guinea Bissau). 6. While the physical infrastructure for the project is nearing completion, progress has been slow for the institutional infrastructure. Per project design, recruitment of an independent operator responsible for O&M of the financed infrastructure was launched in 2022, ahead of the completion of the works. During a joint donor supervision mission for the OMVG project on January 17, 2024, OMVG informed its financial partners, that the selection process for the recruitment of a permanent operator for the OMVG transmission line was suspended per the instruction of the OMVG Council of Ministers (CoM) through Resolution No. 24 dated November 25, 2023. The CoM has requested that the OMVG undertake a study and establish a subsidiary to the AMA that will be entrusted with the operation and maintenance of the line per the member countries’ request. The AMA, SOGESART, was established legally prior to this resolution and budget was allocated by member countries for its operation. However, it is not yet fully operational as a meeting of the Heads of State (HoS) of member countries is required to nominate its management. The HoS meeting was finally held on December 7, 2024 and the nominations have been finalized and agreed, with expectations for the contractual documents to be finalized in the coming weeks to align with these decisions. OMVG has requested financing support ($60k) to hire a firm to conduct a study for the optimal design of a functional SOGESART subsidiary that would be in charge of O&M. Both the fiber optic commercialization technical assistance and the study for the subsidiary would require 8-10 months for implementation and would extend beyond the current project closing date. 7. A number of key studies need to be completed, and compliance with 3 legal covenants ((i) Biodiversity Management Plan (BMP) disclosed and adopted, (ii) measures required under BMP are in place and fully operational, and (iii) Kaleta power purchase agreements and transmission service agreements effective) is outstanding, and 4 withdrawal conditions ((i) AMA established and operational and has assumed control of the OMVG network, (ii) AMA Project agreement signed, (iii) OMVG sign agreement to assign its rights and obligations under the subsidiary agreements to the AMA, and (iv) AMA appoints OMVG to continue to perform until closing date all implementation responsibilities) remain to be met ; these must be carefully managed to ensure the successful closing of the project and sustainability of the investment. The OMVG interconnection is already benefitting OMVG member countries with The Gambia and Guinea importing electricity from Senegal through the OMVG interconnection. While the Transmission Service Agreements (TSAs) were signed by the four utilities in October 2023, OMVG is not yet receiving dues. Power Purchase Agreements (PPAs) have been negotiated or are under negotiation between the OMVG members (The Gambia, Guinea Bissau, Senegal and Guinea) and other members of the West African Power Pool (WAPP) showing that the infrastructure is already benefiting countries. The political context in the region made the organization of the required meeting of HoS difficult but the operationalization of SOGESART remains critical as (i) a condition for the disbursement of the O&M financing, and (ii) a prerequisite for the transfer of assets and operation of the line from OMVG to SOGESART. Now that the HoS meeting has been held, the contractual arrangements must now be finalized. There has also been significant delay with regards to the preparation and implementation of biodiversity management plans (BMPs) for the compensation sites identified in the countries to compensate project impact on critical habitat for the endangered West African chimpanzee. This activity is a priority as a legal covenant. While the contract for the preparation of the BMPs was finally signed with the consultant on July 26, 2024, the activities would not be completed prior to the current closing date of December 31, 2024 as completion will require Page 2 The World Bank OMVG Interconnection Project (P146830) eight (8) months. The second phase of the study for the commercialization of excess fiber optic capacity is also delayed with the contract signed in October 2024 and expected to be completed by June 2025. B. Rationale for Restructuring 8. The Project continues to be of strategic importance for the region and has already played a critical role in the energy systems of OMVG member countries in the past few years. The Gambia has been benefiting from imports from Senegal and is now also importing hydro from Guinea as of October 2024. Guinea was able to secure imports from Senegal when facing low hydro production earlier this year and is now exporting to Senegal and Guinea Bissau. Guinea Bissau was able to go overnight from 100 percent reliance on HFO rental power to 100 percent hydro through imports from Guinea as of August 2024 (dropping cost of supply tariff by ~52 percent), and The Gambia is benefiting from up to 60MW hydro imports from Guinea since October 2024 (at 57 percent of the supply tariff from rental power supply). Moreover, because the WAPP regional power grid is now completely interconnected, with the power market regulations in the brink of being enforced, it has become possible for any country to trade power with others through bilateral arrangements or the WAPP regional market, once the trading platform is launched in the next year. 9. The governments of OMVG member countries have made formal requests (Guinea – September 19, 2024; Guinea Bissau – September 11, 2024; The Gambia – August 13, 2024; and Senegal – November 18, 2024) for a restructuring of the Project to primarily extend the project closing date, revise the financing categories and allocation among the categories to ensure adequate financing for the remaining activities, and update the project description and implementation schedule. With most of the civil works completed and the line operational, it is essential that OMVG ensures adequate preparation for the operating phase and successful project closure. 10. As such, a level two restructuring is being proposed for the following reasons: • Closing Date – Extension of the project closing date by six months is necessary as some of the key studies (fiber optic commercialization, BMPs, and RAP audit compensation) have incurred delays in the procurement phase and require a project extension for completion. In a project supervision mission in May 2024, the project team noted that the second phase of the study on the commercialization of excess fiber optic capacity is likely to be completed by June 2025, after the current closing date of December 2024. This activity is critical to provide the OMVG and member countries support to structure and undertake the recruitment of an independent operator to commercialize and maximize benefits on the fiber optic installations completed through the project. The contract for the preparation of the BMPs – a legal covenant and a critical activity to ensure net gain in the management of biodiversity risks – was signed in July 2024 and is expected to be completed by February 2025. However, it is critical that the World Bank team oversee the start of implementation of the key measures of these BMPs which would require an additional few months. Similarly, the RAP audits are expected to be completed by February 2025, but additional time will be needed to ensure the implementation of measures recommended in the audits. Finally, as outlined above, OMVG has requested support to secure consultant services to study the optimal legal, operational and governance structure and design the proposed AMA subsidiary that will manage the operation and maintenance of the OMVG transmission network. • The extension of the closing date will allow the project team to (i) oversee closely the implementation of the studies and of the measures that will be identified as part of the RAP audits and the preparation of the BMPs, and (ii) accompany the OMVG in the structuring of the O&M subsidiary (by financing the consultant for the design of the entity under competitive procurement process to be launched) and ensure proper mitigation of sustainability risks for the infrastructure financed through the project. The requirements of the World Bank Investment Project Financing Policy and Directive regarding extension of closing date are met, specifically: (i) PDO continues to be achievable; (ii) the World Bank and the Borrower agree on actions to complete the project by the new closing date of June 2025; (iii) the performance of the Borrower remains satisfactory; (iv) the project is not subject to suspension of disbursements; and (v) there are no outstanding audit reports or audit reports which are not satisfactory to the World Bank. Also, to date, the project has complied fully with the submission of timely, acceptable, IFRs. • Change in the Implementation Schedule – the disbursement projections are to be updated to align with the revised implementation schedule given the new proposed closing date. This will notably affect the disbursement estimates and timing relative to the O&M financing, as well as the disbursements related to the BMP, implementation of the RAP audit corrective measures, and for the study of the O&M subsidiary to the AMA. Page 3 The World Bank OMVG Interconnection Project (P146830) • Disbursement Arrangements – The disbursement arrangements for O&M financing allocated under component 2.2 of the project were structured in the original financing to disburse a portion of the O&M financing on an annual basis over a five-year period with a separate financing category for each period. The length of this period was reduced to three years during the 2022 restructuring. Given the delays in completion of works and in fulfilling the condition precedent to the use of the O&M funds, the O&M funds allocated will be disbursed all at once within one category instead of the tiered original disbursement arrangement in a new category. The financing agreement will be updated to reflect the following disbursement conditions for use of the funds (previously under category 3 of the financing) in this new financing category: (i) AMA has been legally established and made operational in the territory of one of the Participating Countries in accordance with the AMA legislation, all in form and substance satisfactory the Association, and AMA has assumed full control of the management and operation of the OMVG Transmission Network; (ii) The AMA project agreement has been signed in form and substance satisfactory to the Association; (iii) OMVG has entered, under terms and conditions acceptable to the Association, into an assignment and assumption agreement with the AMA pursuant to which OMVG shall, among other things, assign all of its rights under the Subsidiary Agreements to AMA and the AMA shall resume all of OMVG’s obligations (financial and otherwise) under the Subsidiary Agreements; and (iv) AMA has appointed OMVG to continue to perform until the Closing Date, all fiduciary, administrative, disbursements, safeguards, reporting and other Project implementation support responsibilities under the Project, under terms and conditions acceptable to the Association. • Reallocation between Categories – A new financing category will be created to aggregate financing allocated for O&M financing in the IDA credits for Guinea, The Gambia and Senegal, as discussed above. A reallocation is required across financing categories to affect savings in the category for technical assistance to the category for works to enable payment of the final invoices for the works contracts, pursuant to contract addendums for the IDA credits in Guinea and Guinea Bissau. For Senegal and The Gambia, savings in the category for works will be reallocated to technical assistance to cover outstanding consultant services, implementation of E&S measures, and ensure adequate project management support until project closing. • Project Description – the project description will be modified in order to include the biodiversity management plans, implementation of corrective measures recommended in the RAP audits, and the design of a subsidiary to the AMA within the scope. Further, the project description will be changed to reflect that the O&M financing will no longer be disbursed over a three-year period and that the financing can be used for the cost of temporary operator services contracted in the interim period until the AMA subsidiary is established. As construction works were completed two years in Senegal and The Gambia prior to the completion of works in Guinea and Guinea Bissau, a temporary operator contract was established with SENELEC after commissioning to enable proper exploitation and maintenance of the assets. With the delays in the recruitment process for an independent O&M operator and the subsequent CoM decision to suspend the process, OMVG established a temporary contract with EDG for operation and maintenance of the assets in Guinea and Guinea Bissau. Once the conditions for use of the allocated O&M financing, cited above, are fulfilled, the funds will be available to support the costs of operation and maintenance. • Institutional Arrangements – Following the CoM decision to suspend the recruitment of an independent permanent operator, the description of institutional arrangements at the regional level must be modified in the financing agreement to reflect that the operation and maintenance of the OMVG Transmission Network will no longer be “carried out by a Qualified Operator competitively selected…” but instead by a subsidiary to the AMA to be created and structured in a manner that is satisfactory to the Bank, and in the interim to the establishment of this subsidiary will be carried out by a qualified temporary operator under contract that is acceptable to the Bank. • Results Framework – The results framework will be changed in order to align the target dates with the new closing date. The target value for two intermediate indicators (# of km of transmission lines built and # of km of fiber optic cable built) will also be revised in order to reflect the final design of the project after the optimization of the line routing to avoid critical areas (such as UNESCO heritage site and protected park areas) and minimize project impact. The new values reflect the actual length of the built infrastructure (line is 5.2km shorter after rerouting to minimize impact of project). Page 4 The World Bank OMVG Interconnection Project (P146830) II. DESCRIPTION OF PROPOSED CHANGES 11. The proposed changes to the project are: (i) change in the disbursement arrangements; (ii) change in the disbursement categories and reallocation between the categories, (iii) change in the project description; (iv) changes to the institutional arrangements, (v) change to the results framework; (vi) change in the implementation schedule; and (vii); change in the closing date of the financed credits. 12. Change in the disbursement arrangements. Subsection (B) of section (IV) of Schedule 2 of the Financing Agreement will be modified to reflect that the disbursement conditions for Category 3 will now be the disbursement conditions for a new Category 4. The sections that were included to reflect a tiered disbursement for the funds allocated for support of the costs of operation and maintenance of the OMVG transmission network will be removed per the rationale indicated in Section I.B. above. See proposed changes in the table below. Previous Description – Schedule 2. Section IV.B.1 Proposed Revised Description – Part 2 1. Notwithstanding the provisions of Part A of this Section, Notwithstanding the provisions of Part A of this Section, no no withdrawal shall be made: withdrawal shall be made: (a) for payments made prior to the date of this Agreement, (a) for payments made prior to the date of this Agreement, except that withdrawals up to an aggregate amount not to except that withdrawals up to an aggregate amount not to exceed SDR [XX]2 may be made for payments made prior to exceed SDR [XX] may be made for payments made prior to this this date but on or after June 30, 2014, for Eligible date but on or after June 30, 2014, for Eligible Expenditures Expenditures under Categories (1) and (2); or under Categories (1) and (2); or (b) under Category (1) until: (i) the contract for the Project (b) under Category (1) until: (i) the contract for the Project Management Firm has been signed in form and substance Management Firm has been signed in form and substance satisfactory to the Association; and (ii) the Western Branch satisfactory to the Association; and (ii) the Western Branch Financing has become effective, and the right of Financing has become effective, and the right of the Participating Countries to make withdrawals under the the Participating Countries to make withdrawals under the relevant financing agreement (other than the effectiveness relevant financing agreement (other than the effectiveness of of this Agreement) shall have vested; this Agreement) shall have vested; (c) under Category (3) until: (i) the Asset Management (c) under Category (4) until: (i) the Asset Management Agency Agency has been legally established and made operational in has been legally established and made operational in the the territory of one of the Participating Countries in territory of one of the Participating Countries in accordance accordance with the AMA Legislation, all in form and with the AMA Legislation, all in form and substance satisfactory substance satisfactory to the Association, and AMA has to the Association, and AMA has assumed full control of the assumed full control of the management and operation of management and operation of the OMVG Transmission the OMVG Transmission Network; (ii) the AMA Project Network; (ii) the AMA Project Agreement have been signed in Agreement have been signed in form and substance form and substance satisfactory to the Association; (iii) OMVG satisfactory to the Association; (iii) OMVG has entered, has entered, under terms and conditions acceptable to the under terms and conditions acceptable to the Association, Association, into an assignment and assumption agreement into an assignment and assumption agreement with the with the Asset Management Agency pursuant to which OMVG Asset Management Agency pursuant to which OMVG shall, shall, among other things, assign all of its rights under the among other things, assign all of its rights under the Subsidiary Agreements to AMA and the Asset Management Subsidiary Agreements to AMA and the Asset Management Agency shall assume all of OMVG's obligations (financial and Agency shall assume all of OMVG's obligations (financial and otherwise) under the Subsidiary Agreements; and (iv) AMA has otherwise) under the Subsidiary Agreements; and (iv) AMA appointed OMVG to continue to perform until the Closing Date, has appointed OMVG to continue to perform until the all fiduciary, administrative, disbursements, safeguards, Closing Date, all fiduciary, administrative, disbursements, reporting and other Project implementation support safeguards, reporting and other Project implementation responsibilities under the Project, under terms and conditions support responsibilities under the Project, under terms and acceptable to the Association. conditions acceptable to the Association; (d) under Category (3)(b) until the Asset Management Agency has made payments into the O&M Dedicated 2 Amount differs for the financing agreement of each client country. Page 5 The World Bank OMVG Interconnection Project (P146830) Account, on a pari passu basis with the Financing provided for Part 2.2 of the Project for the previous year; (e) under Category (3)(c) until the Asset Management Agency has made payments into the O&M Dedicated Account, on a pari passu basis with the Financing provided for Part 2.2 of the Project for the previous year; (f) under Category (3)(d) until the Asset Management Agency has made payments into the O&M Dedicated Account, on a pari passu basis with the Financing provided for Part 2.2 of the Project for the previous year; (g) under Category (3)(e) until the Asset Management Agency has made payments into the O&M Dedicated Account, on a pari passu basis with the Financing provided for Part 2.2 of the Project for the previous year. 13. Change in the disbursement categories and reallocation between the categories. A new Category 4 will be created for The Gambia, Guinea and Senegal and will aggregate all of the financing allocated for O&M support under Part 2.2 of the project description. This category will be labeled: “Goods, works, non-consulting services, and consultants ‘services for Part 2.2 of the Project”. A reallocation of funds between the categories and suppression of a tiered disbursement for O&M financing will be reflected and result in the following changes: (a) The Gambia: Reallocation of SDR 1.55 million from Category 1 to Category 2; and reallocation of SDR 2.9 million from Category 3 A, B, and C to a new Category 4 to reflect the disbursement of all O&M funds at once (as opposed to an annual basis over several years in the original project design). (b) Guinea: Reallocation of SDR 310,000 from Category 2 to Category 1; and reallocation of SDR 4.3 million from Category 3 A, B, and C to a new Category 4 to reflect the disbursement of all O&M funds at once. (c) Guinea-Bissau: Reallocation of SDR 200,000 from Category 2 to Category 1; Reallocation of SDR 900,000 from Category 5 to Category 1. (d) Senegal: Reallocation of SDR 400,000 from Category 1 to Category 2; reallocation of SDR 2.6 million from Category 3A to Category 23; reallocation of SDR 1.05 million from Category 3B to Category 2, and reallocation of SDR 1.25 million from Category 3B, and SDR 2.3 million from Category 3C to a new Category 4 to reflect the disbursement of all O&M funds at once. 14. Change to the project description: the project description in the financing agreements will consist of: (i) a modification of the Part 2.1 description to include the preparation of the biodiversity management plans, the implementation of corrective measures stemming from the RAP audit reports, and a study for the design of a subsidiary to the AMA that will be responsible for O&M in the project scope; and (ii) modification of the Part.2.2 description to include the costs of temporary operation of the OMVG transmission network in the scope of eligible financing. See proposed changes in the table below. Previous Description – Part 2 Proposed Revised Description – Part 2 1. Implementation Support. (i) Provision of technical 1. Implementation Support. (i) Provision of technical assistance, assistance, training, capacity building, equipment and training, capacity building, equipment and supporting operating supporting operating costs related to the coordination and costs related to the coordination and implementation of Project implementation of Project activities, monitoring and activities, monitoring and evaluation, implementation of evaluation, implementation of safeguard requirements and safeguard requirements and assessment of the impacts of the assessment of the impacts of the Project activities; and (ii) Project activities; and (ii) provision of technical assistance to the provision of technical assistance to the PMU through the PMU through the Project Management Firm, for the financing of Project Management Firm, for the financing of internal internal audits, the carrying out of environmental impact audits, the carrying out of environmental impact studies, the studies, biodiversity management plans, the implementation of implementation of the ESMP, the carrying out of technical the ESMP and corrective measures recommended in the RAP studies such as feasibility studies, the carrying out of a study audits, the carrying out of technical studies such as feasibility for the commercialization of the fiber optic cables, as well as studies, the carrying out of a study for the commercialization of for the increased collaboration between OMVG and OMVS. the fiber optic cables, the carrying out of a study for the optimal 3 In order to cover financing gap on remaining activities, budget allocated to O&M is reduced. Page 6 The World Bank OMVG Interconnection Project (P146830) functional organization of a subsidiary of the asset management 2. Operations and Maintenance support. Financing part of agency, which has been established to be responsible for the costs of operation and maintenance of the OMVG operation and maintenance of the line, as well as the provision Transmission Network for approximately the first three of assistance for the increased collaboration between OMVG years of operations. and OMVS. 2. Operations and Maintenance support. Financing part of the costs of operation and maintenance of the OMVG Transmission Network in the initial years of operation, including cost of services for temporary operators entrusted with these services until the subsidiary of the asset management agency responsible for operation and maintenance is established and operational. 15. Change in the Institutional arrangements. The description under Asset Management Agency under the section “At the Regional Level” in the Section “A. Institutional Arrangements” of Section I in Schedule 2 of the financing agreements will be modified in order to reflect the OMVG Council of Ministers’ decision to shift its strategy for the operation of the transmission network from entrusting O&M services to a competitively selected independent operator to developing a subsidiary to the AMA. See proposed changes in the table below. Previous Description – Under “Asset Management Under “Asset Management Agency” Agency” Without limitation to the generality of the foregoing Without limitation to the generality of the foregoing provisions of provisions of paragraph (8) immediately above, the Asset paragraph (8) immediately above, the Asset Management Agency Management Agency shall be responsible, inter alia, for the shall be responsible, inter alia, for the operation and operation and maintenance of the OMVG Transmission maintenance of the OMVG Transmission Network, such Network, such operation and maintenance to be carried out operation and maintenance to be carried out by a qualified by a Qualified Operator competitively selected in temporary operator under contract that is acceptable to the accordance with guidelines acceptable to the Association. Association, and once an AMA subsidiary established for such purpose is functional and ready to take over the operation and maintenance, with guidelines acceptable to the Association, by such subsidiary. 16. Change to the results framework. The The results framework for the project will be modified in order to reflect the new closing date and timeline leading to the new closing date of June 30, 2025. The following intermediate results indicators are also revised: ▪ Transmission lines built (km): the target is to be revised from 1677 km to 1671.8 km to reflect the final project design after optimization of the line routing during implementation and to mitigate environmental and social impact of the project. ▪ Length of the fiber optic cable built (km): the target is to be revised from 1677 km to 1759.64km to reflect the final length after the distance to the command center buildings in the substations was accounted for in the project design. ▪ Project beneficiaries: the unit of measure for the sub-indicator on number of female beneficiaries is modified from percentage to number to be consistent with the target values. ▪ Private operator for AMA: the indicator is to be revised to reflect temporary operation of network by EDG/Senelec and modified from “private operator for the AMA” to “qualified operator under contract that is acceptable to the association”. 17. Change in the implementation schedule. Disbursement projections have been updated to align with the revised implementation schedule and the new closing date. This will notably affect the disbursement estimates relative to the O&M financing which will be completed in 2025. It is also accounting for disbursements linked to the biodiversity management plan, implementation of corrective measures identified in the RAP audits, and for the study for the O&M subsidiary to the AMA. 18. Change in the closing date. The closing date for the financing agreements linked to the IDA Credits (56590, 56600, 56610 and 56620) will be amended from December 31, 2024 to June 30, 2025. Page 7 The World Bank OMVG Interconnection Project (P146830) @#&OPS~Doctype~OPS^dynamics@restrhybridsummarychanges#doctemplate Summary changes III. PROPOSED CHANGES Operation Information Proposed Changes Operation Information Proposed Changes Results Yes Loan Closing Date Extension Yes Disbursements Arrangements Yes Reallocations Yes Development Objective No Institutional Arrangement Yes Safeguard Policies Triggered No Implementation Schedule Yes ISDS No Loan Cancellations No MFD/PCE No Financial Management No Risks No Procurement No Legal Covenants No Conditions No Implementation Modalities No Disbursements Estimates No DDO No Clients No Appraisal Summary No Components No @#&OPS~Doctype~OPS^dynamics@restrhybriddetailedchanges-disclose#doctemplate IV. DETAILED CHANGE(S) COSTS & FINANCING Private Capital Facilitation Is this an MFD-Enabling Project (MFD-EP)? Is this project Private Capital Enabling (PCE)? LOANS Page 8 The World Bank OMVG Interconnection Project (P146830) Loan Closing Original Revised Proposed Proposed Deadline Loan/Credit/Trust Status Closing Closing(s) Closing for Withdrawal Fund Applications IDA-56590-001 Effective 30-Jun-2022 31-Dec-2024 30-Jun-2025 30-Oct-2025 IDA-56600-001 Effective 30-Jun-2022 31-Dec-2024 30-Jun-2025 30-Oct-2025 IDA-56610-001 Effective 30-Jun-2022 31-Dec-2024 30-Jun-2025 30-Oct-2025 IDA-56620-001 Effective 30-Jun-2022 31-Dec-2024 30-Jun-2025 30-Oct-2025 Reallocations IDA-56590-001 Cancellations (if any): New Allocation: Currency: XDR 0.00 0.00 Financing % (Type Total) Category Expenditure Current Actuals + Proposed No. Category Allocation Committed Allocation Current Proposed 1 GD, WRK, CONS, NCS 28,900,000.00 26,360,801.24 27,350,000.00 100.00 0.00 PART 1.1; 2 GD, WRK, CONS, NCS 1,600,000.00 1,513,366.24 3,150,000.00 100.00 0.00 PART 2.1(ii); 3A GD, WRK, N/CS PART 1,000,000.00 0.00 0.00 100.00 0.00 2.2 1ST DISB; 3B GD, WRK, N/CS PART 950,000.00 0.00 0.00 100.00 0.00 2.2 2nd DISB; 3C GD, WRK, N/CS PART 950,000.00 0.00 0.00 100.00 0.00 2.2 3rd DISB; 3D GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 4th DISB; 3E GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 5th DISB; 4 GD, WRK, N/CS PART 0.00 0.00 2,900,000.00 0.00 0.00 2.2 ; Total 33,400,000.00 33,400,000.00 IDA-56600-001 Cancellations (if any): New Allocation: Currency: XDR 0.00 0.00 Financing % (Type Total) Category Expenditure Current Actuals + Proposed No. Category Allocation Committed Allocation Current Proposed 1 GD, WRK, CONS, NCS 13,400,000.00 13,355,833.35 13,710,000.00 100.00 0.00 PART 1.1; Page 9 The World Bank OMVG Interconnection Project (P146830) 2 GD, WRK, CONS, NCS 3,700,000.00 2,487,044.85 3,390,000.00 100.00 0.00 PART 2.1(ii); 3A GD, WRK, N/CS PART 1,700,000.00 0.00 0.00 100.00 0.00 2.2 1ST DISB; 3B GD, WRK, N/CS PART 1,300,000.00 0.00 0.00 100.00 0.00 2.2 2nd DISB; 3C GD, WRK, N/CS PART 1,300,000.00 0.00 0.00 100.00 0.00 2.2 3rd DISB; 3D GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 4th DISB; 3E GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 5th DISB; 4 GD, WRK, N/CS PART 0.00 0.00 4,300,000.00 0.00 0.00 2.2 ; Total 21,400,000.00 21,400,000.00 IDA-56610-001 Cancellations (if any): New Allocation: Currency: XDR 0.00 0.00 Financing % (Type Total) Category Expenditure Current Actuals + Proposed No. Category Allocation Committed Allocation Current Proposed 1 GD, WRK, CONS, NCS 47,528,000.00 47,460,225.30 48,628,000.00 100.00 0.00 PART 1; 2 GD, WRK, CONS, NCS 1,500,000.00 1,256,563.75 1,300,000.00 100.00 0.00 PART 2.1(ii); 3A GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 1ST DISB; 3B GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 2nd DISB; 3C GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 3rd DISB; 3D GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 4th DISB; 3E GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 5th DISB; 4 Resettlement Cost 4,372,000.00 3,247,955.98 4,372,000.00 100.00 0.00 Part 1 (i) & (ii); 5 GD, WRK, N/CS Part 2,100,000.00 1,112,191.85 1,200,000.00 100.00 0.00 1.2(iii); Total 55,500,000.00 55,500,000.00 IDA-56620-001 Cancellations (if any): New Allocation: Currency: XDR 0.00 0.00 Page 10 The World Bank OMVG Interconnection Project (P146830) Financing % (Type Total) Category Expenditure Current Actuals + Proposed No. Category Allocation Committed Allocation Current Proposed 1 GD,WK,CS, NCS Pt 17,200,000.00 15,617,370.84 16,800,000.00 100.00 0.00 1.1(i) Lot 5&6; 2 GD, WRK, CONS, NCS 7,600,000.00 8,624,390.75 11,650,000.00 100.00 0.00 PART 2.1(ii); 3A GD, WRK, N/CS PART 2,600,000.00 0.00 0.00 100.00 0.00 2.2 1st DISB; 3B GD, WRK, N/CS PART 2,300,000.00 0.00 0.00 100.00 0.00 2.2 2nd DISB; 3C GD, WRK, N/CS PART 2,300,000.00 0.00 0.00 100.00 0.00 2.2 3rd DISB; 3D GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 4th DISB; 3E GD, WRK, N/CS PART 0.00 0.00 0.00 100.00 0.00 2.2 5th DISB; 4 GD, WRK, N/CS PART 0.00 0.00 3,550,000.00 0.00 0.00 2.2 ; Total 32,000,000.00 32,000,000.00 Page 11 The World Bank OMVG Interconnection Project (P146830) RESULTS COUNTRY: Gambia, The, Guinea, Guinea-Bissau, Senegal OMVG Interconnection Project @#&OPS~Doctype~OPS^dynamics@restrannexpolicyandresult#doctemplate PDO Indicators by PDO Outcomes Enable electricity trade between Senegal, Guinea, Guinea-Bissau and The Gambia. Indicator Name Baseline Actual (Previous) Actual (Current) Closing Period Result Month/Year Result Date Result Date Result Month/Year Revise Electricity Trade (Export/Import) 0.00 Jun/2015 240,000.00 14-Aug-2024 240,000.00 14-Aug-2024 222,000.00 Jun/2025 Capacity of Senegal (Kilovolt- Comments on achieving targets This indicator measures the installed capacity of the transmission infrastructure that enables importing or Amphere(KVA)) exporting electricity from/to OMVG countries. Measured through reports from the Owners Engineer and PMU. Revise Electricity Trade (Export/Import) 0.00 Jun/2015 440,000.00 14-Aug-2024 440,000.00 14-Aug-2024 340,000.00 Jun/2025 Capacity of Guinea (Kilovolt- Comments on achieving targets This indicator measures the installed capacity of the transmission infrastructure that enables Amphere(KVA)) importing or exporting electricity from/to OMVG countries. Revise Electricity Trade (Export/Import) 0.00 Jun/2015 170,000.00 14-Aug-2024 170,000.00 14-Aug-2024 170,000.00 Jun/2025 Capacity of Guinea Bissau (Kilovolt- Comments on achieving targets This indicator measures the installed capacity of the transmission infrastructure that enables Amphere(KVA)) importing or exporting electricity from/to OMVG countries. . Revise Electricity Trade (Export/Import) 0.00 Jun/2015 180,000.00 14-Aug-2024 180,000.00 14-Aug-2024 180,000.00 Jun/2025 Capacity of The Gambia (Kilovolt- Comments on achieving targets This indicator measures the installed capacity of the transmission infrastructure that enables Amphere(KVA)) importing or exporting electricity from/to OMVG countries. Revise Institutional structure to 0.00 Jun/2015 1.00 14-Aug-2024 1.00 14-Aug-2024 3.00 Jun/2025 facilitate electricity trade (composite index) (Number) Page 12 The World Bank OMVG Interconnection Project (P146830) Revise Direct project beneficiaries 0.00 Jun/2015 0.00 14-Aug-2024 0.00 14-Aug-2024 6,684,250.00 Jun/2025 (Number) Revise Female beneficiaries 0.00 Jun/2015 0.00 30-Nov-2018 0.00 29-Nov-2018 3,342,125.00 Jun/2025 (Number) Intermediate Results Indicators by Components Component 1: Extension of WAPP transmission network – OMVG Interconnection Indicator Name Baseline Actual (Previous) Actual (Current) Closing Period Result Month/Year Result Date Result Date Result Month/Year Revise Transmission lines constructed 0.00 Sep/2014 1,671.80 14-Aug-2024 1,671.80 14-Aug-2024 1,671.80 Jun/2025 (Kilometers) Revise 0.00 Sep/2014 15.00 14-Aug-2024 15.00 14-Aug-2024 15.00 Jun/2025 Number of substations constructed (Number) Comments on achieving targets This indicator measures the number of substations constructed. ReviseLength of fiber optic network 0.00 Jun/2015 1,677.00 14-Aug-2024 1,677.00 14-Aug-2024 1,759.64 Jun/2025 built (Kilometers) Component 2: Technical Assistance to OMVG Indicator Name Baseline Actual (Previous) Actual (Current) Closing Period Result Month/Year Result Date Result Date Result Month/Year Revise The Project Management Firm is No Jun/2015 Yes 12-Aug-2024 Yes 12-Aug-2024 Yes Jun/2025 performing adequately (Yes/No) No Jun/2015 Temporary operator 12-Aug-2024 Temporary operator 12-Aug-2024 Yes Jun/2025 secured for the secured for the Revise commissioned commissioned Qualified operator under assets. Client assets. Client contract that is acceptable to the intends to establish intends to establish Association (Text) a subsidiary to the a subsidiary to the AMA to be AMA to be responsible for responsible for Page 13 The World Bank OMVG Interconnection Project (P146830) operation and operation and maintenance. maintenance. Page 14 The World Bank OMVG Interconnection Project (P146830) ANNEX 1 – Financing Category Allocations Financing Category Gambia | Credit 56590 Guinea | Credit 56600 Guinea Bissau |Credit 56610 Senegal | Credit 56620 Current Allocation 1 28,900,000 13,400,000 47,528,000 17,200,000 2 1,600,000 3,700,000 1,500,000 7,600,000 3A 1,000,000 1,700,000 0 2,600,000 3B 950,000 1,300,000 0 2,300,000 3C 950,000 1,300,000 0 2,300,000 3D 0 0 0 0 3E 0 0 0 0 4 - - 4,372,000 - 5 - - 2,100,000 - Total 33,400,000 SDR 21,400,000 SDR 55,500,000 SDR 32,000,000 SDR Summary of Proposed Changes 1 (1,550,000) 310,000 1,400,000 (400,000) 2 1,550,000 (310,000) (200,000) 4,050,000 3A (1,000,000) (1,700,000) - (2,600,000) 3B (950,000) (1,300,000) - (2,300,000) 3C (950,000) (1,300,000) - (2,300,000) 3D - - - - 3E - - - - 4 2,900,000 - - 3,550,000 5 - - (1,200,000) - Total 0 Proposed Allocation Post-Restructuring 1 27,350,000 13,710,000 48,628,000 16,800,000 2 3,150,000 3,390,000 1,300,000 11,650,000 3A 0 0 0 0 3B 0 0 0 0 3C 0 0 0 0 3D 0 0 0 0 3E 0 0 0 0 4 2,900,000 4,300,000 4,372,000 3,550,000 5 1,200,000 Total 33,400,000 SDR 21,400,000 SDR 55,500,000 SDR 32,000,000 SDR Category 1 – civil works in old & new categories |Category 2 – technical assistance in old & new categories| Category 3 – O&M support in old & new categories | Category 4 – RAP implementation in Guinea Bissau | new category for O&M in Guinea, Gambia and Senegal | Category 5 – BOAD financing deficit for P3 in Guinea Bissau Page 15 The World Bank OMVG Interconnection Project (P146830) ANNEX 2 – Implementation Action Plan Action Responsible Deadline Component 1 1 Complete works in the dispatching center in Guinea OMVG / ATMO May 2025 2 Commission additional Bay in the Brikama substation in The Gambia OMVG / contractor February 2025 Component 2 3 Complete phase 2 of the commercialization of the fiber optic study OMVG June 2025 4 Finalize selection of consultant for AMA O&M subsidiary study OMVG January 2025 5 Finalize AMA O&M subsidiary study OMVG June 2025 Preparation for Operational Phase 6 Conclude operationalization of SOGESART per HoS December decision OMVG January 2025 7 Execute AMA project agreement, transfer control of OMVG network to OMVG/Client countries January 2025 AMA, and appoint OMVG to continue implementation responsibilities until closing date 8 Complete invoicing of transmission service agreements (TSA) OMVG January 2025 9 Extend the temporary operation contracts with EDG and SENELEC until OMVG June 2025 the establishment of the subsidiary Safeguards 10 Finalize site specific biodiversity management plans and launch OMVG/consultant February 2025 implementation 11 Complete RAP audit and implementation of remedial measures OMVG April 2025