Licitation

1.1.

Køber

Officielt navn: HOFOR CC Holding A/S

E-mail: sotp@hofor.dk

2.1.

Procedure

Titel: Joint Development Agreement

Beskrivelse: HOFOR CC HOLDING A/S (“HOFOR”) has decided to pursue a BECCS project to capture carbon dioxide from the flue gas from the combined heat and power plant unit 4 (AMV4), which includes the design, construction, operation and ownership of a carbon capture facility on the property at or adjacent to Amagerværket, and the development and management of the related upstream and downstream value chain activities on arms-length commercial terms with a view of undertaking the BECCS project with or without a joint venture partner ("Project"); In this respect HOFOR intends to enter into a joint development agreement with Carbon Removals Denmark A/S, a company forming part of the wider Elimini group, as the basis upon which the parties will continue to evaluate the Project setting out the basis for the development and maturation of the potential Project and, subject to approval by the parties, entry into the definitive agreements and potential formation of a joint venture. For that purpose the agreement sets out a framework for the detailed evaluation and development of the Project through the preparation, negotiation, and execution of the definitive agreements; and setting forth the terms and conditions upon which the Parties shall conduct exclusive negotiations with respect to the Project and the consequences should a Party elect to withdraw from the implementation of the Project. HOFOR and Carbon Removals Demark A/S intend, subject to relevant approvals, for the Project to be developed using a special purpose vehicle (the “Project SPV”), with HOFOR having a controlling interest in the Project SPV. The parties intend for the Project SPV to be the relevant counterparty in respect of all contracts with suppliers and contractors entered into for the Project. The joint development agreement is expected to commence after signing and will continue until terminated by either party. The joint development agreement relates to the participation by HOFOR, through its subsidiary HOFOR DSS SPV A/S, in the Danish Energy Agency's CCS-subsidy tender, cf. Contract Notice No. 604064-2024 of 8 October 2024. As the agreement relates to joint development of the Project, both HOFOR CC HOLDING A/S and Carbon Removals Denmark A/S will be incurring expenditures in progressing project development, but neither party will (except potentially in certain termination scenarios) be making any payments to each other. Each of HOFOR CC HOLDING A/S and Carbon Removals Denmark A/S will provide internal resources and, except in certain termination scenarios, bear their own respective internal costs incurred in developing the Project. Any external project development costs will be split between and borne by each of HOFOR CC HOLDING A/S Carbon Removals Denmark A/S in accordance with their respective participating interest in the Project (subject to certain termination scenarios). If the joint development agreement is terminated for whatever reason, HOFOR shall have the right to continue the development and advancement of the Project alone or together with another third party at its sole cost, risk and discretion subject to the requirement for HOFOR to compensate Carbon Removals Denmark A/S in certain circumstances for its agreed costs of participating in the joint development of the Project up until the termination.

Identifikator for proceduren: b631437a-458e-40d8-a91d-70fd3ac6ed93

Udbudsprocedure: Udbud med forhandling uden forudgående offentliggørelse

2.1.1.

Formål

Kontraktens hovedformål: Tjenesteydelser

Primær klassifikation (cpv): 90700000 Tjenester på miljøområdet

2.1.2.

Udførelsessted

Land: Danmark

Hvor som helst i det pågældende land

2.1.4.

Generelle oplysninger

Retsgrundlag:

Anden

5.1.

Delkontrakt: LOT-0001

Titel: Joint Development Agreement

Beskrivelse: HOFOR CC HOLDING A/S (“HOFOR”) has decided to pursue a BECCS project to capture carbon dioxide from the flue gas from the combined heat and power plant unit 4 (AMV4), which includes the design, construction, operation and ownership of a carbon capture facility on the property at or adjacent to Amagerværket, and the development and management of the related upstream and downstream value chain activities on arms-length commercial terms with a view of undertaking the BECCS project with or without a joint venture partner ("Project"); In this respect HOFOR intends to enter into a joint development agreement with Carbon Removals Denmark A/S, a company forming part of the wider Elimini group, as the basis upon which the parties will continue to evaluate the Project setting out the basis for the development and maturation of the potential Project and, subject to approval by the parties, entry into the definitive agreements and potential formation of a joint venture. For that purpose the agreement sets out a framework for the detailed evaluation and development of the Project through the preparation, negotiation, and execution of the definitive agreements; and setting forth the terms and conditions upon which the Parties shall conduct exclusive negotiations with respect to the Project and the consequences should a Party elect to withdraw from the implementation of the Project. HOFOR and Carbon Removals Demark A/S intend, subject to relevant approvals, for the Project to be developed using a special purpose vehicle (the “Project SPV”), with HOFOR having a controlling interest in the Project SPV. The parties intend for the Project SPV to be the relevant counterparty in respect of all contracts with suppliers and contractors entered into for the Project. The joint development agreement is expected to commence after signing and will continue until terminated by either party. The joint development agreement relates to the participation by HOFOR, through its subsidiary HOFOR DSS SPV A/S, in the Danish Energy Agency's CCS-subsidy tender, cf. Contract Notice No. 604064-2024 of 8 October 2024. As the agreement relates to joint development of the Project, both HOFOR CC HOLDING A/S and Carbon Removals Denmark A/S will be incurring expenditures in progressing project development, but neither party will (except potentially in certain termination scenarios) be making any payments to each other. Each of HOFOR CC HOLDING A/S and Carbon Removals Denmark A/S will provide internal resources and, except in certain termination scenarios, bear their own respective internal costs incurred in developing the Project. Any external project development costs will be split between and borne by each of HOFOR CC HOLDING A/S Carbon Removals Denmark A/S in accordance with their respective participating interest in the Project (subject to certain termination scenarios). If the joint development agreement is terminated for whatever reason, HOFOR shall have the right to continue the development and advancement of the Project alone or together with another third party at its sole cost, risk and discretion subject to the requirement for HOFOR to compensate Carbon Removals Denmark A/S in certain circumstances for its agreed costs of participating in the joint development of the Project up until the termination.

5.1.1.

Formål

Kontraktens hovedformål: Tjenesteydelser

Primær klassifikation (cpv): 90700000 Tjenester på miljøområdet

5.1.2.

Udførelsessted

Land: Danmark

Hvor som helst i det pågældende land

5.1.6.

Generelle oplysninger

Udbuddet er omfattet af aftalen om offentlige udbud (GPA): ja

5.1.16.

Yderligere oplysninger, mægling og gennemgang

Organisation med ansvar for klager: Klagenævnet for Udbud

Oplysninger om klagefrister: HOFOR CC HOLDING A/S follows the procedure in section 4 of the Appeals Board Act. Thus, no agreement will be entered into between the parties before the expiry of 10 calendar days from the day after the date on which this notice is published, cf. Section 4(1)(2) of the Complaints Board Act, cf. statutory order no. 448 of 8th May 2025. The date stated in this voluntary ex-ante notice is therefore the date of publication of this notice and not the date on which the agreement was concluded. APPEAL INSTRUCTIONS: HOFOR CC HOLDING A/S follows the procedure in section 4 of the Appeals Board Act. Thus, no agreement will be entered into between the parties before the expiry of 10 calendar days from the day after the date on which this notice is published, cf. Section 4(1)(2) of the Complaints Board Act. Pursuant to Section 7(3) of the Complaints Board Act, a complaint that HOFOR CC HOLDING A/S has entered into an agreement in violation of the procurement rules without prior publication of a contract notice in the Official Journal of the European Union, must be submitted to the Complaints Board for Public Procurement within 30 calendar days from the day after the day on which HOFOR CC HOLDING A/S publishes a notice in the Official Journal of the European Union announcing that HOFOR CC HOLDING A/S has entered into a contract, provided that the notice contains the reasons for the decision to award the contract without prior publication of a contract notice in the Official Journal of the European Union. No later than at the same time as a complaint is submitted to the Complaints Board for Public Procurement, the complainant must, pursuant to section 6(4) of the Complaints Board Act, notify HOFOR CC HOLDING A/S in writing that a complaint is being lodged with the Complaints Board for Public Procurement and whether the complaint is being lodged during the standstill period, cf. section 3(1) or (2), or during the period of 10 calendar days specified in Section 4(1)(2). In cases where the complaint has not been lodged within the aforementioned periods, the complainant must also state whether suspensive effect is requested, cf. Section 12(1) of the Act. The Complaints Board for Public Procurement's own complaints guidelines can be found at www.naevneneshus.dk

Direkte tildeling:

Begrundelse for direkte tildeling: Udbuddet er ikke omfattet af direktivet

Anden begrundelse: According to Act No. 1647 of 30 December 2024 on CO2 capture activities in the utility sector, a municipality's participation in CO2 capture activities must be on commercial terms as a shareholder in a limited company, cf. section 3 of the Act. For the purpose of the BECCS Project HOFOR Holding A/S has hence incorporated HOFOR CC Holding A/S, whose purpose is to develop and operate HOFOR's BECCS activities on commercial terms in accordance with the Act on CO2 capture activities in the utility sector. The company's purpose can be achieved, among other things, by directly or indirectly owning shares in other companies, entering into agreements with players in the value chain related to CO2 capture activities and other related activities. The company must operate on market terms, bear a real financial risk associated with the performance of its activities and aim to generate a market return on the capital invested through its activities. In the light hereof, HOFOR CC Holding A/S is not considered to be subject to the rules of the Public Procurement Act (Statutory order No. 116 of 3 February 2025), the Directive on the award of concessions contracts (Directive 2014/23/EU) or the Utilities Directive (Directive 2014/25/EU) in relation to the award of the Joint Development Agreement. Hence, HOFOR CC Holding A/S is not considered to be a contracting authority under the Public Procurement Act, as the company's activities are of an industrial/commercial character and are carried out in a limited liability company on purely commercial terms. As the Public Procurement Act does not apply to HOFOR CC Holding A/S, the Directive on award of concession contracts does not apply either, as the scope of the Directive 2014/23/EU corresponds to the scope of the Public Procurement Act. Finally, HOFOR CC Holding A/S has also assessed that the Joint Development Agreement does not relate to an activity covered by Articles 8-14 of the Utilities Directive and that the company does not meet the condition for being a contracting entity under the Utilities Directive in relation to this agreement, cf. Article 4(1) of the Directive.

8.1.

ORG-0001

Officielt navn: HOFOR CC Holding A/S

Registreringsnummer: 45265293

By: Ørestads Boulevard 35

Postnummer: 2300 København S

Landsdel (NUTS): Byen København (DK011)

Land: Danmark

E-mail: sotp@hofor.dk

Telefon: +4533 95 33 95

Denne organisations roller:

Køber

8.1.

ORG-0002

Officielt navn: Carbon Removals Denmark A/S

Registreringsnummer: 45187942

Postadresse: C/O DLA Piper Law Firm P/S, Oslo Plads 2

By: Copenhagen

Postnummer: 2100 Copenhagen Ø

Landsdel (NUTS): Byen København (DK011)

Land: Danmark

Denne organisations roller:

Tilbudsgiver

8.1.

ORG-0003

Officielt navn: Klagenævnet for Udbud

By: Viborg

Postnummer: 8800 Viborg

Landsdel (NUTS): Østjylland (DK042)

Land: Danmark

Denne organisations roller:

Organisation med ansvar for klager

8.1.

ORG-0000

Officielt navn: Publications Office of the European Union

Registreringsnummer: PUBL

By: Luxembourg

Postnummer: 2417

Landsdel (NUTS): Luxembourg (LU000)

Land: Luxembourg

E-mail: ted@publications.europa.eu

Telefon: +352 29291

Internetadresse: https://op.europa.eu

Denne organisations roller:

TED eSender

Bekendtgørelsens ID: 6e8800ba-87ec-4196-9860-894e050a7b0e - 01

Formulartype: Forudgående underretning om direkte tildeling

Bekendtgørelsestype: Bekendtgørelse med henblik på frivillig forudgående gennemsigtighed

Bekendtgørelsesundertype: 25

Afsendelsesdato for bekendtgørelsen: 11/07/2025 17:45:28 (UTC+00:00) vesteuropæisk tid, GMT

Bekendtgørelsens officielle sprog: engelsk

Bekendtgørelsesnummer: 460202-2025

EUT-S-nummer: 133/2025

Offentliggørelsesdato: 15/07/2025