China Construction Bank (Zurich Branch) contributes $97.5 million USD to a 2019 $2 billion USD syndicated revolving credit facility to ABB Finance B.V. and ABB Treasury Center (USA), Inc. for general corporate purposes

Project narrative

On December 16, 2019, a syndicate of 19 banks — including Swiss Branch Zurich of China Construction Bank Corporation (CCB) — entered into a $2,000,000,000 USD multicurrency RCF agreement with ABB Finance B.V. — a Netherlands-incorporated and Amsterdam-headquartered wholly owned subsidiary of ABB Limited, the Swedish-Swiss multinational electrical equipment corporation incorporated in Switzerland headquartered in Västerås, Sweden, and Zürich, Switzerland and the holding company for the entire ABB Group — and ABB Treasury Center (USA), Inc. — a Delaware, United States-incorporated and Wilton, Connecticut-headquartered wholly owned finance vehicle of ABB Limited — for general corporate purposes. This loan carried a maturity period of five years with two one-year extension options, a final maturity date in December 2024, an interest rate based on LIBOR or EURIBOR (dependent on the currency of the drawings) plus a margin of 0.175%, commitment fees payable on the unused portion of RCF equal to 35% of the margin (0.06125% per annum), utilization fees payable on drawings equal to 0.075% per annum on drawings up to one-third of the RCF, 0.15% per annum on drawings between one-third and two-thirds of the RCF, or 30% per annum on drawings over two-thirds of the RCF. The RCF contained cross-default clauses whereby an event of default would occur if ABB Limited defaulted on indebtedness defined in the RCF or above a specific threshold. ABB Limited issued a guarantee for this RCF. The proceeds of this RCF were used to replace an existing $2 billion USD RCF originally accrued in 2014 and for general corporate purposes, so long as the swingline sub-facilities were not used to refinance other swingline advances. 16 lenders committed $105,694,444.50 USD each to the loan syndicate; two lenders, UBS Switzerland AG and UniCredit Bank AG committed $105,694,444.00 each, and CCB committed $97,500,000.00 USD. Record ID#101096 captures CCB's contribution. In addition to CCB, the following lenders contributed to the loan syndicate: the London Branch of Citibank N.A., Bank of America Merrill Lynch International Designated Activity Company, Barclays Bank PLC, BNP Paribas (Suisse) S.A., CA Indosuez (Switzerland) S.A., Credit Suisse (Switzerland) Ltd., Deutsche Bank Luxembourg S.A., Goldman Sachs Bank USA, HSBC Bank plc, the Lancy/Geneva Branch of ING Belgium, the London Branch of JPMorgan Chase Bank, N.A., Nordea Bank Abp, filial i Sverige, Banco Santander, S.A., Standard Chartered Bank PLC, Skandinaviska Enskilda Banken AB (publ) (SEB), the Frankfurt Branch of Société Générale S.A. (SocGen), UBS Switzerland, and UniCredit Bank. CCB, Citigroup Global Markets Limited, Bank of America Merrill Lynch DAC, Barclays Bank, BNP Paribas (Suisse), CA Indosuez (Switzerland), Credit Suisse (Switzerland), Deutsche Bank Luxembourg, Goldman Sachs Bank, HSBC Bank, ING Belgium, J.P. Morgan Securities Plc, Nordea Bank Abp, Santander, Standard Chartered, SEB, SocGen, UBS Switzerland, and UniCredit Bank served as mandated lead arrangers. The UK Branch of Citibank Europe PLC served as facility agent and euro swingline agent. Citibank N.A. served as facility agent. $36,600,000.00 USD of CCB's commitment was available as a euro or U.S. dollar swingline facility under the RCF; $39,633,333.39 USD of the commitment of the London Branch of Citibank was available as a euro or U.S. dollar swingline facility under the RCF. The remaining 17 lenders each had $39,633,333.33 USD of their commitments available as a euro or U.S. dollar swingline facility under the RCF. No amount was drawn under the RCF as of December 31, 2019. Then, in 2020, the banking syndicate — still including CCB — entered into an amendment agreement with the borrowers for the $2 billion USD syndicated RCF; in this amendment, the lenders extended the maturity period of the loan by one year for a new final maturity date in 2025 (a new maturity period of six years). Record ID#101097 captures CCB's contribution to this debt rescheduling. No amount was drawn under the RCF as of December 31, 2020. Then, in 2021, the banking syndicate — still including CCB — entered into an amendment agreement with the borrowers for the $2 billion USD syndicated RCF; in this amendment, the lenders extended the maturity period of the loan by one year for a new final maturity date in 2026 (a new maturity period of seven years). Record ID#101098 captures CCB's contribution to this debt rescheduling. No amount was drawn under the RCF as of December 31, 2021. No amount was drawn under the RCF as of December 31, 2022. In February 2023, the lending syndicate entered into an agreement with ABB Finance and ABB Treasury to update the RCF to address the discontinuance of LIBOR; the RCF was amended so that the reference interest rates applicable to drawings (U.S. dollar, British pound sterling, and Swiss franc) were changed from LIBOR to Term-SOFR, overnight SONIA, and overnight SARON, respectively, plus a margin of 0.175% (margin unchanged) and a credit adjustment spread varying according to currency and tenor of drawing.