Bank of China contributes to $1.165 billion AUD syndicated term loan to support EQT Infrastructure V's acquisition of 70% stake in Icon Group

Project narrative

On November 19, 2021, EQT Infrastructure V, an infrastructure fund managed by Swedish global private equity fund EQT AB (publ), entered into an agreement to acquire a 70% majority stake in Integrated Clinical Oncology Network Pty Ltd (Icon Group; Icon Cancer Centre) — an Australian integrated cancer care provider — from a joint venture of Goldman Sachs Asset Management, L.P., QIC Private Capital Pty Ltd, and Pagoda Investment Advisors, for a consideration of $2.4 billion AUD ($1.741 billion USD). Then, on March 31, 2022, financial close was reached on the deal, in which a syndicate of 10 banks, including Bank of China (BOC), entered into a $1.165 billion AUD syndicated Term Loan B (TLB) agreement with APOG Bidco Pty Ltd — an Australia-incorporated special purpose vehicle (SPV) wholly owned by EQT Infrastructure V — for the acquisition of Icon Group. This loan was divided into four tranches: a $786,000,000 AUD ($588.05 million USD) first-lien term B credit facility tranche with a maturity period of seven years and a final maturity date of March 31, 2029; $100,000,000 AUD ($74.82 million USD) first-lien revolving credit facility tranche with a maturity period of five years and a final maturity date of March 31, 2027; a $100,000,000 AUD first-lien delayed draw term B credit facility tranche with a maturity period of seven years and a final maturity date of March 31, 2029; and a $179,000,000 AUD privately-placed second-lien term B credit facility tranche with a maturity period of eight years and a final maturity date of March 31, 2030. Overall, there was $986 million AUD in first-lien credit facilities and $179 million AUD in second-lien credit facilities. Reportedly, the majority of the debt was based on a swap rate of a floating rate (such as BBSY or BBSW) plus a margin of 425 basis points (bps). The proceeds were used by the borrower to support the acquisition of a 70% stake in the Icon Group. In addition to BOC, the following lenders contributed to the loan syndicate: Morgan Stanley, Barclays Bank Plc, Crédit Agricole Group, HSBC Bank, MUFG Bank, Ltd., ING Group N.V., Goldman Sachs Group, Inc., KB Securities Co., Ltd., and Korea Investment & Securities Co., Ltd.. Morgan Stanley, Barclays, Crédit Agricole, HSBC, MUFG, ING, and Goldman Sachs served as joint lead arrangers. BOC, KB Securities, and Korea Investment & Securities served as mandated lead arrangers. In November 2021, the borrower was in discussions with six banks (Morgan Stanley, Barclays, Crédit Agricole, MUFG, HSBC, and ING) for the TLB facility. The loan was underwritten in February 2022 before financial close. This was the biggest all-Australian dollar TLB finance in Australian history and the first TLB to pass $1 billion AUD. The acquisition was completed on March 31, 2022. Goldman Sachs Asset Management retailed a 14% stake in Icon Group while Icon's doctors and management kept the remaining 16% of shares. Icon Group is Australia's largest vertically integrated cancer care provider. It provides radiation oncology, medical oncology, compounding, and pharmacy services at facilities in Australia, New Zealand, Singapore, China, and Hong Kong. Icon produces over one million drug infusions annually. It also operates Australia's largest private cancer clinical trails program and 51 hospital pharmacies. At the time of the acquisition, it operated 31 radiation and medical oncology clinics in Australia and New Zealand and delivered over 260,000 treatments annually across the two countries.