Narrative
Full Description
Project narrative
On May 2, 2023, financial close was reached on a deal in which a syndicate of 21 banks — including the Bank of China (BOC), China Construction Bank Corporation (CCB), and the Industrial and Commercial Bank of China (ICBC) — entered into a $7.46709 billion AUD ($4.99844 billion USD) syndicated bridge facility agreement with BHP Group Limited (an Australian multinational mining and metals company) to support its acquisition of OZ Minerals Limited (OZL). This loan carried a maturity period of one year and a final maturity date of May 2, 2024. The proceeds were to be used by the borrower to finance its $9.58920 billion AUD ($6.41898 billion USD) acquisition of OZL. In addition to the debt, BHP Group used $2.12211 billion AUD ($1.42053 billion USD) in equity to acquire OZL. Each lender contributed $355.58 million AUD ($238.02 million USD). Record ID#101347 captures BOC's contribution. Record ID#101348 captures CCB's contribution. Record ID#101349 captures ICBC's contribution. In addition to the three Chinese state-owned banks, the following lenders contributed to the loan syndicate: Australia and New Zealand Banking Group (ANZ), Bank of America Corporation, Barclays Bank plc, BNP Paribas S.A., Canadian Imperial Bank of Commerce (CIBC), Citibank N.A., Crédit Agricole Group, DBS Bank, Deutsche Bank, Goldman Sachs Group, Inc., JPMorgan Chase Bank N.A., Mizuho Bank, MUFG Bank, Ltd., Banco Santander S.A., the Bank of Nova Scotia (Scotiabank), Sumitomo Mitsui Banking Corporation (SMBC), UBS AG, and Westpac Banking Corporation. BHP Lonsdale Investment has completed the acquisition of Oz Minerals (OZL) for A$9.6 billion ($6.4bn). Australian miner BHP agreed with OZL to acquire a 100% stake in the company in December (2022), which was approved by OZL shareholders last month (April). OZL shareholders yesterday (2 May) received a total cash consideration of A$28.25 per share, comprising: the scheme consideration – A$26.50 a fully franked special dividend – A$1.75 The payment was funded using a combination of BHP's existing cash reserves and proceeds of a debt facility and OZL has today (3 May) been delisted from the ASX's official list. With this acquisition, BHP will focus on the safe and reliable operation of mining assets in South Australia: Carrapateena Olympic Dam Prominent Hill. OZL is an Australia-incorporated mining and exploration company with a portfolio of operating, development, and exploration stage projects both in Australia and internationally that was listed on the Australian Securities Exchange. Its assets included the Prominent Hill Mine, an operational underground copper, gold and silver mine located on Antakirinja Country in the Gawler Craton, South Australia; a 100% stake in Carrapateena Copper-Gold Project, an operational underground copper, gold and silver mine located on Kokatha Country in the Gawler Craton, South Australia, about 160 kilometers north of Port Augusta; a 100% stake in the West Musgrave Project, a greenfield nickel and copper project under development located in Ngaanyatjarra Country of the West Musgrave Ranges of Western Australia, approximately 1,300 kilometers northeast of Perth and 1,400 kilometers northwest of Adelaide, near the intersection of the borders of Western Australia, South Australia and the Northern Territory; and a 100% stake in the Pedra Branca Project at the Carajás East copper-gold hub in Brazil. OZL had exposure to copper, nickel, gold, and uranium. On December 22, 2022, BHP Group entered a scheme implementation deed (SID) with OZL to acquire a 100% stake in OZL for $28.25 AUD per share. The acquisition was expected to be completed, if approved, by mid to late April 2023. BHP used a wholly owned subsidiary, BHP Lonsdale Investments Pty Limited, to acquire the shares. The acquisition was completed on May 2, 2023.
Staff comments
1. It is likely that BHP Lonsdale Investments Pty Limited, the direct subsidiary of BHP Group Limited that acquired OZ Minerals, was the specific borrower for this loan. However, AidData has yet to find direct evidence corroborating this claim. 2. In 2009, China Development Bank (CDB) (Record ID#95158) and BOC (Record ID#95157) issued loans to China Minmetals Non-Ferrous Metals Co. Ltd to acquire a majority of the assets of OZ Minerals, using them to form the precursor to MMG Limited. Prominent Hill was originally included, but the Government of Australia blocked its sale to a Chinese state-owned company. OZ Minerals kept it and other assets and continued to function as a company. 3. There is evidence that a $5 billion USD syndicated loan for this acquisition was entered into in February 2023 and drawn down in April 2023 {{see pg.23 of ID#194100}}. However, it is unclear whether BOC, CCB, and ICBC were lenders at the initial stage of if they only joined in syndication upon financial close of the entire acquisition.