Bank of China contributes $135 million USD to a $1.35 billion USD syndicated revolving credit facility to InterContinental Hotels Group for general corporate and refinancing purposes (Linked to Record ID#101695, #101697, and #101698)

Project narrative

On April 28, 2022, a syndicate of 13 banks — including the London Branch of the Bank of China (BOC) — signed a $1,350,000,000 USD syndicated multi-currency revolving credit facility (RCF) agreement with InterContinental Hotels Group PLC (IHG) — a British multinational hospitality company — and Six Continents Limited and InterContinental Hotels Limited — two England and Wales-incorporated subsidiaries of IHG — for general corporate and refinancing purposes. The RCF was available for drawdown in U.S. dollars, British pound sterling, and euros. This RCF carried a maturity period of five years with two one-year extension options, a final maturity date of April 28, 2027, an availability period from April 28, 2022 to one month before maturity, and an interest rate based on the applicable reference rate (either SOFR, SONIA, and EURIBOR depending on the currency of the drawing) and a margin linked to the long-term credit rating assigned to the senior unsecured and unsubordinated debt of IHG ranging from 0.50% to 1.00%. Specifically, the margin would be 0.50% if the S&P/Fitch/Moody's credit rating was BBB+ / BBB+ / Baa1; it would be 0.60% if the credit rating was BBB / BBB / Baa2; it would be 0.75% if the credit rating was BBB- / BBB- / Baa3; and the margin would be 1.00% if the credit rating was BB+ / BB+ / Ba1 or lower. At the date of the agreement, the margin was 0.75%. All proceeds were to be used by the borrowers for general corporate purposes of the IHG Group. The proceeds were used, in part, to replace and repay a $1.275 billion USD revolving facility dated March 30, 2015 and a $75,000,000 USD bilateral facility agreement dated October 21, 2015 between BOC London Branch, IHG, Six Continents, and InterContinental Hotels as captured by Record ID#101695 (which had its maturity period extended twice in 2016 and 2017 as captured by Record ID#101697 and #101698), with an irrevocable cancellation notice issued on April 28, 2022 and the facilities cancelled and prepaid in full upon the first utilization date of the $1.35 billion USD RCF. This loan was secured by (i.e. collateralized against) a £31,250,000 GBP executive top-up plan liability by IHC Overseas (UK) Limited with counterparty The Law Debenture Pension Trust Corporation plc; a £6,926,575 GBP lease by Russell London Hotel Opco Limited with counterparty Lagonda Russell PropCo Limited; a £4,977,200 GBP lease by Edinburgh George Street Hotel Opco Limited with counterparty George Hotel Investments Limited; a £4,126,925 lease by Roxburghe Hotel Edinburgh OpCo Limited with counterparty Roxburghe Investments Propco Limited; a £5,599,325 GBP lease by Manchester Oxford Street Hotel OpCo Limited with counterparty Lagonda Palace PropCo Limited; a £3,214,425 lease by York Station Road Hotel Opco Limited with counterparty Lagonda York PropCo Limited; a £5,039,400 GBP lease by Grand Central Glasgow Hotel Opco Limited with counterparty Grand Central Hotel Company Limited; a £2,343,425 lease by Blysthwood Square Glasgow Hotel Opco Limited with counterparty Blythswood Square Hotel Glasgow Ltd; a £2,944,825 GBP lease by St David's Cardiff Hotel Opco Limited with counterparty The St David's Hotel Cardiff Limited; a £3,753,625 GBP lease by Oxford Spires Hotel Opco Limited with the counterparty Oxford Spires Hotel Limited; a £2,156,775 GBP lease by Oxford Thames Hotel OpCo Limited with the counterparty Oxford Thames Limited; a £2,488,600 GBP by Met Leeds Hotel Opco Limited with the counterparty Lagonda Leeds PropCo Limited; and a £2,592,275 GBP lease by Wotton House Hotel OpCo Limited with the counterparty Wotton House Properties Limited. IHG, Six Continents, and InterContinental Hotels each issued guarantees in favor of this loan. This loan benefited from a negative pledge. BOC London Branch committed $135,000,000 USD to the loan syndicate. Record ID#101689 captures BOC London Branch's contribution. In addition to BOC, the following lenders contributed the respective amounts to the loan syndicate: Bank of America Europe Designated Activity Company (DAC) ($135,000,000 USD), Barclays Bank PLC ($135,000,000 USD), Commerzbank Aktiengesellschaft, London Branch (Commerzbank AG) ($135,000,000 USD), MUFG Bank, Ltd. ($135,000,000 USD), Truist Bank ($135,000,000 USD), Wells Fargo Bank, N.A., London Branch ($135,000,000 USD), BNP Paribas S.A., London Branch ($67,500,000 USD), DBS Bank Ltd., London Branch ($67,500,000 USD), Mizuho Bank, Ltd. ($67,500,000 USD), Standard Chartered Bank ($67,500,000 USD), Unicredit Bank AG ($67,500,000 USD), and U.S. Bank National Association ($67,500,000 USD). The London Branch of BOC, Bank of America DAC, Barclays Bank, the London Branch of BNP Paribas, the London Branch of Commerzbank AG, the London Branch of DBS Bank, Mizuho Bank, MUFG Bank, Standard Chartered Bank, Truist Securities Inc., Unicredit Bank AG, U.S. Bank National Association, and the London Branch of Wells Fargo Bank served as mandated lead arrangers and joint bookrunners. MUFG Bank served as facility agent. As of December 31, 2022, the syndicated RCF was undrawn.