ICBC (London Branch) contributes to debt restructuring — via a three-year maturity extension — of a £500 million GBP syndicated loan for Annington for unspecified purposes

Project narrative

On March 26, 2020, a syndicate of at least six banks — including the London Branch of the Industrial and Commercial Bank of China (ICBC) — entered into a £500 million GBP syndicated loan agreement with Annington Funding plc (AFP) — an England and Wales-incorporated finance special purpose vehicle (SPV) of Annington Homes Limited, a wholly-owned subsidiary of Annington Limited, a privately-rented housing provider in the United Kingdom, which is wholly owned by Terra Firma Capital Partners Ltd. (TFCP) — for unspecified purposes. This was an amendment and extension of two existing tranches: a £400 million GBP unsecured term loan tranche with an interest rate of LIBOR plus a margin of 1.5% and a £300 million GBP revolving credit facility (RCF) tranche both originally maturing in July 2022. Under the new agreement, the £400 million GBP term loan tranche carried a maturity period of five years, a final maturity date in March 2025, and an interest rate of LIBOR plus a margin of 1.6%, and the RCF tranche, which had its face value reduced to £100 million GBP, carried a maturity period of five years and a final maturity date of March 2025. The agreement became effective on April 1, 2020. The proceeds of the £100 million GBP RCF tranche were meant to exist to ensure that the borrower did not default in the repayment of the borrowing and interest to the bondholders. Record ID#101904 captures ICBC's contribution. In addition to ICBC, the following lenders contributed to the loan syndicate: Allied Irish Banks p.l.c. (AIB), Barclays Bank PLC, Goldman Sachs Bank USA, J.P. Morgan, and National Westminster Bank plc (NatWest). Barclays Bank served as agent. The entirety of the £400 million GBP term loan tranche had been drawn down by March 31, 2020, and carried the new interest and terms beginning April 1, 2020, while the £100 million GBP RCF tranche was undrawn. As of March 31, 2021, the £100 million GBP RCF tranche remained undrawn. In January 2022, the lending syndicate entered into an amendment agreement with the borrower to change the interest rate of the £400 million GBP from LIBOR plus a margin of 1.6% to SONIA plus a margin of 1.6% in light of LIBOR's discontinuance. As of March 31, 2022, the £100 million GBP RCF tranche remained undrawn. Then, in February 2023, the lending syndicate — now seven banks, with Sumitomo Mitsui Banking Corporation (SMBC) as a new lender — entered into an amendment agreement with the borrower for the £500 million GBP syndicated loan; in this agreement, the lenders extended the maturity period of the loan by approximately three years (a maturity period of eight years from the original loan) for a new final maturity date in February 2028 and increased the interest rate of the £400 million GBP term loan tranche to SONIA plus a margin of 185 basis points (bps), an increase of 0.25% from the previous margin of 1.6%. Record ID#101928 captures ICBC's contribution to this debt restructuring. As of March 31, 2021, the £100 million GBP RCF tranche remained undrawn.