Narrative
Full Description
Project narrative
On September 6, 2021, Warburg Pincus LLC (an American private equity firm) and Apax Partners LLP (a British private equity firm) entered into an agreement to purchase T-Mobile Netherlands B.V. (T-Mobile NL) — a Netherlands-based mobile and fixed broadband telecommunications provider — from German telecommunications company Deutsche Telekom AG and Swedish telecommunications provider Tele2 AB for €5.1 billion EUR. Then, on or around November 19, 2021, a syndicate of 23 banks, including Bank of China (BOC) and the Industrial and Commercial Bank of China (ICBC),entered into a €2.4 billion EUR syndicated sustainability-linked term loan B agreement with WP/AP Telecom Holdings IV B.V. — a Netherlands-incorporated special purpose vehicle (SPV) jointly owned by funds advised by Apax Partners (50% equity stake) and funds advised by Warburg Pincus (50% equity stake) — to finance its acquisition of T-Mobile Netherlands. This loan carried a maturity period of seven years, an interest rate of EURIBOR plus a margin of 400 basis points (bps), and no financial covenants. As a sustainability-linked loan, this loan featured Key Performance Indicators (KPIs) on environmental, social, and governance (ESG) against which the borrower's performance was assessed, with a ratchet of 15 bps on the margin of the interest rate based on performance. On November 8, 2021, T-Mobile Netherlands released its price talk for a €2 billion EUR term loan B loan; during allocation, it was increased to €2.4 billion EUR. The proceeds were to be used by the borrower to finance its buyout of T-Mobile Netherlands and to reduce other secured debt. Record ID#104001 captures BOC's contribution. Record ID#104002 captures ICBC's contribution. In addition to BOC and ICBC, the following lenders contributed to the €2.4 billion EUR term loan B: Morgan Stanley, Barclays Bank PLC, Deutsche Bank, ABN AMRO Bank NV, BNP Paribas S.A., Commerzbank AG, Credit Suisse AG, ING Bank N.V., Jefferies Group LLC, KKR Capital Markets Limited (KKR CM), Mizuho Bank, MUFG Bank, National Westminster Plc (NatWest), Nomura Bank, Coöperatieve Rabobank U.A., Royal Bank of Canada (RBC), Banco Santander S.A., Sumitomo Mitsui Banking Corporation (SMBC), Société Générale Corporate and Investment Bank (SGCIB), Standard Chartered Bank PLC, UniCredit S.p.A., and KB Securities. Morgan Stanley (as sole physical), Barclays, and Deutsche Bank acted as joint global coordinators, underwirters, and mandated lead arrangers. BOC, ABN AMRO Bank, BNP Paribas, Commerzbank, Credit Suisse, ING, Jefferies, KKR CM, Mizuho, MUFG, NatWest, Nomura, Rabobank, RBC, Santander, SMBC, SGCIB, Standard Chartered and UniCredit served as mandated lead arrangers. KB Securities acted the sole Korean mandated lead arranger. ICBC acted as lead arranger. Lucid Agency Services acted as administrative agent. Furthermore, on or around November 19, 2021, a syndicate of 22 lenders — including BOC — entered into a €500 million EUR ($558.02 million USD) revolver loan agreement with WP/AP Telecom Holdings IV B.V. to finance its acquisition of T-Mobile Netherlands. This loan carried a maturity period of six years and six months. Each lender, including BOC, contributed €22.73 million EUR ($25.36 million USD to the €500 million EUR revolver. Record ID#104003 captures BOC's contribution. In addition to BOC, the following lenders contributed to the loan syndicate: ABN AMRO Bank, Barclays, BNP Paribas, Commerzbank, Credit Suisse, Deutsche Bank, ING Bank, Jefferies Group, KKR CM, Mizuho, Nomura, Morgan Stanley, MUFG, NatWest, Rabobank, RBC, Santander, SocGen, Standard Chartered Bank, SMBC, and UniCredit. The acquisition was expected to be completed in January 2022. The acquisition was completed on March 31, 2022.