Narrative
Full Description
Project narrative
On October 13, 2020, financial close was reached on a deal in which a syndicate of six banks, including Bank of China (BOC), entered into a €770.00 million EUR ($908.45 million USD) syndicated loan agreement with Rubicone BidCo, S.A. — a Portugal-incorporated special purpose vehicle (SPV) jointly owned by APG Asset Management N.V. (38.25% equity stake), the National Pension Service Korea (NPSK) (38.25% equity stake), and Swiss Life Asset Managers (23.5% equity stake) — for its acquisition of a 81.1% stake in Portuguese transport company Brisa – Auto-estradas de Portugal, S.A. The loan was divided into two tranches: a €750.00 million EUR ($884.85 million USD) term loan tranche and a €20.00 million EUR ($23.60 million USD) revolver tranche. Both tranches carried a maturity period of seven years and a final maturity date of October 13, 2027. The proceeds were to be used by the borrower to refinance its acquisition of 81.2% stake in Brisa. In addition to BOC, the following lenders contributed to the loan syndicate: Banca IMI, Banco Bilbao Vizcaya Argentaria, S.A. (BBVA), Mediobanca, Banco Comercial Português (BCP), and Natixis. Five of the six lenders, including BOC, contributed €140.40 million EUR ($165.64 million USD) to the €750 million EUR term loan tranche, while BBVA contributed €48.00 million EUR ($56.63 million USD). Record ID#104222 captures BOC's contribution to the €750 million EUR term loan tranche. Five of the six lenders, including BOC, contributed €3.60 million EUR ($4.25 million USD) to the €20 million EUR revolver tranche, with BBVA contributing €2.00 million EUR ($2.36 million USD). Record ID#104223 captures BOC's contribution to the €20 million EUR revolver tranche. On April 28, 2020, APG, NBSK, and Swiss Life entered into an agreement to purchase a 81.2% stake in Brisa from sellers Arcus European Infrastructure Fund 1 LP (AEIF1) (40.6% stake) and José de Mello - Investimentos, SGPS, S.A. (59.4% stake), each selling a 40.6% interest, for a consideration of €4.121 billion EUR. The acquisition was completed on October 13, 2020 after regulatory approval from the European Commission was issued, with Rubicone BidCo, S.A. holding the 81.1% stake. Brisa is a Portuguese motorway operator that runs a network of 17 motorway and six national highway concessions in Portugal covering 1,628 kilometers: a 70% stake in Brisa Concessão Rodoviária (BCR), a 100% stake in Concessão Atlântico (AEA), a 36.85% stake in Subconcessão Auto-Estradas do Baixo Tejo (AEBT), a 15% stake in Subconcessão Litoral Oeste (AELO), a 99.92% stake in Auto-Estradas do Douro Litoral (AEDL), and a 70% stake in Brisal – Auto-estradas do Litoral (Brisal). In 2018 it had an operating income of €747 million EUR.
Staff comments
1. The specific borrower is unknown but given the nature of this transaction AidData has assumed that Rubicone BidCo, S.A., as the special purpose vehicle actually acquiring the 81.1% stake, was the borrower; it is plausible a parent company of Rubicone was the borrower as well. This issue merits further investigation.