Narrative
Full Description
Project narrative
On February 16, 2017, a syndicate of 19 banks — including the Bank of China (Hungary) Close Ltd, the Luxembourg Branch of Industrial and Commercial Bank of China (ICBC), and Bank ICBC (JSC) — signed a $2,108,000,000 USD syndicated multicurrency term and revolving facilities agreement (TL/RCF) with VimpelCom Holdings B.V. — the Netherlands-incorporated telecommunications provider headquartered in Amsterdam wholly-owned by Netherlands-incorporated VimpelCom Amsterdam B.V., itself wholly-owned by Bermuda-incorporated VimpelCom Ltd. — for refinancing and general corporate purposes. This loan was divided into two tranches: a $527,000,000 USD term tranche known as 'Facility A' with a maturity period of five years and a $1,581,000,000 USD revolving credit facility (RCF) tranche known as 'Facility B' with a maturity period of three years with two one-year extension options. Both facilities carried an interest rate based on LIBOR for USD drawings and EURIBOR for euro drawings plus a margin, the starting margin between 2.75% for Facility A and 2.25% for Facility B. Both tranches' margins were dependent on VimpelCom Ltd.'s Net Debt to earnings before interest, taxes, depreciation, and amortization (EBITDA) ratio, ranging from 2.25% for a ratio less than or equal to 1.5:1 to 3.50% for a ratio greater than 3.01:1 for Facility A and 1.75% for a ratio less than or equal to 1.5:1 to 3.00% for a ratio greater than 3.0:1 for Facility B. Each tranche had a commitment fee of 35% per annum of the applicable margin. The TL/RCF had an option to increase the amount to $2,250,000,000 USD (increasing the term tranche to $562.5 million USD) and the RCF tranche to $1.6875 billion USD). The TL/RCF was available for draw down in U.S. dollars or euros. The proceeds were to be used by the borrower to replace (refinance) $1.800 billion USD RCF signed in 2014 and for the borrower's general corporate purposes. Bank of China (Hungary) committed $34,000,000 USD to Facility A as captured by Record ID#104733 and $102,000,000 USD to Facility B as captured by Record ID#104736. ICBC Luxembourg Branch committed $27,500,000 USD to Facility A as captured by Record ID#104734 and $82,500,000 USD to Facility B as captured by Record ID#104737. Bank ICBC (JSC) committed $5,000,000 USD to Facility A as captured by Record ID#104735 and $15,000,000 USD to Facility B as captured by Record ID#104738. In addition to the three Chinese state-owned banks, the following lenders contributed the respective amounts to the loan syndicate: the London Branch of Citibank N.A. ($34,000,000 USD and $102,000,000 USD), HSBC Bank plc ($34,000,000 USD and $102,000,000 USD), Bank of America Merrill Lynch International Limited ($34,000,000 USD and $102,000,000 USD), Barclays Bank Plc ($34,000,000 USD and $102,000,000 USD), BNP Paribas, Succursale Italia ($34,000,000 USD and $102,000,000 USD), Crédit Agricole Corporate and Investment Bank (CACIB) ($34,000,000 USD and $102,000,000 USD), the London Branch of Credit Suisse AG ($34,000,000 USD and $102,000,000 USD), Deutsche Bank Luxembourg S.A. ($34,000,000 USD and $102,000,000 USD), ING Bank N.V. ($34,000,000 USD and $102,000,000 USD), Intesa Sanpaolo Bank Luxembourg S.A. ($34,000,000 USD and $102,000,000 USD), Mediobanca International (Luxembourg) S.A. ($34,000,000 USD and $102,000,000 USD), Raiffeisen Bank International AG ($22,666,666.67 USD and $68,000,000 USD), AO Raiffeisenbank ($11,333,333.33 USD and $34,000,000 USD), Société Générale S.A. ($12,500,000 USD and $37,500,000 USD), and PJSC Rosbank ($21,500,000 USD and $64,500,000 USD). Bank of China (Hungary), ICBC Luxembourg, Citigroup Global Markets Limited, HSBC Bank plc, Bank of America Merrill Lynch International Limited, Barclays Bank, BNP Paribas, CACIB, Credit Suisse, Deutsche Bank Luxembourg, ING Bank, Banca IMI S.p.A., J.P, Morgan Limited, Raiffeisen Bank International AG, AO Raiffeisenbank, SocGen, and Rosbank served as mandated lead arrangers and bookrunners. Mediobanca - Banca di Credito Finanziario S.p.A. served as a mandated lead arrangers. The UK Branch of Citibank Europe plc served as agent.
Staff comments
1. The average 6-month LIBOR for February 2017 was 1.35146%. Therefore, the interest rate has been coded as 1.35146% + 2.75% (starting margin) = 4.10146%. 2. VimpelCom, later renamed VEON, is an international telecoms company operating in 14 countries and headquartered in Amsterdam. It provides voice and data services through a range of traditional and broadband mobile and fixed technologies in Russia, Italy, Ukraine, Kazakhstan, Uzbekistan, Tajikistan, Armenia, Georgia, Kyrgyzstan, Laos, Algeria, Bangladesh, Pakistan, and Zimbabwe. VimpelCom’s operations around the globe cover territory with a total population of approximately 739 million people. VimpelCom provides services under the "Beeline", "Kyivstar", “WIND”, "Infostrada" “Mobilink”, “banglalink”, “Telecel”, and “Djezzy” brands. 3. The 2017 syndicated multicurrency term and revolving facilities agreement can be accessed at https://www.dropbox.com/scl/fi/zbnlqnofrsnmbemw5xir9/US-2-108-000-000.pdf?rlkey=w4iccwrfe2p4vn2rvwto2vbmr&st=51u0xf14&dl=0.