Narrative
Full Description
Project narrative
On October 14, 2022, financial close was reached on a deal in which a syndicate of eight banks — including China Construction Bank Corporation (CCB) — entered into a $511.70 million NZD ($289.70 million USD) syndicated loan agreement with SamCo Holdings Limited — a New Zealand-incorporated special purpose vehicle (SPV) wholly-owned by FrodoCo Holdings Limited, a New Zealand-incorporated intermediate holding company, which is wholly-owned by 1000243587 Ontario Limited (OntarioCo), a Canada-incorporated wholly-owned subsidiary of Canadian pension investor Ontario Teachers' Pension Plan (OTPP) — for the acquisition of a 70% equity stake in Spark New Zealand's TowerCo business. This loan was divided into four tranches: a $178.40 million NZD ($101.00 million USD) term loan tranche A with a maturity period of three years and a final maturity date of October 14, 2025; a $178.40 million NZD term loan tranche B with a maturity period of five years and a final maturity date of October 14, 2027; a $144.90 million NZD ($82.04 million USD) capex facility tranche with a maturity period of five years and a final maturity date of October 14, 2027; and a $10.00 million NZD ($5.66 million USD) working capital facility tranche with a maturity period of five years and a final maturity date of October 14, 2027. CCB contributed $24.50 million NZD ($13.87 million USD) to each of the $178.4 million NZD term loan tranche A and the $178.4 million NZD term loan tranche B. Record ID#104882 captures CCB's contribution to term loan tranche A. Record ID#104883 captures CCB's contribution to term loan tranche B. In addition to CCB, the following lenders contributed the respective amounts to each of the term loan tranches: Export Development Canada (EDC) ($35.10 million NZD; $19.87 million USD), BNP Paribas S.A. ($15.80 million NZD; $8.95 million USD), Commonwealth Bank of Australia (CBA) ($18.00 million NZD; $10.19 million USD), HSBC ($24.50 million NZD), MUFG Bank, Ltd. ($21.50 million NZD; $12.17 million USD), National Australia Bank Limited (NAB) ($21.50 million NZD), and Sumitomo Mitsui Banking Corporation (SMBC) ($17.50 million NZD; $9.91 million USD). CCB contributed $19.90 million NZD ($11.27 million USD) to the $144.9 million NZD capex facility tranche. Record ID#104884 captures CCB's contribution to the capex tranche. In addition to CCB, the following lenders contributed the respective amounts to the tranche: EDC ($28.50 million NZD; $16.14 million USD), BNP Paribas ($12.80 million NZD; $7.25 million USD), CBA ($14.60 million NZD; $8.27 million USD), HSBC ($19.90 million NZD), MUFG ($17.50 million NZD; $9.91 million USD), NAB ($17.50 million NZD), and SMBC ($14.20 million NZD; $8.04 million USD). CBA was the sole provider of the $10 million NZD working capital facility tranche. The proceeds were to be used by the borrower to finance, alongside $303.50 million NZD ($171.83 million USD) in cash equity from OTPP, the acquisition of an 70% interest in New Zealand telecommunications company Spark's TowerCo business. The TowerCo business consists of the passive mobile network infrastructure, including approximately 1,263 telecommunications towers and rooftop sites, though not the telecommunications equipment located on the towers (the towers themselves); Spark TowerCo Limited was established to hold these assets to be acquired. In May 2022, Spark New Zealand launched a sale of its TowerCo business. On July 12, 2022, OTPP won a bid to purchase a controlling stake (70%) for a consideration of $900 million NZD ($813 million AUD; $557 million USD). Specifically, Qruious Limited — a wholly-owned subsidiary of Spark New Zealand Trading Limited — agreed to sell 100% of the shares in Spark TowerCo Limited to SamCo Holdings, and 1000243587 Ontario Limited agreed to sell a 30% in FrodoCo Holdings Limited to Spark New Zealand Trading Limited upon completion of the transaction, leaving OTPP in control of 70% stake of Spark TowerCo and Spark in control of a 30% stake in SamCo, giving it control of a 30% stake in Spark TowerCo. Spark New Zealand would retain access to the towers to operate its mobile network. New Zealand's Overseas Investment Office approved the acquisition. The acquisition was completed on October 14, 2022. In November 2022, after the acquisition was completed, Spark TowerCo was renamed as Connexa.