Bank of China contributes $56.25 million AUD to the $450 million AUD term loan tranche of a $570 million AUD syndicated loan to finance OMERS Infrastructure's acquisition of a 100% stake in TPG Telecom's mobile towers assets (Linked to Record ID#104935 and #104936)

Project narrative

On July 18, 2022, a syndicate of eight banks — including the Bank of China (BOC), China Construction Bank Corporation (CCB), and Industrial and Commercial Bank of China (ICBC) — entered into a $570.00 million AUD ($398.29 million USD) syndicated loan agreement with Asgard Finco Pty Ltd — an Australia-incorporated special purpose vehicle (SPV) wholly owned by Canadian investor OMERS Infrastructure Management Inc. — to finance OMERS Infrastructure's acquisition of a 100% stake in TPG Telecom's mobile towers assets. This loan was divided into four tranches: a $450.00 million AUD ($314.44 million USD) term loan tranche, a $90.00 million AUD ($62.89 million USD) credit facility tranche, a $15.00 million AUD ($10.48 million USD) debt service reserve facility tranche, and a $15.00 million AUD ($10.48 million USD) working capital tranche. All the tranches carried the same terms: a maturity period of five years, a final maturity date of July 28, 2027, and an interest rate of BBSY plus a margin of 145 basis points (bps). Financial close was achieved on July 28, 2022. In addition to the three Chinese state-owned banks, the following lenders contributed to the loan syndicate: Export Development Canada (EDC), Korea Development Bank (KDB), National Australia Bank Limited (NAB), Royal Bank of Canada (RBC), and Westpac Banking Corporation. NAB and RBC served as mandated lead arrangers, bookrunners, and underwriters. BOC, CCB, ICBC, EDC, and KDB joined in syndication as mandated lead arrangers. Westpac joined in syndication as a lead arranger. Each lender contributed $56.25 million AUD ($39.30 million USD) to the $450 million AUD term loan tranche. Record ID#104934 captures BOC's contribution. Record ID#104935 captures CCB's contribution. Record ID#104936 captures ICBC's contribution. Each lender contributed $11.25 million AUD ($7.86 million USD) to the $90 million AUD credit facility tranche. Record ID#104937 captures BOC's contribution. Record ID#104938 captures CCB's contribution. Record ID#104939 captures ICBC's contribution. Each lender contributed $1.87 million AUD ($1.31 million USD) to the $15 million AUD debt service reserve facility tranche. Record ID#104940 captures BOC's contribution. Record ID#104941 captures CCB's contribution. Record ID#104942 captures ICBC's contribution. Each lender contributed $1.87 million AUD ($1.31 million USD) to the $15 million AUD working capital facility tranche. Record ID#104943 captures BOC's contribution. Record ID#104944 captures CCB's contribution. Record ID#104945 captures ICBC's contribution. The proceeds were to be used by the borrower to finance the acquisition of a 100% stake in Australian telecommunications company TPG Telecom Limited’s portfolio of 1,237 passive mobile and rooftop telecommunication towers in Australia; 428 towers and 809 rooftop sites, about 21% of TPG Telecom's total mobile network footprint. The sites are located primarily in densely-populated locations. On May 9, 2022, TPG Telecom entered into a deal with Tower Assets — an SPV of OMERS Infrastructure — to sell its Australian mobile tower and rooftop assets for $950 million AUD ($664 million USD); TPG would lease the assets from Tower Assets for an initial period of 20 years with options to extend. The acquisition made Tower Assets the largest independent tower company in Australia. The acquisition was expected to close in the third quarter of 2022. The acquisition was completed on July 28, 2022. In the weeks following completion, OMERS combined its mobile tower assets with Stilmark, an Australian developer, owner, and operator of mobile tower assets which it also recently acquired, forming a single business known as Waveconn.