Bank of China (New York Branch) contributes to debt rescheduling — via a one-year maturity extension in 2010 — a $775 million USD syndicated revolving credit facility to Mack-Cali Realty for refinancing and working capital purposes

Project narrative

On November 23, 2004, a syndicate of 27 banks — including the New York Branch of the Bank of China (BOC) — entered into a $600,000,000 USD syndicated Second Amended and Restated Revolving Credit (RCF) Agreement with Mack-Cali Realty, L.P. — a Delaware-incorporated limited partnership working as operating partnership for leasing, management, acquisition, development, construction, and tenant-related services for its sole general partner and majority shareholder Mack-Cali Realty Corporation, a Maryland-incorporated real estate investment trust listed on the New York Stock Exchange — for refinancing and working capital purposes. This RCF was unsecured and carried a maturity period of three years with a final maturity date of November 2007 albeit with a one-year extension option and an interest rate of LIBOR plus a margin based on the borrower's unsecured debt ratings (the margin could range from 112.5 bps to 50.0 bps based on the borrower's unsecured debt ratings from S&P Moody's and Fitch's (between BBB-/Baa3/BBB- or lower to A-/A3/A- or higher)), at the time of the RCF's entry being 65 basis points (bps), a facility fee based on the borrower's unsecured debt rating, at the time of the RCF's entry being 20 bps, an accordion feature to take the RCF to $800,000,000 USD. The RCF also had a competitive bid feature to allow the borrower to solicit bids from lenders of the RCF to borrow $300,000,000 USD at interest rates less than LIBOR plus 65 bps and had the option to have an interest rate being the higher of the lender's prime rate or the Federal Funds rate plus 50 bps. Mack-Cali Realty Corporation and certain of its subsidiaries issued a guarantee for the RCF. The proceeds were to be used by the borrower for to refinance its existing RCF and the borrower's working capital purposes. Record ID#105326 captures BOC's contribution. In addition to BOC NY Branch, the following lenders contributed to the loan syndicate: JPMorgan Chase Bank, N.A., Bank of America, N.A., the New York Agency of The Bank of Nova Scotia (Scotiabank), Wachovia Bank, N.A., Wells Fargo Bank, National Association, SunTrust Bank, U.S. Bank National Association, Citicorp North America, Inc., PNC Bank National Association, Allied Irish Bank (AIB), Amsouth Bank, Bank of New York, Chevy Chase Bank, F.S.B, Mizuho Corporate Bank, Ltd., the New York Branch of UFJ Bank Limited, The Governor and Company of the Bank of Ireland, Comerica Bank, the New York Branch of Chang Hwa Commercial Bank, Ltd., the New York Agency of First Commercial Bank, the New York Agency Chiao Tung Bank Co., Ltd., Deutsche Bank Trust Company Americas (DBTCA), First Horizon Bank, A Division of First Tennessee Bank, N.A., Bank of Taiwan, Citizens Bank, the New York Agency of Taipei Bank, the New York Agency of Hua Nan Commercial Bank (HNCB), and New York Agency of Taipei Bank. JPMorgan Chase Bank served as administrative agent. Bank of America served as syndication agent. Scotiabank New York Agency, Wachovia Bank, and Wells Fargo bank served as documentation agents. SunTrust served as senior managing agent. PNC Bank, Citicorp North America, and US Bank served as managing agents. Then, on September 16, 2005, the lending syndicate, now being 23 banks — still including BOC NY Branch — entered into an Extension and Modification Agreement with the borrower for the $600 million USD RCF; the RCF was extended for an additional two years — a new maturity period of five years — for a new final maturity date of November 23, 2009, albeit with a one-year extension option that would require a payment of 25 bps of the borrowing RCF upon exercise; the facility fee was also reduced by 5 bps to 15 bps at the BBB/Baa2 pricing level. The lending syndicate saw the departure of AIB, Amsouth Bank, Taipei Bank, First Horizon Bank, Bank of Taiwan, and Citizens Bank and the arrival of the Royal Bank of Scotland plc (RBS) and Bank Hapoalim B.M.. Record ID#105334 captures BOC's contribution to this restructuring. Proceeds of the RCF were used to fund the $125 million USD cost of Mack-Cali Realty's entry into a joint venture with SL Green Realty Corp., Mack-Green-Gale LLC, on May 9, 2006. On July 14, 2006, the lenders and borrower entered into a Second Modification Agreement that amended the RCF. As of October 27, 2006, there were $267.0 million USD of outstanding borrowings under the RCF. As of December 31, 2006, the outstanding borrowing under the RCF was $145.0 million USD. As of March 31, 2007, there was no outstanding borrowings under the RCF. On June 22, 2007, the lending syndicate, now being 23 banks — still including BOC NY Branch — entered into an Extension and Third Modification Agreement with the borrower for the $600 million USD RCF; in the amendment, its maturity was extended by an additional 2.5 years — a new maturity period of 7.5 years — for a new final maturity date in June 22, 2011, albeit with a one-year extension option, and the interest rate was lowered by 10 bps to LIBOR plus 55 bps (the margin could range from 100 bps to 37.5 bps based on the borrower's unsecured debt ratings from S&P Moody's and Fitch's (between BBB-/Baa3/BBB- or lower to A-/A3/A- or higher)), dependent on the borrower's unsecured debt rating. Record ID#105335 captures BOC's contribution to this debt rescheduling. Scotiabank, Inc. replaced the New York Agency of Scotiabank, The Bank of Tokyo-Mitsubishi UFJ Trust Company replaced UFJ Bank Limited. New lenders were the New York Branch of Mega International Commercial Bank and the North Fork Bank, a division of Capital One, N.A., and departing lenders were the Governor and Company of the Bank of Ireland and the New York Agency of Chiao Tung Bank Co., Ltd.. On September 21, 2007, the borrower exercised the accordion option of the RCF with the 23 lenders; as a result, the RCF was increased by $175 million USD for a new face value of $775 million USD. Record ID#105336 captures BOC's contribution to this up-sizing. As of December 31, 2007, there was $250 million USD of outstanding borrowings. As of September 30, 2008, there was $293 million USD of outstanding borrowings. In June 2010, the lending syndicate — still including BOC NY Branch, with the Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) replacing The Bank of Tokyo-Mitsubishi UFJ Trust Company — entered into an amendment agreement for the $775 million USD RCF; in the amendment, the maturity period of the RCF was extended by one year by an additional 2.5 years — a new maturity period of 8.5 years — for a new final maturity date in June 2012, in line with the extension option in the RCF. Record ID#105337 captures BOC's contribution to this debt rescheduling. As of December 31, 2010, there was $228 million USD of outstanding borrowings under the RCF. As of June 30, 2011, there was $9 million USD of outstanding borrowings under the RCF. In October 2011, a syndicate of 20 banks — not including BOC NY Branch — entered into a $600 million USD syndicated RCF agreement with Mack-Cali Realty for refinancing purposes. The proceeds of this RCF were used to refinance the existing RCF from 2004.