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Overview

Bank of China (Luxembourg) S.A. contributes $100 million USD in upsizing of $4.275 billion syndicated loan to Keurig and Maple Subsidiary for refinancing and acquisition of Dr. Pepper Snapple, Inc. purposes in 2016

Commitments (Constant USD, 2023)$109,072,157
Commitment Year2016Country of ActivityUnited StatesDirect Recipient Country of IncorporationUnited StatesOverseas JurisdictionLuxembourgSectorIndustry, Mining, ConstructionFlow TypeLoan

Status

Project lifecycle

Completion

Pipeline: PledgePipeline: CommitmentImplementationCompletion

Timeline

Key dates

Commitment date
Mar 24, 2016
End (actual)
Jul 9, 2018

Stakeholders

Organizations involved in projects and activities supported by financial and in-kind transfers from Chinese government and state-owned entities

Ultimate beneficial owners

At least 25% host country ownership

Funding agencies

State-owned Commercial Banks

  • Bank of China (Europe) S.A. (formerly Bank of China (Luxembourg) S.A. or BOC Luxembourg)

Cofinancing agencies

Private Sector

  • JPMorgan Chase Bank, N.A. (Chase Bank, formerly the Chase Manhattan Bank)

Receiving agencies

Private Sector

  • Keurig Dr. Pepper Inc. (formerly Green Mountain Roasters, Keurig Green Mountain, and Dr Pepper Snapple Inc.)

Loan description

2016 Bank of China contributes to USD 4.375 billion Term A syndicated loan facility to Keurig and Maple Subsidiary for refinancing and acquisition in US

Interest typeUnknown

Narrative

Full Description

Project narrative

On March 3, 2016, Keurig and its parent, Maple Subsidiary ("the Company"), entered into a Credit Agreement with JPMorgan Chase Bank, N.A. and other lenders. Under the Credit Agreement, the Company has a secured credit facilities consisting of (i) a $700 million revolving credit facility and (ii) a Term A loan facility in the original principal amount of $4.275 billion. The Term B loan facility, consisting of a U.S. dollar denominated tranche of $1.875 billion and a euro-denominated tranche in the principal amount of €842 million, was extinguished on March 13, 2017. The initial proceeds of the Term A Facility and Term B Facility were used by Keurig for several purposes, including refinancing all outstanding indebtedness of Keurig under Keurig's former Credit Agreement, dated June 29, 2015, with Bank of America, N.A, as administrative agent, funding a portion of the consideration for the Keurig Acquisition and paying fees, costs, and expenses related to the transactions in the Keurig Acquisition, including the equity contributions. On March 24, 2016, Keurig, Maple Subsidiary, the Guarantors named therein and Bank of China (Luxembourg) S.A. entered into an amendment to the Credit Agreement, whereby Bank of China provided the Company with a $100 million incremental Term A loan (Record ID#105402), which was structured as an increase in the aggregate principal amount of the Term A Facility, having identical terms and conditions as the existing Term A Facility. In conjunction with the amendment, the Company notified its lenders that it would use the proceeds from the incremental Term A Facility to prepay its U.S. dollar Term B Facility borrowings in the principal amount of $100 million on March 24, 2016. On March 13, 2017, Keurig, Maple Subsidiary, the Guarantors named therein, the Administrative Agent and multiple banks (Citibank NA, Bank of America, NA, JPMorgan, RBC and Wells Fargo) entered into an amendment to the Credit Agreement, whereby borrowings under the Term B Facility (both USD and EUR) were extinguished and an incremental $1,200 million principal amount was borrowed under the Term A Facility ("Second Amendment Term A Loan Commitment"). An additional $200 million revolving facility was also committed as a result of this transaction. The terms of the additional borrowings are identical to the original borrowing under the existing Term A Facility. The acquisition was completed on July 9, 2018. In addition, Keurig also sought to merge with Dr. Pepper Snapple Inc. (DPS) in 2018. In connection with the DPS Merger, on July 9, 2018, Keurig repaid all of the outstanding obligations in respect of principal, interest and fees under the Previous Credit Agreement, and terminated all commitments thereunder.

Staff comments

1. Keurig Dr Pepper Inc. formerly Green Mountain Coffee Roasters (1981–2014) and Keurig Green Mountain (2014–2018), is a publicly traded American beverage and coffeemaker conglomerate with headquarters in Burlington, Massachusetts, and Frisco, Texas. Formed in July 2018, with the merger of Keurig Green Mountain and Dr Pepper Snapple Group (formerly Dr. Pepper/7up Inc.), Keurig Dr Pepper offers over 125 hot and cold beverages.