ICBC contributes $191.6 million USD to the $1.605 billion USD Term Loan B tranche of a $1.78 billion USD syndicated loan to LS Power to support its acquisition of TransCanada's 3,950 MW Power Generation Portfolio in the Northeastern United States

Project narrative

On June 2, 2017, a syndicate of at least seven banks — including the Industrial and Commercial Bank of China (ICBC) — entered into a $1.780 billion USD syndicated loan agreement with Helix Gen Funding, LLC — a Delaware-incorporated special purpose vehicle (SPV) and wholly-owned subsidiary of LS Power Equity Partners III, L.P., a Delaware-incorporated buyout fund managed by LS Power Equity Advisors LLC, a Delaware-incorporated power and energy infrastructure and investment manager of LS Power Development, LLC — to support its acquisition of a 3,950 MW Power Generation Portfolio in the Northeastern United States from TransCanada Corporation. This loan was divided into two tranches: a $175.00 million USD revolving credit facility (RCF) tranche with a maturity period of five years and a final maturity date of June 2, 2022; and a $1.605 billion USD Term Loan B tranche with a maturity period of seven years, a final maturity date of June 2, 2024, an interest rate of LIBOR plus a margin of 425 basis points (bps) (when the facility was planned) with a 1% LIBOR floor. The Term Loan B tranche was secured by (i.e. collateralized) a first-lien; Helix Maine Wind Development, LLC, a Maine-incorporated SPV, Helix Gen Funding, LLC, and Helix Generation Holdings, LLC, a Delaware-incorporated SPV, provided guarantees for this loan and were parties to a guarantee and collateral agreement dated June 2, 2017 with the Cayman Islands Branch of Credit Suisse served as collateral agent. ICBC contributed $191.60 million USD, JPMorgan Chase Bank, N.A. contributed $80.52 million USD, Credit Suisse contributed an unspecified amount to the $1.605 billion USD Term Loan B tranche. Other known lenders to the loan syndicate included Goldman Sachs Group Inc., Royal Bank of Canada (RBC), Barclays Bank Plc, and Macquarie Capital. Credit Suisse, JPMorgan, Goldman Sachs, RBC, Barclays, and Macquarie Capital served as lead arrangers. Syndication was ongoing as of mid-to-late February 2017. The loan was oversubscribed during the syndication ICBC's large commitment was reportedly sold down in portions to South Korean investors. The proceeds were used by the borrower to finance the purchase of TransCanada Corporation's 3,950 MW merchant power generation portfolio in the northeastern U.S. The portfolio consisted of four generation facilities in the northeastern United States: the 2,480 MW Ravenswood Generating Station, a multiple-unit generating natural gas-fired facility using dual fuel-capable steam turbines and combined-cycle and combustion turbines located in Long Island City, Queens, New York City, New York (the largest generator for New York City); the 778 MW Ironwood Generating Station (also known as PPL Ironwood), a natural gas-fired facility located in Lebanon, Lebanon County, Pennsylvania; the 560 MW Ocean State Power Plant, a natural gas-fired combined-cycle facility located in Burrillville, Providence County, Rhode Island, and the 132 MW Kibby Wind Power Project, a wind farm located on Kibby Mountain in Franklin County, Maine. In early November 2016, Helix Generation, LLC — an affiliate of LS Power Equity Advisors LLC — signed an agreement to purchase the portfolio from TransCanada for a consideration of $2.2 billion USD, subject to working capital and other adjustments. The acquisition was expected to close in the first quarter of 2017 pending approvals and consents. In addition to $1.78 billion USD in debt, LS Power Equity Partners provided $320.00 million USD in equity for the acquisition. Due to an unplanned outage at Ravenswood prior to close, the purchase price was adjusted to $2.1 billion USD. The acquisition was completed on June 2, 2017. On August 29, 2018, a syndicate of lenders entered into a $97 million USD syndicated loan agreement with Helix Maine Wind Development, LLC to, among other things, partly refinance the syndicated loan used to purchase the portfolio from TransCanada.