Narrative
Full Description
Project narrative
On January 20, 2023, a syndicate of 21 banks — including the New York Branch of the Bank of China (BOC) — entered into a $5.00 billion USD syndicated senior multicurrency revolving credit facility (RCF) agreement with Tesla, Inc. — a Delaware-incorporated American multinational automotive and clean energy company headquartered in Austin, Texas, traded on the Nasdaq Stock Market, with its chief executive officer billionaire Elon Musk as the largest single shareholder — for general corporate and refinancing purposes. This unsecured loan carried a maturity period of five years with two optional one-year extension options and an interest rate dependent on the borrowings, with, at the borrower's decision, Term SOFR plus 0.10% an applicable margin or an alternative base rate plus an applicable margin for dollar-denominated borrowings, SONIA for pound sterling-denominated borrowings plus an applicable margin, or adjusted EURIBOR plus an applicable margin. The margin was dependent on the ratings assigned to the borrower's senior, unsecured long-term indebtedness. There was a fee for undrawn amounts based on the borrower's credit rating that was 0.15% per annum at signing. The applicable margins and commitment fees could range from 77.5 basis points (bps) for SOFR or SONIA or 0.0 bps for the base rate for the margins and 5.0 bps for the fee for a better than A or A2 credit rating from Moody's or S&P's to 177.5 bps for SOFR or SONIA or 77.5 bps for the base rate and 27.5 bps for the commitment fee based on a credit rating worse than BB or Ba2. The loan could increased up to $7.00 billion USD under certain circumstances. The proceeds were to be used by the borrower for its general corporate purposes and to replace (refinance) the borrower's existing syndicated loan dated March 6, 2019, which was then terminated. In addition to BOC NY Branch, the following lenders contributed to the RCF: Citibank, N.A., the New York Branch of Deutsche Bank AG, Crédit Agricole Corporate and Investment Bank (CACIB), Goldman Sachs Bank USA, HSBC Bank USA, N.A., Morgan Stanley Bank, N.A., Société Générale S.A. (SocGen), the New York Branch of Toronto-Dominion Bank, Wells Fargo Bank N.A., the New York Branch of Banco Santander, S.A., Lloyds Bank Corporate Markets plc, the New York Branch of Canadian Imperial Bank of Commerce (CIBC), the New York Branch of Credit Suisse AG, Standard Chartered Bank PLC, Bank of Nova Scotia (Scotiabank), U.S. Bank National Association, the New York Branch of UniCredit Bank AG, the Bank of the West, the Bank of New York Mellon Corporation (BNY Mellon), and Barclays Bank PLC. Citibank N.A. served as administrative agent. Deutsche Bank Securities Inc. served as syndication agent. Citibank N.A., Detsuche Bank Securities, CACIB, Goldman Sachs Lending Partners LLC, HSBC Securities (USA) Inc., Morgan Stanley Senior Funding Inc., SocGen, TD Securities (USA) LLC, and Wells Fargo Securities, LLC served as joint lead arrangers and joint bookrunners. CACIB, Goldman Sachs Bank USA, HSBC Bank USA, Morgan Stanley Senior Funding, SocGen, the New York Branch of TD Bank, and Wells Fargo Bank, N.A. served as documentation agent. As of December 31, 2023, this RCF was unused.
Staff comments
1. The original loan agreement is accessible via https://www.sec.gov/Archives/edgar/data/1318605/000095017023001409/tsla-ex10_59.htm and https://www.dropbox.com/scl/fi/12lw154j04y7ran82386m/EX-10.59.pdf?rlkey=xc8p95q5bj4kxn7pyn8eoywc0&st=2jcfmi1g&dl=0 2. The individual contribution of the 21 lenders to this $5.00 billion USD revolving credit facility is unknown. For the time being, AidData has estimated the contribution of BOC by assuming that each lender contributed an equal amount ($238,095,238.095 USD) to the syndicated loan.