ICBC contributes to a $215 million USD syndicated loan for the acquisition of all of the shares of Primary Energy Recycling Corporation

Project narrative

On December 14, 2014, financial close was reached on a deal in which a syndicate of at least four banks — including the Industrial and Commercial Bank of China (ICBC) — entered into a $215.00 million USD syndicated senior credit facility agreement with PERC Holdings 2 LLC — a Delaware-incorporated special purpose vehicle (SPV) jointly owned by privately-owned investment firm Fortistar LLC (33.34% equity stake), ohn Hancock Life Insurance Company (U.S.A.) (33.33% equity stake), and private investment company Prudential Capital Group, L.P. (PCG) (33.33 equity stake) — for the acquisition of Primary Energy Recycling Corporation. This loan was divided into two tranches: a $200.-- million USD term loan tranche with a maturity period of seven years and a final maturity date of December 17, 2021 and a $15.00 million USD revolving credit facility (RCF) tranche with a maturity period of five years and a final maturity date of December 17, 2019. This loan carried an interest rate of LIBOR plus a margin of 475 basis points (bps) with a floor of 1%. Investec USA Holdings Corp. was the arranger and sole bookrunner. ICBC, IFM Investors Pty Ltd, and Wells Fargo Bank N.A. The syndicated loan was 1.3 times oversubscribed It was expected that 10 lenders would participate via later syndication. Primary Energy Recycling Corporation is headquartered in Oak Brook, Illinois. It owns and operates four recycled energy projects and 50% interest in a pulverized coal facility, with a combined electrical generation capacity of 298 MW and a combined steam generation capacity of 1.8M pounds per hour. Primary Energy Recycling recycled waste energy from industrial and electrical generation processes and then converted into electricity and thermal energy for resale. It is listed on the Toronto Stock Exchange. On October 20, 2014, it was announced that Primary Energy Recycling Corporation entered into an agreement with a consortium led by Fortistar to purchase all of the outstanding common shares of Primary Energy for a price of $5.40 USD per common share ($6.07 CAD per share) via a plan of arrangement, with Primary Energy to be de-listed from the Toronto Stock Exchange thereafter. In additional to the debt, Fortistar provided $8.80 million USD in equity and John Hancock and Prudential provided $8.79 million USD in equity to finance the acquisition. The acquisition required approval from the Supreme Court of British Columbia. It was expected to close by the end of 2014. The acquisition closed on December 14, 2014.