Bank of China contributes to a $1 billion USD syndicated revolving credit facility in 2023 to NIKE for working capital, general corporate, and refinancing purposes

Project narrative

On March 11, 2022, a syndicate of 16 banks — including the New York Branch of the Bank of China (BOC) — entered into a $1.0 billion USD syndicated revolving credit facility (RCF) agreement with NIKE, Inc. — an Oregon-incorporated American athletic footwear and apparel company headquartered near Beaverton, Oregon and listed on the New York Stock Exchange — for working capital, general corporate, and refinancing purposes. This RCF carried a maturity period of 364 days and a final maturity date of March 10, 2023 with a one-year extension option. This RCF carried an interest rate based on Term SOFR (SOFR + 0.10%) plus a margin depending on the borrower's long-term senior unsecured debt ratings ranging from 0.3575% to 0.690% (AA- and A1 from Standard and Poor’s Corporation and Moody’s Investor Services at signing, so the margin was 0.60%, so including the Term SOFR margin of 0.10%, the interest margin was effectively 0.70%), with options for draw down with a base rate that was the highest of a prime rate selected by the administrative agent, the federal funds effective rate plus 0.50%, or the one month Term SOFR plus 1.00%. The borrower could select one, three or six months for the interest periods of the Term SOFR borrowings. This RCF was unsecured. This RCF carried an accordion feature to raise the commitments under the RCF to $1.5 billion USD. This RCF was available for drawdown in U.S. dollars, Canadian dollars, euros, Japanese yen, and other freely convertible currencies. The proceeds were to be used by the borrower for working capital and general corporate purposes, including the issuance of commercial paper, and to replace (refinance) the existing $1.0 billion USD RCF dated March 15, 2021 which was terminated concurrent with entry into the 2022 RCF. Record ID#106320 captures BOC's contribution. As of May 31, 2022, there were no amounts outstanding under the RCF. On March 10, 2023, a syndicate of 16 banks — including the New York Branch of BOC — entered into a $1.0 billion USD syndicated RCF agreement with NIKE, Inc. for working capital, general corporate, and refinancing purposes. This RCF carried a maturity period of 364 days and a final maturity date of March 8, 2024 with a one-year extension option. This RCF carried an interest rate based on Term SOFR (SOFR + 0.10%) plus a margin depending on the borrower's long-term senior unsecured debt ratings ranging from 0.3575% to 0.690% (AA- and A1 from Standard and Poor’s Corporation and Moody’s Investor Services at signing, so the margin was 0.60%, so including the Term SOFR margin of 0.10%, the interest margin was effectively 0.70%), with options for draw down with a base rate that was the highest of a prime rate selected by the administrative agent, the federal funds effective rate plus 0.50%, or the one month Term SOFR plus 1.00%. The borrower could select one, three or six months for the interest periods of the Term SOFR borrowings. This RCF was unsecured. This RCF carried an accordion feature to raise the commitments under the RCF to $1.5 billion USD. This RCF was available for drawdown in U.S. dollars, Canadian dollars, euros, Japanese yen, and other freely convertible currencies. The proceeds were to be used by the borrower for working capital and general corporate purposes, including the issuance of commercial paper, and to replace (refinance) the existing $1.0 billion USD RCF dated March 11, 2022 which was terminated concurrent with entry into the 2023 RCF. Record ID#106321 captures BOC's contribution. In addition to BOC, the following lenders committed to the loan syndicate: Bank of America, N.A., Citibank, N.A., JPMorgan Chase Bank, N.A., the New York Branch of Deutsche Bank AG, Goldman Sachs Bank USA, HSBC Bank USA, N.A., Barclays Bank Plc, Morgan Stanley Bank, N.A., Royal Bank of Canada (RBC), Wells Fargo Bank, National Association, the New York Branch of Banco Santander, S.A., Crédit Agricole Corporate and Investment Bank (CACIB), BNP Paribas S.A., Standard Chartered Bank, and The Northern Trust Company. Bank of America served as administrative agent. Citibank and JPMorgan Chase Bank served as co-syndication agents. Deutsche Bank Securities Inc., Goldman Sachs Bank USA, and HSBC Bank USA, National Association served as co-documentation agents. BofA Securities, Inc., Citibank N.A., and JPMorgan Chase Bank served as joint lead arrangers and joint bookrunners. As of May 31, 2023, there were no amounts outstanding under the RCF. Then, on March 8, 2024, a syndicate of 16 banks — including the New York Branch of BOC — entered into a $1.0 billion USD syndicated RCF agreement with NIKE, Inc. for working capital, general corporate, and refinancing purposes. This RCF carried a maturity period of 364 days and a final maturity date of March 7, 2025 with a one-year extension option. This RCF carried an interest rate based on Term SOFR (SOFR + 0.10%) plus a margin depending on the borrower's long-term senior unsecured debt ratings ranging from 0.3575% to 0.690% (AA- and A1 from Standard and Poor’s Corporation and Moody’s Investor Services at signing, so the margin was 0.60%, so including the Term SOFR margin of 0.10%, the interest margin was effectively 0.70%), with options for draw down with a base rate that was the highest of a prime rate selected by the administrative agent, the federal funds effective rate plus 0.50%, or the one month Term SOFR plus 1.00%. The borrower could select one, three or six months for the interest periods of the Term SOFR borrowings. This RCF was unsecured. This RCF carried an accordion feature to raise the commitments under the RCF to $1.5 billion USD. This RCF was available for drawdown in U.S. dollars, Canadian dollars, euros, Japanese yen, and other freely convertible currencies. The proceeds were to be used by the borrower for working capital and general corporate purposes, including the issuance of commercial paper, and to replace (refinance) the existing $1.0 billion USD RCF dated March 10, 2023 which was terminated concurrent with entry into the 2024 RCF. Record ID#106322 captures BOC's contribution. As of May 31, 2024, there were no amounts outstanding under the RCF.