ICBC participates in debt rescheduling - via two year maturity extension - for Tranche A term loan, U.S. RCF, Canadian RCF and Euro RCF to PVH Corp. and Tommy Hilfiger B.V. for debt refinancing, working capital, acquisition and general corporate purposes in 2016

Project narrative

On February 13, 2013, financial close was reached on a deal in which a syndicate of 43 banks — including the New York Branch of the Bank of China (BOC) and the New York Branch of the Industrial and Commercial Bank of China (ICBC) — entered into a syndicated loan agreement between PVH Corp. (Phillips-Van Heusen Corporation), a New York-based multinational apparel company and its European subsidiary Tommy Hilfiger B.V. The loan was structured into multiple tranches: Tranche A Term Loan ($1,700,000,000 USD) with a maturity of five years, Tranche B Term Loan ($1,375,000,000 USD) with a maturity of seven years, a U.S. revolving commitment ($475,000,000 USD) with a maturity of five years, a Canadian revolving commitment ($25,000,000 USD) with a maturity of five years, and a European revolving commitment (€185,850,000 EUR, or 246,760,644.17 USD in 2013) with a maturity of five years. The interest rate for all tranches but Tranche B LIBOR plus an applicable margin based on the net leverage ratio while the interest for tranche B was LIBOR+2.5%. The loan was guaranteed by several of PVH’s subsidiaries, including Bassnet, Inc., Calvin Klein, Inc., CK Service Corp., Cluett Peabody Resources Corporation, Cluett, Peabody & Co., Inc., Izod.com Inc., Karl Lagerfeld LLC, PVH Europe, Inc., PVH Foreign Holdings Corp., PVH GTLD Holdings LLC, PVH Guam, Inc., PVH Neckwear, Inc., PVH Puerto Rico, Inc., PVH Puerto Rico LLC, PVH Realty Corp., PVH Retail Stores LLC, PVH Wholesale Corp., PVH Wholesale New Jersey, Inc., Tomcan Investments Inc., Tommy Hilfiger Licensing LLC, Tommy Hilfiger Retail, LLC, Tommy Hilfiger U.S.A., Inc., Tommy Hilfiger Wholesale, Inc., The Warnaco Group, Inc., Authentic Fitness On-Line, Inc., Calvin Klein Jeanswear Company, CCC Acquisition Corp., CKJ Holdings, Inc., CKU.com Inc., Designer Holdings Ltd., Ocean Pacific Apparel Corp., Warnaco Inc., Warnaco Puerto Rico, Inc., Warnaco Retail Inc., Warnaco Swimwear Inc., Warnaco Swimwear Products Inc., Warnaco U.S., Inc, and PVH PRINCE C.V. HOLDING CORPORATION. The loan’s European tranche was guaranteed by Tommy Hilfiger Europe B.V. The proceeds of this loan were used to refinance existing indebtedness, working capitals, acquisitions and for general corporate purposes. BOC (Record ID#106755) and ICBC (Record ID#106756) contributed to this loan, the following lenders also participated: Barclays Bank PLC, Bank of America, N.A., The Bank of Nova Scotia, ABN AMRO Bank N.V., American Savings Bank, Bank Leumi USA, The Bank of East Asia, Los Angeles Branch, The Bank of Tokyo-Mitsubishi UFJ, Ltd., Banner Bank, Branch Banking and Trust Company, Canadian Imperial Bank of Commerce (NY Agency), Capital One Leverage Finance Corp., Central Pacific Bank, Chang Hwa Commercial Bank (New York Branch), Chinatrust Commercial Bank (New York Branch), Citibank, N.A., City National Bank of Florida, Compass Bank (dba BVA Compass Bank), Credit Agricole Corporate & Investment Bank, Credit Industrial et Commercial, Credit Suisse AG (Cayman Islands Branch), DBS Bank Ltd. (Los Angeles Agency), Deutsche Bank AG (New York Branch), E. Sun Commercial Bank (Los Angeles Branch), First Commercial Bank (New York Branch), First Niagara Bank, N.A., Flushing Savings Bank, HSBC Bank USA, N.A., Industrial and Commercial Bank of China (New York Branch), Israel Discount Bank of New York, Mega International Commercial Bank (Silicon Valley Branch), Mizuho Corporate Bank, Ltd., People’s United Bank, PNC Bank, National Association, Raymond James Bank, N.A., RBS Citizens, N.A., Royal Bank of Canada, Scotiabank Europe PLC, Sovereign Bank, N.A., Sumitomo Mitsui Banking Corporation, SunTrust Bank, TD Bank, N.A., U.S. Bank National Association, and Wells Fargo Bank, National Association. On March 21, 2014, the lenders and borrowers entered into an agreement in which they increased the tranche A’s commitment by $350 million USD and $250 million USD for tranche B. They also extended tranche A and the revolving credit facilities’ maturity by one year to February 13, 2019. BOC’s contribution to the upsizing for tranches A and B is recorded in Record ID#106757) and ICBC’s contribution to the upsizing for tranches A and B is recorded in Record ID#106758. BOC’s contribution to the maturity extension for tranche A, U.S. RCF, Canadian RCF and Euro RCF is recorded in Record ID#106759. ICBC’s contribution to the maturity extension for tranche A, U.S. RCF, Canadian RCF and Euro RCF is recorded in Record ID#106760. On May 19, 2016, the lenders and borrowers entered into an agreement in which they increased the tranche A’s commitment by $582 million USD, the termination of tranche B as well as extending tranche A and the revolving credit facilities’ maturity by 2 years to February 13, 2021. BOC’s contribution to the upsizing for tranche A is recorded in Record ID#106761, ICBC’s contribution to the upsizing for tranche A is recorded in Record ID#106762. BOC’s contribution to the maturity extension for tranche A, U.S. RCF, Canadian RCF and Euro RCF is recorded in Record ID#106763, and ICBC’s contribution to the maturity extension for tranche A, U.S. RCF, Canadian RCF and Euro RCF is recorded in Record ID#106764. On April 29, 2019, financial close was reached on a deal in which a syndicate of 44 banks — including the New York Branch of BOC and the New York Branch of ICBC — entered into a syndicated loan agreement between PVH Corp. (Phillips-Van Heusen Corporation), a New York-based multinational apparel company and its European subsidiary Tommy Hilfiger B.V. The loan was structured into multiple tranches: USD term loan A ($1,093,230,000 USD) with a maturity of five years, €500,000,000 Euro-denominated term loan A facility, a U.S. revolving commitment ($675,000,000 USD) with a maturity of five years, a Canadian revolving commitment ($70, 000,000 CAD) with a maturity of five years, a European revolving commitment (€200,000,000 EUR) with a maturity of five years, and a $50,000,000 U.S. dollar-denominated revolving credit facility available in U.S. dollars or Hong Kong dollars. The interest rate for all tranches but Tranche B LIBOR plus an applicable margin based on the net leverage ratio while the interest for tranche B was LIBOR+2.5%. The loan was guaranteed by multiple subsidiaries of PVH Corp., including Bassnet LLC, Calvin Klein Jeanswear Company, Calvin Klein, Inc., CK Service Corp., CKJ Holdings, Inc., Cluett, Peabody & Co., Inc., Designer Holdings Ltd., Karl Lagerfeld LLC, PVH Gift Card Company LLC, PVH GLTD Holdings LLC, PVH Guam, Inc., PVH Neckwear, Inc., PVH Puerto Rico LLC, PVH Puerto Rico, Inc., PVH Realty Corp., PVH Retail Stores LLC, PVH Wholesale Corp., PVH Wholesale New Jersey, Inc., The Warnaco Group, Inc., Tomcan Investments Inc., Tommy Hilfiger Licensing LLC, Tommy Hilfiger Retail, LLC, Tommy Hilfiger U.S.A., Inc., Tommy Hilfiger Wholesale, Inc., True & Co., Warnaco Inc., Warnaco Swimwear Inc., Warnaco Swimwear Products Inc., and Warnaco U.S., Inc. The proceeds of this loan were intended for general corporate purposes. However, the exact allocation of the funds was not disclosed in the available excerpts from the credit agreement. BOC (Record ID#106765) and ICBC (Record ID#106766) contributed to this loan, the following lenders also participated: Barclays Bank PLC, Citibank, N.A., Bank of America, JPMorgan Chase Bank, Royal Bank of Canada, MUFG Bank, Ltd., U.S. Bank National Association, Wells Fargo Bank, HSBC Bank USA, PNC Bank, Bank of Nova Scotia, Sumitomo Mitsui Banking Corporation, Standard Chartered Bank, SunTrust Bank, TD Bank, BNP Paribas, Commerzbank AG, DBS Bank Ltd., Fifth Third Bank, Santander Bank, ABN AMRO Bank N.V., Credit Suisse AG, Intesa Sanpaolo, United Overseas Bank, Australia and New Zealand Banking Group, Capital One, The Bank of East Asia, State Bank of India, Crédit Industriel et Commercial, Mega International Commercial Bank, Bank of Taiwan, Taiwan Business Bank, Hua Nan Commercial Bank, First Hawaiian Bank, American Savings Bank, Banner Bank, CTBC Bank, and Sunflower Bank, N.A. On June 3, 2020, the parties entered into First Amendment in which they changed a few definitions. On April 28, 2021, the parties entered into Second Amendment in which they changed certain definitions. On December 9, 2022, financial close was reached on a deal in which a syndicate of 17 banks — including Bank of China, New York Branch — entered into a syndicated loan agreement worth $1.2 billion USD in aggregates with PVH Corp., a Delaware-based multinational apparel company. The agreement also included PVH Asia Limited, incorporated in Hong Kong, and PVH B.V., incorporated in the Netherlands, as co-borrowers. The loan consists of (a) a €440,625,000 euro-denominated term loan A facility (the “Euro TLA Facility”) and (b) a US$1,150,000,000 multicurrency revolving credit facility, which has (i) an AU$50,000,000 Australian dollar-denominated sublimit for Multicurrency Revolving Loans, (ii) a Can$70,000,000 Canadian dollar-denominated sublimit for Multicurrency Revolving Loans, and (iii) a €250,000,000 euro-equivalent sublimit for Multicurrency Revolving Loans denominated in euros, Japanese yen, pounds sterling, Swiss francs or other agreed foreign currencies and (c) a US$50,000,000 revolving credit facility available in U.S. dollars or Hong Kong dollars. The maturity was 5 years and the interest rate was based on SOFR plus an applicable margin. The loan was guaranteed by multiple subsidiaries of PVH Corp., including Bassnet LLC, Calvin Klein Jeanswear Company, Calvin Klein, Inc., CK Service Corp., CKJ Holdings, Inc., Cluett, Peabody & Co., Inc., Designer Holdings Ltd., Karl Lagerfeld LLC, PVH Gift Card Company LLC, PVH GLTD Holdings LLC, PVH Guam, Inc., PVH Neckwear, Inc., PVH Puerto Rico LLC, PVH Puerto Rico, Inc., PVH Realty Corp., PVH Retail Stores LLC, PVH Wholesale Corp., PVH Wholesale New Jersey, Inc., The Warnaco Group, Inc., Tomcan Investments Inc., Tommy Hilfiger Licensing LLC, Tommy Hilfiger Retail, LLC, Tommy Hilfiger U.S.A., Inc., Tommy Hilfiger Wholesale, Inc., True & Co., Warnaco Inc., Warnaco Swimwear Inc., Warnaco Swimwear Products Inc., and Warnaco U.S., Inc. The proceeds of this loan were intended for general corporate purposes. However, the exact allocation of the funds was not disclosed in the available excerpts from the credit agreement. BOC (Record ID#106767) contributed to this loan, the following lenders also participated: Barclays Bank PLC, Citibank, N.A., JPMorgan Chase Bank, Bank of America, Truist Bank, HSBC Bank USA, Citizens Bank, N.A., BNP Paribas, Standard Chartered Bank, DBS Bank Ltd., The Bank of Nova Scotia, U.S. Bank National Association, Commerzbank AG, PNC Bank, ABN AMRO Bank N.V., and United Overseas Bank Limited.