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Overview

China Bohai Bank contributes to a $1.5562 billion USD syndicated loan to Dalian Wanda to finance its acquisition of 100% of the equity of AMC Entertainment Holdings, Inc. (Linked to Record ID#107409, #107410, #107411, and #107413)

Commitments (Constant USD, 2023)$281,106,218
Commitment Year2012Country of ActivityUnited StatesDirect Recipient Country of IncorporationChina (People's Republic of)SectorBusiness And Other ServicesFlow TypeLoan

Status

Project lifecycle

Completion

Pipeline: PledgePipeline: CommitmentImplementationCompletion

Timeline

Key dates

Commitment date
Aug 1, 2012
Start (planned)
Sep 30, 2012
Start (actual)
Aug 30, 2012
End (planned)
Sep 30, 2012
End (actual)
Aug 30, 2012

Stakeholders

Organizations involved in projects and activities supported by financial and in-kind transfers from Chinese government and state-owned entities

Ultimate beneficial owners

At least 25% Chinese ownership

Funding agencies

State-owned Commercial Banks

  • China Bohai Bank

Cofinancing agencies

Private Sector

  • Bank of Beijing Co., Ltd. (BOB)

State-owned Commercial Banks

  • Bank of China (BOC)
  • BOC International Holdings Limited (BOCI)
  • China Merchants Bank Co., Ltd.
  • Industrial and Commercial Bank of China (ICBC)

State-owned Policy Banks

  • Export-Import Bank of China (China Eximbank)

Receiving agencies

Private Sector

  • Dalian Wanda Group Co., Ltd.

Loan description

2012 $1.5562 billion USD syndicated loan to Dalian Wanda to finance its acquisition of 100% of the equity of AMC Entertainment Holdings, Inc. in the United States

Interest typeUnknown

Narrative

Full Description

Project narrative

On May 21, 2012, Dalian Wanda Group Co., Ltd. — a Chinese private sector conglomerate with hefty investment in the culture and entertainment sectors whose majority shareholder is Chinese billionaire Wang Jianlin — entered into an agreement to acquire 100% of the equity of AMC Entertainment Holdings, Inc. and assume its debt from a group of investors for a consideration of $2.6 billion USD (RMB 16.4 billion) in all cash. The consideration was divided into $2.0462 billion USD of debt and $701.8 million USD of equity. The sellers were Apollo Investment Fund V, L.P., The Carlyle Group LP, Spectrum Equity Investors, AlpInvest Partners N.V., Bain Capital Private Equity, Weston Presidio, Solar Capital Ltd., CCMP Capital Advisors, LLC and others. On May 16, 2012, the Export-Import Bank of China, China Merchants Bank, and China Bohai Bank issued loan commitment letters to Dalian Wanda worth $2.6 billion USD for the acquisition. In August 2012, the Export-Import Bank of China entered into a $490 million USD bilateral overseas investment loan agreement with Dalian Wanda to support the acquisition of AMC Entertainment. As of September 2, 2012, the loan had been drawn down. Record ID#107408 captures China Eximbank's loan. In or around August 2012, six Chinese banks — the Bank of China (BOC), the Industrial and Commercial Bank of China (ICBC), Bank of Beijing Co., Ltd. (BOB), BOC International Holdings Limited (BOCI), China Bohai Bank, and China Merchants Bank — entered into a syndicated loan — or parallel co-financing arrangements — with Dalian Wanda worth approximately $1,556,200,000 USD to finance the acquisition. BOC was reportedly the lead bank, and some of the proceeds were reportedly in Chinese yuan. Record ID#107409 captures BOC's contribution. Record ID#107410 captures ICBC's contribution. Record ID#107411 captures BOCI's contribution. Record ID#107412 captures China Bohai Bank's contribution. Record ID#107413 captures China Merchants Bank's contribution. By August 25, 2012, all the merger & acquisition loans were in place. At the time of the acquisition, AMC Entertainment Holdings was a Delaware-incorporated American movie theater chain headquartered in Leawood, Kansas, a suburb of Kansas City, that owned 346 multiplex theaters with over 5,000 screens, mostly in the United States and Canada; AMC was the second-largest theater chain in the world. It was a leading provider of 3-D and IMAX shows, and claimed to run 23 of the 50 highest grossing cinemas in the United States. It posted $2.5 billion USD in revenues in 2011. Under the acquisition, Wanda planned to invest as much as an additional $500 million USD into AMC, to fund its strategic and operating initiatives, such as updating its cinemas' technological innovations and reduce debt. AMC's headquarters in the Kanas City metropolitan area, its management team and employment base, its strategy, and its day-to-day operations including the process for film programming would all remain unchanged. The acquisition was to make Wanda a global cinema owner and bring theater and technology to improve movie-going experiences in the United States and China. Specifically, Wanda would become the world's biggest cinema owner. The scale was expected to lead to more digital cinema, Imax, and 3-D. The acquisition was expected to improve the development of China's open economy in the cultural industry. The acquisition was believed to possibly help Wanda secure more American movies for distribution in China and possibly allow more Chinese films to be shown through AMC. This was the largest ever overseas acquisition by a Chinese private company to that point. The acquisition was expected to be completed by the end of the third quarter of 2012. In March 2012, China's National Development and Reform Commission approved the transaction. By June 15, 2012, the acquisition was given early approval under the Hart-Scott-Rodino (HSR) Act. On July 25, 2012, the Committee on Foreign Investment in the United States (CFIUS) and Federal Trade Commission (FTC) approved the transaction, as had the National Development and Reform Commission (NDRC), the Ministry of Commerce, and the State Administration of Foreign Exchange in China. The acquisition was completed on August 30, 2012. In 2013, Dalian Wanda Group organized an initial public offering (IPO) for AMC Entertainment at $18 USD on the New York Stock Exchange. Due to the decline of movie business, AMC struggled financially, with the COVID-19 pandemic and the closure of cinemas that followed having a negative impact, leading to an all-time low of $2.12 USD per share at 2012 and thus making it attractive for retail traders to short. However, beginning in January 2021, retail traders on Twitter and Reddit (in the subreddit r/wallstreetbets) purchased shares in a short squeeze (as a meme stock), pushing up the shares by June 2021 to an all-time high of $72.62 USD. Because of the short squeeze, Wanda traded its Class B stock for Class A common stock, giving up voting control of AMC Entertainment but an option to cash out. In April 2021, Wanda sold shares in three tranches for $220 million USD. Then, in mid-May 2021, Wanda sold all but 10,000 shares in AMC Entertainment for $426.7 million USD, all but ending its ownership of AMC.

Staff comments

1. The Chinese project title is 大连万达集团并购美国AMC公司项目. 2. Public filings by AMC and Dalian Wanda Group Corp. indicate that that the $2.748 billion USD acquisition was financed with $2.0462 billion USD of debt and $701.8 million USD of equity (formerly accessible at https://www.cfainstitute.org/-/media/regional/arx/post-pdf/2017/02/09/analyze-china-ownership-on-us-company-and-expertise-gained-in-entertai.ashx). Therefore, AidData assumes for the time being that the other six Chinese banks mentioned as committing to this acquisition (Bank of China, the Industrial and Commercial Bank of China, Bank of Beijing, Bank of China International Ltd., China Bohai Bank, and China Merchants Bank) made equal contributions ($259,366,666 USD) to cover the remaining debt amount ($1,556,200,000 USD) in one syndicated loan. This issue warrants further investigation. 3. The plan of merger agreement agreement can be accessed in its entirety via https://www.sec.gov/Archives/edgar/data/1411579/000104746913009544/a2216863zex-2_1.htm