China Merchants Bank contributes to the $300 million USD bridge loan tranche of a $800 million USD syndicated loan to facilitate the acquisition of OmniVision Technologies (Linked to Record ID#107551, #107552, and #107553)

Project narrative

By April 30, 2015, a two-bank syndicate — the Macau Branch of the Bank of China (BOC) and the New York Branch of China Merchants Bank Co., Ltd. — issued a debt commitment letter for $800 million USD in senior secured credit facilities to Seagull International Limited — a Cayman Islands-incorporated special purpose vehicle (SPV) and a wholly-owned subsidiary of Seagull Investment Holdings Limited, a Cayman Islands-incorporated JPV jointly owned by Beijing Integrated Circuit Design Packaging and Testing Equity Investment Center (Limited Partnership), a China-incorporated affiliate of Hua Capital Management Co., Ltd., a Chinese private equity fund based in Beijing focused on semiconductor investments established by Tsinghua Holdings and China FortuneTech Capital, a fund under the Semiconductor Manufacturing International Corporation (SMIC); CITIC Capital MB Investment Limited, a Cayman Islands-incorporated affiliate of CITIC Capital Holdings Limited, a Chinese alternative investment management and advisory company owned by state-owned CITIC Group, private sector Tencent Holdings Limited, Chinese sovereign wealth fund China Investment Corporation, and Qatar Holding LLC of Qatari sovereign wealth fund Qatar Investment Authority (QIA); and Neptune Connection Limited, a British Virgin Islands-incorporated affiliate of Goldstone Investment Co., Ltd., a direct equity investment firm and a wholly-owned subsidiary of CITIC Securities Co., Ltd. — to finance its acquisition of OmniVision Technologies Inc. The $800 million USD in senior secured credit facilities were divided into a $500 million USD six-year term facility and an up to $300 million USD one-year bridge facility. The facility was to be fully drawn at the closing of the acquisition. BOC served as mandated lead arranger and sole and exclusive bookrunner and China Merchants Bank served as lead arranger. Record ID#107551 captures BOC's contribution to the $500 million USD term loan facility. Record ID#107552 captures China Merchants Bank's contribution to the $500 million USD term loan facility. Record ID#107553 captures BOC's contribution to the $300 million USD bridge facility. Record ID#107554 captures China Merchants Bank's contribution to the $300 million USD bridge facility. Bank of America Merrill Lynch was originally tapped to arrange financing before BOC and China Merchants Bank came in in the last minute to provide financing because BOC made a hard commitment and would syndicate it later, while Bank of America would have had to build a syndicate. OmniVision Technologies, Inc. was a Delaware-incorporated American semiconductor company specializing in digital imaging solutions for consumer and commercial applications such as tablets and entertainment devices, notebooks and webcams, security and surveillance systems, mobile phones and digital cameras. Specific products include CameraChip and CameraCubeChip, which are highly integrated, single-chip complementary metal-oxide semiconductor (CMOS) image sensors. OmniVision was headquartered in Santa Clara, California and traded on The NASDAQ Global Select Market. On April 30, 2015, Seagull Acquisition Corporation — a Delaware-incorporated SPV and a wholly-owned subsidiary of Seagull International Limited — signed a definitive agreement with OmniVision Technologies to acquire it for $29.75 USD per share in cash, or a total of approximately $1.9 billion USD. In addition to the $800 million USD debt financing, Beijing Integrated Circuit Design Packaging and Testing Equity Investment Center (Limited Partnership), CITIC Capital MB Investment Limited, and Neptune Connection Limited provided an aggregate equity commitment of approximately $1.1 billion USD for the acquisition per a commitment letter dated April 30, 2015. OmniVision's board of directors unanimously approved the acquisition at the signing of the agreement. The acquisition was subject to approval by OmniVision stockholders, regulatory approvals, including antitrust review in the United States and China, review and clearance by the Committee on Foreign Investment in the United States (CFIUS), clearance or approval under applicable Taiwan law, and other customary closing conditions; to obtain clearance under Taiwanese law, OmniVision would divest certain of its investments in Taiwan, including certain of its interests in a joint venture. OmniVision's chief executive officer Shaw Hong was expected to remain the company in the same capacity. The acquisition of OmniVision was stated by the investors as seeking to advance the development of China’s national integrated circuit and semiconductor industry. The acquisition was expected to close in the third or fourth fiscal quarter of fiscal year 2016 (OmniVision's's fiscal year beginning on April 30, 2014, so the third fiscal quarter ended October 31, 2015 and and the fourth fiscal year ended January 31, 2016). The acquisition was completed on January 28, 2016.