Narrative
Full Description
Project narrative
On April 28, 2015, financial close was reached on a deal in which a syndicate of 40 banks — including the Los Angeles Branch of the Bank of China (BOC), the New York Branch of Agricultural Bank of China (ABC), and the New York Branch of Bank of Communications — entered into a $7.5 billion USD syndicated loan agreement with Express Scripts Holding Company — a Delaware-incorporated pharmacy benefit management organization headquartered in St. Louis County, Missouri — for general corporate and refinancing purposes. This loan was divided into three tranches: a $2 billion USD revolving credit facility, a $2.5 billion USD 2-year term loan, and a $3 billion USD 5-year term loan. The maturity of the term loans was 2 and 5 years respectively, and the interest rate was LIBOR plus an applicable margin. The proceeds were used by the borrower to refinance amounts due or outstanding under an existing credit agreement and to fund ongoing working capital needs and general corporate purposes. BOC contributed $24 million USD to the RCF (Record ID#107574), $30 million USD to the 2 year term loan (Record ID#107575), and $36 million USD for 5-year term loan (Record ID#107576), ABC contributed $10,666,666.67 to RCF (Record ID#107577), $13,333,333.33 to 2-year term loan (Record ID#107579) and $16 million USD to 5-year term loan (Record ID#107580), and Bank of Communications contributed $5.33 million USD to the RCF (Record ID#107578), $6.67 million to the 2-year term loan (Record ID#107581), and $8 million USD to 5-year term loan (Record ID#107582). In addition the following lenders also participated: Credit Suisse AG (Cayman Islands Branch) ($385 million USD), Citibank, N.A. ($385 million USD), Bank of America, N.A. ($385 million USD), The Bank of Tokyo-Mitsubishi UFJ, Ltd. ($385 million USD), JPMorgan Chase Bank, N.A. ($385 million USD), Mizuho Bank, Ltd. ($385 million USD), Royal Bank of Canada ($385 million USD), The Bank of Nova Scotia ($302.5 million USD), Credit Agricole CIB ($302.5 million USD), Deutsche Bank AG New York Branch ($302.5 million USD), Intesa Sanpaolo S.p.A. – New York Branch ($302.5 million USD), Morgan Stanley Bank, N.A. ($302.5 million USD), Sumitomo Mitsui Banking Corporation ($302.5 million USD), SunTrust Bank ($302.5 million USD), TD Bank, N.A. ($302.5 million USD), U.S. Bank National Association ($302.5 million USD), Wells Fargo Bank, N.A. ($302.5 million USD), Fifth Third Bank ($220 million USD), PNC Bank, National Association ($220 million USD), Santander Bank, N.A. ($220 million USD), Commerzbank AG, New York and Grand Cayman Branches ($175 million USD), Branch Banking and Trust Company ($125 million USD), The Bank of New York Mellon ($100 million USD), KeyBank National Association ($100 million USD), The Northern Trust Company ($100 million USD), Regions Bank ($100 million USD), Banco de Sabadell S.A. – Miami Branch ($75 million USD), Bank Hapoalim B.M. ($35 million USD), First Hawaiian Bank ($30 million USD), State Bank of India, Chicago ($30 million USD), The Bank of East Asia, Limited ($25 million USD), First Commercial Bank ($25 million USD), Capital Bank, N.A. ($15 million USD), Stifel Bank & Trust ($15 million USD), The Chiba Bank, Ltd. ($10 million USD), and First National Bank of Omaha ($10 million USD).
Staff comments
1. The entirety of the 2015 loan contract can be accessed at https://www.sec.gov/Archives/edgar/data/1532063/000119312515152975/d915550dex101.htm. The dropbox link is accessible here: https://www.dropbox.com/scl/fi/pkvas8ytb8uegnfahrgu2/Source_ID_215767.pdf?rlkey=ws5lhv2v4kahh48fkno1izu99&st=x9l26s48&dl=0 2. Express Scripts Holding Company was an American pharmacy benefit management (PBM) organization headquartered in St. Louis, Missouri. It provided integrated PBM services, including network-pharmacy claims processing, home delivery pharmacy services, specialty pharmacy care, and benefit-design consultation. It was acquired by Cigna in 2018. 3. AidData estimates the interest rate by adding the 6-month average LIBOR rate in April 2015 and an applicable margin based on credit ratings (1.125%).