Narrative
Full Description
Project narrative
On November 4, 2021, a syndicate of 12 banks — including ICBC Standard Bank Plc — entered into a $1.000 billion USD syndicated equity bridge loan agreement with Venture Global Plaquemines LNG, LLC (VGPL) — a Delaware-incorporated special purpose vehicle (SPV) and a wholly-owned subsidiary of Plaquemines LNG Pledgor, LLC, a Delaware-incorporated SPV and wholly-owned subsidiary of Venture Global LNG, LLC, a Delaware-incorporated privately-held American LNG provider based in Arlington, Virginia — for pre-construction work of Phase 1 of the Plaquemines Liquefied Natural Gas (LNG) Project. This loan was carried a maturity period of two tranches and a final maturity date of November 4, 2023. Venture Global Gator Express, LLC — a Delaware-incorporated SPV and wholly-owned subsidiary of Plaquemines LNG Pledgor, LLC — issued a guarantee for the loan. Each lender, including ICBC Standard Bank, contributed $83.33 million USD to the loan syndicate. On March 18, 2022, financial close was reached on a deal in which a syndicate of 11 banks — including ICBC Standard Bank — entered into a $400.00 million USD up-sizing agreement with VGPL for the $1 billion USD syndicated equity bridge loan for pre-construction work of Phase 1 of the Plaquemines LNG Project. This up-sizing carried a maturity period of approximately 1.630 years and the same maturity date of November 4, 2023. ICBC Standard Bank contributed $25.00 million USD to the up-sizing, as captured by Record ID#107852. The net proceeds of the bridge loan facility were used by the borrower to fund development and construction of Phase 1 of the Plaquemines LNG Project prior to closing of the full project financing for Phase 1. On May 25, 2022, financial close was reached on a deal in which a syndicate of 19 banks — including the Bank of China (BOC) and the Industrial and Commercial Bank of China (ICBC) — entered into a $13.10926 billion USD syndicated loan agreement with VGPL for Phase 1 of the Plaquemines LNG Project and the Gator Express Pipeline Project. This loan was divided into four tranches: a $8.45926 billion USD senior secured first lien construction/term loan facility with a maturity period of seven years, a final maturity date of May 25, 2029, and a quarterly principal repayment beginning three months following the completion of Phase 1 or February 28, 2027; a $1.100 billion USD senior secured first lien revolving working capital tranche with a maturity period of seven years and a final maturity date of May 25, 2029; a $2.100 billion USD letter of credit tranche that had Plaquemines LNG Funding, LLC as the borrower and had a maturity period of two years and a final maturity date of May 25, 2024; and a $1.450 billion USD term loan tranche that had Plaquemines LNG Holdings, LLC as the borrower with a maturity period of two years and a final maturity date of May 25, 2024. Borrowings under the facilities carried an interest rate based on Term SOFR (SOFR plus 0.10%) (for a term of one month up to six months in length at the borrower's discretion) or a base rate (the highest of a primate rate, the federal funds effective rate plus 0.50%, or one-month Term SOFR plus 1.10%) plus an applicable margin ranging from 1.975% to 2.625% for SOFR borrowings and 0.875% to 1.375% for base rate borrowings. Interest on SOFR borrowings was due and payable at the end of each interest period (but at least every three months) and interest on base rate borrowings was due and payable at the end of each calendar quarter. The facilities were secured by (i.e. collateralized against) a first-priority lien on substantially all of the assets of Venture Global Plaquemines LNG, LLC and Venture Global Gator Express, LLC and by a pledge by Plaquemines LNG Pledgor, LLC of its limited liability company interests in VGPL and Gator Express, except the real property rights held by Gator Express, including the rights of way related to Gator Express Pipeline. The obligations of Plaquemines LNG Holdings, LLC in the $1.45 billion USD term loan tranche were secured by a first-priority security interest in substantially all of the existing and future assets of it and its membership interests as collateral to secure its obligations. Venture Global Gator Express, LLC issued a guarantee for the facility. BOC contributed $884.90 million USD, as captured by Record ID#107891, and ICBC contributed $132.70 million USD, as captured by Record ID#107892, to the $8.45926 billion USD term loan tranche. In addition to BOC and ICBC, the following lenders contributed to the term loan tranche: BofA Securities, Inc. ($448.50 million USD), CaixaBank, S.A. ($448.50 million USD), Deutsche Bank AG ($448.50 million USD), Goldman Sachs Group Inc. ($448.50 million USD), ING Bank N.V. ($448.50 million USD), JPMorgan Chase Bank, N.A. ($448.50 million USD), Landesbank Baden-Württemberg (LBBW) ($448.50 million USD), Mizuho Bank ($448.50 million USD), Morgan Stanley ($448.50 million USD), MUFG Bank, Ltd. ($448.50 million USD), Natixis ($448.50 million USD), Nomura Holdings, Inc. ($448.50 million USD), Royal Bank of Canada (RBC) ($448.50 million USD), Banco Santander, S.A. ($448.50 million USD), the Bank of Nova Scotia (Scotiabank) ($448.50 million USD), Sumitomo Mitsui Banking Corporation (SMBC) ($448.50 million USD), and Truist Bank ($265.50 million USD). BOC contributed $115.10 million USD, as captured by Record ID#107893, and ICBC contributed $17.30 million USD, as captured by Record ID#107894, to the $1.1 billion USD working capital tranche. In addition to BOC and ICBC, the following lenders contributed to the working capital tranche: BofA Securities ($58.30 million USD), CaixaBank ($58.30 million USD), Deutsche Bank ($58.30 million USD), Goldman Sachs ($58.30 million USD), ING Bank ($58.30 million USD), JPMorgan ($58.30 million USD), LBBW ($58.30 million USD), Mizuho ($58.30 million USD), Morgan Stanley ($58.30 million USD), MUFG ($58.30 million USD), Natixis ($58.30 million USD), Nomura ($58.30 million USD), RBC ($58.30 million USD), Santander ($58.30 million USD), Scotiabank ($58.30 million USD), SMBC ($58.30 million USD), and Truist Bank ($34.50 million USD). ICBC committed $125.00 million USD to the $2.1 billion USD letter of credit tranche; AidData does not consider letters of credits to be flows. In addition to ICBC, the following lenders committed to the letter of credit tranche: BofA Securities ($125.00 million USD), CaixaBank ($100.00 million USD), Deutsche Bank ($125.00 million USD), Goldman Sachs ($125.00 million USD), ING Bank ($250.00 million USD), JPMorgan ($100.00 million USD), LBBW ($100.00 million USD), Mizuho ($125.00 million USD), MUFG ($125.00 million USD), Natixis ($130.00 million USD), Nomura ($105.00 million USD), RBC ($115.00 million USD), Santander ($125.00 million USD), Scotiabank ($125.00 million USD), and SMBC ($200.00 million USD). No Chinese state-owned lender contributed to the $1.45 billion USD term loan tranche, which was provided by the following lenders: BofA Securities ($175.10 million USD), Deutsche Bank ($74.40 million USD), Goldman Sachs ($175.10 million USD), ING Bank ($175.10 million USD), JPMorgan ($100.00 million USD), Mizuho Financial Group ($175.10 million USD), Nomura ($175.10 million USD), RBC ($175.10 million USD), Santander ($100.00 million USD), and SMBC ($125.00 million USD). Bank of America, Goldman Sachs, ING, JPMorgan, Mizuho, Morgan Stanley, and RBC served as lead arrangers. BOC served as coordination lead arranger. The proceeds were used by the borrower to fund the development and construction of Phase 1 of the Plaquemines Project, with a portion of the facilities used to pay fees and expenses incurred in connection with the facility and to prepay (refinance) the $1.4 billion USD syndicated bridge loan, which was then extinguished in May 2022. Then, on July 7, 2022, financial close was reached on a deal in which a syndicate of 15 banks — including ICBC Standard Bank — entered into a $400.00 million USD up-sizing agreement with Plaquemines LNG Funding, LLC for its $1.45 billion USD term loan tranche for Phase 1 of the Plaquemines LNG Project. This up-sizing was divided into two tranches: a $50.00 million USD interest reserve facility tranche with a maturity period of two years and a $350.00 million USD term loan tranche. It carried the same maturity date of May 25, 2024 (a maturity period of approximately 1.885 years) and same security for that tranche. Each of the 15 lenders, including ICBC Standard Bank, contributed $3.33 million USD to the $50 million USD interest reserve facility tranche, as captured by Record ID#107897, and 14, including ICBC Standard Bank, contributed $23.04 million USD, while ING Bank contributed $27.47 million USD to the $350 million USD term loan tranche, as captured by Record ID#107898. The proceeds of the term loan tranche were to be used for the Plaquemines LNG Project. The $1.85 billion USD term loan tranche was repaid in 2022. As of December 31, 2022, the construction term loan tranche had an outstanding balance of $1.1 billion USD and the working capital facility tranche had $253 million USD in outstanding letters of credit. Then, on March 13, 2023, a syndicate of 23 banks — including BOC and ICBC — entered into a $5.48888 billion USD up-sizing agreement with VGPL for the $13.10926 billion USD syndicated facility agreement with VGPL for Phase 2 of the Plaquemines LNG Project. The up-sizing consisted of a $4.48888 billion USD up-sizing of the $8.45926 billion USD senior secured first lien construction/term loan facility and a $1.000 billion USD up-sizing of the $1.1 billion USD senior secured first lien revolving working capital tranche, both maintaining the May 25, 2029 maturity date (a maturity period of approximately 6.203 years) and the security, guarantee, and interest rates of the original loan. Deutsche Bank served as collateral agent. BOC contributed $450.15 million USD, as captured by Record ID#107900 and ICBC contributed $275.00 million USD, as captured by Record ID#107901, to the $4.48888 billion USD up-sizing of the term loan tranche. BOC contributed $109.85 million USD, as captured by Record ID#107902, to the $1.000 billion USD up-sizing of the working capital tranche. The proceeds of the up-sized debt were used by the borrower to fund the costs of financing, developing, constructing, and placing in service the Phase 2 of the Plaquemines LNG Project. As of December 31, 2023, the construction term loan tranche had an outstanding balance of $4.9 billion USD and the working capital facility tranche had $840 million USD in outstanding letters of credit. Concurrent with the up-sizing, a syndicate of four lenders — Mizuho, MUFG, Scotiabank, and SMBC — entered into a $1.66 billion USD syndicated secured credit facility equity bridge credit facility with Plaquemines LNG Holdings, LLC to fund a portion of project costs for the Plaquemines LNG Project. In July 2024, the borrower prepaid the debt. Phase 1 of the Plaquemines LNG Project sought to construct a liquefication facility and export terminal with a capacity of 13.3 million tons per annum (mtpa) of LNG on a 632-acre site at river mile marker 55 on the Mississippi River 20 miles south of New Orleans in Plaquemines Parish, Louisiana, and the Gator Express Pipeline, consisting of two 42-inch diameter pipelines, each with a capacity of 1.9 billion cubic feet per day, with the first phase being a 15-mile pipeline and facilities delivering gas to Plaquemines LNG from from new interconnections with Tennessee Gas Pipeline Company, LLC and Texas Eastern Transmission, LP located offshore, southwest of the terminal site and the second phase being a looped 12-mile pipeline and facilities linking Plaquemines LNG from the interconnection with Texas Eastern Transmission, LP. Phase 2 of the Plaquemines LNG Project sought to add a 6.7 mtpa of LNG capacity to the project. Developed in a two-phase model, when fully developed, the Plaquemines LNG Project would have a capacity of 20 mtpa, 36 liquefaction trains, six natural gas pre-treatment trains, three ship loading berths for LNG vessels with a capacity of up to 185,000 cubic meters, four 200,000 cubic meter full containment LNG storage tanks, two 720 MW combined-cycle gas turbine power plants, and other associated infrastructure including the Gator Express Pipeline. In May 2021, Venture Global announced it would establish a facility to capture and sequester carbon at the project to reduce greenhouse gas emissions and store the gas in subsurface saline aquifers. Polish state-controlled Polskie Górnictwo Naftowe i Gazownictwo S.A. (PGNiG), Chinese state-owned firms Sinopec and CNOOC, French state-owned Électricité de France S.A. (EDF), and supermajor Shell plc signed 20-year off-taking sales and purchase agreements (SPAs) for portions of the output of Phase 1. Supermajor ExxonMobil Corporation, Malaysian state-owned Petroliam Nasional Berhad, New Fortress Energy Inc., Germany's EnBW Energie Baden-Württemberg AG, Japan's INPEX Corporation, and Chinese publicly traded firm China Gas Holdings Limited signed 20-year SPAs for portions of the output of Phase 2. In July 2017, the U.S. Department of Energy issued approval for the Plaquemines LNG Project to export LNG to Free Trade Agreement nations. In October 2019, the Department of Energy issued approval for the project to export up to 3.4 billion cubic feet per day to non-Free Trade Agreement nations. In May 2019, the U.S. Federal Energy Regulatory Commission (FERC) issued the final Environmental Impact Statement (EIS) for Plaquemines LNG. While originally anticipated to have final investment decision (FID) for the project in 2020, due to the outbreak of the COVID-19 pandemic, the global crash in oil prices, and a major drop in demand, FID was delayed. FID was then expected for 2021, but ultimately FID for Phase 1 was only made in May 2022 concurrent with financial close of the full project finance. The February 2022 Russian invasion of Ukraine, which rocked energy markets especially in Europe, gave the project a particularly strong impetus. FID for Phase 2 was made on March 13, 2023. A joint venture of KBR and Zachry Group (KZJV LLC) was contracted to oversee engineering, procurement and construction (EPC) of Phase 1. CB&I was contracted to provide the two 200,000 cubic meter storage tanks. Baker Hughes won a contract in March 2022 for the liquefaction train system for Phase 1. Sunland Construction Inc. was responsible for construction of the Gator Express Pipeline. KZJV LLC was also contracted for Phase 2. Phase 1 was expected to begin operations in 2024. Initial pre-construction work for Phase 1 began in August 2021. On March 13, 2023, Venture Global issued a notice to proceed to KZJV LLC to continue construction for Phase 2, which had already started. The second phase of the Gator Express Pipeline began operations in April 2024. On December 14, 2024, LNG production began at Plaquemines LNG. On December 26, 2024, Plaquemines LNG Project shipped its first cargo; construction was ongoing. Plaquemines LNG's attempts to use fracked cost was the subject of criticism by the Sierra Club and Healthy Gulf arguing that facility had negative impacts on the environment, climate, and local communities.
Staff comments
1. Venture Global LNG, LLC later became Venture Global, Inc. and it was publicly traded beginning in 2025. 2. The 2023 amended contract is accessible here: https://www.sec.gov/Archives/edgar/data/2007855/000119312524282957/d146310dex1086.htm. The dropbox is accessible here: https://www.dropbox.com/scl/fi/nw1dloj0x6wnep4za2o4g/Source_ID_217220.pdf?rlkey=tvu15hdjjcyfsbub3kwlyzjn5&st=lem4rwhy&dl=0