Narrative
Full Description
Project narrative
On September 1, 2015, financial close was reached on a deal in which a syndicate of 27 banks — including Bank of China — entered into a $1.1 billion USD syndicated loan agreement with SPX FLOW Inc., a Charlotte, North Carolina-based manufacturer of flow components, process equipment, and turnkey systems, primarily serving the food and beverage, industrial, and energy markets — for general corporate purposes and refinancing. This loan was divided into four tranches: Domestic Revolving Commitments, Global Revolving Commitments, Term Loan A Commitments, and Participation FCI (Foreign Credit Instrument) Commitments. The maturity of the loan is 5 years and the interest rate was LIBOR plus an applicable margin. While there are 4 tranches, Bank of China contributed to three tranches: domestic revolving facility, term loan A tranche and participation FCI facility ($900 million in total). The proceeds of the Domestic Revolving Loans and the Global Revolving Loans were used (a) to refinance indebtedness under the existing credit agreement and (b) for lawful corporate purposes of the parent borrower and its restricted subsidiaries. While Bank of China contributed $25,000,000.00 USD to this loan, the following lenders also participated: Bank of America, N.A. ($89,599,780.39), HSBC Bank USA ($19,974,317.48), The Bank of Tokyo-Mitsubishi UFJ, Ltd. ($54,619,548.42), JPMorgan Chase Bank, N.A. ($54,619,548.42), Deutsche Bank AG branches ($9,024,064.17), Commerzbank AG branches ($10,227,272.86), The Bank of Nova Scotia ($10,227,272.86), Credit Agricole CIB ($54,619,548.42), SunTrust Bank ($54,619,548.42), Compass Bank ($54,619,548.42), Sumitomo Mitsui Banking Corporation ($54,618,136.36), DNB Capital LLC and DNB Bank ASA ($29,545,454.55), TD Bank, N.A. ($29,545,454.55), Wells Fargo Bank ($29,545,454.55), Nordea Bank Finland Plc ($29,545,454.55), U.S. Bank ($29,545,454.55), Citizens Bank ($29,545,454.55), Citibank, N.A. ($23,635,363.65), The Northern Trust Company ($20,281,818.03), BNP Paribas ($20,281,818.03), Taiwan Cooperative Bank ($5,294,117.65), Bank of Taiwan ($5,909,090.91), and E. Sun Commercial Bank ($5,909,090.91). On July 11, 2016, there is an amendment in which they changed the margin on interest rates.
Staff comments
1. The entirety of the loan contract can be accessed at https://www.sec.gov/Archives/edgar/data/88205/000110465915063160/a15-18816_2ex10d2.htm The dropbox link for the contract is available via https://www.dropbox.com/scl/fi/ehrj2zblw5b87wnycitu4/Source_ID_218003.pdf?rlkey=7t2sm66mgsgzcho56l8sav1g6&st=bzml1ux1&dl=0 2. SPX FLOW Inc. is a global supplier of highly engineered flow components, process equipment, and turnkey systems, headquartered in Charlotte, North Carolina. It was spun off from SPX Corporation in 2015 to focus on the food and beverage, power, and industrial markets. 3. AidData estimates the interest rate by adding the 6-month average LIBOR rate in September 2015 and an applicable margin based on the company's credit rating at the time (2%).