Narrative
Full Description
Project narrative
In 2018, Dito Holdings Corporation and China Telecommunications Corporation created a special purpose vehicle and joint venture called Mindanao Islamic Telephone Company (Mislatel). They each hold 60% and 40% ownership stakes in the joint venture, respectively. Mislatel was later renamed Dito Telecommunity Corporation (also known as Dito Telecommunity), which became the third largest telecommunications service provider company in the Philippines through a public tender. It received its operating license in June 2019. Then, on July 8, 2019, Dito Telecommunity was granted a Certificate of Public Convenience and Necessity by the Government of the Philippines, authorizing it to begin building telecommunications infrastructure and offering telecommunications services nationwide. On November 7, 2023, Dito Telecommunity — the third largest telecommunications service provider company in the Philippines — signed a $3.9 billion syndicated loan agreement with a group of banks for Phases 2 and 3 of the 4GW and 5GW Telecommunications Network Construction Project. The ten members of the syndicate include Bank of China, ING, Shanghai Pudong Development Bank, Industrial Bank Co, China Minsheng Bank, Postal Savings Bank of China, China Guangfa Bank, China CITIC Bank Corporation Limited, China Construction Bank, and China Merchants Bank. The loan consists of two tranches — a $3.297 billion tranche and an RMB 6.382 billion ($894.9 million) tranche — carries a 15-year maturity (final maturity date: September 30, 2038) and a variable interest rate based on SOFR with a 2.2% margin. It is supported by a bespoke security and credit support package, including a Sinosure credit insurance policy. The borrower is expected to use the proceeds of the loan to (a) partially finance an RMB 28 billion commercial (EPC) contract with ZTE Corporation (for Phases 1, 2, and 3 of the 4G/5G Telecommunications Network Project), which was signed in October 2019, and (b) repay short-term bridge loan facilities worth up to $1.3 billion. The overall purpose of the 4GW and 5GW Telecommunications Network Construction Project is to fund the rollout of Dito Telecommunity’s nationwide 4G/5G-ready telecommunications network. The full project scope includes engineering works in wireless stations and the laying of fiber optic cables in 187 cities. The project’s second phase is expected to link Palawan to the rest of the main islands of the Philippines to provide redundancy to Visayas and Mindanao. The project’s third phase is expected to target the island provinces of Basilan, Sulu, and Tawi-Tawi. ZTE Corporation is the EPC contract responsible for project implementation. Phase 2 commenced in September 2021 and was originally scheduled to reach completion in June 2023. Phase 3 commenced in November 2022 and was originally scheduled to reach completion in June 2024.
Staff comments
1. Prior to November 2020, Mislatel (Dito Telecommunity) was jointly owned by Udenna Corporation (35% ownership stake), Chelsea Logistics and Infrastructure Holdings Corporation (25% ownership stake, and China Telecommunications Corporation (40% ownership stake). 2. China Telecommunications Corporation is a Chinese state-owned company. 3. The individual contributions of the members of the loan syndicate to the $3.297 billion tranche are unknown. For the time being, AidData assumes equal contributions ($329,700,000) across the 10 members of the loan syndicate. 4. A cross-border team from Clifford Chance across Hong Kong, Beijing, Singapore, and Dubai collaborated on the transaction. The core team comprised counsel Chengcheng Wu, senior associate Jia Yin Leong, associate Harry Zhang, and trainee solicitor Alice Tsui. Construction aspects were handled by partner Matthew Buchanan, counsel Marcella Stokell, and senior associate Georgina Roest, while senior associate Desmond Ng addressed Singapore law aspects. Romulo Mabanta Buenaventura Sayoc & de los Angeles acted as Philippines law counsel. 5. This project is also known as the Philippines DITO Mega Full Turnkey Telecom Network Deployment Project. The Chinese project title is 菲律宾 DITO 大型交钥匙通信网络部署项目. 6. Bank of China also financed Phase 1 of Dito Telecommunity’s 4GW and 5GW Telecommunications Network Construction Project (as captured via Record ID#96069, 96036, and 96036).