Bank of China (Luxembourg Branch) contributes to a €124.429 million EUR syndicated loan for the Eurocentrum Office Complex Refinancing Project

Project narrative

On September 22, 2016, a two-bank syndicate — the Poland Branch of Bank of China (Luxembourg) S.A. (BOC Luxembourg) and the Luxembourg Branch of the Bank of China (BOC) — entered into a €124,429,500 EUR syndicated investment credit facility agreement with Dakota Investments Sp. z o.o. — a Poland-incorporated special purpose vehicle (SPV) wholly owned by Netherlands-incorporated CP Retail B.V., a wholly-owned subsidiary of Capital Park S.A., a Poland-incorporated investor, developer and asset manager headquartered in Warsaw and listed on the Warsaw Stock Exchange with its majority shareholder being Luxembourg-incorporated CP Holdings S.à r.l. (72.26% stake) — for the Eurocentrum Office Complex Refinancing Project. The loan carried a maturity period of six years, a final maturity date of September 22, 2022, and a variable interest rate based on 3-month EURIBOR plus a margin. The loan featured an arrangement fee. The loan was secured by (i.e. collateralized against) registered and financial pledges over Dakota Investments shares of up to €186,644,250.00 EUR; registered and financial pledges over Dakota Investments' bank accounts, of up to €186,644,250.00 EUR; a joint mortgage over Dakota Investments' properties in Warsaw, of up to €186,644,250.00 EUR; declarations of submission to enforcement made by Dakota Investments and its partner; assignment by way of security of Dakota Investments' receivables; and power of attorney over Dakota Investments' bank accounts. BOC Luxembourg served as security, facility agent, arranger, and initial lender, with the Luxembourg Branch of BOC as other lender. Record ID#109105 captures BOC Luxembourg's contribution. Record ID#109106 captures BOC's contribution. The proceeds were used by the borrower to refinance the Eurocentrum Office Complex, a 67,000-square meter office complex on Aleje Jerozolimskie in the Ochota district of Warsaw, namely by repaying its a construction loan from Polska Kasa Opieki used for the construction of Eurocentrum Phase 1 and 2 (Beta, Gamma and Delta projects) and the loan used to purchase the Eurocentrum Alfa, to pay the arrangement fee of the loan, establish the required debt service reserve, and finance general corporate purposes of the borrower. As of December 31, 2016, zł542,444,000 PLN was outstanding under the loan. As of December 31, 2017, zł500,096,000 PLN was outstanding. As of December 31, 2018, zł506,890,000 PLN was outstanding. On November 27, 2019, following Capital Park's sale of Dakota Investments, the Bank of China facility was repaid in full