Narrative
Full Description
Project narrative
On November 1, 2019, financial close was reached on a deal in which a syndicate of 22 banks — including the Industrial and Commercial Bank of China (ICBC) — entered into a £1.300 billion GBP ($1.67861 billion USD) syndicated revolving credit facility (RCF) agreement with Heathrow Airport Holdings Limited — an England and Wales-incorporated holding company that owns and operates Heathrow Airport in Hillingdon, London, England — for refinancing purposes. The RCF was divided into two tranches: a £1.000 billion GBP ($1.29124 billion USD) tranche and a £300.00 million GBP ($387.37 million USD) tranche. The loan carried a maturity period of four years and a final maturity date of November 1, 2023. The RCF carried an interest rate based on a floating rate plus a margin. The proceeds were to be used by the borrower for refinancing purposes. The RCF was linked to its performance on environmental, social, and governance (ESG) standards that would impact its margin; overperformance would mean that any savings from the decrease in the margin would be donated to independently run grant-making charity Heathrow Community Trust, which seeks to improve the quality of life near the airport. In addition to ICBC, the following lenders contributed to the loan syndicate: Barclays Bank Plc, BNP Paribas S.A., BofA Securities, Inc., Canadian Imperial Bank of Commerce (CIBC), Crédit Industriel et Commercial (CIC), Commonwealth Bank of Australia (CBA), Crédit Agricole Corporate and Investment Bank (CACIB), Credit Suisse AG, Deutsche Bank AG, HSBC Bank PLC, JPMorgan Chase Bank, N.A., Lloyds Bank, Morgan Stanley, National Australia Bank Limited (NAB), Royal Bank of Canada (RBC), Royal Bank of Scotland (RBS), Banco Santander, S.A., the Bank of Nova Scotia (Scotiabank), Société Générale S.A. (SocGen), Toronto-Dominion Bank (TD Bank), and UBS AG. Each lender contributed approximately £45,454,545.4545 GBP ($58.69 million USD) to the £1 billion GBP tranche; ICBC's contribution is captured by Record ID#109389. Each lender contributed approximately £13,636,363.6364 GBP ($17.61 million USD) to the £300 million GBP tranche; ICBC's contribution is captured by Record ID#109390. In 2019, Heathrow donated £725,000 GBP to its charity because of overperformance on the ESG standards. The RCF was drawn in 2020 due to the challenges of the COVID-19 pandemic. In 2020, Heathrow donated £425,000 GBP to its charity because of overperformance on the ESG standards. In 2021, it donated £41,000 GBP. On October 30, 2022, financial close was reached on a deal in which a syndicate of 21 banks — including ICBC — entered into a £1.320 billion GBP ($1.53298 billion USD) syndicated loan agreement with Heathrow Express Operating Company Limited — an England and Wales-incorporated wholly-owned special purpose vehicle (SPV) of England and Wales-incorporated SPV of Heathrow Airport Limited, an England and Wales-incorporated wholly-owned SPV of Heathrow (AH) Limited, an England and Wales-incorporated wholly-owned SPV of Heathrow (SP) Limited, an England and Wales-incorporated wholly-owned SPV of Heathrow Finance plc, an England and Wales-incorporated SPV wholly owned by LHR Airports Limited, an England and Wales-incorporated SPV wholly-owned by Heathrow Airport Holdings Limited — and Heathrow Airport Limited, Heathrow (AH) Limited, and Heathrow (SP) Limited for refinancing purposes. The loan was divided into three tranches: a £870.00 million GBP ($1.01037 billion USD) Class A RCF; a £350.00 million GBP ($406.47 million USD) Class B RCF; and a £100.00 million GBP ($116.13 million USD) working capital revolver facility. The loan carried a maturity period of four years and a final maturity date of October 30, 2026. The RCF carried an interest rate based on a floating rate plus a margin. The RCF was linked to its performance on ESG standards that would impact its margin. Overperformance would mean that any savings from the decrease in the margin would be donated to independently run grant-making charity Heathrow Community Trust, which seeks to improve the quality of life near the airport. The proceeds were to be used by the borrower to refinance its existing RCF from November 2019. Each lender contributed approximately £41,428,571.4286 GBP ($48.11 million USD) to the £870 million GBP tranche; ICBC's contribution is captured by Record ID#109392. Each lender contributed approximately £16,666,666.6667 GBP ($19.36 million USD to the £350 million GBP tranche; ICBC's contribution is captured by Record ID#109393. Each lender contributed approximately £4,761,904.7619 GBP ($5.53 million USD) to the £100 million GBP tranche; ICBC's contribution is captured by Record ID#109394.
Staff comments
1. The specific borrower is unclear. AidData has assumed that Heathrow Airport Holdings Limited was the borrower, as this is the parent holding company of all Heathrow entities. 2. The ultimate parent entity of Heathrow Airport Holdings Limited is FGP Topco Limited. The shareholders of FGP Topco Limited as of December 31, 2019 were Hubco Netherlands B.V. (25.00%) (indirect subsidiary of Ferrovial, S.A., Spain), Qatar Holding Aviation (20.00%) (a wholly owned subsidiary of Qatar Holding LLC, which is wholly owned by Qatar sovereign wealth fund's Qatar Investment Authority (QIA)), Caisse de dépôt et placement du Québec (12.62%), Baker Street Investment Pte Ltd (11.20%) (an investment vehicle of the Government of Singapore Investment Corporation), QS Airports UK, LP (11.18%) (investment vehicles managed by Alinda Capital Partners), Stable Investment Corporation (10.00%) (an investment vehicle of Chinese sovereign wealth fund, China Investment Corporation (CIC)) and USS Buzzard Limited (10.00%) (wholly-owned by the Universities Superannuation Scheme). 3. It is plausible that this loan refinanced existing syndicated debt that had been ICBC contributed to, namely Record ID#98961. This issue merits further investigation.