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Overview

China Construction Bank contributes to a €4.2 billion EUR syndicated loan to Pirelli for refinancing purposes

Commitments (Constant USD, 2023)$280,004,416
Commitment Year2017Country of ActivityItalyDirect Recipient Country of IncorporationMultiple JurisdictionsSectorIndustry, Mining, ConstructionFlow TypeLoan

Status

Project lifecycle

Completion

Pipeline: PledgePipeline: CommitmentImplementationCompletion

Timeline

Key dates

Commitment date
Jun 27, 2017

Stakeholders

Organizations involved in projects and activities supported by financial and in-kind transfers from Chinese government and state-owned entities

Ultimate beneficial owners

At least 25% Chinese ownership

Funding agencies

State-owned Commercial Banks

  • China Construction Bank Corporation (CCB)

Cofinancing agencies

Private Sector

  • Banco BPM S.p.A.
  • BNP Paribas S.A.
  • BofA Securities, Inc. (Formerly Bank of America Merrill Lynch (BAML))
  • Commerzbank Aktiengesellschaft (Commerzbank AG)
  • Goldman Sachs Group, Inc.
  • HSBC Bank PLC
  • ING Group N.V.
  • Intesa Sanpaolo S.P.A. (formerly Cariplo/Banca Intesa/BCI)
  • JPMorgan Chase Bank, N.A. (Chase Bank, formerly the Chase Manhattan Bank)
  • Mediobanca - Banca di Credito Finanziario S.p.A.
  • Mizuho Bank, Ltd.
  • MUFG Bank, Ltd. (Formerly Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU))
  • Natixis
  • NatWest Markets Plc
  • UniCredit S.p.A. (formerly UniCredito Italiano S.p.A.)

State-owned Commercial Banks

  • Agricultural Bank of China (ABC)
  • Industrial and Commercial Bank of China (ICBC)

Receiving agencies

Joint Venture/Special Purpose Vehicles

  • Pirelli & C S.p.A.
  • Pirelli International PLC

Loan description

June 2017 €4.2 billion EUR syndicated loan to Pirelli for refinancing purposes in Italy

Interest typeUnknown

Narrative

Full Description

Project narrative

On June 27, 2017, a syndicate of 18 banks — including Agricultural Bank of China (ABC), China Construction Bank Corporation (CCB), and the Industrial and Commercial Bank of China (ICBC) — entered into a €4.2 billion EUR syndicated multi-currency loan agreement with Pirelli & C S.p.A. — an Italy-incorporated tire manufacturer headquartered in Milan that was then wholly-owned by Marco Polo International Italy S.p.A., which was then wholly-owned by Marco Polo International Italy S.p.A., an Italy-incorporated holding company and joint venture owned by Luxembourg-incorporated Fourteen Sundew S.à r.l. (65% stake), wholly owned by Hong Kong-incorporated CNRC International Holding (HK) Limited, which was 25% owned by Chinese state-owned Silk Road Fund Co. Ltd. and 75% owned by Hong Kong CNRC International Limited, a Hong Kong-incorporated wholly-owned subsidiary of China National Tire & Rubber Co., Ltd. (CNRC), a wholly-owned subsidiary of Chinese state-owned China National Chemical Corporation (ChemChina); by Camfin S.p.A. (22.4% stake); and by Long-Term Investments Luxembourg S.A., a Luxembourg-incorporated company wholly-owned by closed-end direct investment fund “RFR Long-Term Investments”, which was wholly owned by Russia-incorporated Long-Term Investments LLC, a company owned by Neftgarant Non-State Pension Fund, a Russian institutional, autonomous and independent investor associated with Russian majority state-owned oil company PJSC Rosneft Oil Company (12.6% stake) — and Pirelli International PLC — an England-incorporated wholly-owned subsidiary of Pirelli Tyre S.p.A., an Italy-incorporated wholly-owned subsidiary of Pirelli & C S.p.A. — for refinancing purposes. The loan was divided into three tranches: a €1.75 billion EUR term loan tranche with a maturity period of approximately three years and a final maturity date in 2020, a €1.75 billion EUR term loan tranche with a maturity period of approximately five years and a final maturity date in 2022 with two one-year extension options, and a €0.7 billion EUR revolving credit facility (RCF) tranche with a maturity period of approximately five years and a final maturity date in 2022 with two one-year extension options. The loan carried a financial covenant for the borrowers' net debt to earnings before interest, taxes, depreciation and amortization (EBITDA) ratio. The loan was unsecured and was available for draw down in euros and United States dollars. The proceeds were to be used by the borrower to refinance existing debt, namely €4.8 billion EUR of debt from a 20-bank syndicate led by JPMorgan in 2016 (that partially refinanced the acquisition debt of it), with all existing committed credit facilities cancelled. Record ID#110072 captures ABC's contribution. Record ID#110078 captures CCB's contribution. Record ID#110079 captures ICBC's contribution. In addition to the three Chinese state-owned banks, the following lenders contributed to the loan syndicate: JPMorgan Chase Bank, Intesa Sanpaolo S.p.A., MUFG Bank, Ltd., Banco BPM S.p.A., Bank of America Merrill Lynch (BAML), BNP Paribas S.A., Commerzbank Aktiengesellschaft (Commerzbank AG), Goldman Sachs Group, HSBC Bank, ING Group N.V., Mediobanca - Banca di Credito Finanziario S.p.A., Mizuho Bank, Natixis, UniCredit S.p.A., and NatWest Markets Plc. JPMorgan, Intesa Sanpaolo, and MUFG served as coordinators. ABC, CCB, ICBC, Banco BPM, BAML, BNP Paribas, Commerzbank, Goldman Sachs, HSBC, ING, Mediobanca, Mizuho, Natixis, and UniCredit served as bookrunners. NatWest Markets served as mandated lead arranger. The €1.75 billion EUR term loan maturing in 2020 was fully repaid. On February 21, 2022, Pirelli & C S.p.A. and Pirelli International Treasury S.p.A. signed a €1.6 billion EUR syndicated loan with 16 lenders to refinance the remaining debt of the €4.2 billion EUR syndicated loan, namely by repaying the outstanding €0.95 billion EUR under the €1.75 billion EUR term loan and the €0.7 billion EUR outstanding under the €0.7 billion EUR RCF maturing in 2022.

Staff comments

1. AidData has assumed that each lender contributed to each tranche. The individual contribution of the 18 lenders to this €4.2 billion EUR facility are unknown. For the time being, to estimate the contributions of each of the Chinese state-owned lenders, AidData has assumed each lender contributed an equal amount (€233,333,333.333 EUR) to the syndicated facility.