ICBC participates in USD tranche of $600 million USD syndicated loan in 2016 to finance Pampa Energía S.A.'s acquisition of Petrobras Argentina (Linked to Record ID#88275)

Project narrative

On July 26, 2016, Pampa Energía S.A. ("Pampa"), the largest independent energy company in Argentina, entered into a syndicated loan agreement with Deutsche Bank, Citibank, the Industrial and Commercial Bank of China (ICBC), Banco Galicia, Crédit Agricole, and Banco Hipotecario worth $600 million USD to finance its acquisition of the entire 67.19% shareholding in Petrobras Argentina (PESA), owned by Petrobras Participaciones S.L. (PPSL). PESA’s assets included some 30 upstream contracts, a network of service stations, the 30,500 b/d Bahia Blanca refinery in Buenos Aires province, a petrochemical plant in Santa Fe province, a majority stake in natural gas transportation company known as Transportadora de Gas del Sur S.A. (TGS), and a 34 percent equity stake in LPG fractionator Mega. PESA also held interests in the power sector, operating the 825MW Genelba combined-cycle plant in Marcos Paz, Buenos Aires province and the 245MW Pichi Picun Leufu hydroelectric plant in Neuquen province. The acquisition was completed on July 27, 2016. The loan was originally granted for an amount of up to $700 million USD and was later extended to up to $750 million USD approximately as a result of the incorporation of Crédit Agricole and Banco Hipotecario into the syndicate and in light of legislative changes that made it easier for ANSES to dispose of its assets, specifically shares among which there was an approximate 11.8% shareholding of Petrobras Argentina. However, as a result of the sale of Transportadora de Gas del Sur S.A. (TGS) and since such net funds were used to finance the acquisition, commitments under the syndicated loan decreased by approximately $150 million USD, being the final committed amount of $600 million USD, made up of a $450 million USD tranche (captured via Record ID#54727) and a $2,956 million ARS tranche (originally, $2,205 million ARS) (captured via Record ID#88275). The main conditions were as follows: free availability to use the commitments during 6 months after the execution of the Syndicated Loan; repayment 12 months from the funds disbursement date; and the amounts disbursable in the USD tranche will accrue interest at a LIBOR rate plus a margin of 7% for the first 6 months as from the execution date, 7.25% in months 7-9, 7.50% in months 10-12, 9.00% in months 13-15, and 9.50% in months 16-18. Amounts drawn down under the ARS tranche will accrue interest at the corrected Badlar rate plus a 5.50% margin, which was later modified on November 22, 2016 to $1,500 million ARS with an interest rate of 27.5% and the rest of the ARS tranche at a Badcor rate plus an annual 3% margin. The ARS tranche was solely intended to finance the mandatory cash tender offer for the remaining 32.8% of Petrobras Argentina Pampa should conduct to meet the requirements of the CMA16. On December 7, 2016, Pampa repaid $130 million USD of the USD tranche and $1,000 million ARS of the ARS tranche. By March 2017, Pampa fully cancelled all outstanding balances under both tranches.