Narrative
Full Description
Project narrative
On March 9, 2011, a syndicate of lenders entered into a multi-currency $4,015,000,000 USD revolving credit facility (RCF) with Vodafone Group Plc. This RCF was intended to support Vodafone's commercial paper programmes and could also be used for general corporate purchases, such as acquisitions. This loan carried an interest rate based on LIBOR (or EURIBOR, if an advance was denominated in euro) plus a margin based on the lowest percentage rate in relation to the Long Term Credit Rating Assigned to Vodafone by an unspecified credit rating agency, Fitch and/or S&P (either 0.25%, 0.30%, 0.35%, 0.40%, or.50%), a maturity period of five years, a final maturity date of March 9, 2016, and could be extendable by an additional year if the lenders agreed. Vodafone Group Plc served as a guarantor of the loan. The Royal Bank of Scotland plc (RBS) served as Agent for the loan agreement. The following lenders contributed to the $4,015,000,000 USD loan: Abbey National Treasury Services Plc (Trading as Santander Global Banking and Markets) ($155 million USD), Australia and New Zealand Banking Group Limited (ANZ) ($155 million USD), the London Branch of Banco Bilbao Vizcaya Argentaria S.A. (BBVA) ($155 million USD), Bank of America, N.A. ($155 million USD), The Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU) ($155 million USD), Barclays Bank PLC ($155 million USD), BNP Paribas S.A. ($155 million USD), Citibank, N.A. ($155 million USD), the London Branch of Deutsche Bank AG ($155 million USD), an undisclosed lender whose name ends in Bank USA ($155 million USD), HSBC Bank plc ($155 million USD), the London Branch of ING Bank N.V. ($155 million USD), Intesa Sanpaolo S.p.A. ($155 million USD), JPMorgan Chase Bank N.A. ($155 million USD), Lloyds TSB Bank plc ($155 million USD), Mizuho Corporate Bank, Ltd. (MHCB) ($155 million USD), an undisclosed lender whose name ends with Bank, N.A. ($135 million USD), an undisclosed lender whose name ends with Senior Funding Inc ($20 million USD), National Australia Bank Limited ($155 million USD), Nomura International plc ($155 million USD), Sumitomo Mitsui Banking Corporation (SMBC) ($155 million USD), The Royal Bank of Scotland plc (RBS) ($155 million USD), the London Branch of UBS AG ($155 million USD), UniCredit Luxembourg S.A. ($155 million USD), the London Branch of Banco de Sabadell, S.A. ($75 million USD), The Bank of New York Mellon ($75 million USD), the London Branch of Commerzbank Aktiengesellschaft ($75 million USD), the London Branch of Société Générale ($75 million USD), Standard Chartered Bank ($75 million USD), and TD Bank Europe Limited ($75 million USD). Then, on March 17, 2011, the London Branch of Bank of China (BOC) acceded to the syndicated loan. BOC provided a commitment of $155,000,000 USD to the syndicate. Record ID#92092 captures BOC's contribution. As of March 31, 2011, no drawings had been made under this facility. Then, between April 1, 2011 and March 31, 2012, the lending syndicate — including BOC — entered into an amendment agreement with Vodafone in which the lenders extended the maturity period of the RCF one year (to six years). Record ID#99927 captures this extension. As of March 31, 2014, $0.1 billion USD was due to mature on March 9, 2016, while the remaining $4.1 billion USD was due to mature on March 9, 2017.
Staff comments
1. The original loan agreement is available in its entirety at: https://www.lawinsider.com/contracts/hSSmyZUW2Z9. 2. The notice of London Branch of BOC joining this loan is available at: https://www.sec.gov/Archives/edgar/data/839923/000095012311059893/u11248exv4w4.htm. 3. Vodafone Group identifies the value of this RCF as $4.2 billion USD as of the end of March 31, 2011 (see pg.50 "Vodafone Group Plc Annual Report For the year ended 31 March 2011"). With BOC's $155 million USD contribution, $4,170,000,000 USD of this loan is accounted for. It is unclear whether the missing $30 million USD was simply a rounding choice for the purposes of the annual report or due to an additional lender. This issue merits further investigation.