ICBC contributes to a $4 billion syndicated bridge loan to CYPI for acquisition of Sempra Energy’s energy assets in Peru (Linked to Record ID#92569)

Project narrative

On September 28, 2019, China Yangtze Power International (Hong Kong) Co., Ltd. (CYPI) — a subsidiary of China Yangtze Power Co., Ltd. and China Three Gorges Corporation — entered into an agreement with Sempra Energy International Holdings N.V. (‘‘Sempra Holding’’), a company wholly owned by Sempra Energy, to acquire Sempra Holding’s equity interest of 100% in Sempra Americas Bermuda Ltd. (‘‘SAB’’) and 50.00000069% in Peruvian Opportunity Company S.A.C. (‘‘POC’’) with a cash consideration of $3.59 billion (the ‘‘Acquisition Agreement’’). SAB and POC collectively hold an 83.64% stake in a Peruvian company called Luz del Sur S.A.A. CYPI set up Yangtze Andes Holdings Co., Limited (‘‘Yangtze Andes’’) in Hong Kong as the actual investment entity to undertake CYPI’s rights and obligations under the Acquisition Agreement. Then, in January 2020, China Yangtze Power International (Hong Kong) Co., Ltd. (CYPI) signed a $4 billion bridge loan with Bank of China, the Industrial and Commercial Bank of China (ICBC), Santander, and MUFG to facilitate its acquisition of Sempra Energy’s power assets in Peru. Bank of China's estimated contribution is captured via Record ID#92570 and ICBC's estimated contribution is captured via Record ID#92569. On April 24, 2020, the acquisition of SAB and POC was completed. Subsequently, China Three Gorges Corporation indirectly held 83.64% of the equity interest in LDS. Yangtze Andes now holds 100% of equity interest in SAB and 50.00000069% in POC, and it indirectly holds 83.65% of equity interest in LDS. The completion of this transaction triggered the mandatory obligation for CYPI to make a general offer of the remaining approximately 13.7% stake in LDS.