China Construction Bank contributes to a $1.8 billion AUD syndicated loan for the Australian Registry Acquisition 2019 Refinancing Project (Linked to Record ID#93134, #93136, #93137, #93138, #93140, and #93141)

Project narrative

On June 30, 2017, financial close was reached on a deal in which a syndicate of 11 banks — including the Bank of China (BOC), China Construction Bank Corporation (CCB), and the Industrial and Commercial Bank of China (ICBC) — signed a $1.8 billion AUD loan facility with Australian Registry Finance Pty Ltd — a special purpose vehicle (SPV) jointly owned by investors from Hastings Fund Management (70% equity stake; 20% held by the Royal Bank of Scotland Group's pension fund) and Australian superannuation fund First State Super (30% equity stake) — to finance its $2.6 billion AUD acquisition of the rights to operate the titling and registry operations of Land and Property Information (LPI) New South Wales, the land registration agency of New South Wales. This loan carried tranches with maturities of 3.5 years and interest rates of BBSY plus a margin of 105 basis points (bps), maturities of five years and interest rates of BBSY plus a margin of 135 bps, and maturities of seven years and interest rates of BBSY plus 160 bps. Each lender, including BOC, CCB, and ICBC, contributed $125.8 million USD to the loan syndicate. Record ID#93136 captures CCB's contribution. Record ID#93137 captures ICBC's contribution. This loan supported the winning April 2017 bid of Australian Registry Investments (ARI) — a special purpose vehicle (SPV) jointly owned by Hastings Fund Management (70% equity stake; 20% held by the Royal Bank of Scotland Group's pension fund) and First State Super (30% equity stake) — for the purchase of the NSW's land titles register as part of its privatization by the Government of New South Wales. As the operator of the Land and Property Information, the sole provider of land registry services in New South Wales, ARI would operate the service and levy fees for property ownership registrations over a 35-year concession period. In addition to the loan, ARI provided a substantial amount of funds for the acquisition. Under the terms of the bidding agreement, ARI was required to change its name to NSW Land Registry Services on December 1, 2017. By December 2018, ARI had tapped RBC Capital Markets to advise on and arrange the refinancing of this debt from its existing bank syndicate; it was expected that the refinanced debt would be secured in early 2019. Then, in January 2019, a syndicate of 10 banks — including BOC, the Bank of Communications (BoComm), CCB, and ICBC — entered into a $1.8 billion AUD syndicated loan with Australian Registry Finance Pty Ltd for the Australian Registry 2019 Refinancing Project. This loan was divided into a $750 million AUD term loan tranche, a $750 million AUD term loan tranche with a maturity period of three years and a maturity date in January 2022, two revolver tranches worth a combined $150 million AUD with a maturity period of three years and a maturity date in January 2022, and a third term loan tranche worth $150 million AUD. Record ID#93138 captures BOC's contribution. Record ID#93139 captures CCB's contribution. Record ID#93140 captures ICBC's contribution. Record ID#93141 captures BoComm's contribution. In addition to the four Chinese state-owned banks, the following banks contributed to the refinancing loan syndicate: Australia and New Zealand Banking Group (ANZ), Commonwealth Bank of Australia (CBA), National Australia Bank Limited (NAB), ING, Royal Bank of Canada (RBC), and the Bank of Nova Scotia (Scotiabank). In April 2021, ARI began to seek to refinance its debt again, with much of the original banking group, including ANZ, CBA, and NAB. Refinancing of ARI's debt facilities successfully occurred in a broad $1.9 billion AUD refinancing, including a sustainability-linked loan of $300 million AUD from Westpac Banking Corporation, in August 2021. It is unclear if the Chinese banks participated in this refinancing.