Bank of China contributes to $700 million USD syndicated revolving credit facility for the Viva Energy 2019 Refinancing Project (Linked to Record ID#93496)

Project narrative

On March 26, 2018, a syndicate of 16 banks — including the Bank of China (BOC) — entered into a $700.00 million USD ($920 million AUD) unsecured revolving and committed multi-currency credit facility with Viva Energy Holding Pty Ltd (VEH) and its wholly owned subsidiaries Viva Energy Holding Pty, Viva Energy Australia Group Pty Ltd, Viva Energy Australia Pty Ltd, Viva Energy Refining Pty Ltd for the Geelong Refinery 2018 Refinancing Project. This loan carried a maturity period of two years (24 months after first drawdown) with a one-year extension option, a maturity date of March 28, 2020, a variable interest rate of BBSY plus a margin of 110 basis points (bps) per annum, and was available for drawdown in United States and Australian dollars. Each of the borrowers provided a guarantee for this loan and the borrowers agreed to a negative pledge. The facility carried financial covenants that obligated that Viva Energy's interest cover ratio be not less than 3.00x; that its liquid ratio be not greater than 0.60x; that its leverage ratio not be greater than 2.00x; and that its tangible net worth be not less than $1.2 billion AUD Financial close was achieved on March 28, 2018. The proceeds of the $700 million syndicated loan were to be used by the borrower for working capital purposes, generate corporate purposes, and to replace and refinance a $900 million USD short-term secured borrowing base facility. The loan proceeds were also to be used by the borrower to refinance the Geelong Refinery in Melbourne, Victoria. Each of the 16 lenders, including BOC, contributed $43.75 million USD to the loan syndicate. Record ID#93496 captures BOC's contribution. In addition to BOC, the following banks participated in this syndicated loan: Australia and New Zealand Banking Group (ANZ), Mizuho Bank, National Australia Bank Limited (NAB), United Overseas Bank, Limited (UOB), Bank of America, Bank of Nova Scotia (Scotiabank), the Bank of Tokyo-Mitsubishi UFJ, Ltd. (BTMU), Citibank, Deutsche Bank, Sumitomo Mitsui Banking Corporation (SMBC), Westpac Banking Corporation, BNP Paribas S.A., DBS Bank, HSBC Bank PLC, and Oversea-Chinese Banking Corporation, Limited (OCBC Bank). ANZ, Mizuho, NAB, and UOB served as joint bookrunners and mandated lead arrangers. BOC, Bank of America, Scotiabank, BTMU, Citibank, Deutsche Bank, SMBC, and Westpac joined in syndication as mandated lead arrangers. BNP Paribas, HSBC, DBS, and OCBC joined in syndication as arrangers. The first drawdown under this facility was March 28, 2018. As of early March 2019, Viva Energy was negotiating with its existing lenders to extend the March 2018 facility on largely the same terms. Then, on March 29, 2019, Viva Energy refinanced the loan with another $700 million USD unsecured syndicated revolving credit facility (RCF) with a maturity period of three years with a one-year extension option. It remained unsecured and with terms and conditions consistent with the 2018 facility. Its final maturity date was March 28, 2022. Record ID#93497 captures this BOC's participation in this refinancing. Then, on April 14, 2021, Viva Energy refinanced the $700 million USD unsecured syndicated RCF again, with a maturity period of three years with a one-year extension and a final maturity date of April 14, 2024. It remained unsecured and with terms and conditions consistent with the 2019 RCF. It is unclear whether BOC participated in this refinanced RCF.