Bank of China contributes $112.7 million USD to a $1.05 billion AUD syndicated loan to facilitate Ports HoldCo’s acquisition of PortsCo and for general corporate and working capital purposes

Project narrative

In 2016, a syndicate of seven banks — including the Bank of China (BOC) — entered into a $1,050,000,000 AUD syndicated debt facilities agreement with Patrick Terminals BidCo Pty Ltd (Ports HoldCo) — a special purpose vehicle (SPV) indirectly owned by PTH No 1 Pty Ltd (Ports TopCo), itself jointly owned by Nitro TC No 1 Pty Ltd as trustee for Nitro Holding Trust No 1 (50%) and Qube Logistics (Aust) Pty Ltd (50%), an indirect wholly owned subsidiary of Australian logistics firm Qube Holdings Limited — to facilitate Ports HoldCo’s acquisition of Asciano Holdings (Containers) Pty Ltd (PortsCo), the ports business subsidiary of Australian rail and port firm Asciano Limited, and for general corporate and working capital purposes. $1,000,000,000 AUD of the commitments was intended for the cash consideration for and all costs, fees, and expenses associated with the acquisition of PortsCo and $50,000,000 AUD available to Ports HoldCo and its wholly-owned subsidiaries for general corporate working capital purposes of Patrick Terminals Holdings No 2 Pty Ltd, the direct subsidiary of Ports TopCo and its subsidiaries. The debt facilities were available on a "certain funds" basis until September 10, 2016 or later, if agreed by the borrower and lenders. All lenders, including BOC, contributed $112.7 million USD. In addition to BOC, the following banks contributed to the syndicate: Sumitomo Mitsui Banking Corporation (SMBC), Commonwealth Bank of Australia (CBA), National Australia Bank Limited (NAB), Australia and New Zealand Banking Group (ANZ), DBS Bank, and the Sydney Branch of Citibank N.A. SMBC, ANZ, Citibank, CBA, and NAB served as mandated lead arrangers and underwriters. The scheme implementation deed for the purchase was entered on March 15, 2016; Ports HoldCo would acquire Asicano's port business PortsCo for a cash consideration of $2.915 billion AUD, which then would then allow a consortium led by Qube (including China's CIC Capital Corporation) to acquire a 100% in Asicano Limited, sans its ports and bulk and automotive port services business. The transaction was completed in August 2016.