Bank of China contributes $85 million USD to a $1.1 billion USD syndicated loan to Woodside Finance for refinancing, general corporate, and capital expenditure purposes (Linked to Record ID#101193)

Project narrative

On May 19, 2009, a syndicate of 26 banks — including the Macau and Sydney Branches of Bank of China (BOC), China Development Bank (CDB), the Industrial and Commercial Bank of China (ICBC), and Seng Heng Bank Limited (SHB) — signed a $1.1 billion USD equivalent syndicated facility (loan) agreement with Woodside Finance Ltd. — a wholly owned subsidiary of Australian petroleum exploration and production firm Woodside Petroleum Ltd. This syndicated facility was divided into two tranches: a $962.8 million USD Facility A tranche with an interest rate of LIBOR plus a margin 225 basis points (bps) and interest payable semi-annually in arrears; and a ¥13 billion JPY ($136.1 million USD) Facility B tranche with an interest rate of Tokyo Interbank Offered Rate (TIBOR) plus a margin of 225 bps and interest payable semi-annually in arrears. The entire syndicated facility carried a maturity period of three years and was subject to covenants including a negative pledge. The proceeds of this loan were to be used by the borrower for general corporate and capital expenditure purposes. The $1.1 billion USD equivalent under this facility was drawn down on June 1, 2009. Record ID#95941 captures the contributions of the Macau and Sydney Branches of Bank of China (BOC). Record ID#95942 captures CDB's contribution. Record ID#95943 captures ICBC's contribution. Record ID#95948 captures SHB's contribution. Woodside began arranging the loan in March 2009 for a $300 million USD facility, which was oversubscribed and increased to $1.1 billion USD during general syndication, which was completed in May 2009. The $1.1 billion USD equivalent under this facility was drawn down on June 1, 2009. Then, on December 8, 2010, a syndicate of 34 banks — including BOC and the Sydney Branch of the Industrial and Commercial Bank of China (ICBC) — entered into a $1.100 billion USD syndicated loan facility agreement with Woodside Finance Ltd. This facility was divided into two tranches: a $550 million USD term facility known as Facility A and a $550 million USD revolving facility known as Facility. Both tranches of the facility carried a maturity period of five years, a final maturity date in 2015, and interest rates based on LIBOR plus a margin of 195 basis points (bps), and were fixed at the commencement of the drawdown period, with interest paid at the end of the drawdown period. The facility was subject to covenants such as a negative pledge restricting future secured borrowings, albeit with a number of permitted lien exceptions. Woodside Petroleum Ltd. and Woodside Energy Ltd each issued guarantees in support of this loan. The proceeds of this loan were to be used by the borrower to repay the May 2009 $1.100 billion USD syndicated loan facility, for general corporate purposes, and to fund capital expenditures. The entire $1.100 billion USD under the new loan was fully utilized by the borrower on December 15, 2010. BOC contributed $85 million USD and ICBC each $50 million USD to the loan. Record ID#94382 captures BOC's contribution to this loan. Record ID#101193 captures ICBC (Sydney)'s contribution to this loan. In addition to BOC and ICBC (Sydney), the following banks contributed to the loan syndicate: Australia and New Zealand Banking Group Limited (ANZ) ($105 million USD), the Bank of Tokyo-Mitsubishi UFJ, Ltd (BTMU) ($105 million USD), Development Bank of Japan Inc. (DBJ) ($100 million USD), Bank of America Merrill Lynch (BAML) ($50 million USD), the Bank of Nova Scotia (Scotiabank) ($50 million USD), Crédit Agricole Group ($50 million USD), DBS Bank ($50 million USD), DnB NOR Bank ($50 million USD), Mizuho Corporate Bank, Ltd. (MHCB) ($40 million USD), Intesa Sanpaolo S.p.A. ($30 million USD), Banco Bilbao Vizcaya Argentaria, S.A. (BBVA) ($20 million USD), Banco Santander S.A. ($20 million USD), BNP Paribas S.A. ($20 million USD), Chuo Mitsui Trust & Banking ($20 million USD), ING Bank N.V. ($20 million USD), United Overseas Bank Limited (UOB) ($20 million USD), Mitsubishi UFJ Lease & Finance ($30 million USD), Mega International Commercial Bank ($20 million USD), Bank of Taiwan ($15 million USD), Norinchukin Bank ($15 million USD), Taiwan Business Bank (TBB) ($20 million USD), the Export-Import Bank of the Republic of China ($15 million USD), Bank Sinopac ($10 million USD), Cathay United Bank ($10 million USD), Chang Hwa Commercial Bank ($10 million USD), Chiba Bank ($10 million USD), Chinatrust Commercial Bank ($10 million USD), Hua Nan Commercial Bank (HNCB) ($10 million USD), Industrial Bank of Taiwan ($10 million USD), Shanghai Commercial & Savings Bank (SCSB) ($10 million USD), Taishin International Bank ($10 million USD), and Taiwan Cooperative Bank ($10 million USD). ANZ and BTMU served the joint mandated lead arrangers and bookrunners. BOC, DBJ, BAML, Scotiabank, Crédit Agricole, DBS Bank, DNB Bank, MHCB, Intesa Sanpaolo served as mandated lead arrangers. ICBC (Sydney), BBVA, Banco Santander, BNP Paribas, Chuo Mitsui, ING Bank, and UOB served as lead arrangers. Mitsubishi UFJ Lease & Finance, Mega International Commercial, Bank of Taiwan, and Norinchukin Bank served as co-arrangers. TBB, the Export-Import Bank of the Republic of China, Bank Sinopac, Cathay United, Chang Hwa, Chiba Bank, Chinatrust Commercial, HNCB, Industrial Bank of Taiwan, SCSB, Taishin International, and Taiwan Cooperative Bank served as arrangers. Then, in April 2015, a syndicate of 27 banks — including the Agricultural Bank of China (ABC), BOC, China Construction Bank Corporation (CCB), and ICBC — signed a $1.000 billion USD syndicated revolving credit facility (RCF) agreement with Woodside Finance Ltd. for refinancing, capital expenditure, and general corporate purposes. This loan was divided into two tranches: a $500 million USD tranche with a maturity period of three years and an interest rate of USD LIBOR plus a margin of 0.9% and a $500 million USD tranche with a maturity period of five years and an interest rate of USD LIBOR plus a margin of 1.15%. Interest was to paid at the end of the drawdown period. The proceeds were to be used by the borrower for capital expenditure and general corporate purposes and to repay existing indebtedness, namely the prepayment of the drawn component of the $1.1 billion USD syndicated loan facility executed in December 2010. The loan was executed on July 3, 2015 and the December 2010 facility was repaid in full on July 16, 2015. Record ID#99865 captures ABC's contribution. Record ID#99866 captures BOC's contribution. Record ID#99867 captures CCB's contribution. Record ID#99868 captures ICBC's contribution. On March 22, 2016, the lending syndicate amended the $1.000 billion USD loan facility, increasing its face value by $200 million USD to $1.200 billion USD. Then, on November 15, 2017, the lending syndicate amended the $1.200 billion USD loan facility, decreasing its face value by $400 million USD to $800 million USD. Then, on October 14, 2019, the lending syndicate amended the $800 million USD loan facility, increasing its face value by $400 million USD to $1.200 billion USD. Additionally, the loan terms were amended so that $400 million USD would on mature October 11, 2022 — a maturity period extension of four years for a new maturity period of seven years — with an interest rate of USD LIBOR plus a margin of 0.85% — an interest rate reduction of 0.05% — and $800 million USD would on October 11, 2024 — a maturity period extension of four years for a new maturity period of nine years — with an interest rate of USD LIBOR plus a margin of 1.0% — an interest rate reduction of 0.15%. Record ID#99869 captures this maturity period extension and interest rate adjustment. Then, in 2022, a syndicate of banks entered into a syndicated loan agreement with Woodside to refinancing the existing debt; while $800 million USD remained expiring on October 11, 2014, two new tranches for $1.2 billion USD combined were executed, with $600 million USD expiring on July 12, 2025, and $600 million USD expiring on July 12, 2027, with interest rates based on SOBR and margins. It is unclear whether Chinese state-owned banks participated in this refinancing.