BOC contributes $25 million AUD to a $500 million AUD syndicated loan to Gruyere Holdings to refinance a 2017 $500 million AUD loan for capital expenditures for the Gruyere Gold Project (Linked to Record ID#94478, #94479, and #94496)

Project narrative

On May 24, 2017, a syndicate of 13 banks — including the Bank of China (Hong Kong) Limited (BOCHK) and the Sydney Branch of the Bank of China (BOC Sydney Branch) — entered into a $500,000,000 AUD syndicated facility agreement with Gruyere Holdings Pty Ltd — a special purpose vehicle (SPV) and joint venture of Australia's Gold Road Resources (50% equity stake) and South Africa's Gold Fields Limited (50% equity stake) — for capital expenditures related to the Gruyere Gold Project and general working capital requirements. This revolving facility carried a maturity period of three years, with an optional one-year extension, a maturity date of June 13, 2020, and an interest rate of BBSY plus a margin. The margin was subject to margin adjustments based on Gold Fields Limited's long-term credit rating; if the Standard & Poor’s rating was BBB or Moody's rating was Baa2, the margin would be 1.75%; if the Standard & Poor’s rating was BBB- or Moody's rating was Baa3, the margin would be 2.00%; if the Standard & Poor’s rating was BB+ or Moody's rating was Ba1, the margin would be 2.35%; if the Standard & Poor’s rating was BB or Moody's rating was Ba2, the margin would be 2.60%; if the Standard & Poor’s rating was BB- or Moody's rating was Ba3, the margin would be 3.00; and during events of default the margin would be 3.00%. The margin at the signing of the loan agreement was 2.35%. The facility became available on June 13, 2017. BOCHK contributed $18,600,000 AUD and BOC Sydney Branch contributed $25,000,000 AUD to the loan syndicate. Record ID#94478 captures BOCHK's contribution. Record ID#94479 captures BOC Sydney Branch's contribution Then, on November 19, 2020, a syndicate of 12 banks — including the BOCHK and BOC Sydney Branch — signed entered into a $500,000,000 AUD syndicated revolving credit facility agreement with Gruyere Holdings. The proceeds of this facility were used to refinance the 2017 facility; the 2017 facility was cancelled on November 23, 2020. This facility carried a maturity period of three years, with a one-year extension option, and an interest rate of BBSY plus a margin. The margin was subject to margin adjustments based on Gold Fields Limited's long-term credit rating; if the Standard & Poor’s rating was BBB or Moody's rating was Baa2, the margin would be 1.75%; if the Standard & Poor’s rating was BBB- or Moody's rating was Baa3, the margin would be 2.05%; if the Standard & Poor’s rating was BB+ or Moody's rating was Ba1, the margin would be 2.35%; if the Standard & Poor’s rating was BB or Moody's rating was Ba2, the margin would be 2.60%; if the Standard & Poor’s rating was BB- or Moody's rating was Ba3, the margin would be 3.00; and during events of default the margin would be 3.00%. The margin at the signing of the loan agreement was 2.20%. BOCHK contributed $18,750,000 AUD (an increase of $150,000 AUD over its original contribution) and BOC Sydney Branch contributed $25,000,000 AUD to the loan syndicate. In addition to these banks, the following lenders contributed the respective amounts to the loan syndicate: the Australian Branch of Bank of America, N.A. ($43,750,000 AUD), the Canadian Imperial Bank of Commerce (CIBC) ($43,750,000 AUD), the Sydney Branch of Citibank N.A. ($43,750,000 AUD), the Commonwealth Bank of Australia (CBA) ($62,500,000 AUD), ING Bank (Australia) Limited ($43,750,000 AUD), National Australia Bank Limited (NAB) ($43,750,000 AUD), Royal Bank of Canada (RBC) ($43,750,000 AUD), the Australia Branch of the Bank of Nova Scotia (Scotiabank) ($43,750,000 AUD), the MUFG Bank, Ltd. ($43,750,000 AUD), and Westpac Banking Corporation ($43,750,000 AUD). CBA served as mandated lead arranger, bookrunner, and agent; all other banks served as mandated lead arrangers. Record ID#94496 captures BOCHK's up-sized contribution. Record ID#94498 captures BOC Sydney Branch's contribution. Gold Fields Limited, British Virgin Islands-incorporated Gold Fields Holdings Company (BVI) Limited, British Virgin Islands-incorporated Gold Fields Orogen Holding (BVI) Limited, and British Virgin Islands-incorporated Gold Fields Ghana Holdings (BVI) Limited (GF Ghana) provided guarantees for this facility. The Gruyere Gold Project, located on the South Dorothy Hills Trend in Western Australia, 25 kilometers northeast of Gold Road Resources' Yamarna Belt discovery, Central Bore. The reserve was discovered by Gold Road in October 2013, and its known deposit amount had grown to 148 million tons, grading 1.3 grams per ton, for 6.2 million ounces of contained gold.