Narrative
Full Description
Project narrative
On October 31, 2016, financial close was reached on the $9.70184 billion AUD ($7.37996 billion USD) Port of Melbourne Privatization Project. As part of the financing, a syndicate of 17 banks — including the Bank of China (BOC), China Construction Bank Corporation (CCB), and the Industrial and Commercial Bank of China (ICBC) — entered into a $4.58204 billion AUD ($3.48545 billion USD) syndicated loan agreement with Lonsdale Finance Pty Limited — a special purpose vehicle (SPV) that is jointly owned by QIC Global Infrastructure Fund (10% equity stake), Global Infrastructure Partners III (13.33% equity stake), OMERS (20% equity stake), China Investment Corporation Capital (13.33% equity stake), QIC Global Infrastructure (10% equity stake), National Pension Service of Korea (13.33% equity stake), and Future Fund of Australia (20% equity stake) — to facilitate the privatization of the Port of Melbourne container terminal. The $4.58204 billion AUD syndicated loan was divided into five tranches: a $1.750 billion AUD ($1.33118 billion USD) term loan tranche with a maturity period of three years and a maturity date of October 31, 2019; a $1.752 billion AUD ($1.33270 billion USD) term loan tranche with a maturity period of five years and a maturity date of October 31, 2021; a $700 million AUD ($532.47 million USD) term loan tranche with a maturity period of seven years and a maturity date of October 31, 2023; a $350.04 million AUD ($266.27 million USD) revolver tranche with a maturity period of five years and a maturity date of October 31, 2021; and a $30.00 million AUD ($22.82 million USD) working capital tranche with a maturity period of three years and a maturity date of October 31, 2019. BOC contributed $184.21 million AUD ($140.12 million USD), CCB contributed $110.23 million AUD ($83.85 million USD), and ICBC contributed $91.89 million AUD ($69.90 million USD) to the $1.75 billion AUD term loan tranche. In addition to these three lenders, the following banks contributed the respective amounts to this tranche: Australia and New Zealand Banking Group (ANZ) ($73.51 million AUD; $55.92 million USD), Bank of America Merrill Lynch ($73.59 million AUD; $55.98 million USD), the Bank of Nova Scotia (Scotiabank) ($91.89 million AUD; $69.90 million USD), Bank of Tokyo-Mitsubishi, Ltd. (BTMU) ($91.89 million AUD), BNP Paribas S.A. ($91.89 million AUD), Canadian Imperial Bank of Commerce (CIBC) ($91.89 million AUD), Commonwealth Bank of Australia (CBA) ($136.00 million AUD; $103.45 million USD), DBS Bank ($110.23 million AUD; $83.85 million USD), Export Development Canada (EDC) ($143.35 million AUD; $109.04 million USD), ING Bank ($110.27 million AUD; $83.88 million USD), National Australia Bank Limited (NAB) ($110.27 million AUD), Natixis ($91.89 million AUD), Société Générale S.A. (SocGen) ($55.13 million AUD; $41.94 million USD), and Sumitomo Mitsui Banking Corporation (SMBC) ($91.89 million AUD). Record ID#95462 captures BOC's contribution. Record ID#95463 captures CCB's contribution. Record ID#95464 captures ICBC's contribution. BOC contributed $177.53 million AUD ($135.04 million USD), CCB contributed $106.27 million AUD ($80.83 million USD), and ICBC contributed $88.55 million AUD ($67.36 million USD) to the $1.752 billion AUD term loan tranche. In addition to these three lenders, the following banks contributed the respective amounts to this tranche: ANZ ($73.51 million AUD; $55.92 million USD), Bank of America ($101.73 million AUD; $77.38 million USD), Scotiabank ($88.55 million AUD), BTMU ($88.55 million AUD), BNP Paribas ($88.55 million AUD), CIBC ($88.55 million AUD), CBA ($131.06 million AUD; $99.69 million USD), DBS Bank ($106.27 million AUD), EDC ($168.09 million AUD; $127.86 million USD), ING Bank ($106.27 million AUD), NAB ($106.27 million AUD), Natixis ($88.55 million AUD), SocGen ($55.13 million AUD; $41.94 million USD), and SMBC ($88.55 million AUD). Record ID#95465 captures BOC's contribution. Record ID#95466 captures CCB's contribution. Record ID#95467 captures ICBC's contribution. BOC contributed $77.06 million AUD ($58.62 million USD), CCB contributed $46.13 million AUD ($35.09 million USD), and ICBC contributed $38.44 million AUD ($29.24 million USD) to the $700 million AUD term loan tranche. In addition to these three lenders, the following banks contributed the respective amounts to this tranche: ANZ ($29.40 million AUD; $22.37 million USD), Scotiabank ($38.44 million AUD; $29.24 million USD), BTMU ($38.44 million AUD), BNP Paribas ($38.44 million AUD), CIBC ($38.44 million AUD), CBA ($56.89 million AUD; $43.28 million USD), DBS Bank ($46.13 million AUD), EDC ($59.97 million AUD; $45.62 million USD), ING Bank ($46.13 million AUD), NAB ($46.13 million AUD), Natixis ($38.44 million AUD), SocGen ($23.06 million AUD; $17.54 million USD), and SMBC ($38.44 million AUD). Record ID#95468 captures BOC's contribution. Record ID#95469 captures CCB's contribution. Record ID#95470 captures ICBC's contribution. BOC contributed $40.29 million AUD ($30.65 million USD), CCB contributed $24.11 million AUD ($18.34 million USD), and ICBC contributed $20.10 million AUD ($15.29 million USD) to the $350.04 million AUD revolver tranche. In addition to these three lenders, the following banks contributed the respective amounts to this tranche: ANZ ($14.70 million AUD; $11.18 million USD), Bank of America ($16.08 million AUD; $12.23 million USD), Scotiabank ($20.10 million AUD; $15.29 million USD), BTMU ($20.10 million AUD), BNP Paribas ($20.10 million AUD), CIBC ($20.10 million AUD), CBA ($29.74 million AUD; $22.62 million USD), DBS Bank ($24.15 million AUD; $18.37 million USD), ING Bank ($24.11 million AUD; $18.34 million USD), NAB ($24.11 million AUD), Natixis ($20.10 million AUD), SocGen ($12.06 million AUD; $9.17 million USD), and SMBC ($20.10 million AUD). Record ID#95471 captures BOC's contribution. Record ID#95472 captures CCB's contribution. Record ID#95473 captures ICBC's contribution. The $30 million AUD working capital tranche was solely and entirely provided by CBA. All 17 lenders, including BOC, CCB, and ICBC, served as mandated lead arrangers. Natixis and 12 lenders served as hedge providers In addition to the $4.58204 billion AUD senior debt, $5.1198 billion AUD ($3.89451 billion USD) in equity was provided by the sponsors for the project, with $2.04792 billion AUD ($1.5578 billion USD) provided by QIC, $2.04792 billion AUD provided by Global Infrastructure Partners, and $1.02396 billion AUD ($778.90 million USD) by OMERS; the debt-to-equity ratio was 47:53 for the $9.7 billion AUD project. The proceeds of this loan were used by the borrower for the privatization of the Port of Melbourne, Victoria; the sponsors received a 50-year concession and lease from the State Government of Victoria to operate the port. The port is a landlord port with control over port land and crucial infrastructure including the wharves and shipping canals and other infrastructure, with a 515-hectare land footprint, 35 commercial berths, and seven kilometers of berth length. The Port of Melbourne is Australia's largest container and general cargo port and the sole container port of the State of Victoria, with a monopolistic catchment area including east South Australia, Tasmania, and south New South Wales; it handles a large amount of automotive products, dry bulk, liquid bulk, and break bulk cargos. The Port of Melbourne is considered to be a 'strategic link' between Australia and its major trading partners. Then, on May 9, 2019, financial close was reached on a deal in which a syndicate of 14 lenders — including BOC, Bank of Communications (BoComm), and CCB — provided a $1.69720 billion AUD ($1.18384 billion USD) syndicated loan to Lonsdale Finance Pty Limited for the Port of Melbourne 2019 Refinancing Project. The $1.69720 billion AUD syndicated loan was divided into three tranches: a $667.20 million AUD ($465.39 million USD) term loan tranche with a maturity period of two years and six months (2.5 years) and maturity date of November 9, 2021; a $500.00 million AUD ($348.76 million USD) term loan tranche with a maturity period of four years and six months (4.5 years) and a final maturity date of November 9, 2023; a $500.00 million AUD revolver tranche with a maturity period of three years and six months (3.5 years) and a final maturity date of November 9, 2022; and a $30.00 million AUD ($20.93 million USD) working capital tranche with a maturity period of three years and a final maturity date of May 9, 2022 solely and entirely provided by MUFG Bank, Ltd. The proceeds of this loan were used by the borrower to refinance the debt of the Port of Melbourne. All 14 lenders, including BOC, BoComm, and CCB, contributed $47.66 million AUD each ($33.24 million USD) to the $667.2 million AUD term loan tranche. In addition to these three lenders, the following banks contributed to the tranche: ANZ, BNP Paribas, CIBC, Norinchukin Bank (Nochu Bank), BofA Securities, Scotiabank, CBA, EDC, NAB, Westpac Banking Corporation, and MUFG Bank, Ltd. Record ID#95474 captures BOC's contribution. Record ID#95475 captures BoComm's contribution. Record ID#95476 captures CCB's contribution. All 13 lenders, including BOC, BoComm, and CCB, contributed $38.46 million AUD each ($26.83 million USD) to the $500 million AUD term loan tranche. In addition to these three lenders, the following banks contributed to the tranche: ANZ, BNP Paribas, CIBC, Nochu Bank, BofA Securities, Scotiabank, CBA, EDC, NAB, and Westpac. Record ID#95477 captures BOC's contribution. Record ID#95478 captures BoComm's contribution. Record ID#95479 captures CCB's contribution. 13 lenders, including BOC, BoComm, and CCB, contributed $35.00 million AUD each ($24.41 million USD) and one lender, MUFG Bank, contributed $45.00 million AUD ($31.39 million USD), to the $500 million AUD revolver tranche. In addition to these three lenders, the following banks contributed to the tranche: ANZ, BNP Paribas, CIBC, Nochu Bank, BofA Securities, Scotiabank, CBA, EDC, NAB, Westpac, and MUFG. Record ID#95480 captures BOC's contribution. Record ID#95481 captures BoComm's contribution. Record ID#95482 captures CCB's contribution.
Staff comments
1. Morgan Stanley and Flagstaff Partners served as financial advisеrs to the state government, while Minter Ellison served as the legal adviser. KPMG completed the scoping study on the privatization. Gresham Partners served as financial adviser to the Lonsdale consortium and Herbert Smith Freehills acted as legal adviser. The legal adviser to the lenders was King & Wood Mallesons. Credit Suisse acted as financial adviser to the lenders. 2. Lonsdale Finance Pty Limited is a special purpose vehicle (SPV) that is jointly owned by QIC (40% equity stake), Global Infrastructure Partners (GIP) (40% equity stake), and Borealis Infrastructure Management (20% equity stake), on behalf of the Ontario Municipal Employees Retirement System (OMERS) (see "Port of Melbourne Privatization"). More specifically, half of Global Infrastructure Partners is owned by Chinese state-owned sovereign wealth fund China Investment Corporation Capital (CIC Capital); NTS, a Korean pension fund and other investors own the other half. QIC's share also included funds invested on behalf of US pension funds. The Future Fund of Australia was also an equity investor. Including parent agencies, the breakdown of Lonsdale was as such: QIC Global Infrastructure Fund (10% equity stake), Global Infrastructure Partners III (13.33% equity stake), OMERS (20% equity stake), China Investment Corporation Capital (13.33% equity stake), QIC Global Infrastructure (10% equity stake), National Pension Service of Korea (13.33% equity stake), and Future Fund of Australia (20% equity stake) (see "Chinese fund takes 20% of $7.3bn Melbourne port" and "Port of Melbourne Refinancing 2019").