ICBC participates in PHP 1.6 billion syndicated loan for Phases 3A and 3B of the Bataan Solar Project

On January 20, 2021, the Philippines’ Department of Energy (DOE) issued an Amended Confirmation of Commerciality (No. SCC-2015-09-021-B) to Jobin-SQM Inc. (JSI) — a special purpose vehicle and joint venture of Nickel Asia Corporation (NAC) and Emerging Power Inc. (EPI) — to develop, operate and maintain the 100MW Bataan Solar Project (Phase 1 - 7MW; Phase 2 - 25MW; Phase 3A - 30MW and Phase 3B - 38MW). Then, on August 2, 2021, JSI entered into an Omnibus Loan and Security Agreement (OLSA) to document a PHP 1,600,000,000 syndicated loan with two lenders — Security Bank Corporation (SBC) and the Industrial and Commercial Bank of China (ICBC) for Phases 3A and 3B of the Bataan Solar Project. NAC, EIPI, and TBEA International Engineering Co., Ltd. (TBEA) also signed the OLSA as Share Collateral Security Grantors and Sponsors. Pursuant to the OLSA, ICBC and SBC granted term loan facilities to JSI amounting to PHP 1,600,000,000 — payable in two Tranches (Tranche A for PHP 1.25 billion and Tranche B for PHP 350 million). The proceeds of the loan were to be used by the borrower to partially refinance shareholder’s loans that were issued and used for Phases 3A and 3B of the Bataan Solar Project. The loan was secured by (i.e. collateralized against) a chattel mortgage on all project assets, mortgage over the leasehold rights with Subic Bay Metropolitan Authority, and the pledge of shares of stocks of JSI. As of December 31, 2021, the loan had not yet been disbursed. The purpose of Phase 3a and 3b was to expand the power generation capacity of the Bataan Solar Project in Subic by 30MW and 38MW, respectively. June 2021, the Philippines’ Energy Regulatory Commission (ERC) granted the Provisional Authority to Operate (PAO) to JSI for Phase 3A (30MW) for 1 year or or up to June 2022. JSI’s Phase 3B (38MW) was completed and energization commenced in June 2022. As at June 30, 2022, Phases 1, 2 and 3 of the Bataan Solar Project with total capacity of 100MW were in commercial operations and Phase 3A and 3B applications for Certificates of Compliance (COC) were pending.

Additional details

1. JSI was registered as a joint venture with the Philippines’ SEC on January 6, 2010. At that time, it was jointly owned by NAC (38% direct ownership stake) and EPI (44.87% indirect ownership stake). JSI is primarily engaged in power business, including but not limited to power generation, power trading and supply to retail customers and end users. JSI was acquired by EPI on September 11, 2015. On June 17, 2020, EPI sold its 10% investment in JSI to TBEA International Engineering Co., Ltd. (TBEA). However, NAC's website, as of June 2023, indicates JSI is a wholly-owned subsidiary of EPI, and that NAC itself has a 86.29% equity interest in EPI. 2. The exact monetary value of ICBC’s contribution to the syndicated loan is unknown. For the time being, AidData assumes equal contributions (PHP 800,000,000) across the two members of the loan syndicate.

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