China Construction Bank contributes $62.5 million AUD to a $2.45 billion AUD acquisition loan to support CLP Holdings' acquisition of SPI Electricity & Gas Australia's merchant energy business

Project narrative

On July 14, 2005, a syndicate of 19 banks — including the Bank of China (BOC) and China Construction Bank Corporation (CCB) — signed a $2.45 billion AUD syndicated acquisition loan with CLP Australia Finance Pty Ltd — an Australia-incorporated special purpose vehicle (SPV) wholly owned by Hong Kong-based electricity company CLP Holdings Ltd — to support CLP Holdings' acquisition of the merchant energy business of SPI Electricity & Gas Australia. This loan, non-recourse to CLP Holdings, was divided into four tranches: a $650 million AUD three-year revolving credit tranche with an interest rate of BBSY plus a margin of 55 basis points (bps); a $950 million AUD five-year term tranche with an interest rate of BBSY plus a margin of 65 bps; a $600 million AUD one-year bridge facility; and a $250 million AUD working capital tranche. The loan was initially signed and pre-funded by its mandated lead arrangers in May 2005. The proceeds of this loan were used by the borrower to finance its acquisition of the Australian merchant energy and retail business of SPI Electricity & Gas Australia, from Singapore Power, as well as refinance the existing Yallourn Power Station's $1.13 billion AUD project finance facilities, and fund the working capital requirements for CLP Holdings in Australia. BOC participated as arranger contributed $40 million AUD. CCB participated as arranger and contributed $62.5 million AUD to the $650 million AUD and $950 million AUD tranches. Record ID#96319 captures BOC's contribution. Record ID#96320 captures CCB's contribution. In addition to BOC and CCB, the following banks contributed the respective amounts to the $650 million AUD and $950 million AUD tranches and acted in the following roles: Commonwealth Bank of Australia (CBA) ($150 million AUD), National Australia Bank Limited (NAB) ($150 million AUD), JPMorgan Chase Bank N.A. ($100 million AUD), ABN Amro Bank ($100 million AUD), Australia and New Zealand Banking Group (ANZ) ($100 million AUD), Calyon ($100 million AUD), Royal Bank of Scotland (RBS) ($100 million AUD), Westpac Banking Corporation ($100 million AUD), BNP Paribas S.A. ($80 million AUD), Bank of Tokyo-Mitsubishi, Ltd. (BTM) ($80 million AUD), BayernLB ($62.5 million AUD), DZ Bank ($62.5 million AUD), HSBC ($62.5 million AUD), Mizuho Corporate Bank, Ltd. (MHCB) ($62.5 million AUD), Société Générale Corporate & Investment Bank (SGCIB) ($62.5 million AUD), Sumitomo Mitsui Banking Corporation (SMBC) ($62.5 million AUD), and WestLB AG ($62.5 million AUD). CBA, NAB, and JP Morgan served as mandated lead arrangers; all other lenders joined as arrangers. CBA, NAB, and JPMorgan solely funded the $600 million AUD and $250 million AUD tranches. Syndication began in May 2005. On March 7, 2005, CLP Holdings Limited and its wholly-owned Australian subsidiary CLP Power Australia Energy Holdings Pty Ltd, signed a share sale agreement with SPI Electricity & Gas Australia Holdings Pty Limited, a wholly-owned subsidiary of Singapore Power, for the purchase of the merchant energy business division of the SPI Australia Group for $2.128 billion AUD ($12.981 billion HKD). The acquisition was completed in May 2005. The original acquisition included Singapore Power’s gas and electricity retail business; the Torrens Island Power Station long-term lease, which includes the operation of eight gas-fired generating units with a combined registered capacity of 1280MW in South Australia, north of Adelaide; the Master Hedge Agreement, a 20 year hedge agreement which enables the company to acquire power from Ecogen at agreed prices; the Western Underground Gas Storage facility (‘WUGS’), which possesses 260Tj/ day of processing capacity and 10.7Pj of storage capacity in Iona near Port Campbell; the Yallourn Power Station in Victoria; and a 33% stake in the SEAGas pipeline, which connects Otway Basin (Victoria) natural gas fields to the south of Australia. Then, between August 25 and August 31, 2006, a syndicate of 15 banks — including BOC — signed a $1.6 billion AUD syndicated loan with CLP Australia Finance Pty Ltd. for the CLP Australia 2006 Refinancing Project. This loan consisted of two tranches: a $650 million AUD three-year tranche and a $950 million AUD five-year tranche. The proceeds of this loan were used for refinancing and restructuring purposes and to finance the development of greenfield projects by TRUenergy (an Australian affiliate of CLP Holdings). BOC contributed $70 million AUD. Record ID#96321 captures BOC's contribution. Then, on August 17, 2009, financial close was reached on a deal in which a syndicate of five banks — including Bank of China (BOC) — entered into a $354.96 million AUD ($291.52 million USD) syndicated revolving credit facility (RCF) agreement with CLP Australia Finance Pty Ltd. to refinance debt associated with CLP's acquisition of Singapore Power's merchant business in Australia. The maturity period of this loan was three years with a final maturity date of August 17, 2012 and a variable interest rate plus a margin. There was also a fee worth 70% of the margin. China Light and Power issued a guarantee for this loan. The proceeds of this loan were to be used to refinance China Light and Power's acquisition of S.P.I. Australia Pty Ltd, Singapore Power's merchant energy business in Australia, which was completed in 2009, and developing other greenfield projects in Australia. BOC contributed $71.00 million AUD ($58.31 million USD) to the facility, as captured by Record ID#103143.