Bank of China contributes SGD 122 million to SGD 5.1 billion credit facility agreement to Marina Bay Sands to reschedule and refinance debt from the 2008 Singapore Permanent Credit Facilities for the construction of Marina Bay Sands

Project narrative

In February 2008, a group of banks -- including Bank of China and China Construction Bank -- agreed to a SGD 5.442 billion syndicated lending facility to Marina Bay Sands Pte. Ltd.. The proceeds from the facility will be used to fund the construction of Marina Bay Sands, a resort along Singapore's Marina Bay, along with refinancing previous debt. The facility consists of four tranches: a SGD 2 billion term loan, a SGD 2.75 billion term loan, a SGD 500 million revolving credit facility, and a SGD 192 million guarantee facility. All four tranches have a maturity of seven years and carry an interest rate of the Singapore swap offer rate plus 225 basis points. Only the two term loans were to be syndicated, with the revolver and guarantee facility being bilateral agreements. Bank of China's contribution to the facility is captured via Record ID#97724. China Construction Bank's contribution to the facility is captured via Record ID#97725. Marina Bay Sands is an integrated resort in Singapore, that at the time of construction was "expected to include three 50+ story hotel towers (totaling approximately 2,600 rooms), a casino, an enclosed retail, dining and entertainment complex of approximately 800,000 net leasable square feet, a convention center and meeting room complex of approximately 1.3 million square feet, theaters and a landmark iconic structure at the bay-front promenade that will contain an art/science museum." Construction on the resort began in 2006, and was formally completed on April 27, 2010, after a series of setbacks that delayed the scheduled time of opening in "late 2009 or early 2010." Other members of the 2008 syndicate include bookrunners Citigroup, DBS, Goldman Sachs, Lehman Brothers, Merrill Lynch, OCBC and UOB. Mandated Lead Arrangers include Aseambankers Malaysia, Calyon, Royal Bank of Scotland, Scotia Capital, Standard Chartered and Sumitomo Mitsui Banking Corp. Arrangers are Aareal Bank, BNP Paribas, Bangkok Bank, Bank of China, CIMB, Commerzbank and Hypo Real Estate Holding. Participants are Bank of East Asia, Bank of India, Bank of Taiwan, Banque Fédérative du Crédit Mutuel, Chang Hwa Commercial Bank, China Construction Bank, First Commercial Bank, Hua Nan Commercial Bank, Land Bank of Taiwan, Mega International Commercial Bank, Mizuho and RHB Investment Bank. In June 2012, with the facility due to mature in 2015, a group of banks -- including Bank of China -- entered into an agreement with Marina Bay Sands Pte. Ltd. for a SGD 5.1 billion credit facility agreement to provide for the modification and early retirement of the February 2008 facility. The new agreement consists of a six-year SGD 4.6 billion term loan and a five-and-a-half-year SGD 500 million revolving credit facility, which includes a SGD 100 million ancillary facility. Both tranches carry an interest rate of the Singapore Swap Offer Rate plus 185 basis points for the first six months, before pricing becomes linked to a leveraged grid: If the consolidated leverage ratio is more than 3.5, the margin will remain 185bp after the first six months; if it is between 2.5 and 3.5, the margin will fall to 165bp; for a leverage of between 1.9 and 2.5, the deal pays 145bp; for between 1 and 1.9, lenders get 120bp; and if the leverage ratio falls below 1, the margin will be 115bp. At the end of 2012, the weighted average interest rate of the facility was 2.1%. Other members of the 2012 facility include DBS Bank, Maybank, Oversea-Chinese Banking Corp (OCBC), Standard Chartered, SMBC, CIMB Bank and United Overseas Bank as Mandated Lead Arrangers. Banks that joined in syndication at arranger level are Bank of China, Bank of East Asia, Hong Leong Group, BTMU, Mizuho and RHB Capital. In addition the deal pulled in 15 participants - BNP Paribas, Bank of America Merrill Lynch, Bank of Taiwan, Barclays, Chang Hwa Commercial Bank, First Commercial Bank, Goldman Sachs, Hana Bank, Hua Nan Commercial Bank, Indian Bank, Indian Overseas Bank, Land Bank of Taiwan, Mega International Commercial bank and Royal Bank of Scotland. Bank of China's contribution to the debt refinancing is captured via Record ID#97726. BOC contributed SGD $122,463,706.38 to this tranche. On February 9, 2022, the Borrower and the lenders entered into the 4th Amendment in which the parties changed certain definitions of the original agreement. As of this date, the principal amount outstanding for Facility A loans is SGD 3,983,352,750; the principal amount outstanding for Facility B loans is SGD 156,997,000; the principal amount outstanding for Facility D loans is SGD 4,202,649,750.