Narrative
Full Description
Project narrative
On October 26, 2018, a syndicate of 21 banks — including the Tokyo Branch of the Bank of China (BOC) — entered into a $18.85 billion USD syndicated bridge credit facility with Takeda Pharmaceutical Company Limited — a Japanese multinational pharmaceutical company headquartered in Chūō-ku, Osaka and publicly traded on a number of stock exchanges — to finance its acquisition of Jersey-incorporated, Dublin, Ireland-headquartered biopharmaceutical company Shire plc. The loan was originally negotiated on May 8, 2018 as $30.85 billion USD bridge loan with JPMorgan Chase Bank before other lenders joined. The loan carried three tranches with maturity of one (1) year and a fourth tranche with a maturity of ninety (90) days. The loan had an interest rate of 87.5 basis points (bps) plus the contemporary LIBOR and a commitment fee of 8 bps (0.08%). The loan was disbursed among each tranche according to the following schedule: Tranche 1 was sized at $15.35 billion USD, Tranche 2 at $4.5 billion USD, Tranche 3 at $7.5 billion USD, and Tranche 4 at $3.5 billion USD. Record ID#99421 captures BOC's contribution. Furthermore, on June 8, 2018, a syndicate of 22 lenders — including the Tokyo Branch of BOC — entered into a $7.5 billion USD syndicated term loan with Takeda to finance the acquisition of Shire by replacing (refinancing) a portion of the bridge loan. This loan carried a maturity period of five years, an interest rate based on LIBOR plus a margin of 87.5 bps, and a commitment fee of 8 bps. As a result, a $7.5 billion USD portion of the $30.85 billion USD bridge loan was cancelled. BOC contributed $127,840,909.09 USD, as captured by Record ID#99422 captures BOC's contribution. In addition to BOC, the following lenders contributed to the loan syndicate: the Tokyo Branch of JPMorgan Chase Bank, N.A. ($600,000,000.00 USD), Sumitomo Mitsui Banking Corporation ($900,000,000.00 USD), MUFG Bank, Ltd. ($900,000,000.00 USD), Mizuho Bank, Ltd. ($750,000,000.00 USD), The Norinchukin Bank ($750,000,000.00 USD), the Tokyo Branch of Bank of America, N.A. ($543,750,000.00 USD), the Tokyo Branch of Barclays Bank PLC ($356,250,000.00 USD), BNP Paribas (acting through its Tokyo Branch) ($356,250,000.00 USD), Sumitomo Mitsui Trust Bank, Limited ($356,250,000.00 USD), the Tokyo Branch of The Hongkong and Shanghai Banking Corporation Limited ($356,250,000.00 USD), Nomura Capital Investment Co., Ltd. ($225,000,000.00 USD), the Tokyo Branch of Banco Bilbao Vizcaya Argentaria, S.A. ($127,840,909.09 USD), the Tokyo Branch of Bank of China Limited ($127,840,909.09 USD), the Tokyo Branch of Commerzbank AG ($127,840,909.09 USD), the Tokyo Branch of Crédit Agricole Corporate and Investment Bank ($127,840,909.09 USD), the Tokyo Branch of DBS Bank Ltd. ($127,840,909.09 USD), the Tokyo Branch of ING Bank N.V. ($127,840,909.09 USD), the Tokyo Branch of Intesa Sanpaolo S.p.A. ($127,840,909.09 USD), the Tokyo Branch of Société Générale ($127,840,909.09 USD), the Tokyo Branch of Standard Chartered Bank ($127,840,909.09 USD), Wells Fargo Bank, National Association (acting through its Singapore Branch) ($127,840,909.09 USD), and the Tokyo Branch of The Bank of New York Mellon ($127,840,909.10 USD). JPMorgan acted as administrative agent. JP Morgan, Sumitomo Mitsui Banking Corporation (SMBC), MUFG Bank, and Mizuho Bank acted as joint lead arrangers and bookrunners. Then, on October 26, 2018, a syndicate of lenders — not including BOC — entered into a ¥500.0 billion JPY Senior Short Term Loan Facility Agreement with Takeda to finance the acquisition of Shire by replacing a portion of the bridge loan. As a result, a $4.5 billion USD portion of the now $23.35 billion USD bridge loan was Cancelled. On November 21, 2018, Takeda issued €7.5 billion EUR of senior notes and then $5.5 billion USD of senior notes on November 26, 2018, with the $18.85 billion USD bridge loan reduced reduced. On December 3, 2018, Takeda entered into a $3.7 billion USD loan agreement with the Japan Bank for International Cooperation to finance the acquisition of Shire by replacing a portion of the bridge loan. On December 21, 2018, Takeda cancelled the remaining commitments under the syndicated bridge loan, as it decided to use cash resources and other financing sources. Takeda entered into an agreement to acquire Shire, a London Stock Exchange-listed company, on May 8, 2018 for £45.3 billion GBP ($62 billion USD). The acquisition was completed on January 8, 2019.
Staff comments
1. The original loan agreement is accessible via https://www.sec.gov/Archives/edgar/data/1395064/000119312518350381/d608344dex107.htm