11 March, 2018
Baker McKenzie FenXun (FTZ) Joint Operation Office ("Baker McKenzie FenXun" or the "Joint Operation") recently assisted Excel Partners China Fund, L.P. ("Excel") on a USD 175 million secured term loan facility by a consortium of five leading international banks, led by Deutsche Bank AG as mandated lead arranger, to three Barbados subsidiaries of Excel as borrowers.
Simon Leung and Rico Chan, Partners of Baker McKenzie Hong Kong, and Yong Hai, Counsel of FenXun Partners Beijing, were the lead external counsels who assisted Excel in the successful closing of this transaction.
The loan is secured by a complex security package, mainly consisting of the mortgage of the Excel Centre, a Grade A office building on Beijing's financial street indirectly owned by the three borrowers through three wholly foreign owned enterprises established in Tianjin. Other security includes cross-border guarantees, onshore and offshore share pledges, debentures and charges on account receivables. The transaction involves multiple jurisdictions including China, Barbados, Hong Kong and the United States.
Simon Leung, Baker McKenzie's finance partner, commented that "this transaction is one of the first of its kind and provides a new model for how offshore lenders can benefit from a direct recourse against onshore assets through Nei Bao Wai Dai arrangements. The success in getting the registrations for cross-border security done under this structure will open more opportunities for offshore borrowers and offshore lenders if the same structure can be used elsewhere."
Baker McKenzie also helped Excel with its purchase of the Excel Centre in 2005 and 2006.
Excel Partners China Fund, L.P. is an affiliate of Sabin Holdings, a global real estate platform headquartered in San Diego, California, United States. The Sabin/Excel management team formed Excel Trust (NYSE:EXL) in 2009 and successfully raised USD 210 million in an IPO, surpassed USD 1 billion by 2013, and obtained investment grade ratings by Moody's, Standard & Poors, and Fitch in 2014. Excel Trust was acquired by Blackstone for approximately USD 2 billion in July 2015. The management team left Blackstone in 2016 and formed Sabin Holdings. The Sabin/Excel team is using the proceeds of this loan to form Excel Partners Fund II, which will invest in Asia Pacific real estate.
Baker McKenzie FenXun is a world-leading China legal platform that delivers integrated international and PRC legal services. Established in 2015, the Joint Operation is staffed by both PRC admitted attorneys from FenXun Partners and overseas admitted attorneys from Baker McKenzie. Attorneys of Baker McKenzie Fenxun advise leading Chinese and foreign companies on both China domestic and cross-border transactions as well as on legal issues in real estate and in many other business sectors.
