Completed Commercial AidData Chinese Aid

CDB provides RMB 2.88 billion loan for Terminal de Contêineres de Paranaguá Equity Acquisition Project

¥2.88M RMB

Funder	China Development Bank (CDB)
Recipient Organization	Kong Rise Development Limited
Country	Brazil
Start Date	Sep 04, 2017
End Date	Oct 13, 2032
Duration	5,518 days
Number of Grantees	1
Roles	Recipient
Data Source	AidData Chinese Aid
Grant ID	`105469`

Grant Description

CDB provides RMB 2.88 billion loan for Terminal de Contêineres de Paranaguá Equity Acquisition Project On September 4, 2017, China Merchants Port Holdings Company Limited and Kong Rise Development Limited — a special purpose vehicle incorporated in Hong Kong and a wholly-owned subsidiary of China Merchants Port Holdings Company Limited (招商局港口控股有限公司) — entered into the Share Purchase Agreement with Terminal de Contêineres de Paranaguá (TCP) Participações S.A. and its ‘Selling Shareholders’ (Soifer Participações Societárias S.A., Pattac Empreendimentos E Participações S.A., Tuc Participações Portuárias S.A., Galigrain, S.A., Fundo de Investimento em Participações Brasil de Private Equity Multiestratégia, Fundo de Investimento em Participações Brasil de Private Equity II Multiestratégia, and Fundo de Investimento em Participações Brasil de Private Equity III Multiestratégia).

Under the terms of this agreement, Kong Rise Development Limited agreed to purchase a 90% interest in Terminal de Contêineres de Paranaguá (TCP) from US private equity firm Advent International for BRL 2,891,250,227.92 (equivalent to approximately HK$7,228,125,570 or $920 million).

Kong Rise Development Limited secured an RMB 2,880,000,000 M&A loan from China Development Bank (CDB) to partially finance the cost of the acquisition.

📋 Loan / Grant Terms

💰 Loan Amountare unknown

However, it is known that the acquisition was completed in February 2018. TCP is located in the southeast coast of Paraná of Brazil. The port is the second largest container terminal in Brazil. The port is 12.3 meters deep with a quay length of 879 meters. It also has 3 container berths and 33 hectares of depot with a capacity of 1.5 million TEUs.

📋 Staff Comments

The Chinese project title is 招商局港口控股有限公司收购巴西巴拉那瓜港口项目 or 巴西巴拉那瓜港口项目 or 巴西港口项目.
According to a Hong Kong stock exchange filing by China Merchants Port Holdings Company Limited , ‘[t]he total purchase price under the Share Purchase Agreement will be funded by a combination of internal resources of the Group and external debt financing.’3. TCP Participações S.A. is a corporation (sociedade por ações) incorporated in Brazil. TCP Participações S.A. and its subsidiaries are principally engaged in operating the container terminal concession in the Port of Paranaguá.
On January 15, 2020, China-Portugal Cooperation Development Fund (managed by China-Africa Development Fund) and China-LAC Cooperation Fund (managed by the Investment Arm of The Export-Import Bank Of China) — completed the acquisition of a 22.55% ownership stake in TCP Participações S.A. from China Merchants Port Holdings Company Limited. At the time, TCP Participações S.A. reported its enterprise value as $1.1 billion. After the completion of this transaction, Kong Rise Development Limited’s shareholding in TCP Participações S.A. was changed from 90% to 100%. Tim Wang and Hong Zhang of Clifford Chance LLP (Shanghai) acted as legal advisor to the acquirer.
China-Portugal Cooperation Development Fund (CPD Fund) was founded in June 2013 with total asset under management at $1 billion. CPD Fund focus on investment in China (including Macao SAR) and Portuguese speaking countries, and is playing an active role to help and promote global development for various enterprises, thus helping global economic growth.
China-LAC Cooperation Fund (CLAC Fund) was jointly founded by the Export-Import Bank of China (60%) and Chinese State Administration of Foreign Exchange (40%). It was put into operation by July 2014 during President Xi Jinping’s visit to Brazil. It’s a private equity fund with investment focus on the Caribbean and Latin America Region.
BTG Pactual and Morgan Stanley acted as financial advisors to the selling shareholders, while Santander acted for CMPort.

📚 Sources & References

China Merchants buys control of Brazil's most profitable port
China Merchants Port to buy 90 pct of Brazilian port operator for $924 mln
Belt & Road to Brazil? China buys another port
CMPort Acquires 90% Stake of Brazil's Second Largest Port
China Merchants Port to acquire 90% of Brazilian container terminal TCP from Advent International and TCP’s founding shareholders
中企运营的巴西巴拉那瓜港服务和运力大幅提升
中企收购巴西巴拉那瓜港口正式交割创拉丁美洲集装箱码头并购金额之最
招商局港口向中葡、中拉基金转让巴西码头股权
招商局港口向中葡、中拉基金轉讓巴西TCP 22.55%的股權
China Merchants Port Transfers 22.55% of Brazilian TCP's Equity to SIno-Portuguese and Sino-Latin american funds
China Merchants BRL2.9 billion acquisition of the port of Paranaguá
We Connect the World Annual Report 2021
China-Portugal Cooperation Development Fund managed by China-Africa Development Fund and China-LAC Cooperation Fund managed by The Export-Import Bank Of China
Investment Arm acquired 22.55% stake in TCP Participações S.A. from China Merchants Port Holdings Company Limited.
CMP buys into Brazilian terminal
We Connect the World 2018 Annual Report
INTERIM REPORT OF THE SUBSTANTIAL SHAREHOLDER CHINA MERCHANTS PORT GROUP CO.
LTD. FOR THE SIX MONTHS ENDED 30 JUNE 2020
DISCLOSEABLE TRANSACTION ACQUISITION OF TCP IN BRAZIL
CMPort compra 90 % de Terminal de Contêineres de Paranaguá en Brasil
中葡合作发展基金
深赤湾Ａ：发行股份购买资产并募集配套资金暨关联交易报告书（草案）
深赤湾Ａ：发行股份购买资产并募集配套资金暨关联交易报告书（草案）（修订稿）
China Merchants sells stake in Brazilian terminal to state funds
Linklaters
Pinheiro Neto and Mattos Filho on Chinese advance in Brazil
China Merchants Port to Acquire 90% of Brazil’s TCP from Advent International Loan applications and disbursements are still being received and processed as the projects continue to evolve. Ongoing monitoring and evaluation are in place to ensure project continuity.