We advised an ad hoc group of lenders on the financing

Davis Polk advised an ad hoc group of term lenders holding approximately 70% of the outstanding principal amount of Limetree Bay Terminals, LLC’s $440 million senior secured term loan facility due 2024 in connection with short-term bridge financing extended as an incremental facility under the senior secured term loan and with a new money holding company financing arrangement under which AMP Capital Investors S.A.R.L. and affiliates will provide Limetree Bay Terminals with up to $100 million in new capital.

On July 23, 2021, Limetree Bay Terminals executed a $4 million bridge term loan financing under the existing term loan facility at Limetree Bay Terminals, which funding was provided by members of the ad hoc group. Under the new $100 million Holdings term loan, which is secured on a junior basis by the assets securing the existing senior secured term loan, AMP Capital will provide Limetree Bay Holdings II, LLC (“Holdings”), Limetree Bay Terminals’ indirect parent company, with a $50 million incremental tranche of term loans, which amount can be upsized by an additional $50 million at the election of AMP Capital. The proceeds of all term loans advanced under the new facility tranche at Holdings will be invested in Limetree Bay Terminals. Initial proceeds of the new Holdings facility were used to, among other things, repay the bridge facility.

Davis Polk is continuing to advise the ad hoc group in connection with the ongoing chapter 11 proceedings of Limetree Bay Terminals’ affiliate, Limetree Bay Refining, LLC.

Limetree Bay Terminals is a world-class energy logistics hub centrally located in the Caribbean facilitating the storage, segregation, blending and global movement of crude oils, fuel oils, bunker, gasolines, diesel, jet fuel and liquid petroleum gases. Customers include integrated global oil majors, refiners, global trading houses and the co-located refinery. The facility consists of 167 tanks, with a capacity of approximately 34 million barrels, and deep-water access to 11 docks including an offshore single point mooring (SPM) buoy capable of loading and discharging vessels up to VLCC size.

The Davis Polk restructuring team included partner Damian S. Schaible, counsel Erika D. White and Aryeh Ethan Falk and associate Jonah A. Peppiatt. The finance team included partner Kenneth J. Steinberg, counsel Jon Finelli and Ilona C. Potiha and associates Jason Palios, Timothy H. Oyen and Alexander K.B. Shimamura. All members of the Davis Polk team are based in the New York office.

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