BBVA Bancomer in Combined $2 Billion Tier 2 and Senior Notes Offering

March 10, 2011

Cleary Gottlieb represented BBVA Bancomer, S.A. in its Regulation S/Rule 144A combined offering of U.S.$1,250,000,000 6.500% Fixed Rate Subordinated Preferred Notes Due 2021, which qualify as tier 2 capital under Mexican banking regulations, and U.S.$750,000,000 4.500% Fixed Rate Senior Notes Due 2016. The combined offering matched Mexico’s largest corporate bond offering and will allow BBVA Bancomer to consolidate and further strengthen its liquidity and capital position. Deutsche Bank Securities Inc., Goldman, Sachs & Co. and BBVA Securities Inc. acted as initial purchasers of the offering. The transaction closed on March 10.

BBVA Bancomer is Mexico’s largest bank in terms of total assets, deposits and equity.