BNP Paribas in €1.4 Billion Deeply Subordinated Notes Offering

October 17, 2005

Cleary Gottlieb acted as deal counsel in a €1.4 billion offering by BNP Paribas of deeply subordinated notes that will constitute Tier 1 capital. This Regulation S offering included a €1 billion tranche and a $400 million tranche.

This offering marks the second time this year that BNP Paribas has taken advantage of a French law adopted in August 2003, which made it possible for French banks to directly offer deeply subordinated Tier 1 notes. Before this law, French banks could offer Tier 1 securities only through U.S. vehicles that issued trust preferred securities.

Tier 1 transactions involve the issuance of securities with debt-like features, which are counted as core capital under regulations that require banks to maintain minimum capital levels as a percentage of their risk-adjusted assets.