Petróleos Mexicanos in Offering of Debt Securities

July 2, 2014

Cleary Gottlieb represented long-time client, Petróleos Mexicanos (PEMEX), the Mexican state oil company, in its offering of Ps. 11,000,000,000 aggregate principal amount of 7.19% Certificados Bursátiles due 2024 (Cebures), consisting of (i) an international offering outside Mexico under Reg S/Rule 144A of Ps. 2,353,100,000 of Cebures in the form of global depositary notes (GDNs) issued by Citibank, as depositary for the GDNs and (ii) a concurrent offering to the public in Mexico of Ps. 8,646,900,000 of Cebures held through Indeval, the Mexican clearing system, and not represented by GDNs. The offering closed on July 2. This issuance of Cebures represented a reopening of the same series of Cebures originally issued on September 26, 2013 and subsequently reopened on December 11, 2013 and January 30, 2014, in which Cleary Gottlieb also represented PEMEX.

BBVA, BofA Merrill Lynch, Citigroup, HSBC, Morgan Stanley and Scotiabank acted as placement facilitation agents in the international offering of Cebures in the form of GDNs. Banamex, BBVA Bancomer, HSBC México, Merrill Lynch México and Scotiabank acted as underwriters in the Mexican offering of Cebures. Morgan Stanley acted as sole structuring agent for the offering. The Cebures were registered with the Registro Nacional de Valores maintained by the Comisión Nacional Bancaria y de Valores in Mexico and are listed on the Bolsa Mexicana de Valores, the Mexican Stock Exchange. It is anticipated that Citibank will make an application to have the GDNs listed on the Irish Stock Exchange and admitted for trading on its Global Exchange Market.