PETRONAS in Concurrent Offerings of $3 Billion in Senior Notes and $1.5 Billion in Islamic Trust Certificates

August 12, 2009

Cleary Gottlieb represented Petroliam Nasional Berhad (PETRONAS) in concurrent Rule 144A/Regulation S offerings of $3 billion in 5.25% senior notes due 2019, which were guaranteed by PETRONAS and issued by PETRONAS Capital Limited, a Labuan special purpose company and finance subsidiary of PETRONAS, and of $1.5 billion in sharia-compliant trust certificates (known as sukuk) due 2014 issued by PETRONAS Global Sukuk Ltd. (PGSL), a Labuan special purpose company. Both offerings priced on August 5 and closed on August 12.

The offerings represent the largest corporate debt issuance in Asia outside Japan in the last five years and the second-largest corporate debt issuance ever in Asia outside Japan. The sukuk offering is one of the two largest global sukuk transactions ever done, and the first global corporate sukuk transaction in 2009.

PETRONAS is a fully integrated oil and gas corporation with operations or investments in more than 30 countries around the world. It is wholly owned by the Malaysian government and is ranked among the FORTUNE Global 500.