Closing of the loan agreement to PDVSA

Jun. 29. 2011
Marubeni Corporation、ITOCHU Corporation、Mitsui & Co., Ltd.

Marubeni Corporation, Itochu Corporation and Mitsui & Co., Ltd. (herein after referred to as our “Parties”) finalized the agreement for loan facilities in the amount of US$ 750 million (loan period: 15 years) granted to Petróleo de Venezuela S.A. ("PDVSA"), with the support of Japan Bank of International Cooperation ("JBIC") and Nippon Export and Investment Insurance (“NEXI”).

In addition to the loan agreement, our Parties simultaneously signed a frame agreement by which our Parties obtain a right to off-take Santa Barbara crude oil for a period of 15 years. Santa Barbara crude oil is a light, high-quality crude oil which contains rich gasoline and middle distillate yield. In addition, a separate frame agreement was signed for another type of crude oil as well as petroleum products based on an annual review between Itochu Corporation and PDVSA during the loan period. By entering into these frame agreements, our Parties intend to secure the supply of crude oil and products from Venezuela, as well as expand its petroleum business as a whole.

JBIC and several commercial banks insured by NEXI have formed a syndicate, which, as senior lenders, will provide the special purpose company, Santa Inés B.V. (“SPC”), established in the Netherlands by our Parties (Marubeni Corporation 25%, Itochu Corporation 50% and Mitsui & Co., Ltd. 25%) with loan facilities for the above mentioned off-taking transactions. The loan to the SPC will be extended to PDVSA, which will repay its debt through supplying oil and petroleum products from Venezuela with the off-taking arrangements.

Our Parties seek to strengthen and develop relations with PDVSA and to contribute to diversifying Japan's energy supply sources. Furthermore, we also plan to create and expand business opportunities for Japanese companies in the oil and gas sectors in Venezuela.