Norton Rose Fulbright advises Yinson Production on world’s largest FPSO project bond to date

Global law firm Norton Rose Fulbright has advised Singapore-headquartered Yinson Production on the placement of USD 1.168 billion 144A/Reg S senior secured notes issued by Yinson Bergenia Production B.V., to refinance the floating production, storage and offloading vessel ‘FPSO Maria Quitéria’, which is operating under a 22.5-year lease and operate contract with Petrobras in the Jubarte field, offshore Brazil.

This is the world’s largest and longest-dated FPSO project bond issued to date and also sets a new record for the longest-dated structured finance bond in Brazil’s history.

The proceeds from the transaction will be used, amongst other things, to refinance the existing outstanding debt related to the FPSO, fund reserve accounts as required under the bond issue, pay transaction-related fees and expenses and for distributions to Yinson Production as shareholder of the issuer. The notes were issued on 7 July 2025 and are listed on the London Stock Exchange’s International Securities Market with Bloomberg ticker symbol YPMQBR.

Citigroup and J.P. Morgan acted as Global Coordinators for the offering. HSBC, ING, Santander and Standard Chartered Bank acted as Joint Bookrunners, and Bladex, MUFG, Natixis, Ramirez & Co., Inc and Société Générale Corporate & Investment Banking acted as Co-Managers.

Norton Rose Fulbright acted as US federal securities, New York, English, Singapore and Dutch law legal counsel to the bond issuer. It also advised the issuer in respect of a Letter of Credit (‘LC’) facility to permit it to collateralize certain reserve accounts with secured LCs.

The cross-border Norton Rose Fulbright team was led by partners Ben Rose (Singapore), Dan Spencer (São Paulo), Peter Young (London) and Bart Le Blanc and Omar Salah (Amsterdam), supported by Stephanie Koh, Sophie Polisena, Zara Loh, Naomi Leow and Nichole Tan (Singapore), Cameron Royse and Fernando Almeida (São Paulo), Julian Walley, Robert Driver, Dionysis Diamantatos, Riccardo Perris, Sienna Feshias, Lorena Voloseniuc and Rico Singh (London/Newcastle), Kevin Prokup (New York) and  Stefanie Walthaus, Nikolai de Koning, Sharon Edoo, Nivard Witte, Wouter Kolkman, Rik van der Laan, Mark de Haan and Julia van der Grint (Amsterdam).

Clifford Chance acted as counsel to the Global Coordinators.

Ben Rose commented:

“We are delighted to have advised our long-standing client Yinson Production on this landmark transaction to refinance its FPSO ‘Maria Quitéria’. This was Yinson Production’s second project bond in the international capital markets, following on from its successful US$1.035bn issuance last year to refinance its FPSO ‘Anna Nery’.  It is only the fourth project bond for an FPSO closed to date and was again heavily oversubscribed, reflecting the investor community’s confidence in Yinson Production. This was a truly international deal, involving our offices in Singapore, São Paolo, London, New York and Amsterdam - and our deal teams worked seamlessly across these multiple jurisdictions to deliver this highly complex financing solution.”

Norton Rose Fulbright also advised Yinson Production on its US$1.035 billion 144A/Reg S bond issuance for the refinancing of its ‘FPSO Anna Nery’, operating offshore Brazil, last year.