In 2021, GreenSaif Pipelines Bidco S.à r.l. (GreenSaif), a Luxembourg entity owned by BlackRock, entered into a bridge facility to acquire 49% of Aramco Gas Pipelines Company, a subsidiary of Saudi Arabian Oil Company (Saudi Aramco) and is now entitled to 20 years of tariff payments for natural gas transported through Saudi Aramco’s gas pipeline network.

In the context of the refinancing of the acquisition, Loyens & Loeff Luxembourg assisted BlackRock with a USD 1.5 billion first-of-a-kind issuance of sukuk certificates and the establishment of a USD 11.5 billion global medium term note programme under which two series of notes (including a series of Taipei Exchange-listed Formosa notes) were issued, for an aggregate amount of USD 3 billion.

Our firm provided critical advice from a capital markets, finance, corporate and tax perspective covering a wide range of Luxembourg legal and tax aspects of both the notes and sukuk certificates, including advice on the setting-up of the sukuk structure and on the utilising of a proportion of GreenSaif’s shares in Aramco as underlying assets in a wakala-murabaha structure.

This transaction is part of BlackRock’s commitment to boosting environmental, social and governance (ESG) standards and is in line with Saudi Arabia’s strategy to sell assets, the proceeds of which will be used to fund new industries and increase output for oil and gas.