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Rating Action:

Moody's assigns (P)A3 rating to Sime Darby's Sukuk programme

14 Jan 2013

Singapore, January 14, 2013 -- Moody's Investors Service has today assigned a provisional rating of (P)A3 to the USD1.5 billion, multi-currency Sukuk issuance programme established by Sime Darby Global Berhad (SDGB) a wholly-owned subsidiary of Sime Darby Berhad ("Sime Darby", A3/Stable) and backed by Sime Darby. The outlook for the rating is stable.

RATINGS RATIONALE

Moody's views the Sukuk to be a senior unsecured obligation of Sime Darby. The rating is therefore the same as the long-term issuer rating of Sime Darby. The underlying Sukuk transaction is a sale and leaseback arrangement concluding with a repurchase at maturity or earlier, if a dissolution event occurs. The rating relies on Sime Darby as i) the ultimate obligor in respect of the periodic distribution amounts and ii) the existence of the purchase undertaking , which implies that Sukuk holders ultimately rely on the creditworthiness of Sime Darby for repayment when the trust is dissolved. The linkage to Sime Darby is further evidenced through the existence of cross default provisions between the Sukuk and other debt in Sime Darby and its principal subsidiaries.

"Issuances under the programme are viewed as being on a par with Sime Darby's other senior unsecured payment obligations, as the Sukuk holder is ultimately relying on Sime Darby for return and principal repayment," says Alan Greene, a Moody's Vice President -- Senior Credit Officer and lead analyst for Sime Darby.

Under the structure, SDGB is the lessor, trustee and issuer and Sime Darby, the lessee, obligor and servicing agent. Holders of the sukuk certificates have no security or rights over any of the leased assets.

Moody's does not opine on the transaction's compliance with Shariah law and has thus taken the statement from the Shariah Committees of the four arranger banks, Citigroup, HSBC, Maybank and Standard Chartered that the structure and mechanism of the transaction are acceptable within the principles of Shariah.

Moody's notes that the governing law for the Transaction Documents is English law with the courts of England having exclusive jurisdiction to settle disputes arising out of the series of Agreements and Undertakings comprising the Transaction Documents.

The principal methodology used in this rating was the Global Business & Consumer Service Industry Rating Methodology published in October 2010. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

Sime Darby is a Malaysian listed conglomerate with a current market capitalization of over USD18 billion. As at 31 December 2012, the equity was 52.3% held by Permodalan Nasional Berhad ("PNB"), both directly and through unit trust schemes managed by PNB, and 11.9% by Employees Provident Fund ("EPF"). Dating back to 1910, the company took on its current, plantation-heavy character in 2007 when a new Sime Darby was created following a merger with two larger plantation companies. Apart from palm oil plantations, Sime Darby reports five other divisions -- Motors, Industrial, Property, Energy & Utilities and Healthcare. Sime Darby recorded revenues of over USD15 billion in the year ended June 2012.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides certain regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides certain regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides certain regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

For any affected securities or rated entities receiving direct credit support from the primary entity(ies) of this rating action, and whose ratings may change as a result of this rating action, the associated regulatory disclosures will be those of the guarantor entity. Exceptions to this approach exist for the following disclosures, if applicable to jurisdiction: Ancillary Services, Disclosure to rated entity, Disclosure from rated entity.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Please see the ratings tab on the issuer/entity page on www.moodys.com for additional regulatory disclosures for each credit rating.

Alan Greene
VP - Senior Credit Officer
Corporate Finance Group
Moody's Investors Service Singapore Pte. Ltd.
50 Raffles Place #23-06
Singapore Land Tower
Singapore 48623
Singapore
JOURNALISTS: (852) 3758 -1350
SUBSCRIBERS: (65) 6398-8308

Philipp L. Lotter
MD - Corporate Finance
Corporate Finance Group
JOURNALISTS: (852) 3758 -1350
SUBSCRIBERS: (65) 6398-8308

Releasing Office:
Moody's Investors Service Singapore Pte. Ltd.
50 Raffles Place #23-06
Singapore Land Tower
Singapore 48623
Singapore
JOURNALISTS: (852) 3758 -1350
SUBSCRIBERS: (65) 6398-8308

Moody's assigns (P)A3 rating to Sime Darby's Sukuk programme
No Related Data.
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