RIO DE JANEIRO, March 21, 2019 /PRNewswire/ -- Petróleo
Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today
announced the final results of the previously announced offer to
purchase (the "Offer") by its wholly-owned subsidiary Petrobras
Global Finance B.V. ("PGF"), of any and all of its outstanding
notes set forth in the table below (the "Notes").
The Offer was made pursuant to the terms and conditions set
forth in the offer to purchase dated March
12, 2019 (the "Offer to Purchase" and, together with the
accompanying notice of guaranteed delivery and related letter of
transmittal, the "Offer Documents").
The Offer expired at 5:00 p.m.,
New York City time, on
March 18, 2019 (the "Expiration
Date"), and is expected to settle today, March 21, 2019 (the "Settlement Date"). All
conditions to the consummation of the Offer were satisfied by the
Settlement Date.
The table below sets forth the aggregate principal amount of
Notes validly tendered in the Offer or validly delivered through
guaranteed delivery procedures, that PGF accepted for purchase, as
well as the consideration payable for such Notes.
Title of
Security
|
|
CUSIP/ISIN
|
|
Principal
Amount
Outstanding(1)
|
|
Consideration(2)
|
|
Principal
Amount
Tendered or Delivered
and Accepted
|
4.375% Global
Notes
due May 2023
|
|
71647N AF6/
US71647NAF69
|
|
US$3,117,147,000
|
|
US$1,015.00
|
|
US$1,471,411,000
|
|
|
|
|
|
|
|
|
(1) As of
the date hereof, including Notes held by Petrobras or its
affiliates.
|
(2) Per
US$1,000 principal amount of Notes. Holders whose Notes
are accepted for purchase will be paid accrued and unpaid interest
on such Notes from, and including, the last interest payment date
for the Notes to, but not including, the Settlement Date
|
The aggregate amount payable by PGF to holders whose Notes were
accepted for purchase, excluding accrued and unpaid interest, is
U.S.$1,493,482,165. In
addition, the total amount of accrued and unpaid interest payable
by PGF in respect of Notes accepted for purchase is
U.S.$21,636,894.23.
In connection with the waterfall tender offers announced by PGF
concurrently with the Offer, PGF announces that based on the
aggregate amount payable by PGF to holders whose Notes were
accepted for purchase in the Offer, excluding accrued and unpaid
interest, the waterfall tender cap is U.S.$3,006,517,835.
PGF engaged BNP Paribas Securities Corp., Banco Bradesco BBI
S.A., Citigroup Global Markets Inc., Goldman Sachs & Co. LLC,
HSBC Securities (USA) Inc., and
Santander Investment Securities Inc. to act as lead dealer managers
with respect to the Offer, and ABN AMRO Securities (USA) LLC, BBVA Securities Inc. and Commerz
Markets LLC to act as co-dealer managers with respect to the
Offer. Global Bondholder Services Corporation acted as the
depositary and information agent for the Offer.
Any questions or requests for assistance regarding the Offer may
be directed to BNP Paribas Securities Corp. at + 1 212
841-3059, Banco Bradesco BBI S.A. at +1-646-432-6643, Citigroup
Global Markets Inc. (toll free ) at +1 (800) 558-3745 and (collect)
at +1(212) 723-6106, Goldman Sachs & Co. LLC at +1 (212)
902-6351 or +1 (800) 828-3182, HSBC Securities (USA) Inc. at +1 (212) 525-5552 and Santander
Investment Securities Inc. (toll-free) at +1 (855) 404-3636 or +1
(212) 940-1442. Requests for additional copies of the Offer to
Purchase may be directed to Global Bondholder Services Corporation
at +1 (866) 470-3800 (toll-free) or +1 (212) 430-3774. The
Offer Documents can be accessed at the following link:
http://www.gbsc-usa.com/Petrobras.
None of the Offer Documents has been filed with, and has not
been approved or reviewed by any federal or state securities
commission or regulatory authority of any country. No
authority has passed upon the accuracy or adequacy of the Offer
Documents, and it is unlawful and may be a criminal offense to make
any representation to the contrary.
The communication of this press release and any other
documents or materials relating to Offer is not being made and such
documents and/or materials have not been approved by an authorized
person for the purposes of Section 21 of the Financial Services and
Markets Act 2000. Accordingly, such documents and/or
materials are not being distributed to, and must not be passed on
to, the general public in the United
Kingdom. The communication of such documents and/or
materials as a financial promotion is only being directed at and
made to those persons in the United
Kingdom falling within the definition of investment
professionals (as defined in Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order") or within Article 43(2) of the Order, or high net worth
companies, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order,
or to other persons to whom it may lawfully be communicated in
accordance with the Order (all such persons together being referred
to as "relevant persons"). The Offer was only available to, and the
Offer was engaged in only with, relevant persons. Any person who is
not a relevant person should not act or rely on any document
relating to the Offer or any of its contents.
Forward-Looking Statements
This press release contains forward-looking statements.
Forward-looking statements are information of a non-historical
nature or which relate to future events and are subject to risks
and uncertainties. No assurance can be given that the
transactions described herein will be consummated or as to the
ultimate terms of any such transactions. Petrobras undertakes
no obligation to publicly update or revise any forward-looking
statements, whether as a result of new information or future events
or for any other reason.
View original
content:http://www.prnewswire.com/news-releases/petrobras-announces-final-results-of-its-any-and-all-offer-and-confirms-tender-cap-for-waterfall-offers-300816389.html
SOURCE Petróleo Brasileiro S.A. - Petrobras