RIO DE JANEIRO, July 8, 2019 /PRNewswire/ -- Petróleo
Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today
announced the expiration and expiration date results of the
previously announced offers to purchase (the "Offers") 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 Offers were made pursuant to the terms and conditions set
forth in the offer to purchase dated July 1,
2019 (the "Offer to Purchase" and, together with the
accompanying notice of guaranteed delivery, the "Offer
Documents").
The Offers expired at 5:00 p.m.,
New York City time, on
July 8, 2019 (the "Expiration
Date"). The settlement date with respect to the Offers will
occur promptly following the Expiration Date and are expected to
occur on July 11, 2019 (the
"Settlement Date").
The table below sets forth the aggregate principal amount of
Notes validly tendered in the Offers and not validly withdrawn, and
the aggregate principal amount of Notes reflected in notices of
guaranteed delivery delivered, at or prior to the Expiration Date
and the consideration payable for Notes accepted for purchase in
the Offers.
Title of
Security
|
|
CUSIP/ISIN
|
|
Principal
Amount
Outstanding(1)
|
|
Consideration(2)
|
|
Principal
Amount
Tendered by the
Expiration Date
|
|
Principal
Amount
Reflected in Notices
of Guaranteed
Delivery
|
3.750% Global
Notes
DUE JANUARY 2021
|
|
N/A /
XS0982711987
|
|
€231,700,000
|
|
€ 1,062.00
|
|
€46,664,000
|
|
-
|
5.875% Global
Notes
DUE MARCH 2022
|
|
N/A /
XS0716979595
|
|
€433,466,000
|
|
€ 1,148.75
|
|
€84,824,000
|
|
-
|
4.250% Global
Notes
DUE OCTOBER 2023
|
|
N/A /
XS0835890350
|
|
€408,501,000
|
|
€ 1,140.00
|
|
€37,245,000
|
|
-
|
4.750% Global
Notes
DUE JANUARY 2025
|
|
N/A /
XS0982711714
|
|
€693,332,000
|
|
€ 1,146.25
|
|
€53,683,000
|
|
-
|
6.250% Global
Notes
DUE DECEMBER 2026
|
|
N/A /
XS0718502007
|
|
£700,000,000
|
|
£ 1,146.25
|
|
£84,718,000
|
|
£100,000
|
5.375% Global
Notes
DUE OCTOBER 2029
|
|
N/A /
XS0835891838
|
|
£418,988,000
|
|
£ 1,058.75
|
|
£28,110,000
|
|
-
|
6.625% Global
Notes
DUE JANUARY 2034
|
|
N/A /
XS0982711474
|
|
£600,000,000
|
|
£ 1,135.00
|
|
£139,684,000
|
|
-
|
__________________________________________
|
(1)
|
As of the date
hereof, including Notes held by Petrobras or its
affiliates.
|
(2)
|
Per €1,000 or £1,000,
as applicable, 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.
|
In order to be eligible to participate in the Offers, holders of
Notes reflected in notices of guaranteed delivery received by PGF
prior to the Expiration Date must deliver such Notes to PGF by
5:00 p.m., New York City time, on July 10, 2019 (the "Guaranteed Delivery
Date").
On the terms and subject to the conditions set forth in the
Offer to Purchase, PGF expects that it will accept for purchase all
of the Notes tendered on or prior to the Expiration Date, and all
of the Notes delivered on or prior to the Guaranteed Delivery
Date. The principal amount of Notes that will be purchased by
PGF on the Settlement Date is subject to change based on deliveries
of Notes pursuant to the guaranteed delivery procedures described
in the Offer to Purchase. A press release announcing the
final results of the Offers is expected to be issued on or promptly
after the Settlement Date.
PGF engaged Banco Bradesco BBI S.A., BB Securities Limited, BofA
Securities, Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and
Scotia Capital (USA) Inc. to act
dealer managers with respect to the Offers. Global Bondholder
Services Corporation acted as the depositary and information agent
for the Offers.
Any questions or requests for assistance regarding the Offers
may be directed to Banco Bradesco BBI S.A. at +1 (646) 432-6643, BB
Securities Limited at +44 (20) 7367-5803, BofA Securities, Inc. at
+1 (888) 292-0070, Credit Suisse Securities (USA) LLC at +1 (800) 820-1653, J.P. Morgan
Securities LLC at +1 (866) 834-4666 and Scotia Capital
(USA) Inc. at +1 (800) 372-3930
(toll free) or +1 (212) 225-5559 (collect). Requests for
additional copies of the Offer Documents 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/.
Documents related to the Offers have not been filed with, and
have 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
to Purchase or any documents related to the Offers, 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 Offers 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 Offers were only available to, and
the Offers were 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 Offers 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.
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SOURCE Petróleo Brasileiro S.A. - Petrobras