RIO DE JANEIRO, April 7, 2021 /PRNewswire/ -- Petróleo Brasileiro
S.A. – Petrobras ("Petrobras") (NYSE: PBR) today announced the
expiration and expiration date results of the previously announced
cash tender offers by its wholly-owned subsidiary, Petrobras Global
Finance B.V. ("PGF"), with respect to any and all of PGF's
outstanding notes of the series set forth in the table below (the
"Notes" and such offers, the "Offers").
The following table sets forth certain information about the
Offers, including the aggregate principal amount of Notes validly
tendered and accepted in the Offers, and the aggregate principal
amount of Notes reflected in notices of guaranteed delivery
delivered at or prior to the Expiration Date:
Title of
Security
|
|
CUSIP/ISIN
|
|
Acceptance
Priority
Level
|
|
Principal
Amount
Outstanding(1)
|
|
Consideration(2)
|
|
Principal
Amount
Tendered and
Accepted
|
|
Principal
Amount
Reflected in Notices of
Guaranteed Delivery
|
5.625% Global
Notes
Due May 2043
|
|
71647NAA7 /
US71647NAA72
|
|
1
|
|
US$548,480,000
|
|
US$1,042.76
|
|
US$74,710,000
|
|
US$13,395,000
|
5.093% Global
Notes
Due January 2030
|
|
71647NBE8,
71647NBF5,
N6945AAL1 /
US71647NBE85,
US71647NBF50,
USN6945AAL19
|
|
2
|
|
US$3,930,399,000
|
|
US$1,045.34
|
|
US$864,314,000
|
|
US$4,655,000
|
6.750% Global
Notes
Due June 2050
|
|
71647NBG3 /
US71647NBG34
|
|
3
|
|
US$1,726,250,000
|
|
US$1,075.43
|
|
US$256,409,000
|
|
US$2,750,000
|
6.900% Global
Notes
Due March 2049
|
|
71647NBD0 /
US71647NBD03
|
|
4
|
|
US$2,047,937,000
|
|
US$1,104.60
|
|
US$303,317,000
|
|
US$3,700,000
|
5.750% Global
Notes
Due February 2029
|
|
71647NAZ2 /
US71647NAZ24
|
|
5
|
|
US$1,000,400,000
|
|
US$1,102.08
|
|
US$120,982,000
|
|
US$453,000
|
5.999% Global
Notes
Due January 2028
|
|
71647NAW9,
N6945AAK3,
71647NAY5 /
US71647NAW92,
USN6945AAK36,
US71647NAY58
|
|
6
|
|
US$2,040,578,000
|
|
US$1,107.70
|
|
US$291,731,000
|
|
US$1,221,000
|
5.299% Global
Notes
Due January 2025
|
|
71647NAT6,
71647NAV1,
N6945AAJ6 /
US71647NAT63,
US71647NAV10,
USN6945AAJ62
|
|
7
|
|
US$1,109,754,000
|
|
US$1,105.35
|
|
US$42,795,000
|
|
US$5,635,000
|
6.250% Global
Notes
Due March 2024
|
|
71647NAM1 /
US71647NAM11
|
|
8
|
|
US$795,071,000
|
|
US$1,111.54
|
|
US$20,632,000
|
|
US$55,000
|
6.750% Global
Notes
Due January 2041
|
|
71645WAS0 /
US71645WAS08
|
|
9
|
|
US$1,058,788,000
|
|
US$1,124.30
|
|
US$45,644,000
|
|
US$10,000
|
6.875% Global
Notes
Due January 2040
|
|
71645WAQ4 /
US71645WAQ42
|
|
10
|
|
US$1,028,905,000
|
|
US$1,135.00
|
|
US$45,531,000
|
|
US$1,697,000
|
7.250% Global
Notes
Due March 2044
|
|
71647NAK5 /
US71647NAK54
|
|
11
|
|
US$1,647,605,000
|
|
US$1,154.01
|
|
US$360,479,000
|
|
US$4,070,000
|
7.375% Global
Notes
Due January 2027
|
|
71647NAS8 /
US71647NAS80
|
|
12
|
|
US$1,832,653,000
|
|
US$1,195.07
|
|
US$57,479,000
|
|
-
|
____________________
|
(1) Including Notes
held by Petrobras or its affiliates.
|
(2) Per US$1,000
principal amount of Notes validly tendered and accepted for
purchase. The applicable consideration does not include
accrued and unpaid interest on the Notes accepted for purchase
through the Settlement Date (as defined below), which will be
payable in cash.
|
The Offers expired at 5:00 p.m.,
New York City time, on
April 7, 2021 (the "Expiration
Date"). The settlement date with respect to the Offers is
expected to occur on April 12, 2021
(the "Settlement Date").
The Offers were made pursuant to the terms and conditions set
forth in the offer to purchase dated March
31, 2021 (the "Offer to Purchase" and, together with the
accompanying notice of guaranteed delivery, the "Offer
Documents").
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 April 9, 2021 (the "Guaranteed Delivery
Date").
On the terms and subject to the conditions set forth in the
Offer to Purchase, PGF has accepted for purchase all of the Notes
validly tendered, and expects to accept all of the Notes for which
PGF received notices of guaranteed delivery and that are 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.
All conditions described in the Offer to Purchase that were to
be satisfied or waived on or prior to the Expiration Date have been
satisfied.
# # #
PGF engaged BNP Paribas Securities Corp., Banco Bradesco BBI
S.A., Citigroup Global Markets Inc., Credit Agricole Securities
(USA) Inc., Mizuho Securities
USA LLC and Morgan Stanley &
Co. LLC to act as dealer managers with respect to the Offers (the
"Dealer Managers"). Global Bondholder Services Corporation
acted as the depositary and information agent for the Offers.
This announcement is for informational purposes only, and does
not constitute an offer to purchase or sell or a solicitation of an
offer to sell or purchase any securities.
Any questions or requests for assistance regarding the Offers
may be directed to BNP Paribas Securities Corp. collect at +1 (212)
841-3059 or toll free at +1 (888) 210-4358, Banco Bradesco BBI S.A.
at +1 (646) 432-6643, Citigroup Global Markets Inc. at +1 (800)
558-3745 (toll free) or +1 (212) 723-6106 (collect), Credit
Agricole Securities (USA) Inc. at
+1 (866) 807-6030 (toll free) or +1 (212) 261-7802 (collect),
Mizuho Securities USA LLC collect
at +1 (212) 205-7736 or +1 (866) 271-7403 (toll free) and Morgan
Stanley & Co. LLC at +1 (800) 624-1808 (toll free) or +1 (212)
761-1057 (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: https://www.gbsc-usa.com/Petrobras/.
The Offers were made solely pursuant to the Offer
Documents. The Offer Documents 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
Documents or any other 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 announcement and any other
documents or materials relating to the 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. This announcement and any
other documents related to the Offers are for distribution only to
persons who (i) have professional experience in matters relating to
investments falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005 (the
"Order"), (ii) are persons falling within Article 49(2)(a) to (d)
("high net worth companies, unincorporated associations, etc.") of
the Order, (iii) are outside the United
Kingdom, (iv) are members or creditors of certain bodies
corporate as defined by or within Article 43(2) of the Order, or
(v) are persons to whom an invitation or inducement to engage in
investment activity (within the meaning of section 21 of the
Financial Services and Markets Act 2000) in connection with the
issue or sale of any securities may otherwise lawfully be
communicated or caused to be communicated (all such persons
together being referred to as "relevant
persons"). This announcement and any other documents related
to the Offers are directed only at relevant persons and must not be
acted on or relied on by persons who are not relevant
persons. Any investment or investment activity to which this
announcement and any other documents related to the Offers are
available only to relevant persons and will be engaged in only with
relevant persons.
Forward-Looking Statements
This announcement 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