RIO DE
JANEIRO, April 11, 2022 /PRNewswire/ -- Petróleo
Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today
announced the consideration for the previously announced cash
tender offers (each, an "Offer" and collectively, the "Offers") by
its wholly-owned subsidiary, Petrobras Global Finance B.V. ("PGF"),
with respect to any and all of (i) its notes of the series set
forth in the table below under the heading "Tender Group 1" and
(ii) its notes of the series set forth in the table below under the
heading "Tender Group 2,". Tender Group 1 and Tender Group 2
are referred to herein individually as a "Tender Group" and
collectively as the "Tender Groups." The notes for each
Tender Group are referred to herein collectively as the
"Notes."
The following table sets forth certain information about the
Offers, including the applicable consideration that holders of
Notes are eligible to receive for Notes validly tendered and
accepted in the Offers and the repurchase yield for each series of
Notes, in each case as calculated at 11:00
a.m. (New York City time)
today.
Tender Group
1
|
|
|
|
Title of
Security
|
CUSIP/ISIN
|
Acceptance Priority
Level
|
Principal Amount
Outstanding(1)
|
Reference Security /
Interpolated Swap Rate
|
Bloomberg Reference
Page
|
Fixed Spread (basis
points)
|
Repurchase
Yield
|
Consideration(2)
|
6.250% Global Notes
Due March 2024
|
71647NAM1 /
US71647NAM11
|
1
|
US$678,649,000
|
UST 2.25% due
3/31/24
|
FIT1
|
+70
|
3.216%
|
US$1,056.16
|
4.750% Global Notes
Due January 2025
|
- /
XS0982711714
|
2
|
€446,148,000
|
January 2025
Interpolated Swap Rate
|
ICAE1
|
+115
|
2.163%
|
€1,068.34
|
5.299% Global Notes
Due January 2025
|
71647NAT6,
71647NAV1,
N6945AAJ6 /
US71647NAT63,
US71647NAV10,
USN6945AAJ62
|
3
|
US$809,711,000
|
UST 1.75% due
3/15/25
|
FIT1
|
+71
|
3.453%
|
US$1,048.58
|
8.750% Global Notes
Due May 2026
|
71647NAQ2 /
US71647NAQ25
|
4
|
US$548,009,000
|
UST2.50% due
3/31/27
|
FIT1
|
+139
|
4.178%
|
US$1,170.89
|
6.250% Global Notes
Due December 2026
|
- /
XS0718502007
|
5
|
£582,539,000
|
UKT 0.375% due
10/22/26
|
FIT GLT0-10
|
+352
|
5.171%
|
£1,043.41
|
7.375% Global Notes
Due January 2027
|
71647NAS8 /
US71647NAS80
|
6
|
US$1,224,805,000
|
UST 2.50% due
3/31/27
|
FIT1
|
+195
|
4.738%
|
US$1,111.06
|
5.999% Global Notes
Due January 2028
|
71647NAW9,
N6945AAK3,
71647NAY5 /
US71647NAW92,
USN6945AAK36,
US71647NAY58
|
7
|
US$1,510,525,000
|
UST 2.50% due
3/31/27
|
FIT1
|
+232
|
5.108%
|
US$1,044.06
|
5.750% Global Notes
Due February 2029
|
71647NAZ2 /
US71647NAZ24
|
8
|
US$694,659,000
|
UST 1.875% due
2/15/32
|
FIT1
|
+252
|
5.279%
|
US$1,026.52
|
5.375% Global Notes
Due October 2029
|
- /
XS0835891838
|
9
|
£356,598,000
|
UST 0.875% due
10/22/29
|
FIT GLT0-10
|
+427
|
5.981%
|
£963.96
|
5.093% Global Notes
Due January 2030
|
71647NBE8,
71647NBF5,
N6945AAL1 /
US71647NBE85,
US71647NBF50,
USN6945AAL19
|
10
|
US$1,553,169,000
|
UST 1.875% due
2/015/32
|
FIT1
|
+261
|
5.369%
|
US$982.60
|
|
|
|
|
|
|
|
|
|
|
|
_____________________________________________________________________________
|
|
(1)
|
Including Notes held by
Petrobras or its affiliates.
|
|
(2)
|
The applicable
consideration payable per each US$1,000, €1,000 or £1,000, as
applicable, principal amount of each series of Notes validly
tendered and accepted for purchase, calculated in accordance with
the formulas set forth in Annex 2, Annex 3 and Annex 4 to the Offer
to Purchase (as defined below), based on the fixed spread specified
in the table above (the "Fixed Spread") for such series of
Notes, plus the yield of the specified Reference
Security/Interpolated Swap Rate for that series as quoted on the
Bloomberg Reference Page specified in the table above as of 11:00
a.m. (New York City time) today. 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.
|
Tender Group
2
|
|
|
|
Title of
Security
|
CUSIP/ISIN
|
Acceptance Priority
Level
|
Principal Amount
Outstanding(1)
|
Reference Security /
Interpolated Swap Rate
|
Bloomberg Reference
Page
|
Fixed Spread (basis
points)
|
Repurchase
Yield
|
Consideration(2)
|
5.500% Global Notes Due
June 2051(3)
|
71647NBJ7 /
US71647NBJ72
|
1
|
US$1,234,620,000
|
UST 1.875% due
11/15/51
|
FIT1
|
+395
|
6.764%
|
US$839.90
|
5.625% Global Notes
Due May 2043
|
71647NAA7 /
US71647NAA72
|
2
|
US$409,167,000
|
UST 2.375% due
2/15/42
|
FIT1
|
+345
|
6.440%
|
US$906.60
|
6.750% Global Notes
Due June 2050(4)
|
71647NBG3 /
US71647NBG34
|
3
|
US$692,398,000
|
UST 1.875% due
11/15/51
|
FIT1
|
+435
|
7.164%
|
US$950.07
|
6.900% Global Notes
Due March 2049
|
71647NBD0 /
US71647NBD03
|
4
|
US$1,070,033,000
|
UST 1.875% due
11/15/51
|
FIT1
|
+431
|
7.124%
|
US$973.26
|
5.600% Global Notes
Due January 2031(5)
|
71647NBH1 /
US71647NBH17
|
5
|
US$1,767,676,000
|
UST 1.875% due
2/15/32
|
FIT1
|
+293
|
5.689%
|
US$993.85
|
6.625% Global Notes Due
January 2034
|
- /
XS0982711474
|
6
|
£441,746,000
|
UKT 4.50% due
9/7/34
|
FIT GLT10-50
|
+470
|
6.657%
|
£997.06
|
6.750% Global Notes
Due January 2041
|
71645WAS0 /
US71645WAS08
|
7
|
US$849,827,000
|
UST 2.375% due
2/15/42
|
FIT1
|
+379
|
6.780%
|
US$996.70
|
6.875% Global Notes
Due January 2040
|
71645WAQ4 /
US71645WAQ42
|
8
|
US$815,464,000
|
UST 2.375% due
2/15/42
|
FIT1
|
+378
|
6.770%
|
US$1,010.62
|
7.250% Global Notes
Due March 2044
|
71647NAK5 /
US71647NAK54
|
9
|
US$1,055,039,000
|
UST 2.375% due
2/15/42
|
FIT1
|
+408
|
7.070%
|
US$1,019.83
|
|
|
|
|
|
|
|
|
|
|
_____________________________________________________________________________
|
(1)
|
Including Notes held by
Petrobras or its affiliates.
|
(2)
|
The applicable
consideration per each US$1,000 or £1,000, as applicable, principal
amount of each series of Notes will be calculated as described in
footnote (2) to the table above.
|
(3)
|
The par call date for
this series of Notes is December 10, 2050.
|
(4)
|
The par call date for
this series of Notes is December 3, 2049.
|
(5)
|
The par call date for
this series of Notes is October 3, 2030.
|
|
|
The Offers are being made pursuant to the terms and conditions
set forth in the offer to purchase, dated April 5, 2022 ("Offer to Purchase"), and the
accompanying notice of guaranteed delivery (together with the Offer
to Purchase, the "Offer Documents").
The Offers will expire at 5:00
p.m., New York City time,
today unless extended with respect to an Offer. The settlement date
with respect to the Offers is expected to occur on April 14, 2022 (the "Settlement Date").
The exchange rates to be used to calculate the maximum
consideration payable for each Tender Group is £1.3040 per
US$1.00 and €1.0896 per US$1.00, the applicable exchange rates as of
11:00 a.m., New York City time today, as reported on
Bloomberg screen page "FXIP" under the heading "FX Rate vs.
USD."
# # #
PGF has engaged BNP Paribas Securities Corp. ("BNP PARIBAS"),
Citigroup Global Markets Inc. ("Citigroup"), HSBC Securities
(USA) Inc. ("HSBC"), Mizuho
Securities USA LLC ("Mizuho
Securities"), Morgan Stanley & Co. LLC ("Morgan Stanley"), and
Scotia Capital (USA) Inc.
("Scotiabank" and together with BNP, Citi, HSBC, Mizuho and Morgan
Stanley, the "Dealer Managers") to act as dealer managers with
respect to the Offers. Global Bondholder Services Corporation
is acting as the depositary and information agent (the
"Depositary") for the Offers.
This announcement is for informational purposes only, and does
not constitute an offer to purchase or a solicitation of an offer
to sell any securities.
The Offers are not being made to holders of Notes in any
jurisdiction in which PGF is aware that the making of the Offers
would not be in compliance with the laws of such
jurisdiction. In any jurisdiction in which the securities
laws or blue sky laws require the Offers to be made by a licensed
broker or dealer, the Offers will be deemed to be made on PGF's
behalf by the Dealer Managers or one or more registered brokers or
dealers that are licensed under the laws of such
jurisdiction. Any questions or requests for assistance
regarding the Offers may be directed to BNP PARIBAS confirmation
No. at +1 (212) 841-3059 or toll-free at +1 (888) 210-4358,
Citigroup collect at +1 (212) 723-6106 or toll free at +1 (800)
558-3745, HSBC collect at +1 (212) 525-5552 or toll free at +1
(888) HSBC-4LM, Mizuho Securities collect at +1 (212) 205-7736 or
toll free at +1 (866) 271-7403, Morgan Stanley collect at +1 (212)
761-1057 or toll free at +1 (800) 624-1808 and Scotiabank collect
at +1 (212) 225-5501 or toll free at +1 (833) 498-1660.
Requests for additional copies of the Offer Documents may be
directed to Global Bondholder Services Corporation at +1 (855)
654-2015 (toll-free) or +1 (212) 430-3774 (banks and brokers call).
The Offer Documents can be accessed at the following link:
https://www.gbsc-usa.com/Petrobras/.
Holders are advised to check with any bank, securities broker
or other intermediary through which they hold Notes as to when such
intermediary would need to receive instructions from such holder in
order for that holder to be able to participate in, or withdraw
their instruction to participate in, an Offer, before the deadlines
specified herein and in the Offer Documents. The deadlines
set by any such intermediary and the relevant clearing systems for
the submission and withdrawal of tender instructions will also be
earlier than the relevant deadlines specified herein and in the
Offer Documents.
The Offers are being 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.
Notice to Prospective Investors in
the United Kingdom
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 such
related documents and/or materials 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
offer to purchase any securities may otherwise lawfully be
communicated (all such persons together being referred to as
"relevant persons"). This announcement and any such related
documents and/or materials 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 press release and any such related documents and/or
materials are available only to 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.
View original
content:https://www.prnewswire.com/news-releases/petrobras-announces-consideration-for-cash-tender-offers-301523090.html
SOURCE Petróleo Brasileiro S.A. - Petrobras