Public offering of Petrobras Distribuidora (BR) Shares
Rio de Janeiro, November 22, 2017 - Petróleo Brasileiro S.A. – Petrobras,
further to the Material Facts disclosed on 09/28/2017 and 10/16/2017, reports
that it filed with the Securities and Exchange Commission of Brazil ("CVM")
documents related to the secondary public offering of common shares issued by BR
(“Offer”), in compliance with CVM’s requirements.
The company also reports that it disclosed, on this date, the notice to the
market and the preliminary prospectus regarding the Offer, to be held in Brazil,
in the non-organized over-the-counter market, pursuant to CVM Instruction no.
400/2003 ("CVM Instruction 400") and other applicable legal provisions, to be
coordinated by financial institutions that are members of the securities
distribution system, including international placement efforts.
The selling price of the shares, as it will be agreed upon the pricing date of
the offer, will be determined after the assessment of the outcome of the
procedure that gathers investment intentions with institutional investors, to be
held in Brazil and abroad, pursuant to the provisions set forth in article 44 of
CVM Instruction 400 (bookbuilding).
Petrobras clarifies that such Offer is subject to the granting of registrations
by the CVM and to market conditions.
This Material Fact is exclusively informative, pursuant to the legislation in
force, and should not be construed as a notice of offer of shares. No record of
the Offer or shares shall be made at any agency or of capital markets regulator
in any other country, except in Brazil, with CVM.
The shares offered were not, and will not be, registered under the terms of the
U.S. Securities Act of 1933, as amended, and may not be offered or sold in the
United States without due register or an applicable registration exemption.
Facts deemed relevant will be timely disclosed to the market.
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www.petrobras.com.br/ir
Contacts:
PETRÓLEO BRASILEIRO S.A. – PETROBRAS | Investor Relations Department | e-mail:
petroinvest@petrobras.com.br
Av. República do Chile, 65 – 10th floor, 1002 – B – 20031-912 – Rio de Janeiro,
RJ | Phone: 55 (21) 3224-1510 / 3224-9947
FORWARD-LOOKING STATEMENTS
This release includes forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, that are subject to risks and uncertainties.
The forward-looking statements, which address the Company’s expected business
and financial performance, among other matters, contain words such as “believe,”
“expect,” “estimate,” “anticipate,” “optimistic,” “intend,” “plan,” “aim,”
“will,” “may,” “should,” “could,” “would,” “likely,” and similar expressions.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date on which they are made. There is no
assurance that the expected events, trends or results will actually occur. We
undertake 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.
The Company’s actual results could differ materially from those expressed or
forecast in any forward-looking statements as a result of a variety of
assumptions and factors. These factors include, but are not limited to, the
following: (i) failure to comply with laws or regulations, including fraudulent
activity, corruption, and bribery; (ii) the outcome of ongoing corruption
investigations and any new facts or information that may arise in relation to
the “Lava Jato Operation”; (iii) the effectiveness of the Company’s risk
management policies and procedures, including operational risk; and (iv)
litigation, such as class actions or proceedings brought by governmental and
regulatory agencies. A description of other factors can be found in the
Company’s Annual Report on Form 20-F for the year ended December 31, 2016, and
the Company’s other filings with the U.S. Securities and Exchange Commission.