UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN
PRIVATE ISSUER
PURSUANT TO RULE
13a-16 OR 15d-16
UNDER THE SECURITIES
EXCHANGE ACT OF 1934
For the month of
November, 2020
Commission File
Number 001-15106
PETRÓLEO
BRASILEIRO S.A. - PETROBRAS
(Exact name of registrant
as specified in its charter)
Brazilian Petroleum
Corporation - PETROBRAS
(Translation of Registrant's
name into English)
Avenida República
do Chile, 65
20031-912 - Rio de Janeiro, RJ
Federative Republic of Brazil
(Address of principal
executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
PETROBRAS ANNOUNCES REDEMPTION OF
FIVE SERIES OF NOTES
RIO DE JANEIRO, BRAZIL – November 23, 2020 –
Petróleo Brasileiro S.A. – Petrobras (“Petrobras”) (NYSE: PBR) announces that its wholly-owned
subsidiary Petrobras Global Finance B.V. (“PGF”) has delivered notices of redemption to the holders of the outstanding
5.375% Global Notes due 2021 (“5.375% Notes”), 8.375% Global Notes due 2021 (“8.375% Notes”),
3.750% Global Notes due 2021 (“3.750% Notes”), 6.125% Global Notes due 2022 (“6.125% Notes”)
and 5.875% Global Notes due 2022 (“5.875% Notes” and, together with the 5.375% Notes, the 8.375% Notes, the
3.750% Notes and the 6.125% Notes, the “Notes”).
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Title of Security
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CUSIP
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ISIN
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Common Code
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Aggregate Principal Amount to be Redeemed(1)
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5.375% Global Notes due 2021
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71645W AR2
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US71645WAR25
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N/A
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US$960,699,000
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8.375% Global Notes due 2021
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71647N AP4
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US71647NAP42
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N/A
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US$463,276,000
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3.750% Global Notes due 2021
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N/A
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XS0982711987
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098271198
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€185,036,000
|
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6.125% Global Notes due 2022
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71647N AR0
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US71647NAR08
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N/A
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US$222,607,000
|
|
5.875% Global Notes due 2022
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N/A
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XS0716979595
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071697959
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€154,172,000
|
(1) Aggregate principal amount outstanding as of
the date of this announcement.
The redemption date for the Notes will be December 23, 2020
(“Redemption Date”).
The redemption price for the 5.375% Notes will be the greater
of (A) 100% of the principal amount of such Notes and (B) the sum of the present values of the remaining scheduled payments of
principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on a semiannual
basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 30 basis points (the “5.375%
Notes Redemption Price”), plus in the case of each of clauses (A) and (B) above, accrued interest on the principal amount
of such Notes from July 27, 2020 to (but not including) the Redemption Date. The 5.375% Notes Redemption Price will be determined
and communicated to holders of the 5.375% Notes on the third Business Day preceding the Redemption Date.
The redemption price for the 8.375% Notes will be the greater
of (A) 100% of the principal amount of such Notes and (B) the sum of the present values of the remaining scheduled payments of
principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on an annual
basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 50 basis points (the “8.375%
Notes Redemption Price”), plus in the case of each of clauses (A) and (B) above, accrued interest on the principal amount
of such Notes from November 23, 2020 to (but not including) the Redemption Date. The 8.375% Notes Redemption Price will be determined
and communicated to holders of the 8.375% Notes on the third Business Day preceding the Redemption Date.
The redemption price for the 3.750% Notes will be the greater
of (A) 100% of the principal amount of such Notes and (B) the sum of the present values of the remaining scheduled payments of
principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on an annual
basis (assuming a 360-day year consisting of twelve 30-day months) at the Bund Rate plus 35 basis points (the “3.750%
Notes Redemption Price”), plus in the case of each of clauses (A) and (B) above, accrued interest on the principal amount
of such Notes from January 14, 2020 to (but not including) the Redemption Date. The 3.750% Notes Redemption Price will be determined
and communicated to holders of the 3.750% Notes on the third Business Day preceding the Redemption Date.
The redemption price for the 6.125% Notes will be the greater
of (A) 100% of the principal amount of such Notes and (B) the sum of the present values of the remaining scheduled payments of
principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption
Date on an annual basis (assuming a 360-day year consisting
of twelve 30-day months) at, in each case, the Treasury Rate plus 50 basis points (the “6.125% Notes Redemption Price”),
plus in the case of each of clauses (A) and (B) above, accrued interest on the principal amount of such Notes from July
17, 2020 to (but not including) the Redemption Date. The 6.125% Notes Redemption Price will be determined and communicated to holders
of the 6.125% Notes on the third Business Day preceding the Redemption Date. The redemption price for the 5.875% Notes will be
the greater of (A) 100% of the principal amount of such Notes and (B) the sum of the present values of the remaining scheduled
payments of principal and interest thereon (exclusive of interest accrued to the Redemption Date) discounted to the Redemption
Date on an annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Bund Rate plus 55 basis points (the
“5.875% Notes Redemption Price”), plus in the case of each of clauses (A) and (B) above, accrued interest on
the principal amount of such Notes from March 7, 2020 to (but not including) the Redemption Date. The 5.875% Notes Redemption Price
will be determined and communicated to holders of the 5.875% Notes on the third Business Day preceding the Redemption Date.
The 5.375% Notes Redemption Price, the 8.375% Notes Redemption
Price, the 3.750% Notes Redemption Price, the 6.125% Notes Redemption Price and the 5.875% Notes Redemption Price are hereby referred
to as the “Redemption Prices”.
Payment on the 5.375% Notes, the 8.375% Notes and the 6.125%
Notes will be made prior to 3:00 pm New York time and payment on the 3.750% Notes and the 5.875% Notes will be made prior to 12:00
pm London time, in each case on the business day preceding the Redemption Date by credit to the account of The Bank of New York
Mellon, the trustee for the Notes (the “Trustee”), as paying agent for the Notes. For the 5.375% Notes, the
8.375% Notes and the 6.125% Notes, the Trustee will cause funds to be paid to The Depository Trust Company for further payment
to its participants. For the 3.750% Notes and the 5.875% Notes, the Trustee will cause funds to be paid to The Bank of New York
Mellon, London Branch, as common depositary for Clearstream and Euroclear, for further payment to its participants.
On the Redemption Date, the Redemption Prices, plus accrued
interest, will become due and payable. Interest on the Notes will cease to accrue on and after the Redemption Date. Upon the redemption,
the 5.375% Notes, the 8.375% Notes and the 6.125% Notes will cease to be listed on the New York Stock Exchange and the 3.750% Notes
and the 5.875% Notes will cease to be listed on the Luxembourg Stock Exchange, and the Notes and the related guarantees by Petrobras
will be cancelled and any obligation thereunder extinguished.
Because all of the Notes are held in book-entry form, payment
of the Redemption Prices will be made directly to the registered holders.
PGF intends to fund the amounts necessary to redeem the Notes
with available cash on hand.
For more information, please contact PGF by contacting Guilherme
Saraiva, Finance Department, Manager of Capital Markets and Special Operations (telephone: +55 21 3224 3825; fax: +55 21 3224 4222;
e-mail: petroinvest@petrobras.com.br) if you have any questions regarding this notice.
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.
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.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
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PETRÓLEO BRASILEIRO S.A--PETROBRAS
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By:
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/s/ Guilherme Rajime Takahashi Saraiva
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Name: Guilherme Rajime Takahashi Saraiva
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Title: Attorney-in-Fact
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By:
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/s/ Lucas Tavares de Mello
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Name: Lucas Tavares de Mello
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Title: Attorney-in-Fact
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Date: November 23, 2020
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