RIO DE JANEIRO, Oct. 22, 2020 /PRNewswire/ -- Petróleo
Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today
announced the final results of the previously announced offers to
purchase for cash by its wholly-owned subsidiary Petrobras Global
Finance B.V. ("PGF"), of any and all of its outstanding notes of
the series set forth in the table below (the "Tender Notes" and
such offers, the "Tender Offers").
The Tender Offers were made pursuant to the terms and conditions
set forth in the offer to purchase dated October 13, 2020 (the "Offer to Purchase" and,
together with the accompanying notice of guaranteed delivery, the
"Offer Documents").
The Tender Offers expired at 5:00
p.m., New York City time,
on October 19, 2020 (the "Expiration
Date") and settled on October 22,
2020 (the "Settlement Date").
The table below sets forth the aggregate principal amount of
Tender Notes validly tendered in the Tender Offers or validly
delivered through guaranteed delivery procedures, the aggregate
principal amount of Tender Notes that PGF accepted for purchase,
and the consideration payable for such Tender Notes.
Title of
Security
|
CUSIP/ISIN
|
Acceptance
Priority Level
|
Principal
Amount
Outstanding(1)
|
Consideration(2)
|
Principal
Amount
Tendered
|
Principal
Amount
Accepted
|
4.375% Global
Notes
Due May
2023
|
71647N AF6
/
US71647NAF69
|
1
|
US$1,088,508,000
|
US$1,074.50
|
US$103,437,000
|
US$103,437,000
|
4.250% Global
Notes
Due October
2023
|
– /
XS0835890350
|
2
|
€333,583,000
|
€1,102.50
|
€37,185,000
|
€37,185,000
|
6.250% Global
Notes
Due March
2024
|
71647NAM1
/
US71647NAM11
|
3
|
US$970,703,000
|
US$1,137.00
|
US$62,699,000
|
US$62,699,000
|
4.750% Global
Notes
Due January
2025
|
– /
XS0982711714
|
4
|
€540,971,000
|
€1,132.00
|
€94,823,000
|
€94,823,000
|
5.299% Global
Notes
Due January
2025
|
71647N AT6, 71647N
AV1,
N6945A AJ6 /
US71647NAT63,
US71647NAV10,
USN6945AAJ62
|
5
|
US$1,227,647,000
|
US$1,123.50
|
US$117,893,000
|
US$117,893,000
|
8.750% Global
Notes
Due May
2026
|
71647N AQ2
/
US71647NAQ25
|
6
|
US$1,518,936,000
|
US$1,286.25
|
US$151,545,000
|
US$151,545,000
|
7.375% Global
Notes
Due January
2027
|
71647N AS8
/
US71647NAS80
|
7
|
US$2,267,504,000
|
US$1,214.00
|
US$434,851,000
|
US$434,851,000
|
5.999% Global
Notes
Due January
2028
|
71647NAW9,
N6945AAK3,
71647NAY5 /
US71647NAW92,
USN6945AAK36,
US71647NAY58
|
8
|
US$2,767,898,000
|
US$1,141.75
|
US$543,866,000
|
US$543,866,000
|
5.750% Global
Notes
Due February
2029
|
71647N AZ2
/
US71647NAZ24
|
9
|
US$1,329,462,000
|
US$1,136.25
|
US$96,539,000
|
US$96,539,000
|
5.093% Global
Notes
Due January
2030
|
71647N BE8, 71647N
BF5,
N6945A AL1 /
US71647NBE85,
US71647NBF50,
USN6945AAL19
|
10
|
US$4,115,281,000
|
US$1,086.50
|
US$557,558,000
|
-
|
(1)
|
Including Tender
Notes held by Petrobras or its affiliates.
|
(2)
|
Per US$1,000 or
€1,000, as applicable, principal amount of Tender Notes.
Holders whose Tender Notes were accepted for purchase were paid
accrued and unpaid interest on such Tender Notes from, and
including, the last interest payment date for the Tender Notes to,
but not including, the Settlement Date.
|
The aggregate amount paid by PGF to holders whose Tender Notes
were accepted for purchase, excluding accrued and unpaid interest,
is US$1,943 million.
PGF engaged BofA Securities, Inc., Deutsche Bank Securities
Inc., HSBC Securities (USA) Inc.,
Itau BBA USA Securities, Inc.,
J.P. Morgan Securities LLC, Santander Investment Securities Inc.,
and Scotia Capital (USA) Inc. to
act as dealer managers with respect to the Tender Offers (the
"Dealer Managers"). Global Bondholder Services Corporation
acted as the depositary and information agent (the "Depositary")
for the Tender Offers.
Any questions or requests for assistance regarding the Tender
Offers may be directed to BofA Securities, Inc. collect at +1 (646)
855-8988 or toll free at +1(888)-292-0070, Deutsche Bank Securities
Inc. collect at toll free (U.S. only) +1 (866) 627-0391 or toll at
+1 (212) 250-2955, HSBC Securities (USA) Inc. collect at toll free (U.S. only) +1
(888) HSBC-4LM, Itau BBA USA
Securities, Inc. collect at +1 (212) 710‐6749 or toll-free (U.S.
only) at +1 (888) 770-4828, J.P. Morgan Securities LLC collect at
+1 (212) 834-4533 or toll-free (U.S. only) at +1 (866) 846-2874,
Santander Investment Securities Inc. collect at +1 (855) 403-3636
and Scotia Capital (USA) Inc.
toll-free (U.S. only) at +1 (800) 372-3930. 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/.
This announcement is for informational purposes only. This
announcement is not an offer to purchase or a solicitation of an
offer to sell any securities. The Tender 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 Tender 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 Tender 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 Tender 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 Tender 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 Tender 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