CARACAS, Venezuela, Sept. 26, 2016 /PRNewswire/ -- PetrĂ³leos de Venezuela, S.A. ("PDVSA" or the "Company"), announced today that it has decided to increase the exchange consideration paid in connection with the offers to exchange (the "Exchange Offers") of up to U.S.$5,325 million aggregate principal amount of PDVSA's outstanding 5.250% Senior Notes due 2017 (the "April 2017 Notes") and 8.50% Senior Notes due 2017 (the "November 2017 Notes," and together with the April 2017 Notes, the "Existing Notes") for new 8.50% Senior Secured Notes due 2020 (the "New Notes").

The Total Exchange Consideration on or prior to Early Tender Deadline and the Exchange Consideration after the Early Tender Deadline have been increased by U.S.$170.00 for every U.S.$1,000 principal amount validly tendered and accepted with respect to the April 2017 Notes, and the Total Exchange Consideration on or prior to Early Tender Deadline and the Exchange Consideration after the Early Tender Deadline have been increased by U.S.$220.00 for every U.S.$1,000 principal amount validly tendered and accepted with respect to the November 2017 Notes. The consideration for each of the Existing Notes will be paid as follows:

Title of Security
(Existing Notes)

Principal Amount
Outstanding as the date
of the Date of the
Supplement to the
Offering Circular

Total Exchange
Consideration on or
Prior to Early Tender
Deadline Per
U.S.$1,000 of Notes
Exchanged(1)

Early Tender
Premium

Exchange
Consideration After
the Early Tender
Deadline Per
U.S.$1,000 of Notes
Exchanged

April 2017 Notes

U.S.$3,000 million

U.S.$1,170.00

U.S.$50.00

U.S.1,120.00

November 2017 Notes

U.S.$4,100 million

U.S.$1,220.00(2)

U.S.$50.00

U.S.$1,170.00(2)


___________________________

(1) Includes Early Tender Premium.

(2) The Total Exchange Consideration and the Exchange Consideration, as the case may be, are per U.S.$1,000 principal amount of the outstanding Notes tendered (including after amortization payments) as of the date hereof rounded downwards to the nearest integral multiple of U.S. $1,000, and not per U.S.$1,000 principal amount of the originally issued principal amount.

In addition, PDVSA announced that the aggregate maximum exchange amount of Existing Notes will be U.S.$5,325 million, or 75% of the aggregate principal outstanding amount of Existing Notes (subject to any increase by PDVSA at its sole discretion, the "Aggregate Maximum Exchange Amount"). Acceptance of tenders of Existing Notes may be subject to proration if the aggregate outstanding amount for all such Existing Notes validly tendered for exchange and not validly withdrawn would cause the Aggregate Maximum Exchange Amount to be exceeded. If proration of the tendered Existing Notes is required, PDVSA will determine the final proration factor based on the aggregate principal amount outstanding of the Existing Notes tendered, such that the Maximum Exchange Amount will not be exceeded, as soon as practicable after the Expiration Date.

PDVSA also announced that the Early Tender Deadline and the Withdrawal Deadline, which were originally scheduled to expire on September 29, 2016, have been extended through October 6, 2016 at 5:00 P.M. New York City Time, unless extended or earlier terminated by PDVSA at its sole and absolute discretion. The Exchange Offers for the Existing Notes are scheduled to expire at 11:59 P.M., New York City time, on October 14, 2016 (the "Expiration Date"), unless extended by PDVSA.

The Exchange Offers are being made pursuant to the Offering Circular dated September 16, 2016 (the "Offering Circular") and its Supplement dated September 26, 2016 (the "Supplement"), which sets forth more fully the terms and conditions of the Exchange Offers. The consummation of the Exchange Offers are subject to the conditions set forth in the Offering Circular and the Supplement, including, among others, the valid tender, without subsequent withdrawal, of at least 50% of the aggregate principal amount of the Existing Notes. PDVSA may, at its sole discretion, waive such condition and other conditions that it may assert or waive. 

Capitalized terms not defined herein have their meaning set out in the Offering Circular. This press release is neither an offer to purchase nor a solicitation to buy any securities, nor is it a solicitation for acceptance of the Exchange Offers. The Company is making the Exchange Offers only by, and pursuant to the terms of, the Offering Circular to holders of the Existing Notes. The Exchange Offers are not being made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This press release is neither an offer to sell nor a solicitation of an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

D.F. King & Co., Inc. has been appointed as the information agent and the exchange agent for the Exchange Offers. Holders of the Existing Notes may obtain copies of the Offering Circular and the Supplement from D.F. King & Co., Inc. by accessing the website https://sites.dfkingltd.com/pdvsa. Holders of the Existing Notes may contact the information agent in New York: (800) 431-9646 (toll free) or (212) 269-5550 (banks and brokerage firms), in London: +44 20 7920-9700 or e-mail at pdvsa@dfkingltd.com.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/pdvsa-announces-changes-to-the-consideration-paid-in-connection-with-the-exchange-offers-the-extension-of-the-early-tender-deadline-and-the-withdrawal-deadline-of-its-offers-to-exchange-its-outstanding-5250-senior-notes-due-201-300334516.html

SOURCE Petroleos de Venezuela, S.A.

Copyright 2016 PR Newswire