SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
For the month of June, 2017
Commission File Number 1-15106
PETRÓLEO BRASILEIRO S.A. PETROBRAS
(Exact name of registrant as specified in its charter)
Brazilian Petroleum Corporation PETROBRAS
(Translation of Registrants name into English)
Avenida República do Chile, 65
20031-912Rio 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 Form 20-F or Form 40-F.
Form 20-F
X
Form 40-F
Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes
No
X
Petrobras Announces Early Redemption Prices for Notes Due 2018
Rio de Janeiro, June 20, 2017 Petróleo Brasileiro S.A. Petrobras (Petrobras) (NYSE: PBR) announces that its wholly-owned
subsidiary Petrobras Global Finance B.V. (PGF) has delivered notices to holders in connection with its redemption of the outstanding 2.750% Global Notes due 2018 (2.750% Notes), 5.875% Global Notes due 2018 (5.875%
Notes) and 4.875% Global Notes due 2018 (4.875% Notes and, together with the 2.750% Notes and the 5.875% Notes, the Notes) announcing the redemption prices for the Notes. The redemption date for the Notes will be
June 22, 2017 (Redemption Date).
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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
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Make-Whole
Premium
(1)
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Interest
(1)
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Redemption
Price
(1)
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2.750% Global
Notes due 2018
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N/A
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XS0982711631
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098271163
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539,664,000
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18.00
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11.90
(2)
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1,029.90
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5.875% Global
Notes due 2018
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71645WAM3
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US71645WAM38
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N/A
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US$545,028,000
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US$30.32
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US$18.11
(3)
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US$1,048.43
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4.875% Global
Notes due 2018
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N/A
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XS0716979249
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071697924
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573,777,000
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35.68
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14.29
(4)
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1,049.97
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(1)
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Per US$1,000 or 1,000, as applicable. Figures have been rounded for ease of presentation.
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(2)
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Accrued interest on the principal amount from January 15, 2017 to (but not including) the Redemption Date.
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(3)
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Accrued interest on the principal amount from March 1, 2017 to (but not including) the Redemption Date.
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(4)
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Accrued interest on the principal amount from March 7, 2017 to (but not including) the Redemption Date.
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Payment on the 5.875% Notes will be made prior to 3:00 pm New York time on the business day preceding the Redemption Date by credit to the account of The Bank
of New York Mellon, the trustee and paying agent for the 5.875% Notes (the
Trustee
). Payment on the 2.750% Notes and the 4.875% Notes will be made prior to 12:00 pm London time on the business day preceding the Redemption Date by
credit to the account of The Bank of New York Mellon, London Branch, as paying agent for the 2.750% Notes and the 4.875% Notes (the
Principal Paying Agent
).
For the 2.750% Notes, the Principal Paying Agent, as common depositary for Clearstream and Euroclear, will cause funds to be paid to its participants in the
aggregate amount of 555,802,171.40, which constitutes the redemption price for the 2.750% Notes. The redemption price includes accrued and unpaid interest on the principal amount of the 2.750% Notes from January 15, 2017 to (but not
including) the Redemption Date in the amount of 6,424,219.40 and a make-whole premium of 9,713,952.00.
For the 5.875% Notes, the Trustee will
cause funds to be paid to The Depository Trust Company for further payment to its participants in the aggregate amount of US$571,422,290.51, which constitutes the redemption price of the 5.875% Notes. The redemption price includes accrued and unpaid
interest on the principal amount of the 5.875% Notes from March 1, 2017 to (but not including) the Redemption Date in the amount of US$9,872,955.13 and a make-whole premium of US$16,521,335.38.
www.petrobras.com.br/ir
Contacts:
PETRÓLEO BRASILEIRO S.A. PETROBRAS
|
Investor Relations Department
I
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 Companys 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 Companys 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
Companys 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
Companys Annual Report on Form 20-F for the year ended December 31, 2016, and the Companys other filings with the U.S. Securities and Exchange Commission.
For the 4.875% Notes, the Principal Paying Agent will cause funds to be paid to The Bank of New York Depositary (Nominees)
Limited, as common depositary for Clearstream and Euroclear, for further payment to its participants in the aggregate amount of 602,450,413.04, which constitutes the redemption price for the 4.875% Notes. The redemption price includes accrued
and unpaid interest on the principal amount of the 4.875% Notes from March 7, 2017 to (but not including) the Redemption Date in the amount of 8,199,902.13 and a make-whole premium of 20,473,510.91.
On the Redemption Date, the redemption prices, including accrued and unpaid interest, will become due and payable. Interest on the Notes will cease to accrue
on and after the Redemption Date. Upon the redemption, the 5.875% Notes will cease to be listed on the New York Stock Exchange, the 2.750% Notes and the 4.875% 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 the
proceeds of its previously announced notes offering completed on May 22, 2017.
For more information, please contact PGF by contacting the Investor
Relations Department (telephone: +55 (21) 3224-1510/3224-9947; fax: +55 (21) 3224-6055; e-mail: petroinvest@petrobras.com.br) if you have any questions regarding this notice.
Forward-Looking Statements
This press release may
contain 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 not based on historical facts and are not
assurances of future results. No assurance can be given that the transactions described herein will be consummated or as to the ultimate terms of any such transactions. All forward-looking statements are expressly qualified in their entirety by this
cautionary statement, and you should not place reliance on any forward-looking statement contained in this press release. 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.
www.petrobras.com.br/ir
Contacts:
PETRÓLEO BRASILEIRO S.A. PETROBRAS
|
Investor Relations Department
I
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 Companys 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 Companys 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
Companys 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
Companys Annual Report on Form 20-F for the year ended December 31, 2016, and the Companys other filings with the U.S. Securities and Exchange Commission.
SIGNATURES
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.
Date: June 20, 2017.
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PETRÓLEO BRASILEIRO S.APETROBRAS
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By:
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/s/ Ivan de Souza Monteiro
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Ivan de Souza Monteiro
Chief Financial Officer and Investor Relations Officer
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