RIO DE JANEIRO, April 7, 2021 /PRNewswire/ -- Petróleo
Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today
announced the consideration for the previously announced cash
tender offers by its wholly-owned subsidiary, Petrobras Global
Finance B.V. ("PGF"), with respect to any and all of PGF's
outstanding U.S. dollar-denominated notes of the series set forth
in the table below (the "Notes" and such offers, the "Offers").
The following table sets forth certain information about the
Offers, including the applicable consideration that holders of
Notes are eligible to receive for Notes validly tendered and
accepted in the Offers and the offer yield for each series of
Notes, in each case as calculated at 11:00
a.m. (New York City time)
today.
Title of
Security
|
CUSIP/ISIN
|
Acceptance
Priority
Level
|
Principal
Amount
Outstanding(1)
|
Reference
U.S. Treasury
Security
|
Bloomberg
Reference
Page
|
Fixed Spread
(basis points)
|
Offer
Yield
|
Consideration(2)
|
5.625% Global
Notes
Due May
2043
|
71647NAA7
/
US71647NAA72
|
1
|
US$548,480,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 296
|
5.294%
|
US$1,042.76
|
5.093% Global
Notes
Due January
2030
|
71647NBE8,
71647NBF5,
N6945AAL1
/
US71647NBE85,
US71647NBF50,
USN6945AAL19
|
2
|
US$3,930,399,000
|
1.125% UST
due 02/15/31
|
FIT1
|
+ 281
|
4.461%
|
US$1,045.34
|
6.750% Global
Notes
Due June
2050(3)
|
71647NBG3
/
US71647NBG34
|
3
|
US$1,726,250,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 385
|
6.184%
|
US$1,075.43
|
6.900% Global
Notes
Due March
2049
|
71647NBD0
/
US71647NBD03
|
4
|
US$2,047,937,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 378
|
6.114%
|
US$1,104.60
|
5.750% Global
Notes
Due February
2029
|
71647NAZ2
/
US71647NAZ24
|
5
|
US$1,000,400,000
|
1.125% UST
due 02/15/31
|
FIT1
|
+ 255
|
4.201%
|
US$1,102.08
|
5.999% Global
Notes
Due January
2028
|
71647NAW9,
N6945AAK3,
71647NAY5
/
US71647NAW92,
USN6945AAK36,
US71647NAY58
|
6
|
US$2,040,578,000
|
1.125% UST
due 02/15/31
|
FIT1
|
+ 251
|
4.161%
|
US$1,107.70
|
5.299% Global
Notes
Due January
2025
|
71647NAT6,
71647NAV1,
N6945AAJ6
/
US71647NAT63,
US71647NAV10,
USN6945AAJ62
|
7
|
US$1,109,754,000
|
0.750% UST
due 03/31/26
|
FIT1
|
+ 152
|
2.376%
|
US$1,105.35
|
6.250% Global
Notes
Due March
2024
|
71647NAM1
/
US71647NAM11
|
8
|
US$795,071,000
|
0.250% UST
due 03/15/24
|
FIT1
|
+ 197
|
2.292%
|
US$1,111.54
|
6.750% Global
Notes
Due January
2041
|
71645WAS0
/
US71645WAS08
|
9
|
US$1,058,788,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 336
|
5.694%
|
US$1,124.30
|
6.875% Global
Notes
Due January
2040
|
71645WAQ4
/
US71645WAQ42
|
10
|
US$1,028,905,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 336
|
5.694%
|
US$1,135.00
|
7.250% Global
Notes
Due March
2044
|
71647NAK5
/
US71647NAK54
|
11
|
US$1,647,605,000
|
1.625% UST
due 11/15/50
|
FIT1
|
+ 367
|
6.004%
|
US$1,154.01
|
7.375% Global
Notes
Due January
2027
|
71647NAS8
/
US71647NAS80
|
12
|
US$1,832,653,000
|
0.750% UST
due 03/31/26
|
FIT1
|
+ 274
|
3.596%
|
US$1,195.07
|
_______________________________
|
(1)
|
Including Notes held
by Petrobras or its affiliates.
|
(2)
|
Per US$1,000
principal amount of Notes validly tendered and accepted for
purchase, based on the fixed spread for the applicable series of
Notes plus
the yield calculated to the applicable maturity date or par call
date, as applicable, based on the bid-side price of the Reference
U.S. Treasury Security for
that series as of 11:00 a.m. (New York City time) today. The
applicable consideration does not include accrued and unpaid
interest on the Notes accepted
for purchase through the Settlement Date (as defined below), which
will be payable in cash.
|
(3)
|
The par call date for
this series of Notes is December 3, 2049, or six months prior to
the scheduled maturity date.
|
The Offers are being made pursuant to the terms and conditions
set forth in the offer to purchase, dated March 31, 2021, and the accompanying notice of
guaranteed delivery (together, the "Offer Documents").
The Offers will expire at 5:00
p.m., New York City time,
today unless extended with respect to an Offer. The settlement date
with respect to the Offers is expected to occur on April 12, 2021 (the "Settlement Date").
PGF has engaged BNP Paribas Securities Corp., Banco Bradesco BBI
S.A., Citigroup Global Markets Inc., Credit Agricole Securities
(USA) Inc., Mizuho Securities
USA LLC and Morgan Stanley &
Co. LLC to act as dealer managers with respect to the Offers (the
"Dealer Managers"). Global Bondholder Services Corporation is
acting as the depositary and information agent for the Offers.
This announcement is for informational purposes only, and does
not constitute an offer to purchase or sell or a solicitation of an
offer to sell or purchase any securities.
The Offers are not being made to holders of Notes in any
jurisdiction in which PGF is aware that the making of the Offers
would not be in compliance with the laws of such
jurisdiction. In any jurisdiction in which the securities
laws or blue sky laws require the Offers to be made by a licensed
broker or dealer, the Offers will be deemed to be made on PGF's
behalf by the Dealer Managers or one or more registered brokers or
dealers that are licensed under the laws of such
jurisdiction. Any questions or requests for assistance
regarding the Offers may be directed to BNP Paribas Securities
Corp. collect at +1 (212) 841-3059 or toll free at +1 (888)
210-4358, Banco Bradesco BBI S.A. at +1 (646) 432-6643, Citigroup
Global Markets Inc. at +1 (800) 558-3745 (toll free) or +1 (212)
723-6106 (collect), Credit Agricole Securities (USA) Inc. at +1 (866) 807-6030 (toll free) or
+1 (212) 261-7802 (collect), Mizuho Securities USA LLC collect at +1 (212) 205-7736 or +1
(866) 271-7403 (toll free) and Morgan Stanley & Co. LLC at +1
(800) 624-1808 (toll free) or +1 (212) 761-1057 (collect).
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:
https://www.gbsc-usa.com/Petrobras/.
Holders are advised to check with any bank, securities broker
or other intermediary through which they hold Notes as to when such
intermediary would need to receive instructions from such holder in
order for that holder to be able to participate in, or withdraw
their instruction to participate in, an Offer, before the deadlines
specified herein and in the Offer Documents. The deadlines
set by any such intermediary and the relevant clearing systems for
the submission and withdrawal of tender instructions will also be
earlier than the relevant deadlines specified herein and in the
Offer Documents.
The Offers are being 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 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 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 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 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 process release and
any other documents related to the 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