Rio de Janeiro, Dec. 9, 2014 /CNW/ - HRT Participações em
Petróleo S.A. ("Company" or "HRT") (BM&FBOVESPA: HRTP3,
TSX-V: HRP), complementing the information disclosed on
October 24, 2014, October 27, 2014 and December 1, 2014, in connection to the first
issuance of convertible debentures into common shares, in a single
subordinated series of the Company ("Debentures" and "Issuance,"
respectively), under the private placement, in the total
amount of up to R$90,000,000.00
(ninety million Reais), hereby informs its shareholders and
the market that on December 5, 2014,
the period for exercising the preemptive right for subscription of
Debenture remainders ("Remainders") within the First Apportionment
has ended.
In the First Apportionment, 1,303,714 (one million, three
hundred and three thousand, seven hundred and fourteen) Debentures,
with a unit par value of R$20.00
(twenty Reais) each, totaling the amount of R$26,074,280.00 (twenty-six million, seventy-four
thousand, two hundred and eighty Reais), were
subscribed.
Since the Minimum Amount, in the amount of R$60,000,000.00 (sixty million Reais) was
reached within the scope of the First Apportionment, the Debentures
not subscribed after the First Apportionment shall be canceled by
the Company in a Meeting of the Board of Directors of the Company
to be held on December 16, 2014, as
provided in the Indenture and its First Amendment.
Additionally, pursuant to the Indenture, item 4.4.4.1, the
shareholders that have posed as condition for their subscription
the placement of all Debentures, will have their respective
subscription bulletins canceled. Thus, we inform that 23,733
(twenty-three thousand, seven hundred and thirty-three) Debentures
were subscribed conditioned to the placement of all Debentures, in
the amount of R $ 474,660.00 (four
hundred seventy-four thousand, six hundred and sixty Reais)
which will be refunded on December 17,
2014.
As part of the Issuance, considering the exercise of preemptive
rights and the First Apportionment of remainders, and the
cancellation of bulletins conditioned on the placement of all
Debentures, were subscribed a total of 4,359,624 (four million,
three hundred fifty-nine thousand, six hundred and twenty-four)
Debentures, totaling R$ 87,192,480.00
(eighty-seven million, one hundred ninety-two thousand, four
hundred and eighty Reais).
Upon cancellation of the Debentures not placed, the process of
private placement of the Debentures shall be duly terminated,
waiving the execution of the Second Apportionment of Remainders, as
provided for in the Indenture.
For further clarifications, please contact Investor Relations
Area.
Sedar Profile # 00031536
Neither the TSX Venture
Exchange nor its Regulation Services Provider (as that term is
defined in the policies of the TSX Venture Exchange) accepts
responsibility for the adequacy or accuracy of this
release.
Non-Registration with CVM – Brazilian Securities and Exchange
Commission and ANBIMA – Brazilian Association of Financial and
Securities Market Entities, and other Securities and Exchange
Commissions
This Issuance will not be registered with CVM or with ANBIMA
– Brazilian Association of Financial and Securities Market
Entities, since the Debentures shall be subject of private
placement, without (i) intermediation of institutions that are part
of the securities distribution system; or (ii) any sale effort
before indeterminate investors.
This private issuance of the convertible debentures has not
been and will not be registered under the U.S. Securities Act of
1933, as amended (the "U.S. Securities Act"), and may not be
offered or sold in the United
States absent registration or an applicable exemption from
registration requirements. As a result, this Indenture does not
constitute an offer to sell, or a solicitation of an offer to buy,
any security and shall not constitute an offer, solicitation or
sale in the United States nor in
any jurisdiction which such an offer, solicitation, or sale would
be unlawful.
This Issuance has not been and will not be registered, and
may not be offered or sold in Canada and this Indenture does not constitute
an offer to sell, or a solicitation of an offer to buy, any
security and shall not constitute an offer, solicitation or sale in
Canada nor in any jurisdiction
which such an offer, solicitation, or sale would be
unlawful.
About HRT
HRT is one of Brazil's largest independent companies
involved in oil and natural gas exploration and production. Through
its subsidiaries, it is the operator of - and holder of a 60% stake
in - the Polvo field, located in the southern portion of the Campos
Basin, 100 km east of the city of Cabo Frio, Rio de Janeiro. The Polvo Field produces
Brazil's 7th largest daily output
of barrels of oil equivalent with 20.3º API from three reservoirs.
Through its subsidiaries, HRT owns the "Polvo A" fixed platform and
a 3,000 HP drilling rig operating in the field. The platform is
connected to the "FPSO Polvo" vessel which has capacity for
hydrocarbon separation, water treatment, and oil storage and
offloading. The Polvo Field license covers an area of approximately
134 km2 and it holds many prospects for future
exploration sites. Additionally, HRT has a 55% interest and is
operator in 18 exploratory blocks in the Solimões Basin. It is also
the operator of ten exploratory blocks off the Namibian coast in
the Walvis Bay and Orange sub-basins. HRT is committed to
minimizing any environmental impacts for areas in which it is
active. Its commitment to local communities involves reducing the
impacts of operations on health, safety and quality of life. For
more details, visit the website: www.hrt.com.br/ri.
Disclaimer
This document contains forward-looking
statements. All statements other than statements of historical fact
contained in this document are Forward-looking statements,
including, without limitation, statements regarding our drilling
and seismic plans, operating costs, acquisitions of equipment,
expectations of finding oil, the quality of oil we expect to
produce and our other plans and objectives. Readers may identify
many of these statements by words such as "expects", "believe",
"hope" and "will" and similar words or the negative thereof.
Although management believes that the expectations represented in
such forward-looking statements are reasonable, there can be no
assurance that such expectations will prove to be correct. By their
nature, forward-looking statements require us to make assumptions
and, accordingly, forward-looking statements are subject to
inherent risks and uncertainties. We warn readers of this document
not to place undue reliance on our forward-looking statements
because a number of factors may cause actual future circumstances,
results, conditions, actions or events to differ materially from
the plans, expectations, estimates or intentions expressed in the
forward-looking statements and the assumptions underlying the
forward-looking statements. The following risk factors could affect
our operations: the contingent resource and prospective resource
evaluation reports involving a significant degree of uncertainty
and being based on projections that may not prove to be accurate;
risks involved in exploration and production of oil and natural
gas; limited operating history as an oil and natural gas
exploration and production company; drilling and other operational
hazards; breakdown or failure of equipment or processes; contractor
or operator errors; non-performance by third party contractors;
labor disputes, disruptions or declines in productivity; increases
in materials or labor costs; inability to attract sufficient labor;
requirements for significant capital investment and maintenance
expenses which HRT may not be able to finance; cost overruns and
delays; exposure to fluctuating currency rates and commodity
prices; economic conditions in Namibia and Brazil; complex laws that may affect costs or
means of doing business; environmental, safety and health
regulations that may become stricter in the future and lead to an
increase in liabilities and capital expenditures, including
indemnity and penalties for environmental damage; early
termination, non-renewal and other similar measures related to
concession agreements; and competition. We caution readers that
this list of factors is not exhaustive and that when relying on
forward-looking statements to make decisions, investors and others
should also carefully consider other uncertainties and potential
events. Forward-looking statements herein are based on the
assumption that our plans and operations will not be affected by
such risks, but if our plans and operations are thus affected, the
forward-looking statements may become inaccurate.
The forward-looking statements in this document are expressly
qualified in their entirety by this cautionary statement. These
statements were made on of the date of this document. We do not
undertake to update these forward-looking statements unless
required by legislation applicable to securities.
SOURCE HRT Participações em Petróleo S.A.