Petrobras Announces Expiration And Expiration Date Results Of Its Any And All Tender Offers
RIO DE JANEIRO, July 8, 2019 /PRNewswire/ -- Petróleo Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today announced the expiration and expiration date results of the previously announced offers to purchase (the "Offers") by its wholly-owned subsidiary Petrobras Global Finance B.V. ("PGF"), of any and all of its outstanding notes set forth in the table below (the "Notes").
The Offers were made pursuant to the terms and conditions set forth in the offer to purchase dated July 1, 2019 (the "Offer to Purchase" and, together with the accompanying notice of guaranteed delivery, the "Offer Documents").
The Offers expired at 5:00 p.m., New York City time, on July 8, 2019 (the "Expiration Date"). The settlement date with respect to the Offers will occur promptly following the Expiration Date and are expected to occur on July 11, 2019 (the "Settlement Date").
The table below sets forth the aggregate principal amount of Notes validly tendered in the Offers and not validly withdrawn, and the aggregate principal amount of Notes reflected in notices of guaranteed delivery delivered, at or prior to the Expiration Date and the consideration payable for Notes accepted for purchase in the Offers.
Title of Security |
CUSIP/ISIN |
Principal Amount |
Consideration(2) |
Principal Amount |
Principal Amount |
|||||
3.750% Global Notes |
N/A / |
€231,700,000 |
€ 1,062.00 |
€46,664,000 |
- |
|||||
5.875% Global Notes |
N/A / |
€433,466,000 |
€ 1,148.75 |
€84,824,000 |
- |
|||||
4.250% Global Notes |
N/A / |
€408,501,000 |
€ 1,140.00 |
€37,245,000 |
- |
|||||
4.750% Global Notes |
N/A / |
€693,332,000 |
€ 1,146.25 |
€53,683,000 |
- |
|||||
6.250% Global Notes |
N/A / |
£700,000,000 |
£ 1,146.25 |
£84,718,000 |
£100,000 |
|||||
5.375% Global Notes |
N/A / |
£418,988,000 |
£ 1,058.75 |
£28,110,000 |
- |
|||||
6.625% Global Notes |
N/A / |
£600,000,000 |
£ 1,135.00 |
£139,684,000 |
- |
__________________________________________ |
|
(1) |
As of the date hereof, including Notes held by Petrobras or its affiliates. |
(2) |
Per €1,000 or £1,000, as applicable, principal amount of Notes. Holders whose Notes are accepted for purchase will be paid accrued |
In order to be eligible to participate in the Offers, holders of Notes reflected in notices of guaranteed delivery received by PGF prior to the Expiration Date must deliver such Notes to PGF by 5:00 p.m., New York City time, on July 10, 2019 (the "Guaranteed Delivery Date").
On the terms and subject to the conditions set forth in the Offer to Purchase, PGF expects that it will accept for purchase all of the Notes tendered on or prior to the Expiration Date, and all of the Notes delivered on or prior to the Guaranteed Delivery Date. The principal amount of Notes that will be purchased by PGF on the Settlement Date is subject to change based on deliveries of Notes pursuant to the guaranteed delivery procedures described in the Offer to Purchase. A press release announcing the final results of the Offers is expected to be issued on or promptly after the Settlement Date.
PGF engaged Banco Bradesco BBI S.A., BB Securities Limited, BofA Securities, Inc., Credit Suisse Securities (USA) LLC, J.P. Morgan Securities LLC and Scotia Capital (USA) Inc. to act dealer managers with respect to the Offers. Global Bondholder Services Corporation acted as the depositary and information agent for the Offers.
Any questions or requests for assistance regarding the Offers may be directed to Banco Bradesco BBI S.A. at +1 (646) 432-6643, BB Securities Limited at +44 (20) 7367-5803, BofA Securities, Inc. at +1 (888) 292-0070, Credit Suisse Securities (USA) LLC at +1 (800) 820-1653, J.P. Morgan Securities LLC at +1 (866) 834-4666 and Scotia Capital (USA) Inc. at +1 (800) 372-3930 (toll free) or +1 (212) 225-5559 (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: http://www.gbsc-usa.com/Petrobras/.
Documents related to the Offers 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 to Purchase or any 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 press release and any other documents or materials relating to 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. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials as a financial promotion is only being directed at and made to those persons in the United Kingdom falling within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or within Article 43(2) of the Order, or high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order, or to other persons to whom it may lawfully be communicated in accordance with the Order (all such persons together being referred to as "relevant persons"). The Offers were only available to, and the Offers were engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on any document relating to the Offers or any of its contents.
Forward-Looking Statements
This press release 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.
SOURCE Petróleo Brasileiro S.A. - Petrobras
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