100-Dollar-Banknote und eine ukrainische 20-Griwna-Banknote (Symbolbild)
Mittwoch, 27.09.2017 23:35 von | Aufrufe: 226

Petrobras Announces Final Results Of Its Private Exchange Offers And Related Tender Offers For Five Series Of Notes And The Closing Of Its Concurrent Offering Of USD Denominated Global Notes

100-Dollar-Banknote und eine ukrainische 20-Griwna-Banknote (Symbolbild) ©iStock

PR Newswire

RIO DE JANEIRO, Sept. 27, 2017 /PRNewswire/ -- Petróleo Brasileiro S.A. – Petrobras ("Petrobras") (NYSE: PBR) today announced the final results of the previously announced offers to exchange (the "Exchange Offers") and offers to purchase for cash (the "Cash Offers" and together with the Exchange Offers, the "Offers"), by its wholly-owned subsidiary Petrobras Global Finance B.V. ("PGF"), relating to five series of its outstanding notes set forth in the tables below (the "Old Notes").  The previously announced New Money Offering (as defined below) closed concurrently with the Exchange Offers.

Closing of New Money Notes

The New Money Offering by PGF (the "New Money Offering") of U.S.$1.0 billion aggregate principal amount of its 5.299% Global Notes due 2025 and U.S.$1.0 billion aggregate principal amount of its 5.999% Global Notes due 2028 (together, the "New Money Notes") closed today, September 27, 2017.  The terms of the New Money Notes, which are identical to the New Notes (as defined below), are as follows:


5.299% Global Notes due 2025

5.999% Global Notes due 2028




Amount (not including New Notes
issued pursuant to the Exchange
Offers):

U.S.$1,000,000,000


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U.S.$1,000,000,000




Coupon:

5.299%

5.999%




Issue Price:

100.000%

100.000%




Yield to Maturity:

5.300%

6.000%




First Interest Payment Date:

January 27, 2018

January 27, 2018




Interest Payment Dates:

January 27 and July 27

January 27 and July 27




Maturity Date:

January 27, 2025

January 27, 2028

Exchange Offers

The Exchange Offers were made pursuant to the terms and subject to the conditions set forth in the Offering Memorandum dated September 18, 2017 (the "Offering Memorandum," as amended and supplemented, and together with the accompanying eligibility letter and notice of guaranteed delivery, the "Exchange Offer Documents").

The Exchange Offers expired at 5:00 p.m., New York City time, on September 22, 2017 and settled today, September 27, 2017 (the "Settlement Date").  Upon the closing of the New Money Offering, the New Money Offering Condition and the New Notes Fungibility Condition (each as defined in the Offering Memorandum) were satisfied.  All conditions to the Exchange Offers were therefore satisfied by the Settlement Date.

The tables below provide the aggregate principal amount of each series of validly tendered Old Notes (including pursuant to the guaranteed delivery procedures) that PGF accepted for exchange and the aggregate principal amount of the applicable series of New Notes (as defined below) issued in connection with PGF's offers to:

(i) exchange any and all Old Notes listed below for PGF's newly issued 5.299% Global Notes due 2025 ("New Notes due 2025"):

CUSIP / ISIN
Number


Title of Security


Principal Amount
Outstanding


Principal Amount Validly
Tendered and Accepted


Principal Amount of New
Notes due 2025 Issued

71647NAH2 /
US71647NAH26


4.875% Global Notes due 2020


U.S.$542,535,000


U.S.$151,986,000


U.S.$160,287,000

71645W AR2 /
US71645WAR25


5.375% Global Notes due 2021


U.S.$5,250,000,000


U.S.$2,447,124,000


U.S.$2,599,579,000

(ii) exchange any and all Old Notes listed below for PGF's newly issued 5.999% Global Notes due 2028 ("New Notes due 2028" and together with the New Notes due 2025, the "New Notes"):

CUSIP / ISIN
Number


Title of Security


Principal Amount
Outstanding


Principal Amount Validly
Tendered and Accepted


Principal Amount of New
Notes due 2028 Issued

71645WAN1 / 
US71645WAN11


7.875% Global Notes due 2019


U.S.$705,560,000


U.S.$141,179,000


U.S.$153,413,000

71645WAP6 / US71645WAP68


5.75% Global Notes due 2020


U.S.$1,165,227,000


U.S.$207,765,000


U.S.$223,259,000

71647N AP4 / US71647NAP42


8.375% Global Notes due 2021


U.S.$6,750,000,000


U.S.$3,820,233,000


U.S.$4,459,462,000

PGF issued U.S.$2,759,866,000 aggregate principal amount of New Notes due 2025 and U.S.$4,836,134,000 aggregate principal amount of New Notes due 2028 as the Exchange Consideration (as defined in the Offering Memorandum) for the Old Notes accepted in the Exchange Offers, including those validly tendered through the guaranteed delivery procedures.  In addition to the Exchange Consideration, the total amount of accrued and unpaid interest paid by PGF in respect of all Old Notes accepted for exchange, together with the total amount of cash paid by PGF in lieu of fractional amounts of New Notes, was U.S.$136,270,499.72.  PGF did not receive any cash proceeds from the Exchange Offers.

Considering the principal amount of New Money Notes issued by PGF in the New Money Offering, (i) the aggregate principal amount of New Notes due 2025 issued by PGF was U.S.$3,759,866,000, and (ii) the aggregate principal amount of New Notes due 2028 issued by PGF was U.S.$5,836,134,000.

The New Notes and the New Money Notes have not been registered under the Securities Act of 1933, as amended (the "Securities Act") or any state securities laws. Therefore, the New Notes and the New Money Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.  PGF has entered into a registration rights agreement with respect to the New Notes and the New Money Notes.

Only holders who had duly completed and returned an Eligibility Letter certifying that they were either (1) "qualified institutional buyers" ("QIBs") as defined in Rule 144A under the Securities Act or (2) non-"U.S. persons" (as defined in Rule 902 under the Securities Act) located outside of the United States were authorized to receive the Offering Memorandum and to participate in the Exchange Offers.

Global Bondholder Services Corporation acted as the Information Agent and the Exchange Agent for the Exchange Offers.  Questions or requests for assistance related to the Exchange Offers may be directed to Global Bondholder Services Corporation at (866) 470-3800 (toll free) or (212) 430-3774 (collect). You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers.

Cash Offers

The Cash Offers were made pursuant to the terms and subject to the conditions set forth in the Offer to Purchase dated September 18, 2017 (the "Offer to Purchase" and, together with the accompanying certification instructions letter and notice of guaranteed delivery, the "Cash Offer Documents").  The Cash Offers expired at 5:00 p.m., New York City time, on September 22, 2017 and settled today, September 27, 2017.

All conditions to the Cash Offers, including the Maximum Tender Consideration and the Exchange Offer Completion Condition (each as defined in the Offer to Purchase), were satisfied by the Settlement Date.

The table below provides the aggregate principal amount of each series of validly tendered Old Notes (including pursuant to guaranteed delivery procedures) that PGF accepted for purchase:

CUSIP / ISIN
Number


Title of Security


Principal
Amount
Outstanding


Principal Amount
Validly Tendered and
Accepted(1)

71645WAN1 /  US71645WAN11


7.875% Global Notes due 2019


U.S.$705,560,000


U.S.$6,030,000

71647NAH2 / US71647NAH26


4.875% Global Notes due 2020


U.S.$542,535,000


U.S.$10,006,000

71645WAP6 / US71645WAP68


5.75% Global Notes due 2020


U.S.$1,165,227,000


U.S.$18,778,000

71645W AR2 / US71645WAR25


5.375% Global Notes due 2021


U.S.$5,250,000,000


U.S.$90,071,000

71647N AP4 / US71647NAP42


8.375% Global Notes due 2021

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