(Petrobras, 20.Oct.2020) — Petrobras announces the expiration and expiration date results of the previously announced offers to purchase for cash by its wholly-owned subsidiary Petrobras Global Finance B.V. (“PGF”) of any and all of its outstanding notes of the series set forth in the table below (the “Tender Notes” and such offers, the “Tender Offers”).
The Tender Offers were made pursuant to the terms and conditions set forth in the offer to purchase dated 13 October 2020 (the “Offer to Purchase” and, together with the accompanying notice of guaranteed delivery, the “Offer Documents”).
The Tender Offers expired at 5:00 p.m., New York City time, on 19 October (the “Expiration Date”). The settlement date with respect to the Tender Offers is expected to occur on 22 October (the “Settlement Date”).
The table below sets forth the aggregate principal amount of Tender Notes validly tendered in the Tender Offers and not validly withdrawn, and the aggregate principal amount of Tender Notes reflected in notices of guaranteed delivery delivered, at or prior to the Expiration Date, the consideration payable for Tender Notes accepted for purchase in the Tender Offers and the acceptance priority level (the “Acceptance Priority Level”) in connection with the Maximum Consideration Condition described in the Offer to Purchase:
In order to be eligible to participate in the Tender Offers, holders of Tender Notes reflected in notices of guaranteed delivery received by PGF prior to the Expiration Date must deliver such Tender Notes to PGF by 5:00 p.m., New York City time, on 21 October (the “Guaranteed Delivery Date”).
On the terms and subject to the conditions set forth in the Offer to Purchase, because the purchase of all Tender Notes validly tendered in the Tender Offers would cause PGF to purchase an aggregate principal amount of Tender Notes that would result in an aggregate amount to be paid by PGF in excess of the Maximum Consideration described in the Offer to Purchase, PGF has accepted for purchase all of the Tender Notes validly tendered, and expects to accept all of the Tender Notes for which PGF received notices of guaranteed delivery and that are delivered on or prior to the Guaranteed Delivery Date, in Acceptance Priority Levels 1 through 9 (the “Covered Notes”). PGF has rejected tenders of Tender Notes, including Tender Notes for which PGF received notices of guaranteed delivery, in Acceptance Priority Level 10 (the “Non-Covered Notes”). Non-Covered Notes will be returned or credited without expense to the holders’ accounts promptly after the Expiration Date. The principal amount of Covered Notes that will be purchased by PGF on the Settlement Date is subject to change based on deliveries of Covered Notes pursuant to the guaranteed delivery procedures described in the Offer to Purchase. A press release announcing the final results of the Tender Offers is expected to be issued on or promptly after the Settlement Date.
The total cash payment to purchase on the Settlement Date the Covered Notes, excluding accrued and unpaid interest, assuming all noticesof guaranteed delivery have been delivered to PGF prior to the Guaranteed Delivery Date, will be approximately $1,953mn based on the Euro to U.S. dollar exchange rate of $1.1780/Euro, calculated as of 2:00 p.m., New York City time on the Expiration Date, as reported on Bloomberg screen page “FXIP” under the heading “FX Rate vs. USD.”
All conditions described in the Offer to Purchase that were to be satisfied or waived on or prior to the Expiration Date, including the Pricing Condition (as such term is defined in the Offer to Purchase), were satisfied on or prior to the Expiration Date
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