Shearman & Sterling, long standing underwriter’s counsel to Petróleo Brasileiro S.A. – Petrobras (Petrobras), advised BofA Securities, Inc., Goldman Sachs & Co. LLC, Itau BBA USA Securities, Inc., J.P. Morgan Securities LLC, MUFG Securities Americas Inc., Santander Investment Securities Inc., and UBS Securities LLC as dealer managers in connection with a 5-day accelerated tender offer for 13 series of outstanding SEC-registered debt securities and a contemporaneous issuance of a new series of SEC-registered debt securities by Petrobras Global Finance. N.V., or PGF, guaranteed by Petrobras.
The cash tender offers followed a format similar to the tender offers conducted by PGF in April 2021. This included a “knockout” feature that allowed PGF to refrain from purchasing one or more designated series of tendered notes that would cause it to exceed, in aggregate, the established tender cap of US$2.5 billion. The notes offering, in turn, consisted of an offering of $1.5 billion aggregate principal amount of 5.500 percent global notes due 2051 issued by PGF and guaranteed by Petrobras with proceeds used to finance the tender offer purchases.