Petrobras in Record-Setting $11 Billion SEC-Registered Notes Offering

Cleary Gottlieb represented long-standing client Petróleo Brasileiro S.A. (“Petrobras”) in its SEC-registered offering of U.S.$11 billion aggregate principal amounts of guaranteed senior notes. The notes were issued in six tranches by Petrobras’ Dutch finance subsidiary, Petrobras Global Finance B.V. and listed on the New York Stock Exchange. There were two series of floating rate notes linked to LIBOR. The proceeds will be used to finance Petrobras’ planned capital expenditures under its 2013-2017 Business Plan and for general corporate purposes.

According to media reports, this was the largest-ever debt offering by an emerging market company and the second-largest corporate bond offering in the world this year. The offering closed on May 20, 2013.

The notes are unconditionally and irrevocably guaranteed by Petrobras, and the general terms of the notes are as follows:

• U.S.$ 1.25 billion of PGF’s 2.000% Global Notes due 2016
• U.S.$ 2.00 billion of PGF’s 3.000% Global Notes due 2019
• U.S.$ 3.50 billion of PGF’s 4.375% Global Notes due 2023
• U.S.$ 1.75 billion of PGF’s 5.625% Global Notes due 2043
• U.S.$ 1.00 billion of PGF’s Floating Rate Global Notes due 2016
• U.S.$ 1.50 billion of PGF’s Floating Rate Global Notes due 2019