MEDIA RELEASE PR41562
Petrobras Announces Board Approval of LFT Valuation and Increase of Company's Share Capital
RIO DE JANEIRO, Oct. 1 /PRNewswire-AsiaNet/ --
Petroleo Brasileiro S.A - Petrobras announces that its Board of
Directors, in a meeting held today, decided to:
(i) ratify the value of the Brazilian federal treasury bills (LFTs)
at R$4,383.583781 for each of the 4 (four) series of LFTs,
maturing on September 7, 2014, March 7, 2015, September 7, 2015,
and September 7, 2016, as specified in the valuation report
prepared by PricewaterhouseCoopers Corporate Finance & Recovery
Ltda. (the "Report");
(ii) approve the Report, in the amount of R$67,815,921,649.51, with
regard to the total number of LFTs delivered by the Company's
shareholders to the settlement account of the BM&FBOVESPA S.A. -
Bolsa de Valores, Mercadorias e Futuros ("BM&FBOVESPA") in the
Special System for Settlement and Custody - Selic and that were
used for the payment of 1,546,118,849 common shares issued by
the Company in nominative, book-entry form, with no par value
(the "Common shares"), and of 835,495,053 preferred shares
issued by the Company in nominative book-entry form, with no par
value (the "Preferred shares"); and to
(iii) ratify the capital increase, which had been approved in a Board
of Directors meeting held on September 23, 2010, after
confirmation of the subscription of 2,293,907,960 Common Shares
and of 1,788,515,136 Preferred Shares in the Offering of Common
Shares and Preferred Shares issued by the Company (the
"Offering"), from R$85,108,544,378.00 to R$200,160,863,468.80,
to be represented by 7,367,255,304 Common Shares and
5,489,244,532 Preferred Shares.
The Company also informs that, in compliance with the corporate approval
above, the Offering of 2,293,907,960 Common Shares and of 1,788,515,136
Preferred Shares was settled on the same date.
Additionally, the Company provides below a table showing in detail the
final allocation of the Offering, without taking into consideration the
potential exercise of the over-allotment options by the Global Coordinators
which, are for an aggregate of up to an additional 187,997,094 Common Shares
and/or Preferred Shares issued by the Company, including Common Shares and
Preferred Shares in the form of American Depositary Shares (the
"Over-allotment"), as announced in the preliminary prospectus supplement,
dated September 3 2010, as well as in the final prospectus supplement for the
Offering, dated September 23, 2010 (collectively, the "Offering Documents"):
Brazil ON PN Total
------ --- --- -----
Priority Offering 1,739,259,091 1,268,694,377 3,007,953,468
Market 285,352,119 318,986,805 604,338,924
Institutional 272,769,559 268,440,436 541,209,995
Retail 12,582,560 50,546,369 63,128,929
Total Brazil without Over-
Allotment 2,024,611,210 1,587,681,182 3,612,292,392
-------------------------- ------------- ------------- -------------
International ON PN Total
------------- --- --- -----
Market 269,296,750 200,833,954 470,130,704
Institutional 216,180,680 166,667,504 382,848,184
Retail 53,116,070 34,166,450 87,282,520
Total International
without Over-Allotment 269,296,750 200,833,954 470,130,704
----------------------- ----------- ----------- -----------
Total without Over-
Allotment 2,293,907,960 1,788,515,136 4,082,423,096
------------------- ------------- ------------- -------------
Of the total amount of the Offering of R$115,052,319,090.80,
R$67,815,921,649.51 was received in the form of LFTs. As described in the
Offering Documents, the proceeds of the Offering are to be used to pay for
the Assignment Contract and to finance the Company's Business Plan. As such,
following the completion of the settlement of the Offering, the Company has
transferred to the Brazilian federal government, all of the LFTs it has
received and the additional amount of R$6,991,694,757.49 to pay for the
initial purchase price in the amount of R$74,807,616,407, as specified in the
Assignment Contract.
The following tables provide the Company's share capital breakdown before
the Offering and after the settlement, which took place today.
Share Capital Breakdown Before the Offering(1)
VOTING
SHAREHOLDERS CAPITAL
------------ -------
COMMON
SHARES %
------ ---
FEDERAL GOVERNMENT 2,818,751,784 55.56%
BNDES PARTICIPACOES S.A. -
BNDESPAR + BNDES 98,457,000 1.94%
OTHERS 2,156,138,560 42.50%
------ ------------- -----
Total 5,073,347,344 100.00%
----- ------------- ------
NON-VOTING
SHAREHOLDERS CAP.
------------ ----------
PREFERRED
SHARES %
------ ---
FEDERAL GOVERNMENT 0 0.00%
BNDES PARTICIPACOES S.A. -
BNDESPAR + BNDES 574,047,334 15.51%
OTHERS 3,126,682,062 84.49%
------ ------------- -----
Total 3,700,729,396 100.00%
----- ------------- ------
SHAREHOLDERS JOINT STOCK
------------ -----------
TOTAL
SHARES %
------ ---
FEDERAL GOVERNMENT 2,818,751,784 32.1%
BNDES PARTICIPACOES S.A. -
BNDESPAR + BNDES 672,504,334 7.7%
OTHERS 5,282,820,622 60.2%
------ ------------- ----
Total 8,774,076,740 100.0%
----- ------------- -----
(1) Excludes the effects of Decree No. 7295, of September 8, 2010.
Share Capital Breakdown After the Offering
(excluding the over-allotment shares)
VOTING
SHAREHOLDERS CAPITAL
------------ -------
COMMON
SHARES %
------ ---
FEDERAL GOVERNMENT 3,991,413,124 54.18%
BNDES PARTICIPACOES S.A. -
BNDESPAR 173,400,392 2.35%
BNDES 224,845,426 3.05%
FFIE (SOVEREIGN FUND) 344,055,327 4.67%
OTHERS 2,633,560,815 35.75%
Total 7,367,255,304 100.00%
----- ------------- ------
NON-VOTING
SHAREHOLDERS CAP.
------------ ----------
PREFERRED
SHARES %
------ ---
FEDERAL GOVERNMENT 66,019,279 1.20%
BNDES PARTICIPACOES S.A. -
BNDESPAR 1,341,348,766 24.44%
BNDES 0 0.00%
FFIE (SOVEREIGN FUND) 161,596,958 2.94%
OTHERS 3,920,334,095 71.42%
Total 5,489,244,532 100.00%
----- ------------- ------
SHAREHOLDERS JOINT STOCK
------------ -----------
TOTAL
SHARES %
------ ---
FEDERAL GOVERNMENT 4,057,432,403 31.6%
BNDES PARTICIPACOES S.A. -
BNDESPAR 1,514,749,158 11.8%
BNDES 224,845,426 1.7%
FFIE (SOVEREIGN FUND) 505,652,285 3.9%
OTHERS 6,553,894,910 51.0%
Total 12,856,499,836 100.0%
----- -------------- -----
Finally, Petrobras announces that it remains in the quiet period, as
determined under art. 48 of CVM Instruction 400, until the closing of the
Offering has been posted and that it will continue to disclose data to the
market regarding the normal course of its activities, and information about
the Offering, under the terms of the applicable regulations.
This communication does not constitute an offer to sell or the
solicitation of an offer to buy the securities described, nor shall there be
any sale of such securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of such jurisdiction. Petrobras has an effective
registration statement on file with the SEC. Copies of the final prospectus
supplement for the international offering may be obtained from Bank of
America Merrill Lynch at +1-866-500-5408, Bradesco Securities, Inc. at
isabela@bradescosecurities.com, Citigroup Global Markets Inc. at
+1-800-831-9146, Itau Securities collect at +1-212-710-6766, Morgan Stanley &
Co. Incorporated at +1-866-718-1649 or Santander Investment Securities at
+1-212-350-3649, or by visiting EDGAR on the SEC Web site at www.sec.gov.
Before you invest, you should read the prospectus supplement and other
documents that Petrobras has filed and will file with the SEC for more
complete information about Petrobras and the offering.
SOURCE: Petrobras
CONTACT: Erico Monte, +55-(21)-3224-1306, imprensa@petrobras.com.br; or Investor Relations
Department: +55-(21)-3224-1510/9947, petroinvest@petrobras.com.br / acionistas@petrobras.com.br
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