Cleary Gottlieb Steen & Hamilton LLP in New York and São Paulo has helped Petrobras buy back previously issued notes worth US$2.6 billion through two tender offers.
The dealer managers enlisted Shearman & Sterling LLP in New York and São Paulo and Pinheiro Neto Advogados in São Paulo.
In the latest transaction, Petrobras raised nearly US$2 billion through a waterfall offer, targeting 10 series of dollar-denominated notes. In waterfall offers, the issuer sets a priority ranking of the notes it will accept. The tender moves down from a preferred series of notes to subordinated series after all the preferred notes (or a stated amount) have been tendered. The deal closed on 31 July.
In the second deal, Cleary helped the state-owned oil company buy euro and pound-denominated notes worth US$640 million through an abbreviated five-day "any and all" offer. US Securities and Exchange Commission sanctioned abbreviated tender offers in 2015. It is a financial instrument that minimises an issuer's exposure to market volatility by giving noteholders five days to tender their holdings. In traditional tender offers, noteholders have seven, 10 or up to 20 business days. That transaction was settled on 11 July.
In any and all bids, the buyer offers to buy any and all of the holders' notes at a specific price and by a certain deadline.
Cleary recently helped Petrobras repurchase US$3.9 billion worth of notes in an identical tender offer structure earlier this year. Shearman & Sterling was involved then too.
Petrobras made the offers through its Dutch finance subsidiary Petrobras Global Finance. It targeted 17 series in total and aimed to tender notes worth US$3 billion in total.
Counsel to Petrobras
Cleary Gottlieb Steen & Hamilton LLP
Partners David Lopez and Francesca Odell, senior attorney David Stewart Fisher, and associates Manuel Silva, Thomas Graham, Stephanie Charles and David Maranjian in New York, and associate Andrea Lavourinha in São Paulo
Counsel to Banco Bradesco, BB Securities, Bank of America, Credit Suisse, JP Morgan and Scotia Capital
Shearman & Sterling LLP
Partner Stuart Fleischmann, associate Daniel Yao, and international associate Thomas Lemouche in New York, and counsel Roberta Cherman in São Paulo
Pinheiro Neto Advogados
Partner Ricardo Russo, counsel Marcos Saldanha Proença, and associate Vittoria Cervantes de Simoni in São Paulo