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Published on 11/1/2006 in the Prospect News Emerging Markets Daily.

Brazil's Petrobras to offer additional 6 1/8% notes for five existing notes series

By Jennifer Chiou

New York, Nov. 1 - Petrobras International Finance Co. will reopen its $500 million issue of 6 1/8% notes due Oct. 6, 2016 to offer additional notes in exchange for its 12 3/8% global step-up notes due April 1, 2008, 9 7/8% senior notes due May 9, 2008, 9¾% senior notes due July 6, 2011, 9 1/8% global notes due July 2, 2013 and 7¾% global notes due Sept. 15, 2014, according to an F-4 filing with the U.S. Securities and Exchange Commission.

On Sept. 29, the company sold the 6 1/8% notes at 99.557 via Morgan Stanley and UBS.

Petrobas is offering to exchange for each $1,000 principal amount of old notes an equal amount of the new 6 1/8% notes as well as a to-be-decided cash amount.

The cash payment will be determined on the first business day after the early tender date of each offer, using the fixed-spread pricing formula, which will depend on the yields of a reference U.S. Treasury security.

For each $1,000 principal amount of old notes, the amount will equal the total exchange price, minus the reopen issue price of the reopening notes, plus accrued interest up to the settlement date for the old notes, minus accrued interest to the settlement date for the reopening notes.

The offer is conditioned upon the company issuing a maximum of $500 million of reopening notes issuable under all of the offers.

The company added it will accept the notes in order of priority listed above.

Timing for the offer has not yet been set.

Morgan Stanley and UBS Investment Bank will be dealer managers.

The company is a subsidiary of Petroleo Brasileiro, a state-run oil company.


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