Filed pursuant to Rule 433
Registration Statements Nos. 333-229096 and 333-229096-01
Relating to Preliminary Prospectus Supplement dated
March 12, 2019
U.S.$750,000,000 5.750% Global Notes Due 2029
Pricing Term Sheet
A preliminary prospectus supplement of Petrobras Global Finance B.V. is available from the SEC’s website at www.sec.gov.
| Issuer: | Petrobras Global Finance B.V. (“PGF”) | |
| Guarantor: | Unconditionally and irrevocably guaranteed by Petróleo Brasileiro S.A. – Petrobras | |
| Form: | Senior Unsecured Notes | |
| Offering: | SEC-Registered | |
| Currency: | U.S. Dollars | |
| Principal Amount: | U.S.$750,000,000 (to become immediately fungible upon the settlement date with the outstanding U.S.$1,900,000,000 5.750% Global Notes Due 2029 issued on February 1, 2018 for the aggregate principal amount of U.S.$2,650,000,000) | |
| Maturity Date: | February 1, 2029 | |
| Coupon Rate: | 5.750% | |
| Interest Basis: | Payable semi-annually in arrears | |
| Day Count: | 30/360 | |
| Interest Payment Dates: | February 1 and August 1 | |
| First Interest Payment Date: | August 1, 2019 | |
| Gross Proceeds: | U.S.$738,862,500 (excluding accrued interest) | |
| Reopening Price: | 98.515% (plus accrued interest from February 1, 2019 to, but not including, the settlement date, in an aggregate amount of U.S.$5,750,000, assuming settlement on March 19, 2019) | |
| Yield to Investors: | 5.950% | |
| Make-Whole Call Spread: | + 50 bps | |
| Pricing Date: | March 12, 2019 | |
| Settlement Date: | March 19, 2019 (T+5*) | |
| Listing: | PGF intends to apply to have the notes approved for listing on the New York Stock Exchange. | |
| Denominations: | U.S.$2,000 and integral multiples of U.S.$1,000 in excess thereof | |
| CUSIP: | 71647N AZ2 | |
| ISIN: | US71647NAZ24 | |
| Joint Bookrunners: | Banco Bradesco BBI S.A. BNP Paribas Securities Corp. Citigroup Global Markets Inc. Goldman Sachs & Co. LLC HSBC Securities (USA) Inc. Santander Investment Securities Inc. | |
| Co-Managers: | ABN AMRO Securities (USA) LLC BBVA Securities Inc. Commerz Markets LLC | |
*Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the pricing date or the next two succeeding business days will be required, by virtue of the fact that the Notes initially will settle in five business days (T+5), to specify alternative settlement arrangements to prevent a failed settlement.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus or any prospectus supplement for this offering if you request it by calling Banco Bradesco BBI S.A. collect at +1 (212) 888-9145, BNP Paribas Securities Corp. collect at +1 (212) 841-3000 or toll-free (U.S. only) at +1 (800) 854-5674, Citigroup Global Markets Inc. toll-free at +1 (800) 831-9146, Goldman Sachs & Co. LLC toll-free at +1 (866) 471-2526, HSBC Securities (USA) Inc. toll-free at +1 (866) 811-8049, and Santander Investment Securities Inc. toll-free at +1 (855) 403-3636.