Obligation Petrobas 2.75% ( XS0982711631 ) en EUR

Petrobas

100 % ▼

Bresil

XS0982711631 ( en EUR )

2.75% par an ( paiement annuel )

15/01/2018 - Obligation échue

Prospectus brochure de l'obligation Petrobras XS0982711631 en EUR 2.75%, échue

100 000 EUR

1 500 000 000 EUR

Petrobras est une compagnie pétrolière et gazière brésilienne intégrée verticalement, opérant dans l'exploration, la production, le raffinage, la distribution et la vente de produits pétroliers et gaziers.

L'Obligation émise par Petrobas ( Bresil ) , en EUR, avec le code ISIN XS0982711631, paye un coupon de 2.75% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 15/01/2018

424B2 1 pbra20140108_424b2.htm PROSPECTUS SUPPLEMENT
CALCULATION OF REGISTRATION FEE
Title of each class of
Proposed maximum
Proposed maximum
Amount of registration
securities offered
Amount to be registered
offering price per unit
aggregate offering price
fee(1)(2)(3)
Debt securities
2.75% Global Notes due
1,500,000,000.00
99.705%
1,495,575,000.00
U.S.$262,381.40
2018
3.75% Global Notes due
750,000,000.00
99.402%
745,515,000.00
U.S.$130,792.02
2021
4.75% Global Notes due
800,000,000.00
99.204%
793,632,000.00
U.S.$139,233.59
2025
6.625% Global Notes
£600,000,000.00
98.845%
£593,070,000.00
U.S.$125,191.34
due 2034
Guaranties
(4)
(1) The registration fee is calculated in accordance with Rule 457(r) of the Securities Act of 1933. The total registration fee due for this offering is
U.S.$657,598.35.
(2) The amount in euros is equivalent to U.S.$532,407.01 based on the exchange rate of U.S.$1.3621 per 1.00, which was the exchange rate in effect as of
January 7, 2014, as reported by the Central Bank of Brazil.
(3) The amount in pounds sterling is equivalent to U.S.$125,191.34 based on the exchange rate of U.S.$1.6389 per £1.00, which was the exchange rate in
effect as of January 7, 2014, as reported by the Central Bank of Brazil.
(4) Pursuant to Rule 457(n) under the Securities Act of 1933, no separate fee is payable with respect to the guaranties.

Filed pursuant to Rule 424(b)(2)
Registration Statement Nos. 333-183618 and 333-183618-01
PROSPECTUS SUPPLEMENT
(To Prospectus dated August 29, 2012)
Petrobras Global Finance B.V.
Unconditionally guaranteed by
Petróleo Brasileiro S.A.--Petrobras
(Brazilian Petroleum Corporation--Petrobras)
1,500,000,000 2.750% Global Notes due 2018
750,000,000 3.750% Global Notes due 2021
800,000,000 4.750% Global Notes due 2025
£600,000,000 6.625% Global Notes due 2034
The 1,500,000,000 2.750% Global Notes due 2018 (the "2018 Notes"), the 750,000,000 3.750% Global Notes due 2021(the
"2021 Notes"), the 800,000,000 4.750% Global Notes due 2025 (the "2025 Notes") and the £600,000,000 6.625% Global
Notes due 2034 (the "2034 Notes") (each a "series" and collectively the "notes") are general, unsecured, unsubordinated
obligations of Petrobras Global Finance B.V., or "PGF," a wholly-owned subsidiary of Petróleo Brasileiro S.A.- Petrobras, or
"Petrobras." The notes will be unconditionally and irrevocably guaranteed by Petrobras. The 2018 Notes will mature on
January 15, 2018, and will bear interest at the rate of 2.750% per annum. Interest on the 2018 Notes is payable on January 15
of each year, beginning on January 15, 2015. The 2021 Notes will mature on January 14, 2021, and will bear interest at the rate
of 3.750% per annum. Interest on the 2021 Notes is payable on January 14 of each year, beginning on January 14, 2015. The
2025 Notes will mature on January 14, 2025, and will bear interest at the rate of 4.750% per annum. Interest on the 2025 Notes
is payable on January 14 of each year, beginning on January 14, 2015. The 2034 Notes will mature on January 16, 2034, and
will bear interest at the rate of 6.625% per annum. Interest on the 2034 Notes is payable on January 16 of each year, beginning
on January 16, 2015.
PGF will pay additional amounts related to the deduction of certain withholding taxes in respect of certain payments on the
notes. PGF may redeem, in whole or in part, the notes at any time by paying the greater of the principal amount of the notes and
the applicable "make-whole" amount, plus, in each case, accrued interest. The notes will also be redeemable without premium
prior to maturity at PGF's option solely upon the imposition of certain withholding taxes. See "Description of the Notes--
Optional Redemption--Redemption for Taxation Reasons."
------------------------
PGF intends to apply to list the notes on the official list of the Luxembourg Stock Exchange and have them admitted to trading
on the Euro MTF market of the Luxembourg Stock Exchange. This prospectus supplement and accompanying prospectus
dated August 29, 2012 constitute a prospectus for purposes of Part IV of the Luxembourg law dated July 10, 2005 on
Prospectuses for Securities, as amended.
This document may not be used for or in connection with an offer to, or a solicitation by, anyone in any jurisdiction or in any
circumstances in which such offer or solicitation is not authorized or is unlawful. This document has not been approved by any
regulatory authority in the European Economic Area and has not been prepared in accordance with EC Prospectus Directive
2003/71/EC, as amended, and the EC Prospectus Regulation 2012/486/EC.
------------------------
See "Risk Factors" on page S-18 to read about factors you should consider before buying the notes offered in this
prospectus supplement and the accompanying prospectus.
Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved
of these securities or determined if this prospectus supplement is truthful or complete. Any representation to the
contrary is a criminal offense.
------------------------

Per Note
Total
Initial price to the public(1):
2018 Notes
99.705%
1,495,575.000.00
2021 Notes
99.402%
745,515,000.00
2025 Notes
99.204%
793,632,000.00
2034 Notes
98.845%
£593,070,000.00
Underwriting discount:
2018 Notes
0.250%
3,750,000.00
2021 Notes
0.300%
2,250,000.00
2025 Notes
0.300%
2,400,000.00
2034 Notes
0.350%
£2,100,000.00
Proceeds, before expenses, to PGF:
2018 Notes
99.455%
1,491,825,000.00
2021 Notes
99.102%
743,265,000.00
2025 Notes
98.904%
791,232,000.00
2034 Notes
98.495%
£590,970,000.00

(1) Plus accrued interest from January 14, 2014, if settlement occurs after that date.
------------------------
The underwriters expect to deliver the notes in registered global form only and deposit them with a common depositary for
Euroclear Bank S.A./N.V., as operator of the Euroclear System and Clearstream Banking, société anonyme, on or about January
14, 2014.
Joint Bookrunners
BB Securities Bradesco BBI BNP PARIBAS Crédit Agricole CIB HSBC J.P. Morgan Mizuho Securities
Co-managers
Bank of China (Hong Kong) Limited Standard Chartered Bank
January 7, 2014

TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
About this Prospectus Supplement
S-1
Forward-Looking Statements
S-3
Incorporation of Certain Documents by Reference
S-5
Where You Can Find More Information
S-9
Summary
S-10
Recent Developments
S-17
Risk Factors
S-18
Use of Proceeds
S-21
Selected Financial and Operating Information
S-22
Capitalization
S-24
Description of the Notes
S-25
Clearance and Settlement
S-41
Description of the Guaranties
S-44
Plan of Distribution
S-51
Taxation
S-58
Difficulties of Enforcing Civil Liabilities against Non-U.S. Persons
S-65
Legal Matters
S-66
Independent Registered Public Accounting Firm
S-67
Listing and General Information
S-68

PROSPECTUS
Page
About This Prospectus
2
Forward-Looking Statements
3
Petrobras
4
PifCo
5
PGF
5
The Securities
5
Legal Ownership
6
Description of Debt Securities
8
Description of Mandatory Convertible Securities
27
Description of Warrants
28
Description of the Guaranties
34
Description of American Depositary Receipts
35
Form of Securities, Clearing and Settlement
42
Plan of Distribution
47
Expenses of the Issue
48
Experts
49
Validity of Securities
49
Enforceability of Civil Liabilities
49
Where You Can Find More Information
52
Incorporation of Certain Documents by Reference
53

ABOUT THIS PROSPECTUS SUPPLEMENT
This document consists of two parts. The first part is the prospectus supplement, which describes the specific terms of
the notes PGF is offering and certain other matters relating to PGF and Petrobras and Petrobras' financial condition. The
second part, the accompanying prospectus, gives more general information about securities that PGF and Petrobras may offer
from time to time. Generally, references to the prospectus mean this prospectus supplement and the accompanying prospectus
combined. If the information in this prospectus supplement differs from the information in the accompanying prospectus, the
information in this prospectus supplement supersedes the information in the accompanying prospectus.
We are responsible for the information contained and incorporated by reference in this prospectus supplement and in
any related free-writing prospectus we prepare or authorize. PGF and Petrobras have not authorized anyone to give you any
other information, and we take no responsibility for any other information that others may give you. Neither PGF nor Petrobras
is making an offer to sell the notes in any jurisdiction where the offer is not permitted.
Having taken all reasonable care to ensure that such is the case, the information contained in this prospectus
supplement and accompanying prospectus is, to the best of our knowledge, in accordance with the facts and contains no
omissions likely to affect its import. You should not assume that the information in this prospectus supplement, the
accompanying prospectus or any document incorporated by reference is accurate as of any date other than the date of the
relevant document.
We have prepared this prospectus supplement for use solely in connection with the proposed offering of the notes and,
along with the accompanying prospectus dated August 29, 2012, to list the notes on the official list of the Luxembourg Stock
Exchange and have them admitted to trading on the Euro MTF market of the Luxembourg Stock Exchange, and it may only be
used for these purposes.
This prospectus supplement is for distribution only to persons who (i) have professional experience in matters relating
to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(as amended, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2)(a) to (d) ("high net worth
companies, unincorporated associations etc") of the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv)
are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the
Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise lawfully be
communicated or caused to be communicated (all such persons together being referred to as "relevant persons"). This
prospectus supplement is directed only at relevant persons and must not be acted on or relied on by persons who are not
relevant persons. Any investment or investment activity to which this prospectus supplement relates is available only to
relevant persons and will be engaged in only with relevant persons.
In this prospectus supplement, unless the context otherwise requires or as otherwise indicated, references to
"Petrobras" mean Petróleo Brasileiro S.A.- Petrobras and its consolidated subsidiaries taken as a whole, and references to
"PGF" mean Petrobras Global Finance B.V., a wholly-owned subsidiary of Petrobras. Terms such as "we," "us" and "our"
generally refer to both Petrobras and PGF, unless the context requires otherwise or as otherwise indicated.
References herein to "reais" or "R$" are to the lawful currency of Brazil. References herein to "U.S. dollars" or
"U.S.$" are to the lawful currency of the United States. References herein to "euros" or "" are to the lawful currency of the
member states of the European Monetary Union that have adopted or will adopt the single currency in accordance with the
Treaty Establishing the European Community, as amended by the Treaty on European Union. References herein to "pounds
sterling" or "£" are to the lawful currency of the United Kingdom.
In connection with the offering of the notes, the underwriters are not acting for anyone other than PGF and will not be
responsible to anyone other than PGF for providing the protections afforded to their clients for providing advice in relation to
the offering.
In connection with the offering of the notes, J.P. Morgan Securities plc, with respect to the 2018 Notes, Credit
Agricole Corporate and Investment Bank, with respect to the 2021 Notes, J.P. Morgan Securities plc, with respect to the 2025
Notes and HSBC Bank plc, with respect to the 2034 Notes, the "Stabilizing Manager(s)", (or
S-1

persons acting on behalf of the Stabilizing Manager(s)) may over-allot notes or effect transactions with a view to supporting the
market price of the notes at a level higher than that which might otherwise prevail. However, there is no assurance that the
Stabilizing Manager(s) (or persons acting on their behalf of the Stabilizing Manager(s)) will undertake any stabilization action.
Any stabilization action may begin on or after the date on which adequate public disclosure of the final terms of the offer of the
notes is made and, if begun, may be ended at any time, but it must end no later than 30 calendar days after the date on which
PGF received the proceeds of the issue, or no later than 60 calendar days after the date of the allotment of the notes, whichever
is the earlier.
S-2

FORWARD-LOOKING STATEMENTS
Some of the information contained or incorporated by reference in this prospectus supplement are forward-looking
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section
21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), that are not based on historical facts and are
not assurances of future results. Many of the forward-looking statements contained, or incorporated by reference, in this
prospectus supplement may be identified by the use of forward-looking words, such as "believe," "expect," "anticipate,"
"should," "planned," "estimate" and "potential," among others. We have made forward-looking statements that address, among
other things:

our marketing and expansion strategy;

our exploration and production activities, including drilling;

our activities related to refining, import, export, transportation of petroleum, natural gas and oil products,
petrochemicals, power generation, biofuels and other sources of renewable energy;

our projected and targeted capital expenditures and other costs, commitments and revenues;

our liquidity and sources of funding;

our development of additional revenue sources; and

the impact, including cost, of acquisitions.
Our forward-looking statements are not guarantees of future performance and are subject to assumptions that may
prove incorrect and to risks and uncertainties that are difficult to predict. Our actual results could differ materially from those
expressed or forecast in any forward-looking statements as a result of a variety of factors. These factors include, among other
things:

our ability to obtain financing;

general economic and business conditions, including crude oil and other commodity prices, refining margins and
prevailing exchange rates;

global economic conditions;

our ability to find, acquire or gain access to additional reserves and to develop our current reserves successfully;

uncertainties inherent in making estimates of our oil and gas reserves, including recently discovered oil and gas
reserves;

competition;

technical difficulties in the operation of our equipment and the provision of our services;

changes in, or failure to comply with, laws or regulations;

receipt of governmental approvals and licenses;

international and Brazilian political, economic and social developments;

natural disasters, accidents, military operations, acts of sabotage, wars or embargoes;
S-3

the cost and availability of adequate insurance coverage; and

other factors discussed below under "Risk Factors."
For additional information on factors that could cause our actual results to differ from expectations reflected in
forward-looking statements, please see "Risk Factors" in this prospectus supplement and in documents incorporated by
reference in this prospectus supplement and the accompanying prospectus.
All forward-looking statements attributed to us or a person acting on our behalf are expressly qualified in their entirety
by this cautionary statement, and you should not place undue reliance on any forward-looking statement included in this
prospectus supplement or the accompanying prospectus. We undertake no obligation to publicly update or revise any forward-
looking statements, whether as a result of new information or future events or for any other reason.
S-4

INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
Petrobras is incorporating by reference into this prospectus supplement the following documents that it has filed with
the Securities and Exchange Commission ("SEC"):
(1) The Petrobras Annual Report on Form 20-F for the year ended December 31, 2012, filed with the SEC on
April 29, 2013.
(2) The Petrobras Report on Form 6-K furnished to the SEC on October 28, 2013, containing financial
information for the nine-month periods ended September 30, 2013 and 2012, prepared in accordance with International
Financial Reporting Standards ("IFRS").
(3) The Petrobras Reports on Form 6-K furnished to the SEC on the dates indicated below, concerning other
recent developments in our business:

Report furnished on January 2, 2014 announcing the start of the platform P-55 strategic project in Campos
Basin's Roncador field.

Report furnished on December 30, 2013 announcing the conclusion of the sale of Petrobras' 35% stake in the
offshore project known as Parque das Conchas (BC-10) for U.S.$1.636 billion.

Reports furnished on December 19, 2013 announcing the submission to the Agência Nacional de Petróleo,
Gás Natural e Biocombustíveis (National Petroleum, Natural Gas and Biofuels Agency, or the "ANP") of (i)
the declaration of commerciality of the oil discoveries in the Carioca field, located in the Santos Basin pre-
salt and (ii) the declaration of commerciality of the oil and gas discoveries in the Franco and Sul de Tupi
fields (South of Tupi), both located in the Santos Basin pre-salt.

Report furnished on December 19, 2013 announcing the confirmation of the extension of the gas and light oil
discovery on concession BM-SEAL-10 in the Moita Bonita area, located in the ultra-deep waters of the
Sergipe-Alagoas Basin.

Report furnished on December 17, 2013 announcing the discovery of an oil accumulation on concession
BM-POT-17, located in the deep waters of Potiguar Basin in the state of Rio Grande do Norte.

Report furnished on December 17, 2013 containing the minutes and resolutions of Petrobras' extraordinary
general meeting held on December 16, 2013 approving (i) the merger of Refinaria Abrea e Lima S.A. -
RNEST and Companhia de Recuperação Secundária CRSec into Petrobras and (ii) the partial spin-off of
certain assets and liabilities of Petrobras International Finance Company S.A. ("PifCo"), with the subsequent
merger of the spun-off portion into Petrobras.

Report furnished on December 13, 2013 containing (i) the consolidated ratios of earnings to fixed charges
and (ii) the consolidated ratios of earnings to fixed charges and preferred dividends of Petrobras for the years
ended December 31, 2012, 2011, 2010 and 2009 and for the nine-month periods ended September 30, 2013
and 2012, determined in accordance with IFRS, and (ii) PricewaterhouseCoopers Auditores Independentes
Awareness Letter in connection with its review of Petrobras' interim financial information for the nine month
periods ended September 30, 2013 and 2012.

Reports furnished on December 4, 2013, November 29, 2013, October 30, 2013 and October 28, 2013,
announcing (i) Petrobras' pricing policy, as prepared by Petrobras' Board of Executive Officers and approved
by its Board of Directors and (ii) the increase of gasoline and diesel prices at the refinery gate beginning on
November 30, 2013.
S-5