RIO DE JANEIRO, Oct. 28, 2014 /CNW/ - HRT Participações em Petróleo S.A. ("Company" or "HRT") (BM&FBOVESPA: HRTP3, TSX-V: HRP), pursuant to Article 157, paragraph
4 of Law 6,404 of December 15, 1976, as amended and Brazilian
Securities Commission ("CVM") Instruction No. 358 of January 3, 2002 ("CVM Instruction 358"), hereby informs its shareholders and the market that the Company and
Oliveira Trust Distribuidora de Títulos e Valores Mobiliários S.A., a
financial institution with headquarters in the city of Rio de Janeiro,
state of Rio de Janeiro, at Avenida das Américas 500, Block 13, Group
205, Barra da Tijuca, zip code 22640-100, enrolled with the National
Corporate Taxpayers Register of the Ministry of Finance (CNPJ/MF) under
no. 36.113.876/0001-91 ("Trustee"), representing the Debenture holders pooling, object of the Indenture
for HRT's 1st Private Issuance of Debentures Convertible into Common
Shares, in a Single Series, of a Subordinated Type ("Debenture holders" and "Indenture"), executed the 1st Amendment to the Indenture ("1st Amendment") in order to amend certain sections regarding (i) the Debentures'
Remuneration commencement date; (ii) as well as the initial milestone
for the calculation of the redemption amount provided for in item (i)
of item 4.9.2.1.2 of the Indenture.
As a result of the 1st Amendment, the first Capitalization Period of the Debentures shall have
the same initial term, which is the meeting of the Board of Directors
of the Issuer which shall resolve on the completion of the Debentures'
placement and the cancellation of any outstanding unsubscribed
Debentures ("BD Meeting of Homologation"), which shall occur within no longer than: (i) eight (8) Business Days
counted from the completion of the First Apportionment, in the event
the Minimum Amount is reached; or (ii) eight (8) Business Days counted
from the Second Apportionment, if applicable. By virtue of such
amendment, the wording of items 4.9.1 and 4.9.1.6, were duly amended,
and a new item 4.9.1.7 was included in the Indenture.
Additionally, the initial milestone for the calculation of the
redemption amount provided for in item (i) of item 4.9.2.1.2 of the
Indenture shall be the BD Meeting of Homologation and no longer the
Debentures' subscription date.
Considering that the period for the exercise of the Preemptive Rights
shall only start on October 28, 2014 (including), the 1st Amendment does not, directly or indirectly, amend or affect any rights
and/or obligations of the Debenture holders, nor any rights and/or
obligations of the Company, which may affect, directly or indirectly,
the Debentures holders.
The full version of the 1st Amendment of the Indenture is available on the Company's website (http://www.hrt.com/ir) and on the websites of the CVM and Brazilian Stock, Commodities and
Futures Exchange ("BM&FBOVESPA") and may be consulted at branches of the Mandatory Bookkeeping
Institution.
For additional details, please contact HRT's Investor Relations office.
Sedar Profile # 00031536
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in the policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
Non-Registration with CVM - Brazilian Securities and Exchange Commission
and ANBIMA - Brazilian Association of Financial and Securities Market
Entities, and other Securities and Exchange Commissions.
This Issuance will not be registered with CVM or with ANBIMA - Brazilian
Association of Financial and Securities Market Entities, since the
Debentures shall be subject of private placement, without (i)
intermediation of institutions that are part of the securities
distribution system; or (ii) any sale effort before indeterminate
investors.
This Issuance has not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act"), and may
not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. As a result, this
Notice to Shareholders does not constitute an offer to sell, or a
solicitation of an offer to buy, any security and shall not constitute
an offer, solicitation or sale in the United States nor in any
jurisdiction which such an offer, solicitation, or sale would be
unlawful.
This Issuance has not been and will not be registered in Canada and this
Notice to Shareholders does not constitute an offer to sell, or a
solicitation of an offer to buy, any security and shall not constitute
an offer, solicitation or sale in Canada nor in any jurisdiction which
such an offer, solicitation, or sale would be unlawful.
About HRT
HRT is one of Brazil's largest independent companies involved in oil and
natural gas exploration and production. Through its subsidiaries, it is
the operator of - and holder of a 60% stake in - the Polvo field,
located in the southern portion of the Campos Basin, 100 km east of the
city of Cabo Frio, Rio de Janeiro. The Polvo Field produces Brazil's
7th largest daily output of barrels of oil equivalent with 20.3º API
from three reservoirs. Through its subsidiaries, HRT owns the "Polvo A"
fixed platform and a 3,000 HP drilling rig operating in the field. The
platform is connected to the "FPSO Polvo" vessel which has capacity for
hydrocarbon separation, water treatment, and oil storage and
offloading. The Polvo Field license covers an area of approximately 134
km2 and it holds many prospects for future exploration sites. Additionally,
HRT has a 55% interest and is operator in 19 exploratory blocks in the
Solimões Basin. It is also the operator of ten exploratory blocks off
the Namibian coast in the Walvis Bay and Orange sub-basins. HRT is
committed to minimizing any environmental impacts for areas in which it
is active. Its commitment to local communities involves reducing the
impacts of operations on health, safety and quality of life. For more
details, visit the website: www.hrt.com.br/ri.
Disclaimer
This document contains forward-looking statements. All statements other
than statements of historical fact contained in this document are
Forward-looking statements, including, without limitation, statements
regarding our drilling and seismic plans, operating costs, acquisitions
of equipment, expectations of finding oil, the quality of oil we expect
to produce and our other plans and objectives. Readers may identify
many of these statements by words such as "expects", "believe", "hope"
and "will" and similar words or the negative thereof. Although
management believes that the expectations represented in such
forward-looking statements are reasonable, there can be no assurance
that such expectations will prove to be correct. By their nature,
forward-looking statements require us to make assumptions and,
accordingly, forward-looking statements are subject to inherent risks
and uncertainties. We warn readers of this document not to place undue
reliance on our forward-looking statements because a number of factors
may cause actual future circumstances, results, conditions, actions or
events to differ materially from the plans, expectations, estimates or
intentions expressed in the forward-looking statements and the
assumptions underlying the forward-looking statements. The following
risk factors could affect our operations: the contingent resource and
prospective resource evaluation reports involving a significant degree
of uncertainty and being based on projections that may not prove to be
accurate; risks involved in exploration and production of oil and
natural gas; limited operating history as an oil and natural gas
exploration and production company; drilling and other operational
hazards; breakdown or failure of equipment or processes; contractor or
operator errors; non-performance by third party contractors; labor
disputes, disruptions or declines in productivity; increases in
materials or labor costs; inability to attract sufficient labor;
requirements for significant capital investment and maintenance
expenses which HRT may not be able to finance; cost overruns and
delays; exposure to fluctuating currency rates and commodity prices;
economic conditions in Namibia and Brazil; complex laws that may affect
costs or means of doing business; environmental, safety and health
regulations that may become stricter in the future and lead to an
increase in liabilities and capital expenditures, including indemnity
and penalties for environmental damage; early termination, non-renewal
and other similar measures related to concession agreements; and
competition. We caution readers that this list of factors is not
exhaustive and that when relying on forward-looking statements to make
decisions, investors and others should also carefully consider other
uncertainties and potential events. Forward-looking statements herein
are based on the assumption that our plans and operations will not be
affected by such risks, but if our plans and operations are thus
affected, the forward-looking statements may become inaccurate.
The forward-looking statements in this document are expressly qualified
in their entirety by this cautionary statement. These statements were
made on of the date of this document. We do not undertake to update
these forward-looking statements unless required by legislation
applicable to securities.
SOURCE HRT Participações em Petróleo S.A.
