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.