Mexico’s Pemex offers to exchange 15 series of notes for new notes

By Wendy Van Sickle

Columbus, Ohio, Sept. 13 – Petroleos Mexicanos SAB de CV began offers to exchange any and all of nine series of notes for new notes and a waterfall offer to exchange notes from six series for up to $3.5 billion of new notes, according to a news release.

The any-and-all offers are split into two groups.

For the group A notes, the company is offering holders the option to exchange their notes for new 6.49% notes due 2027 or new 7.69% bonds due 2050.

For the group B notes, the company is offering holders the option to exchange their notes for new 6.84% notes due 2030 or new 7.69% bonds due 2050.

In each case, the new exchange notes will be add-ons to new-money notes priced by Pemex on Sept. 13.

The company priced $1.25 billion of the 6.49% 2027 notes at 99.954 plus accrued interest from Sept. 23; $3.25 billion of the 6.84% 2030 notes at 99.939 plus accrued interest from Sept. 23; and $3 billion of the 7.69% 2050 notes at 99.899 plus accrued interest from Sept. 23.

Group A any-and-all offer

The following notes are covered by the group A offer, with the total considerations listed in principal amount of new 6.49% notes or 7.69% bonds per $1,000 of existing notes:

• $2.1 billion of 4 7/8% notes due 2022 for $1,037.50 of new securities;

• $160,245,000 of 8 5/8% bonds due 2022 for $1,110 of new securities;

• $1 billion of floating-rate notes due 2022 for $1,036.25 of new securities; and

• $1.5 billion of 5 3/8% bonds due 2022 for $1,048.75 of new securities.

Group B any-and-all offer

The following notes are covered by the group B offer, with the total considerations listed in principal amount of new 6.84% notes or 7.69% bonds per $1,000 of existing notes:

• $2.1 billion of 3½% notes due 2023 for $996.25 of new securities;

• $2,069,302,000 of 4 5/8% bonds due 2023 for $1,026.25 of new securities;

• $131,003,000 of 8 5/8% guaranteed bonds due 2023 for $1,112.50 of new securities;

• $1.5 billion of 4 7/8% notes due 2024 for $1,023.75 of new securities; and

• $1 billion of 4Ό% notes due 2025 for $973.75 of new securities.

Waterfall offer

The following bonds, listed in order of acceptance priority, are covered by the waterfall offer, with the total considerations listed in principal amount of new 7.69% bonds per $1,000 of existing notes:

• $3 billion of 6½% bonds due 2041 for $930 of new bonds;

• $1,703,533,000 of 5½% bonds due 2044 for $847.50 of new bonds;

• $3 billion of 6 3/8% bonds due 2045 for $908.75 of new bonds;

• $1,976,447,000 of 5 5/8% bonds due 2046 for $847.50 of new bonds;

• $6 billion of 6Ύ% bonds due 2047 for $940 of new bonds; and

• $3,328,663,000 of 6.35% bonds due 2048 for $912.50 of new bonds.

If the $3.5 billion cap is exceeded for the waterfall offers, bonds will be accepted for exchange in order of priority and may be prorated, and bonds tendered for exchange by the early deadline will be given priority over bonds tendered for exchange after the early deadline, regardless of series.

Common terms

For each series covered by the any-and-all and waterfall offers, the total consideration includes an early premium of $50 of new securities per $1,000 of existing notes that will be paid only to holders who tender their notes for exchange by 5 p.m. ET on Sept. 25.

The offers will expire at 11:59 p.m. ET on Oct. 9.

The issuer will also pay accrued interest to the relevant settlement date.

If Pemex elects to have an early settlement date, it expects it to be no later than two business days after the early deadline. It expects final settlement will be no later than two days after the offers expire.

The exchange offers are in addition to the tender offers for 10 series announced Sept. 12.

Pemex's obligation to accept and exchange the securities of any series validly tendered under an exchange offer is conditioned on the successful closing of the offering of the new-money securities by the applicable settlement date.

The offering of new money securities and the tender and exchange offers are part of a series of measures recently announced by Pemex intended to improve its financial condition. The company also announced on Wednesday that it expected to receive a $5 billon-equivalent capital contribution from the government of Mexico.

Citigroup Global Markets Inc., Goldman Sachs & Co. LLC, HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, BofA Securities, Inc., Credit Agricole Securities (USA) Inc. and Mizuho Securities USA LLC are the dealer managers for the exchange offers.

Global Bondholder Services Corp. (866 470-4500 or 212 430-3774) is the information agent and exchange agent.

Pemex is a Mexico City-based oil and gas company.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.