In re Petrobras Securities Litigation

Attention: Pursuant to the Court's May 12, 2021 Order, the Court will accept late claims received after January 31, 2019, and late deficiency cures received after September 11, 2019. Click here to view the May 12, 2021 Order and other Court Documents.

Overview

PENDENCY OF CLASS ACTION

1. Class Action Law Suit
• A class action law suit is now pending in the United States District Court for the Southern District of New York under the caption: In re Petrobras Securities Litigation (No. 14-CV-09662 (JSR)), alleging violations of Section 10(b) of the Securities Exchange Act of 1934 and Securities and Exchange Commission Rule 10b-5, as well as Section 11 of the Securities Act of 1933. The suit is brought on behalf of investors for alleged violations of the federal securities laws by defendants for purportedly concealing a multi-year, multi-billion dollar bribery and kickback scheme.
• A class action is a type of lawsuit in which one or several individuals or entities prosecute claims on behalf of all members of a group of similarly-situated persons and entities to obtain monetary or other relief for the benefit of the entire group, known as a class. Class actions are used to decide legal and factual issues that are common to all members of a class.
2. Class Members
• If you are a Class Member in this class action your rights might be affected.
• The Settlement Class includes all Persons who:
  1. during the time Period between January 22, 2010 and July 28, 2015, inclusive (the “Class Period”), purchased or otherwise acquired Petrobras Securities, including debt securities issued by PifCo and/or PGF, on the New York Stock Exchange or pursuant to other Covered Transactions; and/or

  2. purchased or otherwise acquired debt securities issued by Petrobras, PifCo, and/or PGF, in Covered Transactions, directly in, pursuant and/or traceable to a May 13, 2013 public offering registered in the United States and/or a March 10, 2014 public offering registered in the United States before Petrobras made generally available to its security holders an earnings statement covering a period of at least twelve months beginning after the effective date of the offerings (August 11, 2014 in the case of the May 13, 2013 public offering and May 15, 2015 in the case of the March 10, 2014 public offering).

     For purposes of the Settlements, “Covered Transaction” means any transaction that satisfies any of the following criteria:

     1. any transaction in a Petrobras Security listed for trading on the New York Stock Exchange (“NYSE”);
     2. any transaction in a Petrobras Security that cleared or settled through the Depository Trust Company’s book-entry system; or
     3. any transaction in a Petrobras Security to which the United States securities laws apply, including as applicable pursuant to the Supreme Court’s decision in Morrison v. National Australia Bank, 561 U.S. 247 (2010).

     Excluded from the definition of Covered Transaction are purchases of any Petrobras Security on the BOVESPA, which is the Brazilian stock exchange based in São Paulo, Brazil.

• If you are still not sure whether you are included, you can ask for free help. You can contact the Settlement Administrator at:

  In re Petrobras Securities Litigation
  c/o GCG
  P.O. Box 10280
  Dublin, OH 43017-5780
  (855) 907-3218
  info@petrobrassecuritieslitigation.com

3. Securities
• A list of securities eligible to qualify as Petrobras Securities can be located in Exhibit X to the Notice.
4. Who are the Settling Parties?
• The Settlements were entered into between:
  1. The District-Court appointed Class Representatives:
     1. Universities Superannuation Scheme Limited (acting as sole corporate trustee of Universities Superannuation Scheme) (“USS” or “Lead Plaintiff”);
     2. North Carolina Department of State Treasurer (“North Carolina”); and
     3. Employees’ Retirement System of the State of Hawaii (“Hawaii”); and
  2. The Settling Defendants:
     1. Petróleo Brasileiro S.A. – Petrobras (“Petrobras”), Petrobras Global Finance B.V. (“PGF”), and Petrobras America Inc. (“PAI”) (collectively, the “Petrobras Defendants”); and
     2. BB Securities Ltd., Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Itaú BBA USA Securities, Inc., Morgan Stanley & Co. LLC, HSBC Securities (USA) Inc., Mitsubishi UFJ Securities (USA), Inc. (n/k/a MUFG Securities Americas Inc.), Merrill Lynch, Pierce, Fenner & Smith Incorporated, Standard Chartered Bank, Bank of China (Hong Kong) Limited, Banco Bradesco BBI S.A., Banca IMI S.p.A. and Scotia Capital (USA) Inc. (collectively, the “Underwriter Defendants”), and
     3. PricewaterhouseCoopers Auditores Independentes (“PwC Brazil”).
• The Settlement will also dismiss claims against: Almir Guilherme Barbassa, Jose Carlos Cosenza, Paulo Roberto Costa, Renato de Souza Duque, Guillherme de Oliveira Estrella, Maria das Graças Silva Foster, Jose Miranda Formigli Filho, José Sergio Gabrielli, Silvio Sinedino Pinheiro, Daniel Lima de Oliveira, José Raimundo Brandão Pereira, Sérvio Túlio da Rosa Tinoco, Paulo Jose Alves, Gustavo Tardin Barbosa, Alexandre Quintão Fernandes, Marcos Antonio Zacarias, Cornelis Franciscus Jozef Looman, Theodore M. Helms (the “Individual Defendants”), Banco Votorantim Nassau Branch, Santander Investment Securities Inc., and Petrobras International Finance Company (collectively, with the “Settling Defendants”, the “Defendants”). Therefore, the Settlement will end the claims of the Settlement Class in the Action.
5. Full Settlement
• Plaintiffs, Petrobras Defendants, Underwriter Defendants and PwC Brazil have agreed to settle the case for $3 billion which represents the fifth largest settlement in United States class action history and the largest class action settlement in a decade. On February 23, 2018, the U.S. District Court for the Southern District of New York held a hearing to determine whether it could approve the settlement on a preliminary basis so that it could be presented to class members. On February 28, 2018, the Court preliminarily approved the settlement and outlined key dates for administration.
• On June 25, 2018 the Court granted the motion of Class Plaintiffs for certification of the Settlement Class and for final approval of the Settlement Agreement and Plan of Allocation.
• On June 27, 2018 the Court granted in part Class Counsel's motion for fees and costs.

• On July 2, 2018 the Court entered an Order and Final Judgment and found that the Settlements are, in all respects, fair, reasonable, and adequate, and in the best interests of the Settlement Class Members.
• Click here to view all related Orders and Judgments.

Please refer back to this website for further updates.