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Amended and Restated Final Term Sheet1
Filed Pursuant to Rule 433
Registration Statement Nos. 333-167092 and 333-167092-01
November 16, 2012
U.S.$300,000,000 Reopening of the 4.250% Notes due 2041:
Issuer: | Statoil ASA ("Statoil"). | |
Guarantor: | Statoil Petroleum AS ("Statoil Petroleum"). | |
Title: | 4.250% Notes due 2041 (the "2041 Notes"). | |
Description: | The 2041 Notes offered hereby represent a reopening of the 4.250% Notes due 2041 and will form part of the same series as, and be fungible with, the U.S.$350,000,000 aggregate principal amount of the 4.250% Notes due 2041 that were issued on November 23, 2011. | |
Total principal amount of reopening: | $300,000,000 | |
Settlement Date: | November 23, 2012 (T+6) | |
Maturity Date: | November 23, 2041 | |
Day Count: | 30/360 | |
Day Count Convention: | Following unadjusted. | |
Coupon: | 4.250% per annum. | |
Date interest starts accruing: | November 23, 2012. | |
Interest Payment Dates: | May 23 and November 23 of each year, subject to the Day Count Convention, commencing May 23, 2013. | |
Public offering price: | Per 2041 Note: 111.216%; Total: $333,648,000 | |
Proceeds, after underwriting discount, but before expenses, to Statoil: | Per 2041 Note: 110.341%; Total: $331,023,000 | |
Benchmark Treasury: | 2.750% due August 2042 | |
Benchmark Treasury price and yield: | 100-18; 2.722% | |
Spread to Benchmark Treasury: | 90 bps | |
Re-offer yield: | 3.622% | |
Make-Whole Spread: | 20 bps | |
Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Goldman, Sachs & Co. Merrill Lynch, Pierce, Fenner & Smith Incorporated | |
CUSIP Number: | 85771PAE2 | |
ISIN | US85771PAE25 |
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- This Amended and Restated Final Term Sheet amends and restates and supersedes the Final Term Sheet related hereto dated November 14, 2012 only with respect to the section entitled "U.S. $300,000,000 Reopening of the 4.250% Notes due 2041", which is restated in its entirety to clarify that the settlement date is November 23, 2012 (T+6), the date interest starts accruing is November 23, 2012, the first interest payment date is May 23, 2013, and the public offering price and the proceeds, after underwriting discount, but before expenses, to Statoil is as set out above.
In the event of a conflict between the terms of the Preliminary Prospectus Supplement, dated November 14, 2012, related to the offering of the 2041 Notes described herein, this Amended and Restated Final Term Sheet will control.
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The Issuer and the Guarantor have filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and the other documents the Issuer and the Guarantor have filed with the SEC for more complete information about the Issuer, the Guarantor and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by (i) calling Credit Suisse Securities (USA) LLC toll-free at 1-800-221-1037, (ii) calling Goldman, Sachs & Co. collect at 1-866-471-2526, or (iii) calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322.