Filed Pursuant to Rule 433
Registration Statement Nos.
333-188327 and 333-188327-01
November 5, 2013
FINAL TERM SHEET
U.S.$750,000,000 Floating Rate Notes due 2018
Issuer: | Statoil ASA (“Statoil”). |
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Guarantor: | Statoil Petroleum AS (“Statoil Petroleum”). |
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Title: | Floating Notes due 2018 (the “Floating Rate Notes”). |
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Total initial principal amount: | $750,000,000 |
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Settlement Date: | November 8, 2013 (T + 3) |
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Maturity Date: | November 8, 2018 |
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Day Count: | Actual/360 |
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Day Count Convention: | Modified following. |
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Interest Rate Basis: | 3 Month USD LIBOR |
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Spread to LIBOR: | 46 basis points (0.460%) |
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Designated LIBOR page: | Reuters Screen LIBOR01 |
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Index Maturity: | 3 Months |
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Interest Reset Period: | Quarterly |
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Date interest starts accruing: | November 8, 2013 |
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Interest Payment Dates: | February 8, May 8, August 8 and November 8 of each year, subject to the Day Count Convention, commencing February 8, 2014 |
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Interest Reset Dates: | February 8, May 8, August 8 and November 8, commencing on February 8, 2014, subject to the Day Count Convention. |
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Interest Rate Calculation: | 3 Month USD LIBOR determined on the applicable Interest Determination Date plus the Spread to LIBOR |
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Initial Interest Rate: | 3 Month USD LIBOR plus 46 basis points, determined on the second London business day prior to November 8, 2013 |
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Interest Determination Dates: | Quarterly, two London Business days prior to each Interest Reset Date |
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Per Floating Rate Note: 100%; Total: $750,000,000 | |
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Proceeds, after underwriting discount, but before expenses, to Statoil: | Per Floating Rate Note: 99.850%; Total: $748,875,000 |
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Calculation Agent: | Deutsche Bank Trust Company Americas |
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Denominations: | $1,000 and integral multiples of $1,000 |
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Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Morgan Stanley & Co. LLC |
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CUSIP Number: | 85771P AS1 |
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ISIN: | US85771PAS11 |
U.S.$ 750,000,000 1.950% Notes due 2018
Issuer: | Statoil ASA (“Statoil”). |
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Guarantor: | Statoil Petroleum AS (“Statoil Petroleum”). |
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Title: | 1.950% Notes due 2018 (the “2018 Notes”). |
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Total initial principal amount: | $750,000,000 |
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Settlement Date: | November 8, 2013 (T + 3) |
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Maturity Date: | November 8, 2018 |
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Day Count: | 30/360 |
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Day Count Convention: | Following unadjusted. |
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Coupon: | 1.950% |
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Date interest starts accruing: | November 8, 2013 |
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Interest Payment Dates: | May 8 and November 8 of each year, subject to the Day Count Convention, commencing May 8, 2014. |
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Public Offering Price: | Per 2018 Note: 99.858%; Total: $748,935,000 |
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Proceeds, after underwriting discount, but before expenses, to Statoil: | Per 2018 Note: 99.708%; Total: $747,810,000 |
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Benchmark Treasury: | 1.250% due Oct 2018 |
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Benchmark Treasury Price and Yield: | 99-12, 1.380% |
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Spread to Benchmark Treasury: | 60 bps |
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Re-offer yield: | 1.980% |
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Make-Whole Spread: | 10 basis points |
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Denominations: | $1,000 and integral multiples of $1,000 |
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Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Morgan Stanley & Co. LLC |
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CUSIP Number: | 85771P AR3 |
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ISIN: | US85771PAR38 |
U.S.$ 750,000,000 2.900% Notes due 2020
Issuer: | Statoil ASA (“Statoil”). |
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Guarantor: | Statoil Petroleum AS (“Statoil Petroleum”). |
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Title: | 2.900% Notes due 2020 (the “2020 Notes”). |
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Total initial principal amount: | $750,000,000 |
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Settlement Date: | November 8, 2013 (T + 3) |
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Maturity Date: | November 8, 2020 |
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Day Count: | 30/360 |
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Day Count Convention: | Following unadjusted. |
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Coupon: | 2.900% |
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Date interest starts accruing: | November 8, 2013 |
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Interest Payment Dates: | May 8 and November 8 of each year, subject to the Day Count Convention, commencing May 8, 2014. |
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Public Offering Price: | Per 2020 Note: 99.975%; Total: $749,812,500 |
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Proceeds, after underwriting discount, but before expenses, to Statoil: | Per 2020 Note: 99.775%; Total: $748,312,500 |
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Benchmark Treasury: | 1.750% due Oct 2020 |
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Benchmark Treasury Price and Yield: | 98-01, 2.054% |
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Spread to Benchmark Treasury: | 85 bps |
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Re-offer yield: | 2.904% |
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Make-Whole Spread: | 15 basis points |
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Denominations: | $1,000 and integral multiples of $1,000 |
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Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Morgan Stanley & Co. LLC |
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CUSIP Number: | 85771P AP7 |
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ISIN: | US85771PAP71 |
U.S.$ 1,000,000,000 3.700% Notes due 2024
Issuer: | Statoil ASA (“Statoil”). |
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Guarantor: | Statoil Petroleum AS (“Statoil Petroleum”). |
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Title: | 3.700% Notes due 2024 (the “2024 Notes”). |
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Total initial principal amount: | $1,000,000,000 |
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Settlement Date: | November 8, 2013 (T + 3) |
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Maturity Date: | March 1, 2024 |
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Day Count: | 30/360 |
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Day Count Convention: | Following unadjusted. |
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Coupon: | 3.700% |
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Date interest starts accruing: | November 8, 2013 |
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Interest Payment Dates: | March 1 and September 1 of each year, subject to the Day Count Convention, commencing March 1, 2014. The initial interest period is a short coupon. |
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Public Offering Price: | Per 2024 Note: 99.927%; Total: $999,270,000 |
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Proceeds, after underwriting discount, but before expenses, to Statoil: | Per 2024 Note: 99.677%; Total: $996,770,000 |
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Benchmark Treasury: | 2.500% due Aug 2023 |
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Benchmark Treasury Price and Yield: |
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Spread to Benchmark Treasury: | 105 bps |
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Re-offer yield: | 3.709% |
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Make-Whole Spread: | 20 basis points |
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Denominations: | $1,000 and integral multiples of $1,000 |
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Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Morgan Stanley & Co. LLC |
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CUSIP Number: | 85771P AN2 |
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ISIN: | US85771PAN24 |
U.S.$ 750,000,000 4.800% Notes due 2043
Issuer: | Statoil ASA (“Statoil”). |
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Guarantor: | Statoil Petroleum AS (“Statoil Petroleum”). |
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Title: | 4.800% Notes due 2043 (the “2043 Notes”). |
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Total initial principal amount: | $750,000,000 |
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Settlement Date: | November 8, 2013 (T + 3) |
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Maturity Date: | November 8, 2043 |
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Day Count: | 30/360 |
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Day Count Convention: | Following unadjusted. |
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Coupon: | 4.800% |
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Date interest starts accruing: | November 8, 2013 |
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Interest Payment Dates: | May 8 and November 8 of each year, subject to the Day Count Convention, commencing May 8, 2014. |
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Public Offering Price: | Per 2043 Note: 99.496%; Total: $746,220,000 |
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Proceeds, after underwriting discount, but before expenses, to Statoil: | Per 2043 Note: 98.846%; Total: $741,345,000 |
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Benchmark Treasury: | 2.875% due May 2043 |
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Benchmark Treasury Price and Yield: | 80-30+, 3.782% |
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Spread to Benchmark Treasury: | 105 bps |
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Re-offer yield: | 4.832% |
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Make-Whole Spread: | 20 basis points |
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Denominations: | $1,000 and integral multiples of $1,000 |
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Joint-Book Running Managers: | Credit Suisse Securities (USA) LLC Deutsche Bank Securities Inc. Merrill Lynch, Pierce, Fenner & Smith Morgan Stanley & Co. LLC |
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CUSIP Number: | 85771P AQ5 |
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ISIN: | US85771PAQ54 |
* * * * * * * *
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 Deutsche Bank Securities Inc. toll-free at 1-800-503-4611, (iii) calling Merrill Lynch, Pierce, Fenner & Smith Incorporated toll-free at 1-800-294-1322 or (iv) calling Morgan Stanley & Co. LLC toll-free at 1-866-718-1649.