NOTICE TO THE MARKET
Offer Stabilization Agent
Rio de Janeiro, Brazil, Decemberr
December r 07, 2010 – HRT Participações em Petróleo S.A. (the
“Company” or “HRT”), in compliance with the provisions of Article 12 of CVM Instruction
358/02, informs the acceptance of the attached letter from Banco de Investimentos
Credit Suisse (Brasil) S.A., as shareholder of HRT, communicating the acquisition in
11/25/2010 of a total of 118,300 common shares of the Company (2.561%), holding a total
amounting of 5.260% HRT’s voting capital on such date and the disposal in 11/26/2010 of
a total of 243,000 common shares of the Company, which represents 5.260% of HRT’s
voting capital.
Further, according to information provided by Banco de Investimentos Credit Suisse
(Brasil) S.A., the acquisition, just as the disposal, took place within the context of
stabilization activities related to the primary and secondary tender offer of the Company
shares (“Offer”). The buyer/seller was the offer stabilization agent.
Attached is the original letter sent by Banco de Investimentos Credit Suisse (Brasil) S.A.
and a free translation to portuguese.
For further information, contact HRT’s Investor Relations Department.
About HRT Participações
HRT Participações holds one of the largest independent oil and gas exploration and production companies in Brazil. The HRT Group comprises three main
subsidiaries: IPEX (Integrated Petroleum Expertise Company Serviços em Petróleo Ltda.), HRT O&G Exploração e Produção de Petróleo Ltda. and HRT
Netherlands B.V. The Company retains a 55% interest in 21 exploratory blocks in the Solimões Basin. HRT also operates five exploratory blocks at the
Namibian coast,. The Company retains a 100% interest in two of them, in the Walvis Sub-basin, and a 40% interest in the other three, in the Orange Subbasin. HRT’s team includes PHDs and masters in geochemistry, geophysics, biology and engineering, most of them former employees of Petrobras and
ANP (Brazil’s petroleum agency). HRT is committed to minimizing any possible environmental impacts in the sites where it acts. Our commitment with the
local communities is towards health conditions, security and quality of life. For more information, please visit the Company’s website: www.hrt.com.br/ir
BANCO DE INVESTIMENTOS CREDIT SUISSE (BRASIL) S.A.
FREE TRANSLATE TO ENGLISH
Av. Brig. Faria Lima, 3064 / 13º
São Paulo - SP 01451-000
Phone: (55 11) 3841.6000
Fax: (55 11) 3841.6900
São Paulo, December 03, 2010.
To
HRT Participações em Petróleo S.A.
Av. Atlântica nº 1130 - 10º andar (parte)
22021-000 – Rio de Janeiro – RJ
Attn.: Mr. Márcio Rocha Mello
Investor Relations Officer
Copy to: Mrs. Eliana Soares Rodrigues
Investor Relations Manager
Re: Acquisition and Disposal of Relevant Interest in the Tender Offer Stabilization Process –CVM
Rule 358/02
Dear Sirs,
In compliance with the provisions of Article 12 of the CVM Rule 358/02 and CMN Resolution
2689/00 (“CMN Resolution 2689”), please find below the information about the acquisition and
disposal of relevant interest of common shares issued by HRT Participações em Petróleo S.A.
(“Shares” and “Company”, respectively):
On November 25, 2010, the Buyer/Seller (identified herein below) acquired 118,300 shares
(corresponding approximately to 2.63% of total shares) (“Acquisition”), holding a total amounting
on such date of 5,40% shares. Subsequently, November 26, 2010, the Buyer/Seller disposed of
243,000 shares (corresponding approximately to 5.40% of total shares) (“Disposal”), with wich
ceased to hold any more shares. The Acquisition, just as the Disposal, took place within the context
of stabilization activities related to the primary and secondary tender offer of the Company shares
(“Offer”). The Buyer/Seller was the Offer stabilization agent.
I.
name and identification of the Buyer/Seller:
Banco de Investimentos Credit Suisse (Brasil) S.A., headquartered in the City and State of São
Paulo, at Av. Brigadeiro Faria Lima, 3064, 12º, 13º a 14º andares (parte), duly registered at the
corporate taxpayer’s ID (CNPJ/MF) 33.987.793/0001-33 (“Buyer/Seller”).
BANCO DE INVESTIMENTOS CREDIT SUISSE (BRASIL) S.A.
FREE TRANSLATE TO ENGLISH
Av. Brig. Faria Lima, 3064 / 13º
São Paulo - SP 01451-000
Phone: (55 11) 3841.6000
Fax: (55 11) 3841.6900
II. purpose of interest and amount intended, including, if this is the case, a statement of the
Buyer/Seller reiterating that acquisitions neither aimed at changing the Company’s ownership
structure nor its administrative structure:
The Acquisition and the Disposal took place within the context of the Offer stabilization
process, thus, they neither aimed at changing the Company’s ownership structure nor its
administrative structure.
III. number of shares, warrants, as well as subscription rights and stock options, by type and class,
already directly or indirectly held by Buyer/Seller or related party:
The Buyer/Seller is aware that (i) the investment portfolio Credit Suisse Securities (Europe)
Limited (Res. CMN 2689), a company headquartered at One Cabot Square, E14, 4QJ, London,
United Kingdom, corporate taxpayer’s ID (CNPJ/MF) 09.255.004/0001-95, represented in Brazil by
Credit Suisse (Brasil) S.A. Corretora de Títulos e Valores Mobiliários on November 26,2010 held
27,700 shares (corresponding approximately to 0.61% of total shares); and (ii) that the investment
portfolio Credit Suisse Securities (Europe) Limited (CMN Resolution 2689), a company
headquartered at One Cabot Square, E14, 4QJ, London, United Kingdom, corporate taxpayer’s ID
(CNPJ/MF) 06.541.158/0001-55, represented in Brazil by Credit Suisse (Brazil) Distribuidora de
Títulos e Valores Mobiliários S.A. on November 26, 2010 held 330 Shares (corresponding
approximately to 0.007% of total shares).
With the exception of the aforementioned paragraph, at this present time, the Buyer/Seller is not
aware of any related party to hold shares, warrants, subscription rights and/or stock options for the
Company shares.
IV. number of debentures convertible into shares, already directly or indirectly held by
Acquirer/Seller or related party, explaining the amount of shares, purpose of a potential conversion,
by type and class:
The Buyer/Seller is not aware of any related party to hold debentures convertible into the
Company shares.
V. indication of any agreement or contract regulating the exercise of the voting right or the
purchase and sale of the Company securities:
The Buyer/Seller does not have this type of agreement.
BANCO DE INVESTIMENTOS CREDIT SUISSE (BRASIL) S.A.
FREE TRANSLATE TO ENGLISH
Av. Brig. Faria Lima, 3064 / 13º
São Paulo - SP 01451-000
Phone: (55 11) 3841.6000
Fax: (55 11) 3841.6900
Finally, we request you to immediately forward the content of this letter to the Brazilian
Securities and Exchange Commission – CVM and to São Paulo Stock Exchange, according to
Article 12, Paragraph 6 of CVM Rule 358/02.
We remain available for any further information you may deem necessary.
Yours faithfully,
____________________________________________________________________
Banco de Investimentos Credit Suisse (Brasil) S.A.