Obligation Pemex 6.875% ( US71656LBK61 ) en USD

Pemex

100 % ▼

Mexique

US71656LBK61 ( en USD )

6.875% par an ( paiement semestriel )

03/08/2026

Prospectus brochure de l'obligation Pemex US71656LBK61 en USD 6.875%, échéance 03/08/2026

04/08/2025 ( Dans 100 jours )

Petróleos Mexicanos (PEMEX) est une entreprise publique mexicaine, l'une des plus grandes compagnies pétrolières et gazières au monde, jouant un rôle crucial dans l'économie du Mexique.

L'Obligation émise par Pemex ( Mexique ) , en USD, avec le code ISIN US71656LBK61, paye un coupon de 6.875% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 03/08/2026

FINAL TERMS NO. 3
(To Offering Circular dated January 25, 2016)

Petróleos Mexicanos
(A Productive State-Owned Company of the Federal Government of the United Mexican States)
U.S. $3,000,000,000 6.875% Notes due 2026
Issued Under U.S. $62,000,000,000 Medium-Term Notes Program, Series C
jointly and severally guaranteed by
Pemex Exploración y Producción, Pemex Transformación Industrial, Pemex Perforación y Servicios,
Pemex Logística and Pemex Cogeneración y Servicios
The payment of principal of and interest on the 6.875% Notes due 2026 (the "Notes") will be unconditionally and irrevocably guaranteed
jointly and severally by Pemex Exploración y Producción, Pemex Transformación Industrial, Pemex Perforación y Servicios, Pemex Logística and
Pemex Cogeneración y Servicios (each a "Guarantor" and, collectively, the "Guarantors"), each of which is a productive state-owned company of the
Federal Government (the "Mexican Government") of the United Mexican States ("Mexico"). The payment obligations of the Issuer (as defined
below) under the Notes, and the payment obligations of the Guarantors under their respective guaranties of the Notes, will at all times rank equally
with each other and with all other present and future unsecured and unsubordinated public external indebtedness of the Issuer or such Guarantor.
Neither the Notes nor the obligations of the Guarantors constitute obligations of, or are guaranteed by, the Mexican Government or Mexico.
Petróleos Mexicanos (the "Issuer" and, together with the Guarantors and their consolidated subsidiaries, "PEMEX"), a productive state-owned
company of the Mexican Government, will pay interest on the Notes on February 4 and August 4 of each year, commencing on August 4, 2016.
Unless previously redeemed or purchased and cancelled, the Notes will mature at their principal amount on August 4, 2026. The Notes are subject to
redemption in whole, at par, at the option of the Issuer, at any time, in the event of certain changes affecting Mexican taxes as described under
"Description of Notes--Redemption--Tax Redemption" in the accompanying Offering Circular dated January 25, 2016 (the "Offering Circular"). In
addition, the Issuer may redeem the Notes in whole or in part, at any time, by paying the principal amount of the Notes plus a "make-whole" amount
plus accrued interest. See "Description of Notes--Redemption at the option of the Issuer (other than tax redemption)" in this Final Terms. The
Issuer has applied to list the Notes on the Luxembourg Stock Exchange and to have the Notes trade on the Euro MTF Market of the Luxembourg
Stock Exchange.
The Notes will contain provisions regarding acceleration and future modifications to their terms that differ from those applicable to certain of
the Issuer's and the Guarantors' other outstanding public external indebtedness issued prior to October 2004. Under these provisions, which are
commonly referred to as "collective action clauses" and are described under "Description of Notes--Modification and Waiver" in the Offering
Circular, in certain circumstances, the Issuer may amend the payment and certain other provisions of the Notes with the consent of the holders of
75% of the aggregate principal amount of the Notes.
The Issuer has agreed to file an exchange offer registration statement or, under specified circumstances, a shelf registration statement, pursuant
to an exchange and registration rights agreement with respect to its offer to exchange (the "Exchange Offer") the Notes for Exchange Notes (as
defined below). If the Issuer fails to comply with specified obligations under the exchange and registration rights agreement, it will pay additional
interest to the holders of the Notes.
Investing in the Notes involves risks. See "Risk Factors" beginning on page 10 of the Offering Circular.
______________
The Notes have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") or any state securities laws
and are being offered and sold only (a) to "Qualified Institutional Buyers," as defined in Rule 144A ("Rule 144A") under the Securities Act
in compliance with Rule 144A and (b) outside the United States of America (the "United States") in accordance with Regulation S
("Regulation S") under the Securities Act. For a description of certain restrictions on resale and transfer of the Notes, see "Plan of
Distribution" in this Final Terms and "Notice to Investors" and "Offering and Sale" in the Offering Circular.
The Notes have not been and will not be registered with the National Securities Registry maintained by the Comisión Nacional Bancaria
y de Valores (National Banking and Securities Commission of Mexico, or the "CNBV"), and therefore may not be offered or sold publicly in
Mexico. The Notes may be offered and sold to qualified and institutional investors in Mexico, pursuant to the private placement exemption
set forth under Article 8 of the Ley del Mercado de Valores (Securities Market Law). As required under the Securities Market Law, the
Issuer will give notice to the CNBV of the offering of the Notes under the terms set forth herein for informational purposes only. The
delivery to, and receipt by, the CNBV of such notice does not certify the solvency of the Issuer or the Guarantors, the investment quality of
the Notes, or that the information contained in the Offering Circular and this Final Terms is accurate or complete. The Issuer and the
Guarantors have prepared the Offering Circular and this Final Terms and are solely responsible for their content, and the CNBV has not
reviewed or authorized such content.

ANY OFFER OR SALE OF NOTES IN ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA WHICH
HAS IMPLEMENTED THE PROSPECTUS DIRECTIVE (AS DEFINED BELOW) MUST BE ADDRESSED TO
QUALIFIED INVESTORS (AS DEFINED IN THE PROSPECTUS DIRECTIVE).
(cover continues on following page)

(continuation of cover)

______________
Issue Price of the Notes: 99.815% plus accrued interest, if any, from and including February 4, 2016, the expected delivery date.
____________

The Managers expect to deliver the Notes on or about February 4, 2016.

Joint Lead Managers and Joint Bookrunners

BBVA
BofA Merrill Lynch
J.P. Morgan
Santander

January 28, 2016

This Final Terms is supplemental to the Offering Circular. This document should be read in
conjunction with the Offering Circular and all information incorporated therein by reference. Information
contained in this Final Terms updates and/or revises comparable information contained in the Offering
Circular. Terms defined in the Offering Circular have the same meaning when used in this Final Terms.
The Issuer and the Guarantors are responsible for the information contained and incorporated by
reference in this Final Terms and the Offering Circular. None of the Issuer or the Guarantors has authorized
anyone to provide you with any other information, nor takes any responsibility for any other information
that others may provide to you. None of the Issuer, the Guarantors or the Managers (as defined below in
"Plan of Distribution") is making an offer of these Notes in any jurisdiction where the offer is not permitted.
You should not assume that the information contained in this Final Terms and the Offering Circular is
accurate as of any date other than the dates on the front of this Final Terms and the Offering Circular.
_______________________
TABLE OF CONTENTS

Final Terms No. 3
Page
Description of Notes .................................................................................................................................................... S-6
Exchange Offer; Registration Rights ......................................................................................................................... S-11
Recent Developments ................................................................................................................................................ S-13
Plan of Distribution ................................................................................................................................................... S-14
Validity of the Notes .................................................................................................................................................. S-20
General Information .................................................................................................................................................. S-21

_______________________
This Final Terms and the Offering Circular have been prepared by the Issuer solely for use in
connection with the proposed offering of the Notes.
S-3

The Managers make no representation or warranty, express or implied, as to the accuracy or the
completeness of the information contained in this Final Terms and the Offering Circular. Nothing in this
Final Terms or the Offering Circular is, or shall be relied upon as, a promise or representation by the
Managers as to the past or future. The Issuer has furnished the information contained in this Final Terms
and in the Offering Circular.
Neither the United States Securities and Exchange Commission (the "Commission"), any state
securities commission, nor any other U.S. regulatory authority, has approved or disapproved the Notes nor
have any of the foregoing authorities passed upon or endorsed the merits of this Final Terms or the Offering
Circular. Any representation to the contrary is a criminal offense.
No representation or warranty is made or implied by the Managers or any of their respective
affiliates, and neither the Managers nor any of their respective affiliates make any representation or
warranty, or accept any responsibility, as to the accuracy or completeness of the information contained in the
Offering Circular, as supplemented by this Final Terms. Neither the delivery of the Offering Circular nor
this Final Terms nor the offering, sale or delivery of any Note shall, in any circumstances, create any
implication that the information contained in the Offering Circular, as supplemented by this Final Terms, is
true subsequent to the date hereof or that there has been no adverse change in the financial situation of the
Issuer or the Guarantors since the date hereof or that any other information supplied in connection with the
U.S. $62,000,000,000 Medium-Term Notes Program, Series C, is correct at any time subsequent to the date on
which it is supplied or, if different, the date indicated in the document containing the same.
In making an investment decision, prospective investors must rely on their own examination of the
Issuer, the Guarantors and the terms of the offering, including the merits and risks involved. Prospective
investors should not construe anything in this Final Terms or the Offering Circular as legal, business or tax
advice. Each prospective investor should consult its own advisors as needed to make its investment decision
and to determine whether it is legally permitted to purchase the Notes under applicable legal investment or
similar laws or regulations. Investors should be aware that they may be required to bear the financial risks
of this investment for an indefinite period of time.
This Final Terms and the Offering Circular contain summaries believed to be accurate with respect
to certain documents, but reference is made to the actual documents for complete information. All such
summaries are qualified in their entirety by such references. Copies of documents referred to herein will be
made available to prospective investors upon request to the Issuer or the Managers.
Neither this Final Terms nor the Offering Circular constitutes an offer of, or an invitation by or on
behalf of the Issuer or the Guarantors to subscribe for or purchase any of the Notes. The distribution of this
Final Terms and the Offering Circular and the offering of the Notes in certain jurisdictions may be restricted
by law. Persons into whose possession this Final Terms and the Offering Circular come are required by the
Issuer, the Guarantors and the Managers to inform themselves about and to observe any such restrictions.
For a description of certain further restrictions on offers and sales of the Notes and distribution of this Final
Terms and the Offering Circular, see "Plan of Distribution" in this Final Terms and "Offering and Sale" in
the Offering Circular.
All references in this Final Terms to "U.S. dollars," "USD" or "U.S. $" are to the lawful currency of
the United States and all references to "pesos" or "Ps." are to the lawful currency of Mexico.
In connection with the issue of the Notes, Merrill Lynch, Pierce, Fenner & Smith Incorporated (the
"Stabilizing Manager") (or any person acting on behalf of the Stabilizing Manager) may over-allot Notes or
effect transactions with a view to supporting the market price of the Notes at a level higher than that which
might otherwise prevail. However, there is no assurance that the Stabilizing Manager (or any person acting
on behalf of the Stabilizing Manager) will undertake stabilization action. Any stabilization action may begin
on or after the date on which adequate public disclosure of the final terms of the offer of the Notes is made
and, if begun, may be discontinued at any time, but it must end no later than 30 days after the date on which
the Issuer received the proceeds of the issue, or no later than 60 days after the date of allotment of the
relevant Notes, whichever is the earlier. Any stabilization action or over-allotment must be conducted by the
Stabilizing Manager (or any person acting on behalf of the Stabilizing Manager) in accordance with all
applicable laws and rules.

____________________
S-4

NOTICE TO NEW HAMPSHIRE RESIDENTS ONLY
NEITHER THE FACT THAT A REGISTRATION STATEMENT OR AN APPLICATION FOR A
LICENSE HAS BEEN FILED UNDER CHAPTER 421-B OF THE NEW HAMPSHIRE REVISED
STATUTES WITH THE STATE OF NEW HAMPSHIRE NOR THE FACT THAT A SECURITY IS
EFFECTIVELY REGISTERED OR A PERSON IS LICENSED IN THE STATE OF NEW HAMPSHIRE
CONSTITUTES A FINDING BY THE SECRETARY OF STATE OF NEW HAMPSHIRE THAT ANY
DOCUMENT FILED UNDER RSA 421-B IS TRUE, COMPLETE AND NOT MISLEADING. NEITHER
ANY SUCH FACT NOR THE FACT THAT AN EXEMPTION OR EXCEPTION IS AVAILABLE FOR A
SECURITY OR A TRANSACTION MEANS THAT THE SECRETARY OF STATE HAS PASSED IN ANY
WAY UPON THE MERITS OR QUALIFICATIONS OF, OR RECOMMENDED OR GIVEN APPROVAL
TO, ANY PERSON, SECURITY OR TRANSACTION. IT IS UNLAWFUL TO MAKE, OR CAUSE TO BE
MADE, TO ANY PROSPECTIVE PURCHASER, CUSTOMER OR CLIENT ANY REPRESENTATION
INCONSISTENT WITH THE PROVISIONS OF THIS PARAGRAPH.
_______________________
NOTICE TO INVESTORS IN THE EUROPEAN ECONOMIC AREA
This Final Terms has been prepared on the basis that any offer of Notes in any Member State of the
European Economic Area will be made pursuant to an exemption under the Prospectus Directive from the
requirement to publish a prospectus for offers of Notes. Accordingly, any person making or intending to
make an offer in that Member State of Notes which are the subject of the offering contemplated in this Final
Terms may only do so in circumstances in which no obligation arises for the Issuer, the Guarantors or any of
the Managers to publish a prospectus pursuant to Article 3 of the Prospectus Directive, in relation to such
offer. Neither the Issuer, the Guarantors, nor the Managers have authorized, nor do they authorize, the
making of any offer of Notes in circumstances in which an obligation arises for the Issuer, the Guarantors or
the Managers to publish a prospectus for such offer. Neither the Issuer, the Guarantors nor the Managers
have authorized, nor do they authorize, the making of any offer of Notes through any financial intermediary,
other than offers made by the Managers, which constitute the final placement of the Notes contemplated in
this Final Terms. The expression Prospectus Directive means Directive 2003/71/EC (as amended), and
includes any relevant implementing measure in the Member State.
_______________________
NOTICE TO INVESTORS IN THE UNITED KINGDOM
This communication is only being distributed to and is only directed at persons who (i) are outside
the United Kingdom or (ii) have professional experience in matters relating to investments falling within
Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order")
or (iii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated
associations etc.) of the Order or (iv) are persons to whom an invitation or inducement to engage in
investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) in
connection with the issue or sale of any securities may otherwise lawfully be communicated or caused to be
communicated (all such persons together being referred to as "relevant persons"). The Notes are only
available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Notes
will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely
on this document or any of its contents.
S-5

DESCRIPTION OF NOTES
The following items under this heading "Description of Notes" are the particular terms which relate to the
Notes that are the subject of this Final Terms.
1.
Series No.:
3
2.
Principal Amount:
U.S. $3,000,000,000

3.
Issue Price:
99.815%, plus accrued interest, if any, from and including
February 4, 2016, the expected delivery date

4.
Issue Date:
February 4, 2016
5.
Form of Notes:
Registered Notes
The Notes are to be issued pursuant to the indenture dated
January 27, 2009 (the "Indenture") between the Issuer and
Deutsche Bank Trust Company Americas (the "Trustee"), as
supplemented by (i) the first supplemental indenture dated as of
June 2, 2009 among the Issuer, the Trustee and Deutsche Bank
AG, London Branch, (ii) the second supplemental indenture dated
as of October 13, 2009 among the Issuer, the Trustee, Credit
Suisse AG and BNP Paribas (Suisse) S.A., (iii) the
third supplemental indenture dated as of April 10, 2012 among
the Issuer, the Trustee and Credit Suisse AG, (iv) the
fourth supplemental indenture dated as of June 24, 2014 between
the Issuer and the Trustee, (v) the fifth supplemental indenture
dated as of October 15, 2014 between the Issuer and the Trustee
and (vi) the sixth supplemental indenture dated as of December 8,
2015 among the Issuer, the Trustee, BNP Paribas (Suisse) SA, as
principal Swiss paying agent and authenticating agent, and Credit
Suisse AG, as an additional Swiss paying agent. See
"Description of Notes" below.
6.
Authorized Denomination(s):
U.S. $10,000 and integral multiples of U.S. $1,000 in excess
thereof
7.
Specified Currency:
U.S. dollars
8.
Stated Maturity Date:
August 4, 2026

9.
Interest Basis:
Fixed Rate Notes
10.
Interest Commencement Date (if

different from the Issue Date):
N/A
11.
Fixed Rate Notes:

(a)
Interest Rate:
6.875% per annum, payable semi-annually in arrears

(b)
Interest Payment Date(s):
February 4 and August 4 of each year, commencing on
August 4, 2016

(c)
Fixed Rate Day Count

Fraction:
30/360
S-6

12.
Discount Notes:
No
13.
Redemption at the option of the Issuer

(other than tax redemption):
The Issuer will have the right at its option to redeem the Notes, in
whole or in part, at any time or from time to time prior to their
maturity, at a redemption price equal to the principal amount
thereof, plus the Make-Whole Amount (as defined below), plus
accrued interest, if any, on the principal amount of the Notes to
be redeemed to the date of redemption. "Make-Whole Amount"
means the excess of (i) the sum of the present values of each
remaining scheduled payment of principal and interest on the
Notes to be redeemed (exclusive of interest accrued to the date of
redemption), discounted to the redemption date on a semi-annual
basis (assuming a 360-day year consisting of twelve 30-day
months) at the applicable Treasury Rate plus 50 basis points over
(ii) the principal amount of such Notes.

"Treasury Rate" means, with respect to any redemption date, the
rate per annum equal to the semi-annual equivalent yield to
maturity or interpolated maturity of the Comparable Treasury
Issue (as defined below), assuming a price for the Comparable
Treasury Issue (expressed as a percentage of its principal amount)
equal to the Comparable Treasury Price (as defined below) for
such redemption date.

"Comparable Treasury Issue" means the United States Treasury
security or securities selected by an Independent Investment
Banker (as defined below) as having an actual or interpolated
maturity comparable to the remaining term of the Notes that
would be utilized, at the time of selection and in accordance with
customary financial practice, in pricing new issues of corporate
debt securities of a comparable maturity to the remaining term of
the Notes.

"Independent Investment Banker" means one of the Reference
Treasury Dealers (as defined below) appointed by the Issuer.

"Comparable Treasury Price" means, with respect to any
redemption date, the average of the Reference Treasury Dealer
Quotations (as defined below) for such redemption date.

"Reference Treasury Dealer" means each of J.P. Morgan
Securities LLC and Merrill Lynch, Pierce, Fenner & Smith
Incorporated, plus three other primary dealers selected by the
Issuer, or their affiliates which are primary United States
government securities dealers, and their respective successors;
provided that if any of the foregoing shall cease to be a primary
United States government securities dealer in the City of
New York (a "Primary Treasury Dealer"), the Issuer will
substitute therefor another Primary Treasury Dealer.

"Reference Treasury Dealer Quotation" means, with respect to
each Reference Treasury Dealer and any redemption date, the
average, as determined by the Trustee, of the bid and asked prices
for the Comparable Treasury Issue (expressed in each case as a
percentage of its principal amount) quoted in writing to the
Trustee by such Reference Treasury Dealer at 3:30 p.m.
New York City time on the third business day preceding such
redemption date.
S-7

14.
Repayment at the option of the

holders:
No
15.
Indexed Notes:
No
16.
Registration Rights; Exchange Offer:
Pursuant to an exchange and registration rights agreement to be
entered into among the Issuer and the Managers (the
"Registration Rights Agreement"), the Issuer will agree to use its
best efforts to (a) file with the Commission a registration
statement (an "Exchange Offer Registration Statement") on an
appropriate form under the Securities Act, with respect to its
Exchange Offer to exchange the Notes for new 6.875% notes due
2026 of the Issuer ("Exchange Notes") with terms substantially
identical to the Notes (subject to certain exceptions), on or before
September 30, 2016, (b) have such registration statement declared
effective under the Securities Act on or before March 1, 2017 and
(c) consummate the Exchange Offer on or before April 5, 2017.
In the event that applicable law, regulation or policy of the
Commission does not allow the consummation of the Exchange
Offer, or upon the occurrence of certain other conditions, the
Issuer will use its best efforts to file a "shelf" registration
statement covering resales of the Notes by the holders thereof;
provided that the Issuer shall not be required to file a "shelf"
registration statement during any period prior to August 1 or after
September 30 of any calendar year. With respect to any Notes, if
a Registration Default (as defined herein) relating to the filing or
declaration of effectiveness of a registration statement or the
related Exchange Offer occurs, the per annum interest rate on all
outstanding Notes or, in the case of all other Registration
Defaults, the per annum interest rate on the Notes to which such
Registration Default relates, will increase by 0.25% per annum
with respect to each 90-day period during the existence of such
failure, until all Registration Defaults are cured, up to an
aggregate maximum of 1.00% per annum over the interest rate
shown on the cover page of this Final Terms; provided that any
such additional interest on the Notes will cease to accrue on the
later of (i) the date on which such Notes become freely
transferable pursuant to Rule 144 under the Securities Act and
(ii) the date on which the Barclays Capital Inc. U.S. Aggregate
Bond Index is modified to permit the inclusion of freely
transferable securities that have not been registered with the
Commission. See "Exchange Offer; Registration Rights" below.
17.
Additional provisions relating to the

Notes:
The Issuer reserves the right to increase the size of the issue of
the Notes, or from time to time, without the consent of the
holders of the Notes, create and issue further securities having
substantially the same terms and conditions thereof, except for
the Issue Price, Issue Date and amount of the first payment of
interest, which additional securities may be consolidated and
form a single series with the Notes; provided that such additional
securities do not have, for purposes of U.S. federal income
taxation, a greater amount of original issue discount than the
Notes have on the date of issue of such additional securities.

S-8

18.
Ranking of the Notes:
The payment obligations of the Issuer under the Notes, and the
payment obligations of the Guarantors under their respective
guaranties of the Notes, will at all times rank equally with each
other and with all other present and future unsecured and
unsubordinated public external indebtedness of the Issuer or such
Guarantor.

Other Relevant Terms
19.
Listing/Trading:
Listing: Luxembourg Stock Exchange
Trading: Euro MTF Market of the Luxembourg Stock Exchange
20.
Syndicated:
Yes
21.
If Syndicated:

(a) Lead Managers:
BBVA Securities Inc.
J.P. Morgan Securities LLC
Merrill Lynch, Pierce, Fenner & Smith
Incorporated
Santander Investment Securities Inc.

(b) Stabilizing Manager:
Merrill Lynch, Pierce, Fenner & Smith
Incorporated

22.
Identity of Managers:
See "Plan of Distribution" below

23.
Listing Agent:
KBL European Private Bankers S.A.
24.
Provisions for Registered Notes:

(a) Rule 144A eligible:
Yes

(b) Regulation S Global Note
Yes
deposited with or on behalf of

DTC:

(c) Restricted Global Note deposited
Yes
with or on behalf of DTC:

(d) Regulation S Global Note
No
deposited with Common

Depositary:

25.
Codes:

(a)
Common Code:
135892700 (Restricted Global Note)
135892971 (Regulation S Global Note)

(b)
ISIN:
US71656LBK61 (Restricted Global Note)
US71656MBK45 (Regulation S Global Note)

(c)
CUSIP:
71656L BK6 (Restricted Global Note)
71656M BK4 (Regulation S Global Note)

26.
Use of Proceeds (if different from
N/A
Offering Circular):
S-9

27.
Further Information:
For purposes of this Final Terms, all references in the Offering
Circular to "Notes" shall be deemed to include, where applicable,
the Notes described herein.

S-10

Document Outline

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