Obligation Pemex 4.875% ( XS1568888777 ) en EUR

Pemex

95.73 % ▲

Mexique

XS1568888777 ( en EUR )

4.875% par an ( paiement annuel )

20/02/2028

Prospectus brochure de l'obligation Pemex XS1568888777 en EUR 4.875%, échéance 20/02/2028

21/02/2026 ( Dans 301 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 EUR, avec le code ISIN XS1568888777, paye un coupon de 4.875% par an.
Le paiement des coupons est annuel et la maturité de l'Obligation est le 20/02/2028

FINAL TERMS NO. 3
(To Offering Circular dated February 9, 2017)

Petróleos Mexicanos
(A Productive State-Owned Company of the Federal Government of the United Mexican States)
1,250,000,000 4.875% Notes due 2028
Issued Under U.S. $72,000,000,000 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 4.875% Notes due 2028 (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 21 of each year, commencing on February 21, 2018.
Unless previously redeemed or purchased and cancelled, the Notes will mature at their principal amount on February 21, 2028. 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 February 9, 2017 (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.
Investing in the Notes involves risks. See "Risk Factors" beginning on page 12 of the Offering Circular.
______________
The Notes have not been and will not be 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 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: 99.135% plus accrued interest, if any, from and including February 21, 2017, the expected delivery date.
____________

The Managers expect to deliver the Notes on or about February 21, 2017.

Joint Lead Managers and Joint Bookrunners

BNP PARIBAS
Crédit Agricole CIB
Deutsche Bank HSBC

February 14, 2017

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
Recent Developments ................................................................................................................................................ S-11
Plan of Distribution ................................................................................................................................................... S-12
Validity of the Notes .................................................................................................................................................. S-19
General Information .................................................................................................................................................. S-20

_______________________
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, 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.
$72,000,000,000 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 "euros," "EUR" or "" are to the single currency introduced at
the start of the third stage of European Economic and Monetary Union pursuant to the Treaty establishing
the European Community, as amended, all references 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, each Manager that is regulated by the U.K. Financial
Conduct Authority confirms that, for the purposes of the rules of the U.K. Financial Conduct Authority, it is
not acting for anyone purchasing the Notes and will not be responsible to anyone purchasing the Notes for
providing the protections afforded to their clients under the rules of the U.K. Financial Conduct Authority or
for providing advice in relation to the offering.
In connection with the issue of the Notes, HSBC Bank plc (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,
stabilization action may not necessarily occur. 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
ended 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 the allotment of the relevant Notes, whichever
S-4

is the earlier. Any stabilization action or over-allotment must be conducted by the relevant Stabilizing
Manager (or any person acting on behalf of the Stabilizing Manager) in accordance with all applicable laws
and rules and will be undertaken at the offices of the Stabilizing Manager (or persons acting on their behalf)
and on the Euro MTF Market.
_______________________
NOTICE TO INVESTORS IN THE UNITED KINGDOM
This document is for distribution only to 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 (as amended, 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"). This document is directed only at relevant persons and
must not be acted on or relied on by persons who are not relevant persons. Any investment or investment
activity to which this document relates is available only to relevant persons and 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.
_______________________
Prohibition of Sales to Retail Investors: Not Applicable

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:
1,250,000,000

3.
Issue Price:
99.135%, plus accrued interest, if any, from and including
February 21, 2017, the expected delivery date

4.
Issue Date:
February 21, 2017
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, as international paying and
authenticating agent, (ii) the second supplemental indenture dated
as of October 13, 2009 among the Issuer, the Trustee, Credit
Suisse AG, as principal Swiss paying agent and authenticating
agent, and BNP Paribas (Suisse) SA, as an additional Swiss
paying agent, (iii) the third supplemental indenture dated as of
April 10, 2012 among the Issuer, the Trustee and Credit
Suisse AG, as Swiss paying agent and authenticating agent,
(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, (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,
and (vii) the seventh supplemental indenture dated as of June 14,
2016, among the Issuer, the Trustee, Credit Suisse AG, as
principal Swiss paying agent and authenticating agent, and
UBS AG, as an additional Swiss paying agent. See "Description
of Notes."
6.
Authorized Denomination(s):
100,000 and integral multiples of 1,000 in excess thereof
7.
Specified Currency:
Euros
8.
Stated Maturity Date:
February 21, 2028

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

different from the Issue Date):
N/A
S-6

11.
Fixed Rate Notes:

(a)
Interest Rate:
4.875% per annum, payable annually in arrear
If interest is required to be calculated for a period of less than one
year, it will be calculated on the basis of the actual number of
days elapsed (from and including the date from which interest
begins to accrue but excluding the date on which it falls due)
divided by the actual number of days in the period from and
including the immediately preceding Interest Payment Date (or, if
none, the Issue Date) to but excluding the next scheduled Interest
Payment Date.

(b)
Interest Payment Date(s):
February 21 of each year, commencing on February 21, 2018

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, on not less
than 30 nor more than 60 days' notice, 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 an annual basis (assuming
the actual number of days in a 365- or 366-day year, as
applicable) at the applicable Benchmark Rate plus 70 basis points
over (ii) the principal amount of such Notes.

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

"Comparable Benchmark Issue" means the German
Bundesanleihe 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 euro-denominated corporate debt securities of a
comparable maturity to the remaining term of the Notes.

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

"Comparable Benchmark Price" means, with respect to any
redemption date, (i) the average of the Reference Dealer
Quotations (as defined below) for such redemption date, after
excluding the highest and lowest such Reference Dealer
Quotation, or (ii) if the Trustee obtains fewer than three such
Reference Dealer Quotations, the average of all such quotations.
S-7

"Reference Dealer" means, each of BNP Paribas, Crédit Agricole
Corporate and Investment Bank, Deutsche Bank
Aktiengesellschaft and HSBC Bank plc or their affiliates which
are German Bundesanleihe securities dealers, and their respective
successors; provided that if any of the foregoing shall cease to be
a German Bundesanleihe securities dealer (a "Dealer"), the Issuer
will substitute therefor another Dealer.

"Reference
Dealer
Quotation"
means, with respect to each
Reference Dealer and any redemption date, the average, as
determined by the Trustee, of the bid and asked prices for the
Comparable Benchmark Issue (expressed in each case as a
percentage of its principal amount) quoted in writing to the
Trustee by such Reference Dealer at 3:30 p.m. Frankfurt,
Germany time on the third business day preceding such
redemption date.
14.
Repayment at the Option of the

Holders:
No
15.
Indexed Notes:
No
16.
Registration Rights; Exchange Offer:
N/A
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.

18.
Ranking of the Notes and Guaranties:
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:
BNP Paribas
Crédit Agricole Corporate and Investment Bank
Deutsche Bank AG, London Branch
HSBC Bank plc

(b) Stabilizing Manager:
HSBC Bank plc
S-8

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

23.
Trustee:
Deutsche Bank Trust Company Americas
24.
Principal Paying and Authenticating

Agent:
Deutsche Bank AG, London Branch
25.
Listing Agent:
KBL European Private Bankers S.A.
26.
Provisions for Registered Notes:

(a)
Rule 144A eligible:
No

(b)
Regulation S Global Note

deposited with or on behalf of
DTC:
No

(c)
Restricted Global Note

deposited with or on behalf of
DTC:
No

(d)
Regulation S Global Note

deposited with Common

Depositary:
Yes

(e)
Restricted Global Note

deposited with Common

Depositary:
No
27.
Codes:

(a) Common
Code:
156888877

(b) ISIN:
XS1568888777

(c) CUSIP:
N/A
28.
Use of Proceeds (If Different from
N/A
Offering Circular):
S-9

29.
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.
The Global Notes will be deposited with a common depository
for the account of Euroclear Bank S.A./N.V., as operator of the
Euroclear Clearance System plc ("Euroclear") and Clearstream
Banking, société anonyme ("Clearstream, Luxembourg").
Investors may hold book-entry interests in the Global Notes
through organizations that participate, directly or indirectly, in
Euroclear and/or Clearstream, Luxembourg. The distribution of
the Global Notes will be carried through Euroclear and
Clearstream, Luxembourg. Any secondary market trading of
book-entry interests in the Global Notes will take place through
participants in Euroclear and Clearstream, Luxembourg and will
settle in same-day funds. Owners of book-entry interests in the
Global Notes will receive payments relating to their Global Notes
in euros. Euroclear and Clearstream, Luxembourg have
established electronic securities and payment transfer, processing,
depositary and custodial links among themselves and others,
either directly or through custodians and depositaries. These
links allow securities to be issued, held and transferred among the
clearing systems without the physical transfer of certificates.
Special procedures to facilitate clearance and settlement have
been established among these clearing systems to trade securities
across borders in the secondary market. See "Description of
Notes--Global Notes" and "Clearing and Settlement" in the
Offering Circular.

S-10