Mr. Eduardo Larangeira reports

NOTICE TO SHAREHOLDERS - 1ST ISSUANCE OF CONVERTIBLE DEBENTURES (CLOSING OF THE ISSUANCE OF DEBENTURES)

Complementing the information disclosed on Oct. 24, 2014, Oct. 27, 2014, and Dec. 1, 2014, in connection to the first issuance of convertible debentures into common shares, in a single subordinated series of the company, under the private placement, in the total amount of up to 90 million million reais, HRT Participacoes em Petroleo SA is informing its shareholders and the market that, on Dec. 5, 2014, the period for exercising the pre-emptive right for subscription of debenture remainders within the first apportionment has ended.

In the first apportionment, 1,303,714 debentures, with a unit par value of 20 reais each, totalling the amount of 26,074,280 reais, were subscribed. Since the minimum amount, in the amount of 60 million reais, was reached within the scope of the first apportionment, the debentures not subscribed after the first apportionment shall be cancelled by the company in a meeting of the board of directors of the company to be held on Dec. 16, 2014, as provided in the indenture and its first amendment.

Additionally, pursuant to the indenture, item 4.4.4.1, the shareholders that have posed as condition for their subscription the placement of all debentures, will have their respective subscription bulletins cancelled. Thus, the company informs that 23,733 debentures were subscribed conditioned to the placement of all debentures, in the amount of 474,660 reais, which will be refunded on Dec. 17, 2014.

As part of the issuance, considering the exercise of pre-emptive rights and the first apportionment of remainders, and the cancellation of bulletins conditioned on the placement of all debentures, were subscribed a total of 4,359,624 debentures, totalling 87,192,480 reais.

Upon cancellation of the debentures not placed, the process of private placement of the debentures shall be duly terminated, waiving the execution of the second apportionment of remainders, as provided for in the indenture.

For further clarifications, please contact investor relations.

We seek Safe Harbor.