pbradfifrs3q15usd_6k.htm - Generated by SEC Publisher for SEC Filing

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934

For the month of November, 2015

Commission File Number 1-15106



PETRÓLEO BRASILEIRO S.A. - PETROBRAS
(Exact name of registrant as specified in its charter)



Brazilian Petroleum Corporation - PETROBRAS
(Translation of Registrant's name into English)



Avenida República do Chile, 65
20031-912 - Rio de Janeiro, RJ
Federative Republic of Brazil
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. 

Form 20-F ___X___ Form 40-F _______

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes _______ No___X____

 


 
 

 

 

 

 

 

Petróleo Brasileiro S.A. – Petrobras

 

Consolidated financial statements as of

September 30, 2015, with report of independent

registered public accounting firm

 

 

 


 
 

Petróleo Brasileiro S.A. – Petrobras

Index

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 
Report of Independent Registered Public Accounting Firm 3
Consolidated Statement of Financial Position 4
Consolidated Statement of Income 5
Consolidated Statement of Comprehensive Income 6
Consolidated Statement of Cash Flows 7
Consolidated Statement of Changes in Shareholders’ Equity 8
Notes to the financial statements 9
1. The Company and its operations 9
2. Basis of preparation 9
3. The “Lava Jato” (Car Wash) Operation and its effects on the Company 10
4. Basis of consolidation 10
5. Summary of significant accounting policies 10
6. Cash and cash equivalents and Marketable securities 11
7. Trade and other receivables 12
8. Inventories 15
9. Disposal of assets and legal mergers 15
10. Investments 16
11. Property, plant and equipment 18
12. Intangible assets 19
13. Impairment 20
14. Exploration for and evaluation of oil and gas reserves 21
15. Trade payables 21
16. Finance debt 22
17. Leases 24
18. Related party transactions 25
19. Provision for decommissioning costs 26
20. Taxes 27
21. Employee benefits (Post-Employment) 31
22. Shareholders’ equity 33
23. Sales revenues 34
24. Other expenses, net 34
25. Costs and Expenses by nature 35
26. Net finance income (expense) 35
27. Supplemental information on statement of cash flows 36
28. Segment Information 37
29. Provisions for legal proceedings 41
30. Collateral for crude oil exploration concession agreements 45
31. Risk management 46
32. Fair value of financial assets and liabilities 50
33. Subsequent events 51
34. Information Related to Guaranteed Securities Issued by Subsidiaries 52

 

2


 
 

Petróleo Brasileiro S.A. – Petrobras

Report of Independent Registered Public Accounting Firm

 

 

To the Board of Directors and Shareholders

Petróleo Brasileiro S.A. - Petrobras

 

We have reviewed the accompanying condensed consolidated balance sheet of Petróleo Brasileiro S.A. - Petrobras and its subsidiaries as of September 30, 2015, and the related condensed consolidated statements of income and comprehensive income for the three-month and nine-month periods ended September 30, 2015 and September 30, 2014 and the condensed consolidated changes in shareholders’ equity and statement of cash flows for the nine-month periods ended September 30, 2015 and September 30, 2014.  This interim financial information is the responsibility of the Company's management.

         

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States).  A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters.  It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole.  Accordingly, we do not express such an opinion.

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying condensed consolidated interim financial information for it to be in conformity with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB).

 

As discussed in Note 3 to the condensed consolidated financial statements, during the third quarter of 2014, the Company wrote off US$ 2,527 million of overpayments on the acquisition of property plant and equipment incorrectly capitalized, according to testimony obtained from Brazilian criminal investigations.

 

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the accompanying consolidated statement of financial position as of December 31, 2014, and the related consolidated statements of income, comprehensive income, cash flows (not presented herein) and changes in shareholders’ equity for the year then ended, and, in our report dated April 22, 2015, we expressed an unqualified opinion on those consolidated financial statements.  In our opinion, the information set forth in the accompanying condensed accompanying consolidated statement of financial position as of December 31, 2014 is fairly stated in all material respects in relation to the accompanying consolidated statement of financial position from which it has been derived.

 

 

/s/

PricewaterhouseCoopers

Auditores Independentes

 

 

Rio de Janeiro, Brazil

November 12, 2015

3


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Financial Position

September 30, 2015 and December 31, 2014

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Assets

Note

09.30.2015

12.31.2014

Liabilities

Note

09.30.2015

12.31.2014

Current assets

 

 

 

Current liabilities

 

 

 

Cash and cash equivalents

6

25,138

16,655

Trade payables

15

6,706

9,760

Marketable securities

6

1,102

9,323

Finance debt

16

13,424

11,868

Trade and other receivables, net

7

5,325

7,969

Finance lease obligations

17

11

16

Inventories

8

8,202

11,466

Income taxes payable

20.1

216

247

Recoverable income taxes

20.1

711

1,063

Other taxes payable

20.1

3,310

4,064

Other recoverable taxes

20.1

1,850

2,748

Payroll, profit sharing and related charges

 

1,549

2,066

Advances to suppliers

 

133

423

Pension and medical benefits

21

567

796

Other current assets

 

1,862

1,180

Others

 

1,784

2,301

 

 

44,323

50,827

 

 

27,567

31,118

Assets classified as held for sale

 

74

5

Liabilities on assets classified as held for sale

 

49

 

 

44,397

50,832

 

 

27,616

31,118

 

 

 

 

 

 

 

 

Non-current assets

 

 

 

Non-current liabilities

 

 

 

Long-term receivables

 

 

 

Finance debt

16

114,035

120,218

Trade and other receivables, net

7

4,283

4,832

Finance lease obligations

17

40

56

Marketable securities

6

86

109

Deferred income taxes

20.2

291

3,031

Judicial deposits

29.1

2,244

2,682

Pension and medical benefits

21

11,880

16,491

Deferred income taxes

20.2

3,713

1,006

Provisions for legal proceedings

29.1

1,651

1,540

Other tax assets

20.1

2,688

4,008

Provision for decommissioning costs

19

5,078

8,267

Advances to suppliers

 

1,984

2,409

Others

 

646

988

Others

 

2,416

3,817

 

 

133,621

150,591

 

 

17,414

18,863

 

 

 

 

 

 

 

 

Total liabilities

 

161,237

181,709

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders' equity

22.1

 

 

Investments

10

4,024

5,753

Share capital (net of share issuance costs)

 

107,101

107,101

Property, plant and equipment

11

165,590

218,730

Change in interest in subsidiaries

 

148

148

Intangible assets

12

3,054

4,509

Profit reserves

 

67,397

66,423

 

 

190,082

247,855

Accumulated other comprehensive (deficit)

 

(101,792)

(57,400)

 

 

 

 

Attributable to the shareholders of Petrobras

 

72,854

116,272

 

 

 

 

Non-controlling interests

 

388

706

 

 

 

 

Total equity

 

73,242

116,978

Total assets

 

234,479

298,687

Total liabilities and shareholder's equity

 

234,479

298,687

The Notes form an integral part of these Financial Statements.

 

4


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Income

September 30, 2015 and 2014

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

 

Note

Jan-Sep/2015

Jan-Sep/2014

3Q-2015

3Q-2014

Sales revenues

23

75,167

110,248

23,179

38,844

Cost of sales

 

(52,325)

(84,717)

(16,484)

(29,859)

Gross profit

 

22,842

25,531

6,695

8,985

 

 

 

 

 

 

Income (expenses)

 

 

 

 

 

Selling expenses

 

(2,954)

(5,356)

(1,087)

(2,959)

General and administrative expenses

 

(2,622)

(3,430)

(776)

(1,190)

Exploration costs

14

(1,435)

(2,471)

(630)

(1,017)

Research and development expenses

 

(553)

(812)

(157)

(292)

Other taxes

 

(2,413)

(521)

(861)

(243)

Write-off - overpayments incorrectly capitalized

 

(2,527)

(2,527)

Other expenses, net

24

(3,483)

(5,209)

(1,547)

(2,724)

 

 

(13,460)

(20,326)

(5,058)

(10,952)

 

 

 

 

 

 

Net income (loss) before finance income (expense), share of earnings in equity-accounted investments, profit sharing and income taxes

 

9,382

5,205

1,637

(1,967)

 

 

 

 

 

 

Finance income

 

982

1,297

526

516

Finance expenses

 

(4,904)

(2,791)

(1,805)

(1,003)

Foreign exchange and inflation indexation charges

 

(3,236)

572

(1,947)

60

Net finance income (expense)

26

(7,158)

(922)

(3,226)

(427)

 

 

 

 

 

 

Share of earnings in equity-accounted investments

10.1

171

430

56

87

 

 

 

 

 

 

Profit sharing

21.2

(61)

(338)

65

(56)

 

 

 

 

 

 

Net income (loss) before income taxes

 

2,334

4,375

(1,468)

(2,363)

 

 

 

 

 

 

Income taxes

20.4

(1,877)

(2,014)

49

(51)

 

 

 

 

 

 

Net income (loss)

 

457

2,361

(1,419)

(2,414)

 

 

 

 

 

 

Net income (loss) attributable to:

 

 

 

 

 

Shareholders of Petrobras

 

971

2,355

(1,062)

(2,150)

Non-controlling interests

 

(514)

6

(357)

(264)

 

 

 

 

 

 

 

 

457

2,361

(1,419)

(2,414)

 

 

 

 

 

 

Basic and diluted earnings (loss) per weighted-average of common and preferred share - in U.S. dollars

22.3

0.07

0.18

(0.09)

(0.17)

 

 

 

 

 

 

The Notes form an integral part of these Financial Statements.

 

 

5


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Comprehensive Income

September 30, 2015 and 2014

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

 

Jan-Sep/2015

Jan-Sep/2014

3Q-2015

3Q-2014

 

 

 

 

 

Net income

457

2,361

(1,419)

(2,414)

 

 

 

 

 

Items that will not be reclassified to the statement of income:

 

 

 

 

Actuarial gains (losses) on defined benefit pension plans

(5,234)

(5,234)

Deferred income tax

920

920

Cumulative translation adjustments

(29,739)

(6,011)

(15,644)

(14,378)

 

(29,739)

(10,325)

(15,644)

(18,692)

Items that may be reclassified subsequently to the statement of income:

 

 

 

 

Unrealized gains / (losses) on cash flow hedge - highly probable future exports

 

 

 

 

Recognized in shareholders' equity

(22,131)

(2,437)

(13,988)

(5,377)

Reclassified to the statement of income

1,304

458

525

124

Deferred income tax

7,083

674

4,578

1,786

 

(13,744)

(1,305)

(8,885)

(3,467)

Unrealized gains / (losses) on cash flow hedge - others

 

 

 

 

Recognized in shareholders' equity

1

7

4

Reclassified to the statement of income

 

1

7

4

 

 

 

 

 

 

(13,743)

(1,298)

(8,885)

(3,463)

 

 

 

 

 

Share of other comprehensive income (losses) in equity-accounted investments

(781)

(84)

(481)

(181)

 

 

 

 

 

Total other comprehensive income (loss):

(44,263)

(11,707)

(25,010)

(22,336)

 

 

 

 

 

Total comprehensive income (loss)

(43,806)

(9,346)

(26,429)

(24,750)

Comprehensive income (loss) attributable to:

 

 

 

 

Shareholders of Petrobras

(43,418)

(9,233)

(26,167)

(24,511)

Non-controlling interests

(388)

(113)

(262)

(239)

Total comprehensive income (loss)

(43,806)

(9,346)

(26,429)

(24,750)

 

 

 

 

 

The Notes form an integral part of these Financial Statements.

 

 

6


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Cash Flows

September 30, 2015 and 2014

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

 

Jan-Sep/2015

Jan-Sep/2014

 

 

 

Cash flows from Operating activities

 

 

Net income attributable to the shareholders of Petrobras

971

2,355

Adjustments for:

 

 

Non-controlling interests

(514)

6

Share of earnings in equity-accounted investments

(171)

(430)

Depreciation, depletion and amortization

8,580

9,563

Impairment of property, plant and equipment, intangible and other assets

678

613

Exploration expenditures written off

1,050

1,869

Write-off - overpayments incorrectly capitalized

2,527

Allowance for impairment of trade receivables

141

1,831

(Gains) losses on disposal of assets, write-offs of assets, E&P areas returned and cancelled projects, net

274

1,669

Foreign exchange, indexation and finance charges

7,100

2,410

Deferred income taxes, net

1,011

966

Pension and medical benefits (actuarial expense)

1,613

1,383

Decrease (Increase) in assets

 

 

Trade and other receivables, net

64

(1,987)

Inventories

(379)

103

Other assets

(1,289)

(2,666)

Increase (Decrease) in liabilities

 

 

Trade payables

(839)

(491)

Taxes payable

1,378

(112)

Pension and medical benefits

(510)

(578)

Other liabilities

178

1,716

Net cash provided by operating activities

19,336

20,747

Cash flows from Investing activities

 

 

Capital expenditures

(16,915)

(26,191)

Investments in investees

(81)

(176)

Proceeds from disposal of assets

215

584

Divestment (investment) in marketable securities

7,610

(4,356)

Dividends received

171

334

Net cash (used in) investing activities

(9,000)

(29,805)

Cash flows from Financing activities

 

 

Acquisition of Non-controlling interest

119

(22)

Financing and loans, net:

 

 

Proceeds from long-term financing

15,830

29,548

Repayment of principal

(11,682)

(7,543)

Repayment of interest

(4,889)

(4,560)

Dividends paid

(3,924)

Net cash provided by (used in) financing activities

(622)

13,499

 

 

 

Effect of exchange rate changes on cash and cash equivalents

(1,231)

(63)

 

 

 

Net increase (decrease) in cash and cash equivalents

8,483

4,378

 

 

 

Cash and cash equivalents at the beginning of the year

16,655

15,868

 

 

 

Cash and cash equivalents at the end of the period

25,138

20,246

 

 

 

 

 

 

The Notes form an integral part of these Financial Statements.

 

7


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Changes in Shareholders’ Equity

September 30, 2015 and 2014

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

 

Share capital (net of share issuance costs)

 

Accumulated other comprehensive income (deficit) and deemed cost

Profit Reserves

 

 

 

 

Share Capital

Share issuance costs

Change in interest in subsidiaries

Cumulative translation adjustment

Cash flow hedge - highly probable future exports

Actuarial gains (losses) on defined benefit pension plans

Other comprehensive income (loss) and deemed cost

Legal

Statutory

Tax incentives

Profit retention

Retained earnings

Shareholders' equity attributable to shareholders of Petrobras

Non-controlling interests

Total consolidated shareholders' equity

 

107,371

(279)

674

(26,440)

(3,911)

(2,505)

(178)

7,919

2,182

729

62,965

148,527

596

149,123

Balance at January 1, 2014

 

107,092

674

 

 

 

(33,034)

 

 

 

 

73,795

148,527

596

149,123

Capital increase with reserves

9

 

 

 

 

 

 

 

 

(9)

 

 

Realization of deemed cost

 

 

 

 

 

 

(3)

 

 

 

 

3

 

Change in interest in subsidiaries

 

 

(36)

 

 

 

 

 

 

 

 

 

(36)

(22)

(58)

Net income

 

 

 

 

 

 

 

 

 

 

 

2,355

2,355

6

2,361

Other comprehensive income

 

 

 

(5,892)

(1,305)

(4,314)

(77)

 

 

 

 

 

(11,588)

(119)

(11,707)

Appropriations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Transfer from reserves

 

 

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

 

 

 

 

 

 

 

 

 

(23)

(23)

 

107,380

(279)

638

(32,332)

(5,216)

(6,819)

(258)

7,919

2,182

720

62,965

2,358

139,258

438

139,696

Balance at September 30, 2014

 

107,101

638

 

 

 

(44,625)

 

 

 

 

76,144

139,258

438

139,696

 

107,380

(279)

148

(41,968)

(7,699)

(7,295)

(438)

7,919

2,182

720

55,602

116,272

706

116,978

Balance at January 1, 2015

 

107,101

148

 

 

 

(57,400)

 

 

 

 

66,423

116,272

706

116,978

Capital increase with reserves

 

 

 

 

 

 

 

 

 

 

 

Realization of deemed cost

 

 

 

 

 

 

(3)

 

 

 

 

3

 

Change in interest in subsidiaries

 

 

 

 

 

 

 

 

 

 

 

119

119

Net income (loss)

 

 

 

 

 

 

 

 

 

 

 

971

971

(514)

457

Other comprehensive income (loss)

 

 

 

(29,865)

(13,744)

(780)

 

 

 

 

(44,389)

126

(44,263)

Appropriations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Transfer from reserves

 

 

 

 

 

 

 

 

 

 

 

Dividends

 

 

 

 

 

 

 

 

 

 

 

 

(49)

(49)

 

107,380

(279)

148

(71,833)

(21,443)

(7,295)

(1,221)

7,919

2,182

720

55,602

974

72,854

388

73,242

Balance at September 30, 2015

 

107,101

148

 

 

 

(101,792)

 

 

 

 

67,397

72,854

388

73,242

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Notes form an integral part of these Financial Statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

1.            The Company and its operations

Petróleo Brasileiro S.A. - Petrobras is dedicated, directly or through its subsidiaries  (referred to jointly as “Petrobras”, “the Company”, or “Petrobras Group”) to prospecting, drilling, refining, processing, trading and transporting crude oil from producing onshore and offshore oil fields and from shale or other rocks, as well as oil products, natural gas and other liquid hydrocarbons. In addition, Petrobras carries out energy related activities, such as research, development, production, transport, distribution and trading of all forms of energy, as well as other related or similar activities. The Company’s head office is located in Rio de Janeiro – RJ, Brazil.

2.            Basis of preparation

The consolidated interim financial information has been prepared and is being presented in accordance with IAS 34 – “Interim Financial Reporting” as issued by the International Accounting Standards Board (IASB). The information is presented in U.S. dollars.

This interim financial information presents the significant changes in the period, without repeating all information previously reported in notes to the Company’s financial statements. As a result, this interim financial information should be read together with the Company’s annual financial statements for the year ended December 31, 2014, which include the full set of notes.

The Company has reclassified certain amounts from prior periods to conform to current period presentations. Net income or shareholders’ equity were not affected in any of the periods presented and such reclassifications are set out in note 7.

Petrobras has selected the U.S. Dollar as its presentation currency. The financial statements have been translated from the functional currency (Brazilian Real) into the presentation currency (U.S. Dollar) in accordance with IAS 21 – “The effects of changes in foreign exchange rates”. All assets and liabilities are translated into U.S. dollars at the closing exchange rate at the date of the financial statements; income and expenses, as well as cash flows are translated into U.S. dollars using the average exchange rates prevailing during the year. Equity items are translated using the exchange rates prevailing at the dates of the transactions. All exchange differences arising from the translation of the consolidated financial statements from the functional currency into the presentation currency are recognized as cumulative translation adjustments (CTA) within accumulated other comprehensive income (loss) in the consolidated statements of changes in shareholders’ equity.

Brazilian Real x U.S. Dollar

Mar 2015

Jun 2015

Sep 2015

Mar 2014

Jun 2014

Sep 2014

Dec 2014

Quarterly average exchange rate

2.86

3.07

3.55

2.36

2.23

2.28

2.55

Period-end exchange rate

3.21

3.10

3.97

2.26

2.20

2.45

2.66

 

 

The Company’s Board of Directors in a meeting held on November 12, 2015 authorized the consolidated interim financial information for issue.

2.1.            Accounting estimates

The preparation of interim financial information requires the use of estimates and assumptions for certain assets, liabilities and other transactions. These estimates include: write-off of overpayments incorrectly capitalized, oil and gas reserves, pension and medical benefits liabilities, depreciation, depletion and amortization, decommissioning costs, impairment of assets, hedge accounting, provisions for legal proceedings, fair value of financial instruments, present value adjustments of trade receivables and payables from relevant transactions, and income taxes (income tax – IRPJ and social contribution on net income – CSLL). Although our management uses assumptions and judgments that are periodically reviewed, the actual results could differ from these estimates.

9


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

3.            The “Lava Jato” (Car Wash) Operation and its effects on the Company

In the third quarter of 2014, the Company wrote off US$2,527 of capitalized costs representing amounts that Petrobras overpaid for the acquisition of property, plant and equipment in prior years. For further information see note 3 to the Company’s December 31, 2014 consolidated financial statements.

In preparing its financial statements for the period ended September 30, 2015, the Company carefully considered all available information and does not believe that new developments in the investigations related to the “Lava Jato” (Car Wash) Operation by the Brazilian authorities, by the independent law firms conducting an internal investigation, or by newly set up internal commissions (or a review of the results of previous internal investigations) could materially impact or change the methodology adopted to recognize the write-off described above. Notwithstanding this belief, the Company will continuously monitor the investigations for additional information and, as of September 30, 2015, has not identified any necessary adjustment based on existing information.

On May 13, 2015 and on August 25, 2015, the Company received US$ 51 and US$ 21, respectively, representing funds recovered from Pedro José Barusco Filho, a former executive manager of the Services area, who had previously entered into a plea agreement with Brazilian authorities.

The amount of US$ 72 was recognized as other income (amounts recovered – “overpayments incorrectly capitalized”). To the extent that any of the proceedings resulting from the Lava Jato investigation involve leniency agreements with cartel members or plea agreements with individuals pursuant to which they agree to return funds, Petrobras may be entitled to receive a portion of such funds.

See note 29 for information about the Company’s material legal proceedings, including those related to the “Lava Jato” investigation.

4.            Basis of consolidation

The consolidated interim financial information includes the interim information of Petrobras, its subsidiaries, joint operations and consolidated structured entities.

There were no significant changes in the consolidated entities in the nine-month period ended September 30, 2015.

The main disposal of assets and legal mergers are set out in note 9.

5.            Summary of significant accounting policies

The same accounting policies and methods of computation were followed in these consolidated interim financial statements as those followed in the preparation of the annual financial statements of the Company for the year ended December 31, 2014.

10


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

6.            Cash and cash equivalents and Marketable securities

Cash and cash equivalents

 

09.30.2015

12.31.2014

Cash at bank and in hand

742

709

Short-term financial investments

 

 

- In Brazil

 

 

Single-member funds (Interbank Deposit) and other short-term deposits

2,665

1,999

Other investment funds

39

41

 

2,704

2,040

- Abroad

 

 

Time deposits

13,262

8,700

Automatic investing accounts and interest checking accounts

5,884

3,573

Other financial investments

2,546

1,633

 

21,692

13,906

Total short-term financial investments

24,396

15,946

Total cash and cash equivalents

25,138

16,655

 

 

 

Short-term financial investments in Brazil comprise investments in exclusive (single-member) funds, mainly holding Brazilian Federal Government Bonds. Short-term financial investments abroad are comprised of time deposits, highly-liquid automatic investing accounts, interest checking accounts and other short-term fixed income instruments with maturities of three months or less.

Marketable securities

 

09.30.2015

12.31.2014

 

In Brazil

Abroad

Total

In Brazil

Abroad

Total

Trading securities

1,099

1,099

2,690

2,690

Available-for-sale securities

1

2

3

2

19

21

Held-to-maturity securities

71

15

86

102

6,619

6,721

 

1,171

17

1,188

2,794

6,638

9,432

Current

1,099

3

1,102

2,690

6,633

9,323

Non-current

72

14

86

104

5

109

 

 

 

Trading securities refer mainly to investments in Brazilian Federal Government Bonds and held-to-maturity securities are mainly comprised of time deposits with highly-rated financial institutions abroad.

These financial investments have maturities of more than three months and are classified as current assets due to their maturity or the expectation of their realization in the short term.

11


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

7.            Trade and other receivables

7.1.       Trade and other receivables, net

 

09.30.2015

12.31.2014

Trade receivables

 

 

Third parties

7,253

10,022

Related parties (*)

4,001

4,146

Other receivables

1,184

2,005

 

12,438

16,173

Allowance for impairment of trade receivables

(2,830)

(3,372)

 

9,608

12,801

Current

5,325

7,969

Non-current

4,283

4,832

 

 

 

(*) Includes joint ventures and associates, receivables from the electricity sector and petroleum and alcohol accounts, as set out in note 18.

 

 

Beginning in 2015 the Company started classifying performance bonuses advanced to customers as other long-term receivables (previously classified as non-current trade and other receivables, net) in order to provide a better presentation of its accounts receivable and to be consistent with the industry practice. As of December 31, 2014, US$ 605 were reclassified.

7.2.       Trade receivables overdue - Third parties

 

09.30.2015

12.31.2014

Up to 3 months

248

823

From 3 to 6 months

430

178

From 6 to 12 months

506

181

More than 12 months

1,600

1,832

 

2,784

3,014

 

 

 

7.3.       Changes in the allowance for impairment of trade receivables

 

09.30.2015

12.31.2014

Opening balance

3,372

1,406

Additions

1,201

2,484

Write-offs

(64)

(2)

Reversals

(684)

(128)

Cumulative translation adjustment

(995)

(388)

Closing balance

2,830

3,372

 

 

 

Current

1,416

1,448

Non-current

1,414

1,924

 

 

 

12


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

7.4.       Trade receivables – electricity sector (isolated electricity system in the northern region of Brazil)

 

As of December 31, 2014

Sales

Amounts received

Reversals

Transfers (*)

Inflation indexation

CTA

As of September 30, 2015

Related parties (Eletrobras Group)

 

 

 

 

 

 

 

 

Amazonas Distrib. De Energia

2,253

637

(547)

898

245

(915)

2,571

Centrais Elétricas de Rondônia

471

352

(143)

42

(220)

502

Others

242

167

(148)

15

(87)

189

Trade receivables - Eletrobras Group

2,966

1,156

(838)

898

302

(1,222)

3,262

(-) Allowance for impairment of trade receivables

(329)

(224)

32

(284)

160

(645)

Trade receivables, net - Eletrobras Group

2,637

932

(838)

32

614

302

(1,062)

2,617

Third parties

 

 

 

 

 

 

 

 

Cigás

1,433

536

(240)

(898)

28

(460)

399

Cia de Eletricidade do Amapá

243

66

(18)

(93)

198

Others

175

303

(324)

5

(57)

102

Trade receivables - Third parties

1,851

905

(582)

(898)

33

(610)

699

(-) Allowance for impairment of trade receivables

(1,382)

(122)

568

284

312

(340)

Trade receivables, net - Third parties

469

783

(582)

568

(614)

33

(298)

359

Trade receivables - Total

4,817

2,061

(1,420)

335

(1,832)

3,961

(-) Allowance for impairment of trade receivables

(1,711)

(346)

600

472

(985)

Trade receivables, net - Total

3,106

1,715

(1,420)

600

335

(1,360)

2,976

 

 

 

 

 

 

 

 

 

(*) Cigás assigned receivables from Amazonas Distribuidora de Energia to Petrobras, pursuant to the purchase and sale agreement.

 

 

As of September 30, 2015, US$ 3,401 of the Company’s trade receivables from the isolated electricity system in the northern region of Brazil, related to the sale of fuel oil, natural gas, electricity and other products to thermoelectric power plants (which are subsidiaries of Eletrobras), state-owned natural gas distribution companies and independent electricity producers (Produtores Independentes de Energia – PIE) operating in that region, were classified as non-current assets. The balance of those receivables was US$ 3,961 as of September 30, 2015 (US$ 4,817 as of December 31, 2014).

Historically, a significant portion of the funds used by those companies to pay for products supplied by the Company comes from the Fuel Consumption Account (Conta de Consumo de Combustível – CCC), which provides funds to cover a portion of the costs related to the supply of fuel to thermoelectric power plants located in the northern region of Brazil (operating in the isolated electricity system). However, as a result of changes in the CCC regulations over time, funds transferred from the CCC to the electricity companies in the northern region of Brazil have not been sufficient for them to meet their financial obligations and, as a result, some of these companies have experienced financial difficulties and have not been able to pay for the products supplied by Petrobras.

In 2013, a newly passed legislation significantly changed the sources of funds that were used to cover the cost of electricity generated in the Isolated Electricity System and the Brazilian Federal Government started to provide funds to cover costs that in the past were only borne by the CCC. This assistance from the Federal Government would be made available through funds deposited in the Energy Development Account (Conta de Desenvolvimento Energético CDE) by the Brazilian National Treasury. Those funds, however, proved to be insufficient to cover the operational costs of the thermoelectric power plants in the Isolated Electricity System.

In 2014, the transfer of funds from the CCC, which was already insufficient to cover the costs related to fuel supplied by the Company, significantly decreased. Following an increase in the amounts owed by the thermoelectric power plants operating in the Isolated Electricity System, the Company intensified negotiations with the state-owned natural gas distribution companies, the independent electricity producers (PIEs), subsidiaries of Eletrobras and other private companies. On December 31, 2014, the Company entered into a debt acknowledgement agreement with subsidiaries of Eletrobras (the Brazilian Ministry of Mines and Energy participated directly in the negotiations) with respect to the balance of its receivables as of November 30, 2014. Eletrobras acknowledged owing US$ 2,165 to the Company. This amount is being updated monthly based on the Selic interest rate (Brazilian short-term interest rate). Under this agreement, the first of 120 monthly installments was paid in February 2015 and, as of May 7, 2015, US$ 1,858 had been guaranteed by the collateralization of certain amounts payable by the CDE to the CCC.

13


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

In 2015, the Brazilian government reviewed its electricity price regulations and implemented a new pricing policy for the electricity sector, which has already resulted in increases in the tariffs charged to end customers since the first quarter of 2015. The Company expected that this new policy would strengthen the financial situation of the companies in the electricity sector and, consequently reduce the balance of their accounts payable with respect to fuel oil and other products supplied by the Company, which has not occurred. Due to the time lag between starting to charge higher electricity tariffs from end customers and the improvement of the financial situation of the companies in the electricity sector, the flow of payments from end customers that will be transferred to the CCC and used to refund the electricity generation companies for their costs related to fuel purchases is slow and those companies have not been fully refunded and, therefore, the default rates of those companies with respect to products supplied by the Company have increased.

However, following the approval of Normative Instruction 675 of the Brazilian National Electricity Agency (Agência Nacional de Energia Elétrica - ANEEL) on September 1, 2015, the Company expects that the flow of funds from the CCC to the Company will be accelerated due to the possibility of receiving funds directly from the CCC with respect to products supplied in the prior month and limited to 75% of the average payments made by the CCC in the previous three months. The Company is also adopting restrictive measures, such as requiring advanced payments to prevent the increase of overdue receivables, except when judicial injunctions require the Company to supply fuel without demanding advanced payments.

The Company is currently negotiating with those companies to enter into a debt acknowledgement agreement and to pledge additional credits of the CDE as collateral, in the amount of US$ 645, as a result of a governmental authorization for a renegotiation of CDE’s debt with companies that are creditors of the CCC related to overdue receivables between December 1, 2014 and June 30, 2015.

As a result, and based on Management’s best judgment, the Company has recognized an allowance for impairment of trade receivables of US$ 346 in 2015 (US$ 1,948 in 2014) with respect to uncollateralized receivables related to products supplied after November 1, 2014, which were overdue as of September 30, 2015. In addition, the Company recognized a reversal of allowance for impairment of trade receivables of US$ 600 in the nine-month period ended September 30, 2015, resulting from receivables from the CDE that were pledged as collaterals and from the existence of restricted funds deposited in an escrow account arising from payments related to a purchase and sale agreement.

14


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

8.            Inventories

 

09.30.2015

12.31.2014

Crude oil

2,959

3,977

Oil products

2,956

4,333

Intermediate products

537

854

Natural gas and LNG (*)

313

358

Biofuels

115

150

Fertilizers

38

34

 

6,918

9,706

Materials, supplies and others

1,302

1,806

 

8,220

11,512

Current

8,202

11,466

Non-current

18

46

 

 

 

(*) Liquid natural gas

 

 

Inventories are presented net of a US$ 49 allowance reducing inventories to net realizable value (US$ 150 as of December 31, 2014), mainly due to the decrease in international prices of crude oil and oil products. In the nine-month period ended September 30, 2015 the Company recognized as cost of sales a US$ 257 allowance reducing inventories to net realizable value (US$ 485 in the nine-month period ended September 30, 2014).

A portion of the crude oil and/or oil products inventories have been pledged as security for the Terms of Financial Commitment (TFC) signed by Petrobras and Petros in the amount of US$ 1,603 (US$ 2,316 as of December 31, 2014), as set out in note 21.1.

9.            Disposal of assets and legal mergers

9.1.       Disposal of assets

Disposal of assets in Argentina

On March 30, 2015, Petrobras Argentina S.A., PESA, disposed of its interest in assets located in the Austral Basin in Santa Cruz to Compañía General de Combustibles S.A. (CGC) for a lump-sum payment of US$ 101 made on the same date. The Company recognized a US$ 77 gain in other income.

Innova S.A.

On August 16, 2013, the Board of Directors of Petrobras approved the disposal of 100% of the share capital of Innova S.A. to Videolar S.A. and its controlling shareholder for US$ 369, subject to certain condition precedent, such as approval by the Brazilian Antitrust Regulator (Conselho Administrativo de Defesa Econômica – CADE).

On October 30, 2014 the transaction was concluded as set out in the sales and purchase agreement and a US$ 57 gain was recognized in other income.

On March 31, 2015, a final price adjustment was agreed between the parties and was paid. The Company recognized the additional payment received of US$ 78 in other income.

15


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

9.2.       Legal mergers

On January 30, 2015, the Shareholders’ Extraordinary General Meeting of Petrobras approved the mergers of Arembepe Energia S.A. and Energética Camaçari Muricy S.A. into Petrobras.

The objective of these mergers is to simplify the corporate structure of the Company, reduce costs and capture synergies. These mergers did not affect share capital or the Company’s consolidated financial statements.

10.        Investments

10.1.   Investments in associates and joint ventures

 

Carrying amount of the investments

Share of earnings in the investments

Investments accounted for using the equity method

09.30.2015

12.31.2014

Jan-Sep/2015

Jan-Sep/2014

 

 

 

 

 

Petrobras Oil & Gas B.V. - PO&G

1,731

1,714

67

183

Braskem S.A.

812

1,711

328

129

Investees in Venezuela

301

301

(1)

(5)

State-controlled natural gas distributors

250

340

52

86

Guarani S.A.

249

518

(36)

(16)

Nova Fronteira Bioenergia S.A.

109

163

1

10

Compañia de Inversiones de Energia S.A. - CIESA

61

68

(1)

(1)

UEG Araucária Ltda

50

73

19

27

Sete Brasil Participações

45

144

(86)

(3)

Compañia Mega S.A. - MEGA

45

31

17

3

Other petrochemical investees

44

66

11

16

Fundo de Investimentos em Participações

39

137

(87)

2

Other associates (*)

277

470

(113)

(1)

 

4,013

5,736

171

430

Other investees

11

17

 

4,024

5,753

171

430

 

 

 

 

 

(*) Includes impairment losses of US$ 95, as set out in note 13.2.

 

 

 

A US$ 196 loss was recognized as a result of impairment losses in Sete Brasil and in FIP Sondas (Fundo de Investimento em Participações – Sondas), recognized as share of earnings in equity-accounted investments in the statement of income.

10.2.   Investments in listed companies

 

Thousand-share lot

 

Quoted stock exchange prices (US$  per share)

Market value

Company

09.30.2015

12.31.2014

Type

09.30.2015

12.31.2014

09.30.2015

12.31.2014

 

 

 

 

 

 

 

 

Indirect subsidiary

 

 

 

 

 

 

 

Petrobras Argentina S.A.

1,356,792

1,356,792

Common

0.73

0.65

994

879

 

 

 

 

 

 

994

879

 

 

 

 

 

 

 

 

Associate

 

 

 

 

 

 

 

Braskem S.A.

212,427

212,427

Common

3.01

4.07

638

864

Braskem S.A.

75,793

75,793

Preferred A

4.20

6.59

318

499

 

 

 

 

 

 

956

1,363

 

 

 

16


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

The market value of these shares does not necessarily reflect the realizable value upon sale of a large block of shares.

Braskem S.A. - Investment in publicly traded associate:

Braskem’s shares are publicly traded on stock exchanges in Brazil and abroad. The quoted market value of the Company’s investment as of September 30, 2015, was US$ 956, based on the quoted values of both Petrobras’ interest in Braskem’s common stock (47% of the outstanding shares), and preferred stock (22% of the outstanding shares). However, there is extremely limited trading of the common shares, since non-signatories of the shareholders’ agreement hold only approximately 3% of the common shares.

In addition, given the operational relationship between Petrobras and Braskem, on December 31, 2014, the recoverable amount of the investment, for impairment testing purposes, was determined based on value in use, considering future cash flow projections and the manner in which the Company can derive value from this investment via dividends and other distributions to arrive at its value in use. As the recoverable amount was higher than the carrying amount, no impairment losses were recognized for this investment.

The main assumptions on which cash flow projections were based to determine Braskem’s value in use are set out in note 14 to the Company’s consolidated financial statements for the year ended December 31, 2014.

17


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

11.        Property, plant and equipment

 

Land, buildings and improvement

Equipment and other assets

Assets under construction (*)

Exploration and development costs (Oil and gas producing properties)

Total

Balance at January 1, 2014

7,868

90,405

79,758

49,870

227,901

Additions

30

2,031

30,362

580

33,003

Additions to / review of estimates of decommissioning costs

1,999

1,999

Capitalized borrowing costs

3,592

3,592

Write-offs              

(9)

(57)

(4,024)

(196)

(4,286)

Write-off - overpayments incorrectly capitalized

(35)

(1,160)

(1,078)

(91)

(2,364)

Transfers (***)

2,685

25,371

(36,178)

23,078

14,956

Depreciation, amortization and depletion

(534)

(7,381)

(4,888)

(12,803)

Impairment recognition (****)

(899)

(1,398)

(11,670)

(2,839)

(16,806)

Impairment reversal (****)

17

3

20

Cumulative translation adjustment

(1,071)

(9,832)

(7,819)

(7,760)

(26,482)

Balance at December 31, 2014

8,035

97,996

52,943

59,756

218,730

Cost

10,979

142,030

52,943

88,023

293,975

Accumulated depreciation, amortization and depletion

(2,944)

(44,034)

(28,267)

(75,245)

Balance at December 31, 2014

8,035

97,996

52,943

59,756

218,730

Additions

194

871

14,492

357

15,914

Additions to / review of estimates of decommissioning costs

(12)

(12)

Capitalized borrowing costs

1,372

1,372

Write-offs              

(7)

(27)

(1,298)

(162)

(1,494)

Transfers

563

5,723

(11,415)

6,415

1,286

Depreciation, amortization and depletion

(376)

(4,734)

(3,358)

(8,468)

Impairment recognition

(2)

(309)

(71)

(382)

Cumulative translation adjustment

(2,639)

(24,512)

(14,938)

(19,267)

(61,356)

Balance at September 30, 2015

5,770

75,315

40,847

43,658

165,590

Cost

8,156

111,995

40,847

65,866

226,864

Accumulated depreciation, amortization and depletion

(2,386)

(36,680)

(22,208)

(61,274)

Balance at September 30, 2015

5,770

75,315

40,847

43,658

165,590

 

 

 

 

 

 

Weighted average of useful life in years

40 (25 to 50 ) (except land)

20 (3 to 31) (**)

 

Units of production method

 

 

 

 

 

 

 

(*) See note 28 for assets under construction by business area

(**) Includes exploration and production assets depreciated based on the units of production method.

(***) Includes US$ 10,446 reclassified from Intangible Assets to Property, Plant and Equipment in 2014, as a result of the declaration of commerciality of areas of the Assignment Agreement (See note 12.3 to the Company's consolidated financial statements for the year ended December 31, 2014).

(****) For more detailed information, see Note 14 to the Company's consolidated financial statements for the year ended December 31, 2014.

 

 

 

As of September 30, 2015, property, plant and equipment include assets under finance leases of US$ 123 (US$ 72 as of December 31, 2014).

The Company’s property, plant and equipment include US$ 18,830 related to the acquisition costs of areas in the Assignment Agreement.

18


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

12.        Intangible assets

12.1.   By class of assets

 

 

Software

 

 

 

Rights and Concessions

Acquired

Developed in-house

Goodwill

Total

Balance at January 1, 2014

14,381

142

496

400

15,419

Addition

92

41

118

251

Capitalized borrowing costs

8

8

Write-offs

(93)

(5)

(10)

(108)

Transfers (**)

(10,346)

7

9

(1)

(10,331)

Amortization

(35)

(54)

(131)

(220)

Impairment recognition

(8)

(8)

Impairment reversal

6

6

Cumulative translation adjustment

(405)

(12)

(58)

(33)

(508)

Balance at December 31, 2014

3,592

119

432

366

4,509

Cost

4,003

578

1,281

366

6,228

Accumulated amortization

(411)

(459)

(849)

(1,719)

Balance at December 31, 2014

3,592

119

432

366

4,509

Addition

12

13

56

81

Capitalized borrowing costs

4

4

Write-offs

(88)

(1)

(89)

Transfers

(1)

3

12

14

Amortization

(17)

(25)

(70)

(112)

Impairment recognition

(30)

(30)

Cumulative translation adjustment

(1,062)

(36)

(142)

(83)

(1,323)

Balance at September 30, 2015

2,406

74

291

283

3,054

Cost

2,664

421

932

283

4,300

Accumulated amortization

(258)

(347)

(641)

(1,246)

Balance at September 30, 2015

2,406

74

291

283

3,054

Estimated useful life - years

(*)

5

5

Indefinite

 

 

 

 

 

 

 

(*) Mainly comprised of assets with indefinite useful lives, which are reviewed annually to determine whether events and circumstances continue to support an indefinite useful life assessment.

(**) Includes US$ 10,446 reclassified from Intangible Assets to Property Plant and Equipment in 2014, as a result of the declaration of commerciality of areas of the Assignment Agreement. See Note 12.3 to the Company's consolidated financial statements for the year ended December 31, 2014.

 

 

19


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

13.        Impairment

The Company’s assets are tested for impairment annually or when there is an indication that their carrying amount may not be recoverable.

Based on the new 2015 to 2019 Business and Management Plan - BMP (Plano de Negócios e Gestão - PNG), indicating a decrease in the Company’s investment portfolio when compared to the previous BMP and due to the postponement of certain projects or removal from the BMP the Company assessed whether there were any indicators of possible impairment at June 30, 2015.

The Company did not identify any indication of impairment for the quarter ended September 30, 2015.

13.1.   Property, plant and equipment and intangible assets

For impairment testing purposes, the Company has prioritized the use of the value in use of the assets for which there was an indication that their carrying amount may not be recoverable (individually or grouped into cash-generating units - CGUs). In measuring the value in use of an asset (or a CGU) the Company bases its cash flow projections on: (i) the estimated useful life of the asset or assets grouped into the CGU; (ii) assumptions and financial budgets/forecasts approved by Management for the period corresponding to the expected life cycle of each different business; and (iii) a pre-tax discount rate, which is derived from the Company’s post-tax weighted average cost of capital (WACC). The Company’s identified CGUs are set out in note 5.2 to its financial statements for the year ended December 31, 2014.

Projects postponed by the Company’s Management did not result in impairment losses for the respective assets or cash-generating units.

However, considering changes in future circumstances and projections, projects removed from the 2015-2019 BMP were also removed from their cash-generating units (as set out in the Company’s financial statements for the year ended December 31, 2014 and when no impairment losses had been recognized for those assets).

Impairment losses of US$ 419 were recognized as other expenses in the quarter ended June 30, 2015 as a result of the stand-alone basis impairment tests carried out for those assets, as set out below:

Assets or CGU, by nature

Impairment losses

Business segment

Nitrogen Fertilizer Plant - UFN-V

190

Gas & Power

RTM Assets

118

RTM

Producing properties: E&P activities in Brazil (several CGUs) and assets held for sale (*)

81

E&P - Brazil

Signature bonuses (Intangible Assets) - Petrobras America (PAI)

30

E&P - Int'l

 

419

 

(*) Includes impairment losses of US$ 8 in property, plant and equipment and US$ 7 in accounts receivable related to the disposal of Bijupirá and Salema fields.

 

 

 

In the future, the Company will determine possible uses for these assets, including: (i) using parts and equipment from those projects in other projects; (ii) divesting; (iii) looking for partners for those projects; or (iv) writing off those assets.

13.2.   Investments in associates and joint ventures

The Company’s impairment tests of investments in associates and joint ventures resulted in impairment losses of US$ 54 in its biofuels segment, due to projects that were removed from the Company’s 2015-2019 BMP. In addition, a US$ 41 impairment loss was recognized in Copacabana Drilling B.V., Grumari Drilling B.V., Ipanema Drilling B.V., Leblon Drilling B.V., Leme Drilling B.V. and Marambaia Drilling B.V., which are associates of Petrobras Netherland B.V. (PNBV, a wholly-owned subsidiary of Petrobras) and are indirectly controlled by Sete Brasil.

20


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Those losses of US$ 95 were recognized in share of earnings in equity-accounted investments.

14.        Exploration for and evaluation of oil and gas reserves

Exploration and evaluation activities include the search for oil and gas beginning with the acquisition of legal rights to explore a specific area through to the declaration of the technical and commercial viability of the reserves.

Changes in the balances of capitalized costs directly associated with exploratory wells pending determination of proved reserves and the balance of amounts paid for obtaining rights and concessions for exploration of oil and natural gas (capitalized acquisition costs) are set out in the following table.

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*)

09.30.2015

12.31.2014

Property plant and equipment

 

 

Opening Balance

7,000

8,802

Additions to capitalized costs pending determination of proved reserves

1,840

4,272

Capitalized exploratory costs charged to expense

(769)

(1,366)

Transfers upon recognition of proved reserves

(620)

(3,835)

Cumulative translation adjustment

(2,309)

(873)

Closing Balance

5,142

7,000

Intangible Assets

2,028

3,044

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs

7,170

10,044

 

 

 

(*) Amounts capitalized and subsequently expensed in the same period have been excluded from the table above.

 

 

 

Exploration costs recognized in the statement of income and cash used in oil and gas exploration and evaluation activities are set out in the table below:

Exploration costs recognized in the statement of income

Jan-Sep/2015

Jan-Sep/2014

Geological and geophysical expenses

334

568

Exploration expenditures written off (incl.dry wells and signature bonuses)

1,050

1,869

Other exploration expenses

51

34

Total expenses

1,435

2,471

 

 

 

Cash used in :

Jan-Sep/2015

Jan-Sep/2014

Operating activities

385

601

Investment activities

2,178

3,748

Total cash used

2,563

4,349

 

 

 

15.        Trade payables

 

09.30.2015

12.31.2014

Third parties in Brazil

3,072

4,949

Third parties abroad

3,140

4,240

Related parties

494

571

Balance on current liabilities

6,706

9,760

 

21


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

16.        Finance debt

The Company obtains funding through debt financing for capital expenditures to develop crude oil and natural gas producing properties, construct vessels and pipelines, construct and expand industrial plants, among other uses.

The Company has covenants in its loan agreements and notes issued in the capital markets requiring, among other obligations, the presentation of interim financial statements within 90 days of the end of each quarter (not reviewed by independent auditors) and audited financial statements within 120 days of the end of each fiscal year. Non-compliance with these obligations do not represent immediate events of default and the grace period in which the Company has to deliver these financial statements ranges from 30 to 60 days, depending on the agreement. Delivering financial statements is an obligation included in most financing agreements and non-compliance with that obligation could trigger an event of default and a right to accelerate the debt.

A roll-forward of non-current debt is set out below:

 

Export

Credit

Agencies

Banking Market

Capital Market

Others

Total

Non-current

 

 

 

 

 

In Brazil

 

 

 

 

 

Opening balance at January 1 , 2014

29,000

1,211

49

30,260

Additions (new funding obtained)

4,319

359

4,678

Interest incurred during the year

202

2

204

Foreign exchange/inflation indexation charges

1,033

79

1

1,113

Transfer from long term to short term

(1,440)

(156)

(18)

(1,614)

Cumulative translation adjustment (CTA)

(3,826)

(194)

(4)

(4,024)

Balance at December 31, 2014

29,288

1,301

28

30,617

Abroad

 

 

 

 

 

Opening balance at January 1 , 2014

5,805

26,908

42,572

690

75,975

Additions (new funding obtained)

281

6,710

13,766

20,757

Interest incurred during the year

4

22

46

8

80

Foreign exchange/inflation indexation charges

103

412

(1,433)

20

(898)

Transfer from long term to short term

(742)

(3,411)

(1,260)

(42)

(5,455)

Cumulative translation adjustment (CTA)

(207)

(743)

119

(27)

(858)

Balance at December 31, 2014

5,244

29,898

53,810

649

89,601

Total Balance at December 31, 2014

5,244

59,186

55,111

677

120,218

Non-current

 

 

 

 

 

In Brazil

 

 

 

 

 

Opening balance at January 1 , 2015

29,288

1,301

28

30,617

Additions (new funding obtained)

4,731

990

5,721

Interest incurred during the year

227

227

Foreign exchange/inflation indexation charges

3,148

64

1

3,213

Transfer from long term to short term

(1,184)

(96)

(3)

(1,283)

Cumulative translation adjustment (CTA)

(10,864)

(528)

(9)

(11,401)

Balance as of September 30, 2015

25,346

1,731

17

27,094

Abroad

 

 

 

 

 

Opening balance at January 1 , 2015

5,244

29,898

53,810

649

89,601

Additions (new funding obtained)

163

4,961

2,045

7,169

Interest incurred during the year

4

28

34

6

72

Foreign exchange/inflation indexation charges

449

1,814

(832)

59

1,490

Transfer from long term to short term

(641)

(3,114)

(4,864)

(35)

(8,654)

Cumulative translation adjustment (CTA)

(462)

(1,994)

(222)

(59)

(2,737)

Balance as of September 30, 2015

4,757

31,593

49,971

620

86,941

Total Balance as of September 30, 2015

4,757

56,939

51,702

637

114,035

 

 

 

 

09.30.2015

12.31.2014

Short-term debt

2,152

3,484

Current portion of long-term debt

9,846

6,845

Accrued interest

1,426

1,539

 

13,424

11,868

 

22


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

16.1.   Summarized information on current and non-current finance debt

Maturity in

2015

2016

2017

2018

2019

2020 onwards

Total (*)

Fair value

Financing in Brazilian Reais (BRL):

708

1,900

1,684

2,037

3,405

10,546

20,280

17,142

Floating rate debt

501

1,655

1,229

1,589

2,967

8,828

16,769

 

Fixed rate debt

207

245

455

448

438

1,718

3,511

 

Average interest rate

12.5%

13.8%

15.8%

14.0%

13.2%

11.0%

12.4%

 

Financing in U.S.Dollars (USD):

3,265

9,720

8,778

10,122

16,905

37,325

86,115

65,402

Floating rate debt

3,018

4,883

5,114

7,692

12,038

13,528

46,273

 

Fixed rate debt

247

4,837

3,664

2,430

4,867

23,797

39,842

 

Average interest rate

2.4%

4.0%

4.3%

3.9%

4.1%

5.8%

4.8%

 

Financing in BRL indexed to USD:

65

395

705

704

701

6,123

8,693

6,955

Floating rate debt

6

23

23

22

19

54

147

 

Fixed rate debt

59

372

682

682

682

6,069

8,546

 

Average interest rate

7.1%

7.1%

7.0%

7.1%

7.0%

7.0%

7.0%

 

Financing in Pound Sterling (£):

53

42

2,594

2,689

1,752

Fixed rate debt

53

42

2,594

2,689

 

Average interest rate

5.7%

5.7%

6.0%

6.0%

 

Financing in Japanese Yen (¥):

240

393

94

85

812

796

Floating rate debt

44

85

85

85

299

 

Fixed rate debt

196

308

9

513

 

Average interest rate

1.0%

1.8%

0.7%

0.6%

1.3%

 

Financing in Euro (€):

40

202

13

3,070

1,457

4,077

8,859

6,602

Floating rate debt

6

12

12

12

12

175

229

 

Fixed rate debt

34

190

1

3,058

1,445

3,902

8,630

 

Average interest rate

3.2%

3.6%

1.8%

3.8%

3.9%

4.4%

4.1%

 

Financing in other currencies:

10

1

11

10

Fixed rate debt

10

1

11

 

Average interest rate

14.4%

15.3%

14.5%

 

Total as of September 30, 2015

4,381

12,653

11,274

16,018

22,468

60,665

127,459

98,659

Total Average interest rate

4.1%

5.5%

6.2%

5.3%

5.6%

6.7%

6.1%

 

 

 

 

 

 

 

 

 

 

Total as of December 31, 2014

11,868

12,572

11,948

17,789

24,189

53,720

132,086

122,713

 

 

 

 

 

 

 

 

 

* The average maturity of outstanding debt as of September 30, 2015 is 7.49 years (6.10 years as of December 31, 2014).

 

 

The fair value of the Company's finance debt is determined primarily by quoted prices in active markets for identical liabilities (level 1), when applicable - US$ 41,911 as of September 30, 2015. When a quoted price for an identical liability is not available, the fair value is determined based on a theoretical curve derived from the yield curve of the Company's most liquid bonds (level 2) - US$ 56,748 as of September 30, 2015.

The sensitivity analysis for financial instruments subject to foreign exchange variation is set out in note 31.2.

16.2.    Capitalization rate used to determine the amount of borrowing costs eligible for capitalization

The capitalization rate used to determine the amount of borrowing costs eligible for capitalization was the weighted average of the borrowing costs applicable to the borrowings that were outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset. In the nine-month period ended September 30, 2015, the capitalization rate was 4.99% p.a. (4.29% p.a. in the nine-month period ended September 30, 2014). This rate was applied to the balance of assets under construction as the basis for capitalizing borrowing costs, when eligible.

23


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

16.3.   Lines of credit – Outstanding balance

Company

Available (Lines of Credit)

Used

Balance

Abroad

 

 

 

PGT

500

500

Petrobras

1,500

1,500

In Brazil

 

 

 

Transpetro

2,532

933

1,599

Petrobras

801

648

153

PNBV

2,486

369

2,117

 

 

 

 

 

 

 

 

 

16.4.   Collateral

The financial institutions that have provided financing to the Company have not required Petrobras to provide collateral related to loans, except for certain specific funding instruments to promote economic development, which are collateralized by tangible assets.

The loans obtained by structured entities are collateralized based on the projects’ assets, as well as liens on receivables of the structured entities. Certain wholly-owned subsidiaries issue securities that are fully and unconditionally guaranteed by Petrobras (note 34).

The Company’s capital market financing relates primarily to unsecured global notes.

17.        Leases

17.1.   Future minimum lease payments / receipts – finance leases

 

Receipts

Payments

Estimated lease payments / receivable

Future Value

Annual Interest

Present Value

Future Value

Annual Interest

Present Value

2015

50

(31)

19

6

6

2016 – 2019

732

(448)

284

47

(21)

26

2020 and thereafter

1,687

(525)

1,162

166

(147)

19

As of September 30, 2015

2,469

(1,004)

1,465

219

(168)

51

Current

 

 

65

 

 

11

Non-current

 

 

1,400

 

 

40

As of September 30, 2015

 

 

1,465

 

 

51

Current

 

 

59

 

 

16

Non-current

 

 

1,455

 

 

56

As of December 31, 2014

 

 

1,514

 

 

72

 

 

17.2.   Future minimum lease payments – operating leases

Operating leases mainly include oil and gas production units, drilling rigs and other exploration and production equipment, vessels and support vessels, helicopters, land and building leases.

24


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

2015

4,840

2016 - 2019

41,584

2020 and thereafter

58,590

At September 30, 2015

105,014

As of December 31, 2014

118,404

 

 

 

 

 

As of September 30, 2015, the balance of estimated future minimum lease payments under operating leases includes US$ 61,991 (US$ 69,565 as of December 31, 2014) with respect to assets under construction, for which the lease term has not commenced.

In the nine-month period ended September 30, 2015, the Company recognized expenditures of US$ 7,849 (US$ 7,877 in the nine-month period ended September 30, 2014) for operating lease installments.

18.        Related party transactions

The Company has a related-party transactions policy, approved by its Board of Directors, which establishes rules to ensure that all decisions involving related parties and potential conflicts of interest take into account applicable laws in the countries in which the Company operates and the parties involved in negotiations.

18.1.   Transactions with joint ventures, associates, government entities and pension funds

The balances of significant transactions are set out in the table below:

 

 

Jan-Sep/2015

 

09.30.2015

Jan-Sep/2014

 

12.31.2014

 

Income (expense)

Assets

Liabilities

Income (expense)

Assets

Liabilities

Joint ventures and associates

 

 

 

 

 

 

State-controlled gas distributors

2,444

297

78

3,405

506

195

Petrochemical companies

3,041

104

22

5,721

205

82

Other associates and joint ventures

423

123

623

777

152

263

 

5,908

524

723

9,903

863

540

Government entities

 

 

 

 

 

 

Government bonds

317

1,787

508

4,339

Banks controlled by the Federal Government

(3,489)

2,366

25,981

(2,239)

3,814

28,304

Receivables from the Electricity sector (Note 7.4)

570

3,262

351

2,966

Petroleum and alcohol account - receivables from Federal government (Note 18.2)

215

317

Federal Government - dividends and interest on capital

(26)

Others

33

338

154

(15)

241

224

 

(2,569)

7,968

26,135

(1,421)

11,677

28,528

Pension plans

42

135

 

3,339

8,492

26,900

8,482

12,540

29,203

Revenues (mainly sales revenues)

6,335

 

 

10,242

 

 

Foreign exchange and inflation indexation charges, net

(1,594)

 

 

(656)

 

 

Finance income (expenses), net

(1,402)

 

 

(1,104)

 

 

 

 

 

 

 

 

 

Current assets

 

2,850

 

 

6,715

 

Non-current assets

 

5,642

 

 

5,825

 

Current liabilities

 

 

4,085

 

 

1,855

Non-current liabilities

 

 

22,815

 

 

27,348

 

3,339

8,492

26,900

8,482

12,540

29,203

 

 

 

18.2.   Petroleum and Alcohol accounts - Receivables from Federal Government

As of September 30, 2015, the balance of receivables related to the Petroleum and Alcohol accounts was US$ 215 (US$ 317 as of December 31, 2014). Pursuant to Provisional Measure 2,181 of August 24, 2001, the Federal Government may settle this balance by using National Treasury Notes in an amount equal to the outstanding balance, or allow the Company to offset the outstanding balance against amounts payable to the Federal Government, including taxes payable, or both options.

25


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

The Company has provided all the information required by the National Treasury Secretariat (Secretaria do Tesouro Nacional - STN) in order to resolve disputes between the parties and conclude the settlement with the Federal Government.

Following several negotiation attempts at the administrative level, the Company filed a lawsuit in July 2011 to collect the receivables. Court-ordered expert proceedings are ongoing.

18.3.   Compensation of employees and officers

Petrobras’ key management compensation is set out below:

 

Jan-Sep/ 2015

Jan-Sep/ 2014

 

Officers

Board (members and alternates)

Total

Officers

Board (members)

Total

Wages and short-term benefits

3.0

0.3

3.3

3.1

0.4

3.5

Social security and other employee-related taxes (*)

0.8

0.1

0.9

0.9

0.9

Post-employment benefits (pension plan)

0.3

0.3

0.2

0.2

Total compensation recognized in the statement of income

4.1

0.4

4.5

4.1

0.4

4.5

Total compensation paid

4.1

0.4

4.5

5.2

0.4

5.6

 

 

 

 

 

 

 

Number of members

8

18

26

7

10

17

(*) The compensation of executive officers and directors is based on legal requirements and guidelines established by the Brazilian Department of Oversight and Governance of State-controlled Companies (Departamento de Coordenação e Governança das Empresas Estatais - DEST). DEST determined that social security and other employee-related taxes were included in the key management compensation proposed at the Annual General Meeting of 2014. Those taxes had been included in 2014, but were not disclosed in the notes to the financial statements.

 

 

 

In the nine-month period ended September, 30 2015 the compensation of board members and officers for the consolidated Petrobras group amounted to US$ 15.8 (US$ 22.1 in the nine-month period ended September, 30 2014).

The Extraordinary General Meeting held on July 1, 2015 amended article 18 of the Company's Bylaws to allow board members to have alternates with mandates limited to a two-year period; and article 41 to permit that board members alternates may participate in all board meetings and receive a fixed monthly compensation, subject to the total board members compensation limits established in the General Meeting.

The Extraordinary General Meeting also voted to increase the total board members compensation established at the Annual General Meeting held on April 29, 2015, by US$ 245 thousand, in order to cover the compensation of the alternate board members from July 2015 to March 2016.

19.        Provision for decommissioning costs

Non-current liabilities

09.30.2015

12.31.2014

Opening balance

8,267

7,133

Adjustment to provision

(43)

2,430

Payments made

(890)

(679)

Interest accrued

184

201

Others

180

75

Cumulative translation adjustment

(2,620)

(893)

Closing balance

5,078

8,267

 

 

 

26


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

20.        Taxes

20.1.   Income taxes and other taxes

Income taxes

Current assets

Current liabilities

 

09.30.2015

12.31.2014

09.30.2015

12.31.2014

Taxes in Brazil

699

1,018

158

139

Taxes abroad

12

45

58

108

 

711

1,063

216

247

 

 

 

Other taxes

Current assets

Non-current assets

Current liabilities

Non-current liabilities

 

09.30.2015

12.31.2014

09.30.2015

12.31.2014

09.30.2015

12.31.2014

09.30.2015

12.31.2014

 

 

 

 

 

 

 

 

 

Current / Deferred ICMS (VAT)

931

1,772

545

787

921

1,275

Current / Deferred PIS and COFINS (taxes on revenues)

719

829

1,995

2,983

335

295

CIDE

17

13

107

8

Production taxes

933

1,517

Withholding income taxes

456

486

16

Tax on financial operations (IOF)

171

56

Others

138

73

140

230

248

281

5

 

1,805

2,687

2,680

4,000

3,171

3,862

77

Taxes abroad

45

61

8

8

139

202

 

1,850

2,748

2,688

4,008

3,310

4,064

77

 

 

20.2.   Tax amnesty program - Programa de Recuperação Fiscal (REFIS)

On July 16, 2015 Petrobras paid US$ 445 (US$ 333 in cash and US$ 112 in tax credits) related to a definitive ruling at the administrative stage with respect to a tax deficiency notice issued by the Brazilian Federal Tax Authorities. The notice is related to the tax on financial operations (Imposto sobre operações financeiras - IOF) applicable to intercompany loans made by Petrobras to foreign subsidiaries in 2008.

In addition, Joint Ordinance 1,064 (Portaria Conjunta RFB/PGFN 1.064) issued by the Brazilian Federal Tax Authorities and by the Brazilian Federal Tax Attorney General's Office, and Normative Instruction 1,576/15 (Instrução Normativa RFB 1.576/15) issued by the Brazilian Federal Tax Authorities, both published on August 3, 2015, clarified that taxpayers had an opportunity for relief in connection with additional existing federal tax debts, through the tax amnesty program created under Law 12,996/14   – Programa de Recuperação Fiscal (REFIS). The Company has decided to adhere to the REFIS  to pay for the tax liabilities set out below:

a)      Pay amounts due according to the tax deficiency notices issued by the Brazilian Federal Tax Authorities related to the tax on financial operations (IOF) applicable to intercompany loans made by Petrobras to its foreign subsidiaries in 2007, 2009 and 2010, and to pay amounts due related to the IOF applicable to similar intercompany loans made in other periods, for which a tax deficiency notice has not been issued (2011 and 2012), in the amount of US$ 977. The Company modified its procedures with respect to the payment of the IOF applicable to transactions in 2013 and, therefore, it does not expect any additional tax deficiency notices.

b)   pay the tax deficiency notices issued by the Brazilian Federal Tax Authorities related to the alledged failure to withhold income tax (imposto de renda retido na fonte- IRRF) on amounts Petrobras paid to its former subsidiary Petrobras International Finance Company (PifCo) with respect to crude oil and oil product imports between 1999 and 2002, 2004, 2005 and 2007 to 2012, in the amount of US$ 800.

27


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

c)    penalties for noncompliance with customs clearance procedures on crude oil and oil product imports from 2008 to 2013, in the amount of US$ 13.

The Company will pay those federal tax liabilities in 30 monthly installments following an immediate payment of 20% of the total amount due (after the reductions provided by the tax amnesty program) and using tax credits (tax loss carryforwards) to pay for interest and penalties. The deadline to adhere to the REFIS was September 25, 2015.

As a result, the Company recognized a total expense of US$ 2,304 in the nine-month period ended September 30, 2015, of which US$ 1,550 was recognized as other taxes expenses and US$ 754 as finance expenses. In the same period, the Company paid a total amount of US$ 1,752, of which US$ 890 was paid in cash, US$ 509 by using tax credits and US$ 353 by using judicial deposits.

20.3.   Tax amnesty programs – State Tax (Programas de Anistias Estaduais)

On July 1, 2015, Petrobras and the State of Rio de Janeiro entered into a Tax Conduct Adjustment Agreement (Termo de Ajustamento de Conduta Tributária) pursuant to State Law 7,020/2015 with respect to tax deficiency notices related to VAT tax (ICMS) in the amount of US$ 182 and agreed to start calculating its VAT tax base pursuant to a methodology defined by both parties to cease the deferral of payment of VAT on natural gas sold to thermoelectric power plants located in the State of Rio de Janeiro.

On September 30, 2015 Petrobras entered into a tax amnesty in the State of Espírito Santo pursuant to Law 10,376/2015 to pay amounts due according to tax deficiency notices in the amount of US$ 85 related to its failure to comply with VAT tax (ICMS) regulations in the State of Espírito Santo with respect to application of tax credits, as well as failure to pay VAT on the sale of natural gas products.

As a result of those settlement agreements, the Company recognized a total expense of US$ 267, including US$ 233 as other taxes expenses and US$ 34 as finance expense.

20.4.   Brazilian Tax Law – Law 12,973

On May 14, 2014, Law 12,973 was enacted, establishing, among other matters, the repeal of the Transition Tax Regime (Regime Tributário de Transição - RTT) established by Law 11,941 enacted on May 27, 2009.

Regulation for this law was established by Normative Instruction 1,515, issued on November 24, 2014 and by Normative Instruction 1,520, issued on  December 4, 2014, both issued by the Federal Revenue Secretariat of Brazil (Secretaria da Receita Federal do Brasil).

Management decided to adopt articles 1, 2 and 4 to 70 of Law 12,973/2014, with respect to the adoption of the new tax regime (repealing RTT), beginning in 2015.

20.4.1.   Brazilian income taxes on income of companies incorporated outside Brazil

As of September 30, 2015 the Company has recognized additional income taxes expenses of US$ 629 related to Brazilian income taxes on income generated during the nine-month period ended September 30, 2015 by companies incorporated outside Brazil, as set out in the amended Brazilian Tax Law.

28


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

20.5.   Deferred income taxes - non-current

Income taxes in Brazil comprise corporate income tax (IRPJ) and social contribution on net income (CSLL). Brazilian statutory corporate tax rates are 25% and 9%, respectively. The changes in the deferred income taxes are presented as follows:

a)             Changes in deferred income taxes

 

Property, Plant & Equipment

 

 

 

 

 

 

 

 

Oil and gas exploration costs

Others

Loans, trade and other receivables / payables and financing

Finance leases

Provision for legal proceedings

Tax losses

Inventories

Interest on capital

Others

Total

Balance at January 1, 2014

(13,406)

(4,006)

1,984

(518)

409

4,811

575

1,343

32

(8,776)

Recognized in the statement of income for the year

(2,055)

3,917

401

(42)

182

2,965

(7)

(1,418)

(898)

3,045

Recognized in shareholders’ equity

1,949

(41)

(192)

1,351

3,067

Cumulative translation adjustment

1,814

302

(441)

86

(75)

(842)

(66)

68

(133)

713

Others (*)

(3)

(70)

(77)

10

(51)

1

116

(74)

Balance at December 31, 2014

(13,647)

210

3,823

(592)

526

6,691

503

(7)

468

(2,025)

Recognized in the statement of income for the period

(1,197)

(870)

202

(34)

224

2,969

76

8

(2,389)

(1,011)

Recognized in shareholders’ equity

67

7,456

(67)

(435)

65

7,086

Cumulative translation adjustment

4,782

312

(2,591)

222

(207)

(1,943)

(177)

(1)

(538)

(141)

Use of tax credits - REFIS

(509)

(509)

Others

(99)

96

(1)

28

(2)

22

Balance at September 30, 2015

(10,062)

(380)

8,986

(471)

542

6,801

402

(2,396)

3,422

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

1,006

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(3,031)

Balance at December 31, 2014

 

 

 

 

 

 

 

 

 

(2,025)

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

3,713

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(291)

Balance at September 30, 2015

 

 

 

 

 

 

 

 

 

3,422

(*) Relates, primarily, to disposal of interests in investees or mergers.

 

 

The deferred tax assets will be realized in proportion to the realization of the provisions and the final resolution of future events, both of which are based on estimates.

 

29


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

20.6.   Reconciliation between statutory tax rate and effective tax expense rate

A reconciliation between tax expense and the product of “income before income taxes” multiplied by the Brazilian statutory corporate tax rates is set out in the table below:

 

Jan-Sep/2015

Jan-Sep/2014

Income before income taxes

2,334

4,375

Nominal income taxes computed based on Brazilian statutory corporate tax rates (34%)

(794)

(1,488)

Adjustments to arrive at the effective tax rate:

 

 

·    Different jurisdictional tax rates for companies abroad

640

839

. Brazilian income taxes on income of companies incorporated outside Brazil

(629)

·    Tax loss carryforwards (unrecognized tax losses)

(478)

(396)

·    Write-off - overpayments incorrectly capitalized (note 3)

(907)

·    Non taxable income (deductible expenses), net (*)

(587)

(98)

·    Others

(29)

36

Income taxes benefit (expense)

(1,877)

(2,014)

Deferred income taxes

(1,011)

(966)

Current income taxes

(866)

(1,048)

 

(1,877)

(2,014)

Effective tax rate

80.4%

46.0%

 

 

 

(*) Includes the principal portion of the IOF tax contingency, as set out in note 20.2 (only the interest and inflation indexation portions are deductible) and share of earnings in equity-accounted investees.

 

 

 

30


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

21.        Employee benefits (Post-Employment)

21.1.   Pension and medical benefits

The Company sponsors defined benefit and variable contribution pension plans in Brazil and for certain of its international subsidiaries, as well as defined-benefit medical plans for employees in Brazil (active and retirees) and their dependents.

Changes in the pension and medical benefits to employees are set out below:

 

Petros Plan

Medical Plan

 

 

 

Petros

Petros 2

AMS

Other plans

Total

Balance at January 1, 2014

5,342

121

6,999

111

12,573

(+) Remeasurement effects recognized in OCI

3,264

143

2,538

2

5,947

(+) Costs incurred in the year

794

49

1,155

24

2,022

(-) Contributions paid

(245)

(396)

(7)

(648)

(-) Payments related to the Term of Financial Commitment (TFC)

(203)

(203)

Others

1

(13)

(12)

Cumulative translation adjustment

(1,079)

(26)

(1,277)

(10)

(2,392)

Balance at December 31, 2014

7,874

287

9,019

107

17,287

Current

440

354

2

796

Non-Current

7,434

287

8,665

105

16,491

 

7,874

287

9,019

107

17,287

(+)Costs incurred in the period

693

61

838

21

1,613

(-) Contributions paid

(138)

(274)

(13)

(425)

(-) Payments related to the Term of Financial Commitment (TFC)

(88)

(88)

Others

28

28

Cumulative translation adjustment

(2,705)

(108)

(3,109)

(46)

(5,968)

Balance at September 30, 2015

5,636

240

6,474

97

12,447

Current

329

237

1

567

Non-Current

5,307

240

6,237

96

11,880

 

5,636

240

6,474

97

12,447

 

 

Pension and medical benefit expenses recognized in the statement of income are set out below:

 

Jan-Sep/2015

 

Pension Plan

 

Medical Plan

Other Plans

Total

 

Petros

Petros 2

AMS

 

 

Current service cost

65

36

105

9

215

Interest cost over net liabilities / (assets)

628

25

733

12

1,398

Net costs for the period Jan-Sep/2015

693

61

838

21

1,613

Related to active employees:

 

 

 

 

 

Included in the cost of sales

207

32

200

1

440

Operating expenses

104

26

120

19

269

Related to retired employees

382

3

518

1

904

Net costs for the period Jan-Sep/2015

693

61

838

21

1,613

Net costs for the period Jan-Sep/2014

534

37

792

20

1,383

 

 

 

As of September 30, 2015, the Company had the balance of crude oil and oil products of US$ 1,603 pledged as security for the Terms of Financial Commitment (TFC), signed by Petrobras and Petros in 2008 (US$ 2,316 as of December 31, 2014).

In the nine-month period ended September 30, 2015 the Company's contribution to the defined contribution portion of the Petros Plan 2 was US$ 203 ( US$ 244  in the nine-month period ended September 2014).

31


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

21.2.   Profit sharing

Profit sharing benefits comply with Brazilian legal requirements and those of the Brazilian Department of Coordination and Governance of StateOwned Enterprises (DEST), of the Ministry of Planning, Budget and Management, and of the Ministry of Mines and Energy, and are computed based on the consolidated net income attributable to the shareholders of Petrobras.

In March 2014, the Company and the labor unions reached an agreement regarding a new profit sharing regulation, following negotiations started in the context of the 2013/2015 Collective Bargaining Agreement.

Pursuant to the amended rules, profit sharing benefits will be computed based on the results of six corporate indicators, for which annual goals are defined by management (maximum permissible levels of crude oil and oil products spill, lifting cost excluding production taxes in Brazil, crude oil and NGL production in Brazil, feedstock processed - excluding NGL - in Brazil, vessel operating efficiency and percentage of compliance with natural gas delivery schedule).

The results of the six individual goals are factored into a consolidated result that will determine the percentage of the profit to be distributed as a profit sharing benefit to employees.

Pursuant to the amended rules, in the event the Company records a net loss for the period, profit sharing benefit will be one half of the benefit paid in the prior year in addition to half a month’s salary for each employee.

Profit sharing benefits for the nine-month period ended September 30, 2015

Based on the consolidated result of the corporate indicators for the nine-month period ended September 30, 2015, a 6.25% distribution was applied to the net income expressed in reais and the Company recognized a profit sharing expense of US$ 61.

21.3.   Voluntary Separation Incentive Plan

In January 2014, the Company launched a Voluntary Separation Incentive Plan (PIDV), which was developed within the context of its Productivity Optimization Plan (POP) to contribute to the achievement of the goals set out in the Business and Management Plan.

On March 31, 2014 the Company recognized in other expenses in the statement of income a provision for the estimated charges. The amounts are subject to changes resulting from employees who cancel their requests for voluntary separation, impacts of Collective Bargaining Agreements, which might increase salaries before separation, inflation-indexation of the floor and the cap based on the Brazilian Consumer Price Index (IPCA), as well as variable additional incentives earned by employees.

As of September 30, 2015, 6,206 separations and 655 cancellations of requests were made for voluntary separation of employees who enrolled in the PIDV. Changes in the provision are set out below:

Balance as of December 31, 2014

390

Revision of provision

35

Separations in the period

(174)

Cumulative translation adjustment

(98)

Balance as of September 30, 2015

153

Current

102

Non-current

51

 

 

 

32


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

22.        Shareholders’ equity

22.1.   Share capital (net of share issuance costs)

As of September 30, 2015 subscribed and fully paid share capital was US$ 107,380 and share issuance costs were US$ 279 (US$ 107,380 and US$ 279 as of December 31, 2014), represented by 7,442,454,142 outstanding common shares and 5,602,042,788 outstanding preferred shares, all of which are registered, book-entry shares with no par value.

Preferred shares have priority on returns of capital, do not grant any voting rights and are non-convertible into common shares.

22.2.   Other comprehensive income

In the nine-month period ended September 30, 2015 the Company recognized the following charges mainly as a result of a 49.6% depreciation of the Brazilian real against the U.S. dollar:

-       Cumulative translation adjustment of US$ 29,865;

-       Foreign exchange variation losses of US$ 20,827 (US$ 13,744 after taxes) recognized in the Company's shareholders' equity in Jan-Sep/2015 as a result of its cash flow hedge accounting policy. The cumulative balance of foreign exchange variation losses as of September 30, 2015 was US$ 32,489 (US$ 21,433 after taxes), as set out in note 31.

22.3.   Earnings per Share

 

Jan-Sep/2015

Jan-Sep/2014

Net income (loss) attributable to shareholders of Petrobras

971

2,355

Weighted average number of common and preferred shares outstanding

13,044,496,930

13,044,496,930

Basic and diluted earnings per common and preferred share (US$ per share)

0.07

0.18

 

 

33


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

23.        Sales revenues

 

Jan-Sep/2015

Jan-Sep/2014

Gross sales

94,177

133,268

Sales taxes

(19,010)

(23,020)

Sales revenues (*)

75,167

110,248

Diesel

23,669

32,356

Automotive gasoline

12,404

17,917

Fuel oil (including bunker fuel)

1,854

3,299

Naphtha

2,128

4,428

Liquefied petroleum gas

2,218

2,855

Jet fuel

2,595

4,289

Other oil products

2,739

4,472

Subtotal oil products

47,607

69,616

Natural gas

4,608

6,079

Ethanol, nitrogen products and renewables

2,912

2,817

Electricity, services and others

3,774

6,394

Total domestic market

58,901

84,906

Exports

7,571

11,098

International sales (**)

8,695

14,244

Sales revenues (*)

75,167

110,248

 

 

 

(*) Analysis of sales revenues by business segment is set out in note 28.

(**) Sales revenues from operations outside of Brazil, other than exports.

 

24.        Other expenses, net

 

Jan-Sep/ 2015

Jan-Sep/ 2014

Pension and medical benefits - retirees

(904)

(656)

Legal, administrative and arbitration proceedings

(893)

(74)

Unscheduled stoppages and pre-operating expenses

(843)

(791)

Impairment (losses) / reversals

(419)

(128)

Institutional relations and cultural projects

(337)

(584)

E&P areas returned and cancelled projects

(118)

(222)

Health, safety and environment

(75)

(111)

Voluntary Separation Incentive Plan - PIDV

(35)

(1,040)

Gains / (losses) on disposal/write-offs of assets

(156)

(1,447)

Collective bargaining agreement

(435)

Reimbursements from E&P partnership operations

303

237

Amounts recovered – “overpayments incorrectly capitalized”

72

Government grants

11

52

Others (*)

(89)

(10)

 

(3,483)

(5,209)

(*) Includes US$ 164 in 2014 with respect to additional profit sharing benefits for 2013, as set out on note 22.7 of the Company's consolidated financial statements for the year ended December 31, 2014.

 

 

 

34


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

25.        Costs and Expenses by nature

 

Jan-Sep/2015

Jan-Sep/2014

Raw material / products for resale

(24,679)

(47,322)

Materials, freight, rent, third-party services and other related costs

(14,719)

(16,748)

Depreciation, depletion and amortization

(8,580)

(9,563)

Employee compensation

(7,238)

(10,400)

Production taxes

(5,023)

(10,843)

Unscheduled stoppages and pre-operating expenses

(843)

(791)

(Losses /Gains on legal, administrative and arbitration proceedings

(893)

(74)

Other taxes

(2,413)

(521)

Exploration expenditures written off (incl. dry wells and signature bonuses)

(1,050)

(1,869)

Institutional relations and cultural projects

(337)

(584)

Health, safety and environment

(75)

(111)

Impairment

(419)

(128)

E&P areas returned and cancelled projects

(118)

(222)

Amounts recovered – “overpayments incorrectly capitalized”

72

Write-off - overpayments incorrectly capitalized

(2,527)

Gains / (losses) on disposal/write-offs of assets

(156)

(1,447)

Allowance for impairment of trade receivables

(141)

(1,831)

Changes in inventories

766

(400)

 

(65,846)

(105,381)

In the Statement of income

 

 

Cost of sales

(52,325)

(84,717)

Selling expenses

(2,954)

(5,356)

General and administrative expenses

(2,622)

(3,430)

Exploration costs

(1,435)

(2,471)

Research and development expenses

(553)

(812)

Other taxes

(2,413)

(521)

Write-off - overpayments incorrectly capitalized

(2,527)

Other expenses, net

(3,483)

(5,209)

Profit sharing

(61)

(338)

 

(65,846)

(105,381)

 

 

26.        Net finance income (expense)

 

Jan-Sep/2015

Jan-Sep/2014

Foreign exchange gains/(losses) and inflation indexation charges on debt (*)

(3,482)

(7)

Debt interest and charges

(5,104)

(5,108)

Income from investments and marketable securities

523

774

Financial result on net debt

(8,063)

(4,341)

Capitalized borrowing costs

1,376

2,795

Gains (losses) on derivatives, net

150

91

Interest income from marketable securities

25

(16)

Other finance expense and income, net (**)

(869)

(36)

Other foreign exchange gains/(losses) and indexation charges, net

223

585

Finance income (expenses), net

(7,158)

(922)

Income

982

1,297

Expenses

(4,904)

(2,791)

Foreign exchange gains/ (losses) and inflation indexation charges, net

(3,236)

572

 

(7,158)

(922)

 

 

 

(*) Includes debt raised in Brazil (in Brazilian reais) indexed to the U.S. dollar.

(**) In 2015, includes US$ 754 of finance expense related to the tax amnesty program (REFIS).

 

 

 

35


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

27.        Supplemental information on statement of cash flows

 

Jan-Sep/2015

Jan-Sep/2014

 

 

 

Additional information on cash flows:

 

 

Amounts paid/received during the year:

 

 

Income taxes paid

512

699

Withholding income tax paid on behalf of third-parties

836

1,476

 

 

 

Capital expenditures and financing activities not involving cash

 

 

Purchase of property, plant and equipment on credit

125

4

Recognition (reversal) of provision for decommissioning costs

(14)

(13)

 

 

 

36


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

28.        Segment Information

Consolidated assets by Business Area - 09.30.2015

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

International

Biofuels

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

 

 

Current assets

3,556

9,091

2,327

2,141

2,038

51

28,144

(2,951)

44,397

Non-current assets

114,949

36,933

17,057

2,865

10,516

552

7,498

(288)

190,082

Long-term receivables

5,339

2,298

1,568

1,137

1,670

3

5,644

(245)

17,414

Investments

58

884

374

12

2,239

412

45

4,024

Property, plant and equipment

107,619

33,593

14,868

1,562

6,188

137

1,666

(43)

165,590

Operating assets

77,896

27,103

11,903

1,309

4,998

124

1,453

(43)

124,743

Under construction

29,723

6,490

2,965

253

1,190

13

213

40,847

Intangible assets

1,933

158

247

154

419

143

3,054

Total Assets

118,505

46,024

19,384

5,006

12,554

603

35,642

(3,239)

234,479

 

 

 

 

 

 

 

 

 

 

Consolidated assets by Business Area - 12.31.2014

 

 

 

 

 

 

 

 

 

 

Current assets

6,008

14,724

3,979

3,481

2,345

65

24,160

(3,930)

50,832

Non-current assets

145,516

55,314

24,388

3,740

10,664

1,044

8,225

(1,036)

247,855

Long-term receivables

6,729

3,605

1,411

1,211

1,848

3

5,029

(973)

18,863

Investments

200

1,807

524

15

2,226

836

145

5,753

Property, plant and equipment

135,671

49,662

22,126

2,284

6,058

205

2,787

(63)

218,730

Operating assets

99,313

40,940

17,868

1,730

3,716

189

2,094

(63)

165,787

Under construction

36,358

8,722

4,258

554

2,342

16

693

52,943

Intangible assets

2,916

240

327

230

532

264

4,509

Total Assets

151,524

70,038

28,367

7,221

13,009

1,109

32,385

(4,966)

298,687

 

 

 

 

 

 

 

 

 

 

 

 

 

 

37


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Consolidated Statement of Income by Business Area (*)

 

Jan-Sep/2015

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

International

Biofuels

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

 

 

Sales revenues

26,991

56,015

9,962

22,858

7,013

166

(47,838)

75,167

Intersegments

26,575

18,700

1,593

433

383

154

(47,838)

Third parties

416

37,315

8,369

22,425

6,630

12

75,167

Cost of sales

(18,734)

(45,740)

(8,035)

(21,204)

(5,933)

(184)

47,505

(52,325)

Gross profit (loss)

8,257

10,275

1,927

1,654

1,080

(18)

(333)

22,842

Income (expenses)

(2,645)

(3,123)

(1,055)

(1,356)

(770)

(36)

(4,639)

164

(13,460)

Selling, general and administrative

(330)

(1,759)

(314)

(1,289)

(581)

(25)

(1,443)

165

(5,576)

Exploration costs

(1,324)

(111)

(1,435)

Research and development

(218)

(91)

(45)

(2)

(8)

(189)

(553)

Other taxes

(117)

(608)

(316)

(8)

(83)

(1)

(1,280)

(2,413)

Other expenses, net

(656)

(665)

(380)

(59)

7

(2)

(1,727)

(1)

(3,483)

Income / (loss) before financial results, profit sharing and income taxes

5,612

7,152

872

298

310

(54)

(4,639)

(169)

9,382

Net finance income (expense)

(7,158)

(7,158)

Share of earnings in equity-accounted investments

(170)

330

81

(12)

89

(110)

(37)

171

Profit sharing

(9)

(24)

(3)

(21)

(4)

(61)

Income / (loss) before income taxes

5,433

7,458

950

265

399

(164)

(11,838)

(169)

2,334

Income taxes

(1,908)

(2,423)

(295)

(94)

(66)

19

2,833

57

(1,877)

Net income (loss)

3,525

5,035

655

171

333

(145)

(9,005)

(112)

457

Net income attributable to:

 

 

 

 

 

 

 

 

 

Shareholders of Petrobras

3,532

5,039

576

171

254

(145)

(8,344)

(112)

971

Non-controlling interests

(7)

(4)

79

79

(661)

(514)

 

3,525

5,035

655

171

333

(145)

(9,005)

(112)

457

 

 

 

 

 

 

 

 

 

 

(*) A list of the Company's investees by business segment is set out in note 11.1 of the Company's annual financial statements for the year ended December 31, 2014.

 

 

38


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Consolidated Statement of Income by Business Area

 

Jan-Sep/2014 (*)

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

International

Biofuels

Corporate

Eliminations

Total

Sales revenues

51,835

86,649

13,336

31,827

11,005

192

(84,596)

110,248

Intersegments

51,510

30,267

1,183

880

589

167

(84,596)

Third parties

325

56,382

12,153

30,947

10,416

25

110,248

Cost of sales

(26,503)

(91,682)

(11,735)

(29,231)

(9,854)

(230)

84,518

(84,717)

Gross profit (loss)

25,332

(5,033)

1,601

2,596

1,151

(38)

(78)

25,531

Income (expenses)

(5,122)

(5,856)

(2,508)

(2,072)

(673)

(52)

(4,213)

170

(20,326)

Selling, general and administrative

(276)

(2,293)

(1,886)

(1,925)

(590)

(36)

(1,952)

172

(8,786)

Exploration costs

(2,354)

(117)

(2,471)

Research and development

(414)

(138)

(63)

(11)

(186)

(812)

Other taxes

(32)

(72)

(85)

(9)

(77)

(246)

(521)

Write-off - overpayments incorrectly capitalized

(804)

(1,398)

(266)

(9)

(9)

(41)

(2,527)

Other expenses, net

(1,242)

(1,955)

(208)

(129)

120

(5)

(1,788)

(2)

(5,209)

Income / (loss) before financial results, profit sharing and income taxes

20,210

(10,889)

(907)

524

478

(90)

(4,213)

92

5,205

Net finance income (expense)

(922)

(922)

Share of earnings in equity-accounted investments

(4)

137

162

174

(42)

3

430

Profit sharing

(116)

(94)

(16)

(20)

(8)

(84)

(338)

Income / (loss) before income taxes

20,090

(10,846)

(761)

504

644

(132)

(5,216)

92

4,375

Income taxes

(7,104)

3,258

223

(174)

(176)

31

1,959

(31)

(2,014)

Net income (loss)

12,986

(7,588)

(538)

330

468

(101)

(3,257)

61

2,361

Net income attributable to:

 

 

 

 

 

 

 

 

 

Shareholders of Petrobras

12,989

(7,582)

(549)

330

400

(101)

(3,193)

61

2,355

Non-controlling interests

(3)

(6)

11

68

(64)

6

 

12,986

(7,588)

(538)

330

468

(101)

(3,257)

61

2,361

 

 

 

 

 

 

 

 

 

 

(*) Beginning in 2014, the allowance to reduce inventories to net realizable value was reclassified from other expenses to cost of sales.

 

39


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Statement of Income - breakdown of International Business Area

 

 

 

 

 

 

 

 

Jan-Sep/2015

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

Statement of income

 

 

 

 

 

 

 

Sales revenues

1,443

3,545

408

3,159

10

(1,552)

7,013

Intersegments

746

1,152

26

1

10

(1,552)

383

Third parties

697

2,393

382

3,158

6,630

Income before financial results, profit sharing and income taxes

267

96

49

66

(178)

10

310

Net income (loss) attributable to shareholders of Petrobras

285

94

69

56

(260)

10

254

 

Jan-Sep/2014

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

Statement of income

 

 

 

 

 

 

 

Sales revenues

2,400

5,949

377

3,816

21

(1,558)

11,005

Intersegments

949

1,158

26

1

13

(1,558)

589

Third parties

1,451

4,791

351

3,815

8

10,416

Income before financial results, profit sharing and income taxes

545

(62)

67

113

(176)

(9)

478

Net income (loss) attributable to shareholders of Petrobras

628

(31)

80

105

(373)

(9)

400

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

Total assets - breakdown of International Business Area

 

 

 

 

 

 

 

As of 09.30.2015

9,540

1,692

470

809

1,100

(1,057)

12,554

As of 12.31.2014

9,623

1,861

472

940

1,230

(1,117)

13,009

 

 

As an outcome of the creation of the position of Chief Governance, Risk and Compliance Officer, which replaced the position of Chief International Officer, the Company has recently approved the organizational structure adjustments in other business areas to allocate the international activities to other business segments. Considering the necessary steps to integrate the management of those activities, the Company has maintained the presentation of the results of international activities as a separate component.

 

40


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

29.        Provisions for legal proceedings

29.1.   Provisions for legal proceedings, judicial deposits and contingent liabilities

The Company recognizes provisions for the best estimate of the costs of proceedings for which it is probable that an outflow of resources embodying economic benefits will be required and that can be reliably estimated. These proceedings are mainly comprised of labor claims, especially actions regarding the calculation of paid weekly rest; tax claims, including claims related to failure to pay VAT (ICMS) tax on jet fuel sales and to tax credits (PIS and COFINS) applied that were disallowed; and civil claims related to losses and damages proceedings resulting from the cancellation of an assignment of excise tax (IPI) credits to a third party, failure to pay royalties on oil shale extraction and fishermen seeking indemnification from the Company for a January 2000 oil spill in the State of Rio de Janeiro.

Provisions for legal proceedings, are set out below:

 

09.30.2015

12.31.2014

Non-current liabilities

 

 

Labor claims

664

717

Tax claims

409

104

Civil claims

535

666

Environmental claims

40

40

Other claims

3

13

 

1,651

1,540

 

 

 

 

09.30.2015

12.31.2014

Opening Balance

1,540

1,246

Additions

904

766

Use of provision

(170)

(314)

Accruals and charges

56

66

Others

(62)

(8)

Cumulative translation adjustment

(617)

(216)

Closing Balance

1,651

1,540

 

 

 

 

Judicial deposits made in connection with legal proceedings are set out in the table below according to the nature of the corresponding lawsuits:

Non-current assets

09.30.2015

12.31.2014

Labor

662

928

Tax

850

1,006

Civil

652

663

Environmental

75

80

Others

5

5

 

2,244

2,682

 

 

 

Contingent liabilities for which either the Company is unable to make a reliable estimate of the expected financial effect that will result from resolution of the proceeding, or a cash outflow is not probable, are not recognized as liabilities in the financial statements but are disclosed, unless the possibility of any outflow of resources embodying economic benefits is considered remote.

The estimated contingent liabilities for legal proceedings as of September 30, 2015 that are not considered remote are set out in the table below.

41


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Nature

Estimate

Tax

23,528

Civil - General

3,839

Labor

3,612

Civil - Environmental

1,317

Others

1

 

32,297

 

 

 

A brief description of the nature of the main contingent liabilities (tax, civil, environmental and labor) is set out in the table below.

Description of tax matters

Estimate

Plaintiff: Secretariat of the Federal Revenue of Brazil

 

1) Dispute over alleged Failure to withhold and pay income tax (IRRF) and Contribution of Intervention in the Economic Domain (CIDE) on remittances for payment of platform charters.

 

Current status: This claim involves lawsuits in different administrative and judicial stages.

5,597

2) Tax credits applied were disallowed due to failure to comply with an ancillary tax obligation.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

2,555

3) Deduction from taxable income (income tax - IRPJ and social contribution - CSLL) of expenses from Petros Plan renegotiation and penalties, in addition to deduction from taxable income of several employee benefit related expenses and actuarial expenses (PETROS) in 2007 and 2008.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

1,845

4) Deduction from taxable income of income generated by subsidiaries and associates domiciled outside Brazil from 2005 to 2010.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

1,620

5) Deduction from taxable income (income tax - IRPJ and social contribution - CSLL) of development costs.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

1,259

6) Dispute over alleged failure to pay social security contributions over contingent bonuses paid to employees.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

600

7) Alleged failure to pay Contribution of Intervention in the Economic Domain (CIDE) from March 2002 to October 2003 on transactions with fuel retailers and service stations protected by judicial injunctions determining that fuel sales were made without gross-up of such tax.

 

Current status: This claim involves lawsuits in different administrative and judicial stages.

504

Plaintiff: State of São Paulo Finance Department

 

8) Dispute over VAT (ICMS) levied on a drilling rig import – temporary admission in the state of São Paulo and clearance in the state of Rio de Janeiro and related fines for breach of ancillary tax obligations.

 

Current status: This claim involves lawsuits in administrative and judicial stages.

1,275

9) Tax notices from the State of São Paulo with respect to the deferral of payment of VAT (ICMS) taxes on B100 Biodiesel sales and to the application of alleged incorrect VAT rate (7%) on B100 Biodiesel inter-state sales, including States in the Midwest, North and Northeast regions of Brazil and the State of Espírito Santo.

 

 

Current status: This claim involves three tax notices and is being disputed at the administrative level.

547

Plaintiff: States of PR, AM, BA, DF, ES, PA, PE and RJ Finance Departments

 

10) Dispute over VAT (ICMS) levied on crude oil and natural gas sales attributable to alleged differences in initial inventory and final inventory.

 

Current status: This claim involves lawsuits in different administrative and judicial levels.

406

Plaintiff: State of Rio de Janeiro Finance Department

 

11) VAT (ICMS) levied on dispatch of liquid natural gas (LNG) without issuance of tax document by the main establishment.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

931

12) Dispute over VAT (ICMS) levied on jet fuel sales, as Decree 36,454/2004 was declared unconstitutional.

 

Current status: Awaiting the hearing of an appeal at the administrative level.

505

13) Alleged failure to write-down VAT (ICMS) credits related to tax-free or non-taxable sales made by the Company's customers.

 

Current status: Two Tax Deficiency Notices have been issued and are being disputed at the administrative level, but have not yet been judged.

458

Plaintiff: Municipal governments of the cities of Anchieta, Aracruz, Guarapari, Itapemirim, Marataízes, Linhares, Vila Velha and Vitória.

 

14) Alleged failure to withhold and pay tax on services provided offshore (ISSQN) in some municipalities located in the State of Espírito Santo. Petrobras withheld and paid these taxes to the municipalities where the respective service providers were established, in accordance with Complementary Law 116/03.

 

Current status: This claim involves lawsuits in administrative and judicial stages.

662

Plaintiff: States of SP, RS and SC Finance Departments

 

15) Three States challenged VAT (ICMS) taxes paid on natural gas imports from Bolivia to the State of MS , although the latter, as the import destination, had the legal right to levy such taxes.

 

Current status: This claim involves lawsuits in different administrative and judicial stages, as well as three civil lawsuits in the Supreme Court.

525

Plaintiff: States of Rio de Janeiro, São Paulo and Sergipe Finance Departments

 

16) Dispute over VAT (ICMS) credits were allegedly applied improperly on the purchase of drilling rig bits and chemical products used in formulating drilling fluid.

 

Current status: This claim involves lawsuits in different administrative and judicial stages.

282

Plaintiff: States of São Paulo, Ceará, Paraíba, Rio de Janeiro, Bahia and Pará Finance Departments

 

17) Alleged failure to pay VAT (ICMS) and allegedly improper use of ICMS credits on exports, internal consumption and similar transactions involving bunker fuel.

 

Current status: This claim involves tax notices in different administrative and judicial stages.

309

Plaintiff: State of Pernambuco Finance Department

 

18) Alleged incorrect application of VAT (ICMS) tax base with respect to natural gas transport through citygates in the State of Pernambuco. The Finance Department of the State of Pernambuco understands that activity as being an industrial activity which could not be characterized as an interstate sale transaction (considering that the Company has facilities located in Pernambuco).

 

Current status: This claim involves several tax notices in different administrative and judicial stages.

346

19) Other tax matters

3,302

Total tax matters

23,528

 

 

 

42


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

Description of civil matters

Estimate

Plaintiff: Agência Nacional de Petróleo, Gás Natural e Biocombustíveis - ANP

 

1) Proceeding challenging an ANP order requiring Petrobras to pay special participation fees (government take) with respect to Baleia Anã, Baleia Azul, Baleia Franca, Cachalote, Caxaréu, Jubarte and Pirambu in the Parque das Baleias complex located in Campos Basin as a single (unitized) oil field.

 

Current status: The claim is being disputed in court and in an arbitration proceeding. As a result of a judicial decision and a Chamber of Arbitration ruling the levy has been suspended.

940

2) Legal and administrative disputes on differences in special participation charges and royalties paid in several oil fields. In addition, the Brazilian Oil, Natural Gas and Biofuels Agency (ANP) is claiming fines for alleged non-compliance with minimum exploratory programs and alleged irregularities in platform measurement systems.

 

Current status: This claim involves proceedings in different administrative and judicial stages.

917

Plaintiff: Refinaria de Petróleo de Manguinhos S.A.

 

3) Lawsuit seeking to recover damages for alleged anti-competitive practices with respect to gasoline and other oil products (Diesel and LPG) sales in the domestic market.

 

Current status: This claim is in judicial stage and was ruled for the plaintiff in the first stage. The Company is taking legal actions to ensure its rights. The Brazilian Antitrust regulator (CADE) has analyzed this claim and did not consider the Company's practices anti-competitive.

386

4) Other civil matters

1,596

Total for civil matters

3,839

 

 

 

 

Description of environmental matters

Estimate

Plaintiff: Ministério Público Federal, Ministério Público Estadual do Paraná

 

AMAR - Associação de Defesa do Meio Ambiente de Araucária and IAP - Instituto Ambiental do Paraná

 

1) Legal proceeding related to specific performance obligations, indemnification and compensation for damages related to an environmental accident that occurred in the State of Paraná on July 16, 2000.

 

Current status: The court partially ruled in favor of the plaintiff, however both parties (the plaintiff and the Company) filed an appeal.

571

2) Other environmental matters

746

Total for environmental matters

1,317

 

43


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

Description of labor matters

Estimate

Plaintiff : Sindipetro of Espírito Santo, Rio de Janeiro, Bahia, Minas Gerais and São Paulo.

 

1) Class actions requiring a review of the methodology by which the minimum compensation based on an employee's position and work schedule (Remuneração Mínima por Nível e Regime - RMNR) is calculated.

 

Current status: The Company filed its collective bargaining agreement with the Superior Labour Court, and on October 19, 2015, the Court ruled in favor of the Company and notified the Regional Labour Courts of its understanding of the matter.

859

Plaintiff : Sindipetro of Norte Fluminense and Sindipetro of the state of Bahia

 

2) Class Actions regarding wage underpayments to certain employees due to alleged changes in the methodology used to factor overtime into the calculation of paid weekly rest, allegedly computed based on ratios that are higher than those established by Law No. 605/49.

 

Current status: The Company has appealed a decision with respect to the claim filed by Sindipetro/BA and awaits judgment by the Superior Labor Court. The Company has filed an appeal in the Superior Labor Court to overturn a decision with respect to the claim filed by Sindipetro Norte Fluminense (NF) and awaits judgment.

311

Plaintiff : Sindipetro of Norte Fluminense – SINDIPETRO/NF

 

3)The plaintiff claims Petrobras to pay overtime for standby work time exceeding 12-hours per day. It also claims that Petrobras must respect a 12-hour limit per workday, subject to a daily fine.

 

Current status: Awaiting the Superior Labor Court to judge appeals filed by both parties.

272

4) Other labor matters

2,170

Total for labor matters

3,612

 

 

 

29.2.   Class action and other related proceedings

Between December 8, 2014 and January 7, 2015, five putative securities class action complaints were filed against the Company in the United States District Court for the Southern District of New York (SDNY). These actions were consolidated on February 17, 2015 (the “Consolidated Securities Litigation”). The Court appointed a lead plaintiff, Universities Superannuation Scheme Limited (“USS”), on March 4, 2015. USS filed a consolidated amended complaint on March 27, 2015 that purports to be on behalf of investors who: (i) purchased or otherwise acquired Petrobras securities traded on the NYSE or pursuant to other transactions in the U.S. during the period January 22, 2010 and March 19, 2015, inclusive (the “Class Period”), and were damaged thereby; (ii) purchased or otherwise acquired the 2012 Notes pursuant to the 2009 Registration Statement, or the 2013 Notes or 2014 Notes pursuant to the 2012 Registration Statement during the Class Period, and were damaged thereby; and (iii) purchased or otherwise acquired Petrobras securities on the Brazilian stock exchange during the Class Period, who also purchased or otherwise acquired Petrobras securities traded on the NYSE or pursuant to other transactions in the U.S. during the same period.

The consolidated amended complaint alleges, among other things, that in the Company’s press releases, filings with the SEC and other communications, the Company made materially false and misleading statements and omissions regarding the value of its assets, the amounts of the Company’s expenses and net income, the effectiveness of the Company’s internal controls over financial reporting, and the Company’s anti-corruption policies, due to alleged corruption purportedly in connection with certain contracts, which allegedly artificially inflated the market value of the Company’s securities.

44


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

On April 17, 2015, Petrobras, PGF and underwriters of notes issued by the Company filed a motion to dismiss.

On July 9, 2015, the judge presiding over the Consolidated Securities Litigation ruled on the motion to dismiss, partially granting the Company's motion. Among other decisions, the judge dismissed claims relating to certain debt securities issued in 2012 under the Securities Act of 1933, as time barred by the Securities Act’s statute of repose and ruled claims relating to securities purchased on the Brazilian stock exchange must be arbitrated, as established in the Company’s Bylaws. The judge rejected other arguments presented in the motion to dismiss and, as a result, the Consolidated Securities Litigation will continue with respect to other claims alleged by the lead plaintiff.

In addition, to date, nineteen lawsuits have been filed by individual investors before the same judge in the SDNY, consisting of allegations similar to those in the consolidated amended complaint.  On August 21, 2015, Petrobras, PGF and underwriters of notes issued by the Company filed a motion to dismiss certain of the individual lawsuits, and on October 15, 2015, the judge ruled on the motion to dismiss, partially granting the motion.  Among other decisions, the judge dismissed several Exchange Act, Securities Act and state law claims as barred by the relevant statutes of repose.  The judge denied other portions of the motion to dismiss and, as a result, these actions will continue with respect to other claims brought by these plaintiffs.

On October 31, 2015, the judge ordered that the individual lawsuits and the Consolidated Securities Litigation shall be tried together in a single trial that will not exceed a total of eight weeks. On November 5, 2015, the judge ordered that the trial shall begin on September 19, 2016.

These actions are in their early stages and involve highly complex issues that are subject to substantial uncertainties and depend on a number of factors such as the novelty of the legal theories, the pace of discovery, the court’s scheduling order, the timing of court decisions, discovery from adverse parties or third parties, rulings by the court on key issues, analysis by retained experts, possible engagement in settlement negotiations and the adverse parties’ willingness to negotiate in good faith toward a resolution.

In addition, the claims asserted are broad, span a multi-year period and involve a wide range of activities, and the plaintiffs have not specified an amount of alleged damages in the Consolidated Securities Litigation or the additional individual actions.

The uncertainties inherent in all such matters affect the amount and timing of the ultimate resolution of these actions. As a result, the Company is unable to make a reliable estimate of eventual loss arising from the litigation.

In the event that this litigation is decided against us, or we enter into an agreement to settle such matters, we may be required to pay substantial amounts, which could have a material adverse effect on the Company’s financial condition, its consolidated results of operations or its consolidated cash flows for an individual reporting period.

The Company has engaged a U.S. firm as legal counsel and intends to defend these actions vigorously.

30.        Collateral for crude oil exploration concession agreements

The Company has granted collateral to the Brazilian Agency of Petroleum, Natural Gas and Biofuels (Agência Nacional de Petróleo, Gás Natural e Biocombustíveis -ANP) in connection with the performance of the Minimum Exploration Programs established in the concession agreements for petroleum exploration areas in the total amount of US$ 1,598 of which US$ 1,239 were still in force at  September 30, 2015, net of commitments that have been undertaken. The collateral comprises crude oil from previously identified producing fields, pledged as security, amounting to US$ 1,044 and bank guarantees of US$ 195.

45


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

31.        Risk management

The Company is exposed to a variety of risks arising from its operations, including price risk (related to crude oil and oil products prices), foreign exchange rates risk, interest rates risk, credit risk and liquidity risk. The Company takes account of risks in its business decisions and manages any such risk in an integrated manner in order to enjoy the benefits of diversification. To manage market and financial risks the Company preferably takes structuring measures through an adequate capital and leverage management, minimizing the use of derivative financial instruments.

A summary of the derivative financial instruments positions held by the Company and recognized in other current assets and liabilities as of September 30, 2015, as well as the amounts recognized in the statement of income and other comprehensive income and the guarantees given is set out following:

 

Statement of Financial Position

 

Notional value

Fair value

Asset Position (Liability)

Maturity

 

09.30.2015

12.31.2014

09.30.2015

12.31.2014

 

Derivatives not designated for hedge accounting

 

 

 

 

 

Future contracts - total (*)

(11,836)

(4,314)

65

70

 

Long position/Crude oil and oil products

67,521

84,544

2015

Short position/Crude oil and oil products

(79,357)

(88,858)

2015

Options - total (*)

257

(594)

30

0.7

 

Call/Crude oil and oil products

(3,700)

(364)

8

(0.4)

2015

Put/Crude oil and oil products

3,957

(230)

22

1.1

2015

Forward contracts - total

 

 

2

 

Long position/Foreign currency forwards (ARS/USD)

USD 0

USD 10

(1)

2015

Short position/Foreign currency forwards (BRL/USD)

USD 34

USD 249

3

2015

Swap

 

 

 

 

 

Interest – Euribor / Fixed rate

EUR 1

EUR 5

2015

 

 

 

 

 

 

Derivatives designated for hedge accounting

 

 

 

 

 

Swap - total

 

 

(37)

(42)

 

Foreign currency / Cross-currency Swap

USD 298

USD 298

(15)

(22)

2016

Interest – Libor / Fixed rate

USD 396

USD 419

(22)

(20)

2020

 

 

 

 

 

 

Total recognized in the Statement of Financial Position

 

 

58

30.7

 

(*) Notional value in thousands of bbl

 

 

 

Gains (losses) recognized in the statement of income (*)

Gains (losses) recognized in the Shareholders’ Equity (**)

Guarantees given as collateral

 

Jan-Sep/2015

Jan-Sep/2014

Jan-Sep/2015

Jan-Sep/2014

09.30.2015

12.31.2014

Commodity derivatives

135

111

7

6

Foreign currency derivatives

21

(9)

4

7

Interest rate derivatives

(6)

(11)

(3)

2

Embedded derivative - ethanol

 

150

91

1

9

7

6

Cash flow hedge on exports (***)

(1,304)

(458)

(20,827)

(1,979)

 

(1,154)

(367)

(20,826)

(1,970)

7

6

 

 

 

 

 

 

 

(*) Amounts recognized in finance income in the period.

(**) Amounts recognized as other comprehensive income in the period.

(***) Using non-derivative financial instruments as designated hedging instruments, as set out note 31.2.

 

 

 

A sensitivity analysis for the different types of market risks, to which the Company is exposed, based on the derivative financial instruments held as of September 30, 2015 is set out following:

46


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Financial Instruments

Risk

Probable Scenario*

Stressed

Scenario

(∆ of 25%)

Stressed

Scenario

(∆ of 50%)

Derivatives not designated for hedge accounting

 

 

 

 

 

 

 

Future contracts

Crude oil and oil products - price changes

65

(47)

(159)

Forward contracts

Foreign currency - depreciation R$ x USD

34

9

17

Forward contracts

Foreign currency - appreciation argentine peso x USD

Swap

Interest - Euribor decrease

Options

Crude oil and oil products - price changes

29

(7)

(47)

 

 

 

 

 

128

(45)

(189)

Derivatives designated for hedge accounting

 

 

 

 

 

 

 

Swap

 

(8)

(60)

(99)

Debt

Foreign currency - appreciation JPY x USD

8

60

99

Net effect

 

 

 

 

 

 

 

 

 

 

 

 

Swap

 

3

(1)

(2)

Debt

Interest - LIBOR increase

(3)

1

2

Net effect

 

 

 

 

(*) The probable scenario was computed based on the following risks: R$ x U.S. Dollar - a 0.2% depreciation of the Real; Japanese Yen x U.S. Dollar - a 1.8% depreciation of the Japanese Yen; Peso x U.S. Dollar - a 16.8% depreciation of the Peso; LIBOR Forward Curve - a 0.22% increase throughout the curve; EURIBOR Forward Curve - a 0.15% increase throughout the curve. Source: Focus and Bloomberg.

 

 

 

 

31.1.   Risk management of price risk (related to crude oil and oil products prices)

Petrobras does not usually use derivative instruments to hedge exposures to commodity price cycles related to products purchased and sold to fulfill operational needs. Derivatives are used as hedging instruments to manage the price risk of certain short-term commercial transactions.

31.2.   Foreign exchange risk management

Petrobras seeks to identify and manage foreign exchange rate risks based on an integrated analysis of its businesses and by enjoying the benefits of diversification. The Company’s short-term risk management involves choosing the currency in which to hold cash, such as the Brazilian Real, U.S. dollar or other currency.

The foreign exchange risk management strategy involves the use of derivative instruments to hedge certain liabilities, minimizing foreign exchange rate risk exposure.

a)             Cash Flow Hedge involving the Company’s highly probable future exports

The Company designates hedging relationships to account for the effects of the existing hedge between a portion of its long-term debt obligations (denominated in U.S. dollars) and its U.S. dollar denominated future export revenues and to properly recognize that hedge in its financial statements.

Individual hedging relationships were designated in a one-to-one proportion, meaning that a portion of the total monthly exports will be the hedged transaction of an individual hedging relationship, hedged by a portion of the company’s long-term debt (which has an average maturity of approximately 8.1 years).

The principal amounts, the fair value as of September 30, 2015, and a schedule of the expected reclassifications to statement of income of the balance of losses recognized in other comprehensive income (shareholders’ equity) to be recycled to the statement of income based on a USD1.00 / R$ 3.9729 exchange rate, are set out below:

47


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Hedging Instrument

Hedged Transactions

Nature

of the

Risk

Maturity

Date

Principal Amount (US$ million)

Carrying amount as of September 30, 2015 (R$ million)

Non-Derivative Financial Instruments (debt: principal and interest)

Portion of Highly Probable

Future Monthly Export Revenues

Foreign Currency

– Real vs U.S. Dollar

Spot Rate

October 2015 to

July 2025

57,666

229,101

 

 

 

Changes in the amounts of principal and interest

US$

R$ million

Amounts designated as of December 31, 2014

50,858

135,088

New hedging instruments designated

13,041

41,220

Exports affecting profit or loss

(3,999)

(12,243)

Principal repayments / amortization

(2,234)

(7,529)

Foreign exchange variation (Jan to Sep/15) (*)

72,565

Amounts designated as of September 30, 2015

57,666

229,101

 

 

 

(*) Foreign exchange variation excludes R$ 21 with respect to foreign exchange contracts meeting the definition of derivative financial instruments.

 

 

A schedule of the timing of the losses recognized in other comprehensive income (shareholders’ equity) to be recycled to the statement of income as of September 30, 2015 is set out below:

 

Consolidated

 

09.30.2015

 

2015

2016

2017

2018

2019

2020

2021

2022

2023 to 2025

Total

Expected reclassification

(960)

(3,894)

(4,360)

(4,568)

(4,020)

(3,427)

(3,280)

(3,369)

(4,611)

(32,489)

 

 

b)            Cash flow hedges involving swap contracts – Yen x Dollar

The Company has a cross currency swap to fix in U.S. dollars the payments related to bonds denominated in Japanese yen and does not intend to settle these contracts before the maturity. The relationship between the derivative and the bonds was designated for cash flow hedge accounting.

c)             Sensitivity analysis for foreign exchange risk on financial instruments

A sensitivity analysis is set out below, showing the probable scenario for foreign exchange risk on financial instruments, computed based on external data along with stressed scenarios (a 25% and a 50% change in the foreign exchange rates), except for assets and liabilities of foreign subsidiaries, when transacted in a currency equivalent to their respective functional currencies.

48


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

Financial Instruments

Exposure at 09.30.2015

Risk

Probable Scenario (*)

Stressed

Scenario

(∆ of 25%)

Stressed

Scenario

(∆ of 50%)

Assets

2,302

 

4

575

1,151

Liabilities

(63,643)

Dollar/Real

(114)

(15,911)

(31,822)

Cash flow hedge on exports

57,666

 

103

14,416

28,833

 

(3,675)

 

(7)

(920)

(1,838)

Liabilities (**)

(605)

Yen/Dollar

11

(151)

(303)

Assets

13

Euro/Real

(1)

3

7

Liabilities

(2,289)

 

70

(572)

(1,145)

 

(2,276)

 

69

(569)

(1,138)

Assets

6,124

Euro/Dollar

(200)

1,531

3,062

Liabilities

(12,597)

 

410

(3,149)

(6,298)

 

(6,473)

 

210

(1,618)

(3,236)

Assets

8

Pound

2

4

Liabilities

(690)

Sterling/Real

(14)

(172)

(345)

 

(682)

 

(14)

(170)

(341)

Assets

1,658

Pound

31

415

829

Liabilities

(3,667)

Sterling/Dollar

(69)

(917)

(1,833)

 

(2,009)

 

(38)

(502)

(1,004)

Assets

198

Peso/Dollar

28

50

99

Liabilities

(636)

 

(92)

(159)

(318)

 

(438)

 

(64)

(109)

(219)

 

(16,158)

 

167

(4,039)

(8,079)

 

 

 

 

 

 

(*) On September 30, 2015, the probable scenario was computed based on the following risks: Real x Dollar – a 0.2% depreciation of the Real / Yen x Dollar – a 1.8% depreciation of the Yen / Peso x Dollar: a 16.8% depreciation of the Peso/ Euro x Dollar: a 3.3% depreciation of the Euro / Pound Sterling x Dollar: a 1.9% appreciation of the Pound Sterling/ Real x Euro - a 3.1% appreciation of the Real / Real x Pound Sterling - 2.1% depreciation of the Real. Source: Focus and Bloomberg.

(**) A portion of the foreign currency exposure is hedged by a cross-currency swap.

 

 

 

31.3.   Interest rate risk management

The Company considers that interest rate risk does not create a significant exposure and therefore, preferably does not use derivative financial instruments to manage interest rate risk, except for specific situations encountered by certain subsidiaries of Petrobras.

31.4.   Credit risk

Credit risk management in Petrobras aims at minimizing risk of not collecting receivables, financial deposits or collateral from third parties or financial institutions through efficient credit analysis, granting and management based on quantitative and qualitative parameters that are appropriate for each market segment in which the Company operates.

The commercial credit portfolio is very diversified and comprises clients from the domestic market and from foreign markets. Credit granted to financial institutions, related to collaterals received, cash surplus invested and derivative financial instruments is spread among “investment grade” international banks rated by international rating agencies and highly-rated Brazilian banks.

49


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

31.5.   Liquidity risk

Liquidity risk is represented by the possibility of a shortage of cash or other financial assets in order to settle the Company’s obligations on the agreed dates and is managed by the Company based on policies such as: centralized cash management, in order to optimize the level of cash and cash equivalents held and to reduce working capital; a minimum cash level to ensure that cash needed for investments and short-term obligations is met even in adverse market conditions; increasing the number of investors in the domestic and international markets through funding opportunities, developing a strong presence in the international capital markets and searching for new funding sources, including new markets and financial products.

This strategy is currently being achieved, for example, by seeking funding in the Asian banking market. During 2015 the Company is using traditional funding sources (export credit agencies – ECAs, banking market and capital markets) to obtain the necessary funding to repay debt and fund its capital expenditures. In addition, the Company’s 2015/2016 divestment program will contribute to its funding needs.

A maturity schedule of the Company’s finance debt (undiscounted), including face value and interest payments is set out following:

Maturity

2015

2016

2017

2018

2019

2020 and
thereafter

Balance at
September
 30, 2015

Balance at
December
31, 2014

 

6,109

18,251

17,218

21,562

27,033

98,716

188,889

179,704

 

 

32.        Fair value of financial assets and liabilities

Fair values are determined based on market prices, when available, or, in the absence thereof, on the present value of expected future cash flows. The fair values of cash and cash equivalents, short term debt and other non-current assets and liabilities are the same as or do not differ significantly from their carrying amounts.

The hierarchy of the fair values of the financial assets and liabilities, recorded on a recurring basis, is set out below:

-       Level 1 inputs: are the most reliable evidence of fair value, quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date.

-       Level 2 inputs: are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

-       Level 3 inputs: are unobservable inputs for the asset or liability.

50


 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

 

Fair value measured based on

 

 

Level I

Level II

Level III

Total fair

value

recorded

Assets

 

 

 

 

Marketable securities

1,102

1,102

Commodity derivatives

95

95

Foreign currency derivatives

Balance at September 30, 2015

1,197

1,197

Balance at December 31, 2014

2,781.7

2

2,783.7

 

 

 

 

 

Liabilities

 

 

 

 

Foreign currency derivatives

(15)

(15)

Interest derivatives

(22)

(22)

Balance at September 30, 2015

(37)

(37)

Balance at December 31, 2014

(42)

(42)

 

 

 

There are no material transfers between levels.

The estimated fair value for the Company’s long term debt as of September 30, 2015, computed based on the prevailing market rates is set out in note 16.1.

33.        Subsequent events

Voluntary separation incentive plan - Plano de incentivo ao desligamento voluntário (PIDV) BR 2015

On October 13, 2015, Petrobras Distribuidora S.A., a wholly-owned subsidiary of Petrobras, announced a voluntary separation incentive plan (PIDV BR 2015) in order to reduce its workforce to an adequate level, while taking into consideration its employees’ expectations.

The deadline for employees to enroll in the plan is December 30, 2015 and the estimated cost of separations if all eligible employees enroll in the plan is US$ 38.

Sale and Leaseback of P-52 and P-57

On October 13, 2015 the Company announced the conclusion of negotiations with the Industrial and Commercial Bank of China Leasing – ICBC Leasing with respect to a US$ 2 billion financing agreement for 10 years, through a finance lease of two existing platforms (P-52 and P-57) from its wholly-owned subsidiary Petrobras Netherlands B.V. (PNBV).

The funds will be available for disbursement following the fulfillment of conditions precedent by both institutions.

Petrobras Gás S.A. – Gaspetro

Partial spin-off of Gaspetro and creation of Petrobras Logística de Gás S.A.

On October 23, 2015 the Board of Directors approved the partial spin-off of Petrobras Gás S.A. (Gaspetro). The spin-off aims to segregate the assets and liabilities related to the natural gas distribution business from the Company’s remaining assets and liabilities, turning Gaspetro into a holding company which will consolidate Petrobras’ interests in natural gas distributors.

51


 
 

Petróleo Brasileiro S.A. – Petrobras

Notes to the financial statements

(Expressed in millions of US Dollars, unless otherwise indicated)

 

The Board of Directors also approved the creation of a new wholly-owned subsidiary of Petrobras (Petrobras Logística de Gás S.A.) with the purpose of holding assets and liabilities unrelated to the natural gas distribution business segregated from Gaspetro.

Disposal of interest in Gaspetro

On October 23, 2015, the Board of Directors approved the disposal of 49% of Petrobras’s interest in Petrobras Gás S.A. (Gaspetro), a holding company which will consolidate Petrobras’ interests in natural gas distributors, to Mitsui Gás e Energia do Brasil Ltda. for US$ 0.5 billion, subject to the usual conditions precedent, including approval by the Brazilian authorities.

This transaction is part of the Divestment Program in the 2015-2019 Business and Management Program.

34.        Information Related to Guaranteed Securities Issued by Subsidiaries

34.1.   Petrobras Global Finance B.V. (PGF)

Petróleo Brasileiro S.A. - Petrobras fully and unconditionally guarantees the debt securities issued by Petrobras Global Finance B.V. (PGF), a 100-percent-owned finance subsidiary of Petrobras. There are no significant restrictions on the ability of Petrobras to obtain funds from PGF.

52

 

SIGNATURE
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: November 13, 2015
PETRÓLEO BRASILEIRO S.A--PETROBRAS
By:
/S/  Ivan de Souza Monteiro

 
Ivan de Souza Monteiro
Chief Financial Officer and Investor Relations Officer
 
 

 

 
FORWARD-LOOKING STATEMENTS

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act) that are not based on historical facts and are not assurances of future results.  These forward-looking statements are based on management's current view and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "anticipates", "believes", "estimates", "expects", "plans" and similar expressions, as they relate to the company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results o f operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations. 
All forward-looking statements are expressly qualified in their entirety by this cautionary statement, and you should not place reliance on any forward-looking statement contained in this press release. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or future events or for any other reason.