pbr-6k_20170531.htm

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 May, 2017

 

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____

 

 


 

 

 

 

 

Quarterly

Information - ITR

 

 

 

At March 31, 2017 and report on review

of Quarterly Information

 

(A free translation of the original
in Portuguese)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

Index

(Expressed in millions of reais, unless otherwise indicated)

 

 

 

 

 

Company Data / Share Capital Composition

5

Parent Company Interim Accounting Information / Statement of Financial Position - Assets

6

Parent Company Interim Accounting Information / Statement of Financial Position - Liabilities

7

Parent Company Interim Accounting Information / Statement of Income

8

Parent Company Interim Accounting Information / Statement of Comprehensive Income

9

Parent Company Interim Accounting Information / Statement of Cash Flows – Indirect Method

10

Parent Company Interim Accounting Information/Statement of Changes in Shareholders’ Equity-01/01/2017 to 03/31/2017

11

Parent Company Interim Accounting Information /Statement of Changes in Shareholders’ Equity-01/01/2016 to 03/31/2016

12

Parent Company Interim Accounting Information / Statement of Added Value

13

Consolidated Interim Accounting Information / Statement of Financial Position - Assets

14

Consolidated Interim Accounting Information / Statement of Financial Position - Liabilities

15

Consolidated Interim Accounting Information / Statement of Income

16

Consolidated Interim Accounting Information / Statement of Comprehensive Income

17

Consolidated Interim Accounting Information / Statement of Cash Flows – Indirect Method

18

Consolidated Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2017 to 03/31/2017

19

Consolidated Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2016 to 03/31/2016

20

Consolidated Interim Accounting Information / Statement of Added Value

21

Notes to the financial statements

22

1.

The Company and its operations

22

2.

Basis of preparation of interim financial information

22

3.

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

22

4.

Basis of consolidation

23

5.

Summary of significant accounting policies

23

6.

Cash and cash equivalents and Marketable securities

24

7.

Trade and other receivables

24

8.

Inventories

27

9.

Disposal of Assets and other changes in organizational structure

27

10.

Investments

31

11.

Property, plant and equipment

32

12.

Intangible assets

33

13.

Exploration and evaluation of oil and gas reserves

34

14.

Trade payables

34

15.

Finance debt

34

16.

Leases

37

17.

Related-party transactions

38

18.

Provision for decommissioning costs

42

19.

Taxes

42

20.

Employee benefits (Post-Employment)

45

21.

Shareholders’ equity

47

22.

Sales revenues

48

23.

Other expenses, net

48

24.

Costs and Expenses by nature

49

25.

Net finance income (expense)

49

26.

Supplemental information on statement of cash flows

49

27.

Segment information

50

28.

Provisions for legal proceedings

53

29.

Collateral for crude oil exploration concession agreements

59

30.

Risk management

60

31.

Fair value of financial assets and liabilities

64

32.

Subsequent events

64

33.

Correlation between the notes disclosed in the complete annual financial statements as of December 31, 2016 and the interim statements as of March 31, 2017

65

 

 

2


 

(A free translation of the original in Portuguese)

 

Report on the review of quarterly information - ITR

(A free translation of the original report in Portuguese, as filed with the Brazilian Securities and Exchange Commission (CVM), prepared in accordance with the accounting practices adopted in Brazil, rules of the CVM and of the International Financial Reporting Standards - IFRS)

 

To the Board of Directors and Shareholders of

Petróleo Brasileiro S.A. – Petrobras

Rio de Janeiro - RJ

 

Introduction

 

We have reviewed the interim accounting information, individual and consolidated, of Petróleo Brasileiro S.A. – Petrobras (“the Company”), identified as Parent Company and Consolidated, respectively, included in the quarterly information form – ITR for the quarter ended March 31, 2017, which comprises the balance sheet as of March 31, 2017 and the respective statements of income and comprehensive income, statements of changes in shareholders' equity and of cash flows for the three-month period then ended, including the explanatory notes.

 

The Company`s Management is responsible for the preparation of these interim accounting information in accordance with the CPC 21(R1) and the IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board - IASB, as well as the presentation of these information in accordance with the standards issued by the Brazilian Securities and Exchange Commission, applicable to the preparation of quarterly information - ITR. Our responsibility is to express our conclusion on this interim accounting information based on our review.

 

Scope of the review

 

We conducted our review in accordance with Brazilian and International Interim Information Review Standards (NBC TR 2410 - Revisão de Informações Intermediárias Executada pelo Auditor da Entidade and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim information consists of making inquiries primarily of the management responsible for financial and accounting matters and applying analytical procedures and other review procedures. The scope of a review is significantly less than an audit conducted in accordance with auditing standards and, accordingly, it did not enable us to obtain assurance that we were aware of all the material matters that would have been identified in an audit. Therefore, we do not express an audit opinion.

 

Conclusion on the individual and consolidated interim accounting information

 

Based on our review, we are not aware of any fact that might lead us to believe that the individual and consolidated interim accounting information included in the aforementioned quarterly information was not prepared, in all material respects, in accordance with CPC 21(R1) and IAS 34, issued by the IASB, applicable to the preparation of the quarterly review - ITR, and presented in accordance with the standards issued by the Brazilian Securities and Exchange Commission.

 

Emphasis – Impact of the Lava Jato Operation on the Company’s results

 

We draw attention to Note 3 of the interim financial information, which describes that: i) no additional information has been identified through the date of this accounting information which could materially impact the estimation methodology adopted for the write off recorded on September 30, 2014 ; and ii) the internal investigations being conducted by outside legal counsel under the supervision of a Special Committee created by the Company and the investigation conducted by the Securities and Exchange Commission – SEC are still on going, nevertheless to date no additional impact to those already disclosed in the interim financial statements has been identified. We also draw attention to Note 28.4 of the condensed consolidated financial statements which describes class actions filed against the Company, for which it is unable to make a reliable estimates of loss. Our report is not modified as a result of these matters.

 

Other matters - Statements of added value

The individual and consolidated statements of value added for the quarter ended March 31, 2017, prepared under the responsibility of the Company's management, and presented as supplementary information for the purposes of IAS 34, were submitted to the same review procedures followed together with the review of the Company's interim financial information. In order to form our conclusion, we evaluated whether these statements were reconciliated to the interim financial information and to the accounting records, as applicable, and whether their form and content are in accordance with the criteria set on Technical Pronouncement CPC 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that the accompanying statements of value added were not prepared, in all material respects, in accordance with the individual and consolidated interim financial information taken as a whole.

 


3


 

Corresponding balances related to the prior year audit and corresponding balances to the first quarter review of the prior year

The corresponding balances related to the individual and consolidated balance sheets as of December 31, 2016 were audited by other independent auditors, who issued an unqualified report dated March 21, 2017, and the individual and consolidated interim statements of income and comprehensive income, changes in shareholders' equity and cash flows for the three-month period ended March 31, 2016 were reviewed by other independent auditors who issued an unqualified report dated May 12, 2016. The corresponding balances related to the individual and consolidated statements of value added for the three-month period ended March 31, 2016 were submitted to the same review procedures by those independent auditors and, based on their review, those independent auditors reported that they were not aware of any fact that would lead them to believe that the statement of value added was not prepared, in all material respects, in accordance with the individual and consolidated interim accounting information taken as a whole.

 

 

 

 

 

 

Rio de Janeiro, May 11, 2017

 

 

 

 

KPMG Auditores Independentes

CRC SP-014428/O-6 F-RJ

 

 

 

 

 

Marcelo Gavioli

Accountant CRC 1SP201409/O-1

4


 

Company Data / Share Capital Composition

 

 

Number of Shares

(Thousand)

Current Quarter

 

03/31/2017

 

 

From Paid-in Capital

 

Common

7,442,454

Preferred

5,602,043

Total

13,044,497

 

 

Treasury Shares

 

Common

0

Preferred

0

Total

0

 

 

 

 

5


 

Parent Company Interim Accounting Information / Statement of Financial Position - Assets

(R$ Thousand)

 

 

 

Current Quarter

Previous Fiscal Year

Account Code

Account Description

03/31/2017

12/31/2016

1

Total Assets

676,007,000

682,088,000

1.01

Current Assets

78,181,000

81,264,000

1.01.01

Cash and Cash Equivalents

7,213,000

6,267,000

1.01.02

Marketable Securities

2,838,000

2,487,000

1.01.03

Trade and Other Receivables

24,942,000

31,073,000

1.01.04

Inventories

22,843,000

23,500,000

1.01.06

Recoverable Taxes

5,801,000

5,850,000

1.01.06.01

Current Recoverable Taxes

5,801,000

5,850,000

1.01.06.01.01

Current Income Tax and Social Contribution

886,000

786,000

1.01.06.01.02

Other Recoverable Taxes

4,915,000

5,064,000

1.01.08

Other Current Assets

14,544,000

12,087,000

1.01.08.01

Non-Current Assets Held for Sale

9,081,000

8,260,000

1.01.08.03

Others

5,463,000

3,827,000

1.01.08.03.01

Advances to Suppliers

213,000

361,000

1.01.08.03.02

Others

5,250,000

3,466,000

1.02

Non-Current Assets

597,826,000

600,824,000

1.02.01

Long-Term Receivables

42,802,000

46,098,000

1.02.01.02

Marketable Securities Measured at Amortized Cost

291,000

286,000

1.02.01.03

Trade and Other Receivables

9,866,000

10,262,000

1.02.01.06

Deferred Taxes

10,191,000

14,199,000

1.02.01.06.01

Deferred Income Tax and Social Contribution

905,000

4,873,000

1.02.01.06.02

Deferred Taxes and Contributions

9,286,000

9,326,000

1.02.01.09

Other Non-Current Assets

22,454,000

21,351,000

1.02.01.09.03

Advances to Suppliers

556,000

510,000

1.02.01.09.04

Judicial Deposits

12,743,000

11,735,000

1.02.01.09.05

Other Long-Term Assets

9,155,000

9,106,000

1.02.02

Investments

121,809,000

121,191,000

1.02.03

Property, Plant and Equipment

424,497,000

424,771,000

1.02.04

Intangible Assets

8,718,000

8,764,000

 

 

 

6


 

Parent Company Interim Accounting Information / Statement of Financial Position - Liabilities

(R$ Thousand)

 

 

 

Current Quarter

Previous Fiscal Year

Account Code

Account Description

03/31/2017

12/31/2016

2

Total Liabilities

676,007,000

682,088,000

2.01

Current Liabilities

108,631,000

113,431,000

2.01.01

Payroll, Profit Sharing and Related Charges

5,024,000

6,158,000

2.01.02

Trade Payables

20,091,000

24,384,000

2.01.04

Current Debt and Finance Lease Obligations

63,907,000

63,149,000

2.01.04.01

Current Debt

62,888,000

62,058,000

2.01.04.03

Finance Lease Obligations

1,019,000

1,091,000

2.01.05

Other Liabilities

16,712,000

17,037,000

2.01.05.02

Others

16,712,000

17,037,000

2.01.05.02.04

Other Taxes and Contributions

11,319,000

11,219,000

2.01.05.02.05

Other Accounts Payable

5,393,000

5,818,000

2.01.06

Provisions

2,708,000

2,533,000

2.01.06.02

Other Provisions

2,708,000

2,533,000

2.01.06.02.04

Pension and Medical Benefits

2,708,000

2,533,000

2.01.07

Liabilities Associated with Non-Current Assets Held for Sale and Discontinued

189,000

170,000

2.01.07.01

Liabilities Associated with Non-Current Assets Held for Sale

189,000

170,000

2.02

Non-Current Liabilities

309,556,000

318,427,000

2.02.01

Non-Current Debt and Finance Lease Obligations

201,080,000

211,396,000

2.02.01.01

Non-Current Debt

196,223,000

206,421,000

2.02.01.03

Finance Lease Obligations

4,857,000

4,975,000

2.02.04

Provisions

108,476,000

107,031,000

2.02.04.01

Provisions for Tax Social Security, Labor and Civil Lawsuits

8,563,000

8,391,000

2.02.04.02

Other Provisions

99,913,000

98,640,000

2.02.04.02.04

Pension and Medical Benefits

66,262,000

64,903,000

2.02.04.02.05

Provision for Decommissioning Costs

32,659,000

32,615,000

2.02.04.02.06

Other Provisions

992,000

1,122,000

2.03

Shareholders' Equity

257,820,000

250,230,000

2.03.01

Share Capital

205,432,000

205,432,000

2.03.02

Capital Reserves

1,250,000

1,251,000

2.03.04

Profit Reserves

77,586,000

77,584,000

2.03.05

Retained Earnings/Losses

4,449,000

 

2.03.08

Other Comprehensive Income

(30,897,000)

(34,037,000)

 

 

 

7


 

Parent Company Interim Accounting Information / Statement of Income

(R$ thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Current Year 01/01/2016 to 03/31/2016

3.01

Sales Revenues

54,096,000

55,250,000

3.02

Cost of Sales

(35,631,000)

(39,518,000)

3.03

Gross Profit

18,465,000

15,732,000

3.04

Operating Expenses / Income

(7,017,000)

(10,659,000)

3.04.01

Selling Expenses

(4,233,000)

(3,984,000)

3.04.02

General and Administrative Expenses

(1,578,000)

(1,828,000)

3.04.05

Other Operating Expenses

(3,863,000)

(5,848,000)

3.04.05.01

Other Taxes

(169,000)

(237,000)

3.04.05.02

Research and Development Expenses

(337,000)

(502,000)

3.04.05.03

Exploration Costs

(303,000)

(1,134,000)

3.04.05.05

Other Operating Expenses, Net

(3,054,000)

(3,975,000)

3.04.06

Share of Profit / Gains on Interest in Equity-Accounted Investments

2,657,000

1,001,000

3.05

Net Income Before Financial Results, Profit Sharing and Income Taxes

11,448,000

5,073,000

3.06

Finance Income (Expenses), Net

(5,488,000)

(6,787,000)

3.06.01

Finance Income

693,000

598,000

3.06.01.01

Finance Income

693,000

598,000

3.06.02

Finance Expenses

(6,181,000)

(7,385,000)

3.06.02.01

Finance Expenses

(4,104,000)

(4,691,000)

3.06.02.02

Foreign Exchange and Inflation Indexation Charges, Net

(2,077,000)

(2,694,000)

3.07

Net Income Before Income Taxes

5,960,000

(1,714,000)

3.08

Income Tax and Social Contribution

(1,511,000)

468,000

3.08.02

Deferred

(1,511,000)

468,000

3.09

Net Income from Continuing Operations

4,449,000

(1,246,000)

3.11

Income / Loss for the Period

4,449,000

(1,246,000)

3.99

Basic Income per Share (Reais / Share)

 

 

3.99.01

Basic Income per Share

 

 

3.99.01.01

Common

0.34000

(0.10000)

3.99.01.02

Preferred

0.34000

(0.10000)

3.99.02

Diluted Income per Share

 

 

3.99.02.01

Common

0.34000

(0.10000)

3.99.02.02

Preferred

0.34000

(0.10000)

 

 

 

 

 

8


 

Parent Company Interim Accounting Information / Statement of Comprehensive Income

(R$ thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Current Year 01/01/2016 to 03/31/2016

4.01

Net Income for the Period

4,449,000

(1,246,000)

4.02

Other Comprehensive Income

3,142,000

9,165,000

4.02.03

Cumulative Translation Adjustments

(2,471,000)

(8,026,000)

4.02.07

Unrealized Gains / (Losses) on Cash Flow Hedge  - Recognized in Shareholders' Equity

5,263,000

19,856,000

4.02.08

Cash Flow Hedge - Reclassified to Profit or Loss

1,964,000

2,639,000

4.02.09

Deferred Income Tax and Social Contribution on Cash Flow Hedge

(2,458,000)

(7,648,000)

4.02.10

Share of Other Comprehensive Income of Equity-Accounted Investments

844,000

2,344,000

4.03

Total Comprehensive Income for the Period

7,591,000

7,919,000

 

 

9


 

Parent Company Interim Accounting Information / Statement of Cash Flows – Indirect Method

(R$ Thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Current Year 01/01/2016 to 03/31/2016

6.01

Net cash provided by operating activities

6,485,000

7,546,000

6.01.01

Cash provided by operating activities

19,912,000

16,858,000

6.01.01.01

Net Income (loss) for the period

4,449,000

(1,246,000)

6.01.01.03

Pension and medical benefits (actuarial expense)

1,998,000

1,852,000

6.01.01.04

Results in equity-accounted investments

(2,657,000)

(1,001,000)

6.01.01.05

Depreciation, depletion and amortization

8,264,000

9,539,000

6.01.01.06

Impairment of assets (reversal)

51,000

340,000

6.01.01.07

Exploratory expenditures write-offs

24,000

579,000

6.01.01.08

Gains and losses on disposals/write-offs of assets

148,000

107,000

6.01.01.09

Foreign exchange, indexation and finance charges

5,533,000

6,572,000

6.01.01.10

Deferred income taxes, net

1,511,000

(468,000)

6.01.01.12

Allowance (reversals) for impairment of trade and others receivables

2,000

15,000

6.01.01.14

Revision and unwinding of discount on the provision for decommissioning costs

589,000

569,000

6.01.02

Decrease / (increase) in assets / increase/ (decrease) in liabilities

(13,427,000)

(9,312,000)

6.01.02.01

Trade and other receivables, net

(6,041,000)

(311,000)

6.01.02.02

Inventories

657,000

(47,000)

6.01.02.03

Judicial deposits

(1,008,000)

(329,000)

6.01.02.04

Other assets

(329,000)

(1,912,000)

6.01.02.05

Trade payables

(4,261,000)

(1,977,000)

6.01.02.06

Other taxes payable

161,000

(3,098,000)

6.01.02.07

Pension and medical benefits

(465,000)

(400,000)

6.01.02.08

Other liabilities

(2,141,000)

(1,238,000)

6.02

Net cash used in investing activities

(5,075,000)

(5,544,000)

6.02.01

Capital expenditures

(7,038,000)

(9,465,000)

6.02.02

Decrease in investments in investees

(466,000)

(497,000)

6.02.04

Divestment (investment) in marketable securities

2,168,000

3,819,000

6.02.05

Dividends received

261,000

599,000

6.03

Net cash used in financing activities

(464,000)

(9,176,000)

6.03.02

Proceeds from financing

16,950,000

15,852,000

6.03.03

Repayment of principal

(16,093,000)

(23,494,000)

6.03.04

Repayment of interest

(1,321,000)

(1,534,000)

6.05

Net increase/ (decrease) in cash and cash equivalents

946,000

(7,174,000)

6.05.01

Cash and cash equivalents at the beginning of the year

6,267,000

16,553,000

6.05.02

Cash and cash equivalents at the end of the period

7,213,000

9,379,000

 

10


 

Parent Company Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2017 to 03/31/2017

(R$ thousand)

 

Account Code

Account Description

Share Capital

Capital Reserves, Granted Options and Treasury Shares

Profit Reserves

Retained Earnings (Losses)

Accumulated Other Comprehensive Income

Shareholders' Equity

5.01

Balance at the Beginning of the Period

205,432,000

1,251,000

77,584,000

(34,037,000)

250,230,000

5.03

Adjusted Opening Balance

205,432,000

1,251,000

77,584,000

(34,037,000)

250,230,000

5.04

Capital Transactions with Owners

(1,000)

2,000

(2,000)

(1,000)

5.04.08

Change in Interest in Subsidiaries

(1,000)

(1,000)

5.04.09

Realization of the Deemed Cost

2,000

(2,000)

5.05

Total of Comprehensive Income

4,449,000

3,142,000

7,591,000

5.05.01

Net Income for the Period

4,449,000

4,449,000

5.05.02

Other Comprehensive Income

3,142,000

3,142,000

5.07

Balance at the End of the Period

205,432,000

1,250,000

77,584,000

4,451,000

(30,897,000)

257,820,000

 

 

 

 

 

11


 

Parent Company Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2016 to 03/31/2016

(R$ thousand)

 

Account Code

Account Description

Share Capital

Capital Reserves, Granted Options and Treasury Shares

Profit Reserves

Retained Earnings (Losses)

Accumulated Other Comprehensive Income

Shareholders' Equity

5.01

Balance at the Beginning of the Period

205,432,000

237,000

92,396,000

(43,334,000)

254,731,000

5.03

Adjusted Opening Balance

205,432,000

237,000

92,396,000

(43,334,000)

254,731,000

5.04

Capital Transactions with Owners

16,000

3,000

(3,000)

16,000

5.04.08

Change in Interest in Subsidiaries

16,000

16,000

5.04.09

Realization of the Deemed Cost

3,000

(3,000)

5.05

Total of Comprehensive Income

(1,246,000)

9,165,000

7,919,000

5.05.01

Net Income for the Period

(1,246,000)

(1,246,000)

5.05.02

Other Comprehensive Income

9,165,000

9,165,000

5.07

Balance at the End of the Period

205,432,000

253,000

92,396,000

(1,243,000)

(34,172,000)

262,666,000

 

12


 

Parent Company Interim Accounting Information / Statement of Added Value

(R$ Thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Current Year 01/01/2016 to 03/31/2016

7.01

Sales Revenues

80,887,000

86,058,000

7.01.01

Sales of Goods and Services

71,013,000

74,091,000

7.01.02

Other Revenues

1,777,000

1,912,000

7.01.03

Revenues Related to the Construction of Assets to be Used in Own Operations

8,099,000

10,070,000

7.01.04

Allowance / Reversal for Impairment of Trade Receivables

(2,000)

(15,000)

7.02

Inputs Acquired from Third Parties

(25,436,000)

(32,278,000)

7.02.01

Cost of Sales

(8,250,000)

(12,230,000)

7.02.02

Materials, Power, Third-Party Services and Other Operating Expenses

(12,608,000)

(15,220,000)

7.02.03

Impairment Charges / Reversals of Assets

(51,000)

(340,000)

7.02.04

Others

(4,527,000)

(4,488,000)

7.02.04.01

Tax Credits on Inputs Acquired from Third Parties

(4,527,000)

(4,488,000)

7.03

Gross Added Value

55,451,000

53,780,000

7.04

Retentions

(8,264,000)

(9,539,000)

7.04.01

Depreciation, Amortization and Depletion

(8,264,000)

(9,539,000)

7.05

Net Added Value Produced

47,187,000

44,241,000

7.06

Transferred Added Value

3,570,000

1,056,000

7.06.01

Share of Profit of Equity-Accounted Investments

2,657,000

1,001,000

7.06.02

Finance Income

693,000

(167,000)

7.06.03

Others

220,000

222,000

7.07

Total Added Value to be Distributed

50,757,000

45,297,000

7.08

Distribution of Added Value

50,757,000

45,297,000

7.08.01

Employee Compensation

6,275,000

6,202,000

7.08.01.01

Salaries

3,727,000

3,556,000

7.08.01.02

Fringe Benefits

2,227,000

2,329,000

7.08.01.03

Unemployment Benefits (FGTS)

321,000

317,000

7.08.02

Taxes and Contributions

20,907,000

17,500,000

7.08.02.01

Federal

14,080,000

9,135,000

7.08.02.02

State

6,776,000

8,257,000

7.08.02.03

Municipal

51,000

108,000

7.08.03

Return on Third-Party Capital

19,126,000

22,841,000

7.08.03.01

Interest

7,312,000

7,733,000

7.08.03.02

Rental Expenses

11,814,000

15,108,000

7.08.04

Return on Shareholders' Equity

4,449,000

(1,246,000)

7.08.04.03

Retained Earnings / (Losses) for the Period

4,449,000

(1,246,000)

 

 

13


 

  Consolidated Interim Accounting Information / Statement of Financial Position - Assets

(R$ Thousand)

 

 

 

Current Quarter

Previous Fiscal Year

Account Code

Account Description

03/31/2017

12/31/2016

1

Total Assets

788,046,000

804,945,000

1.01

Current Assets

134,058,000

145,907,000

1.01.01

Cash and Cash Equivalents

60,874,000

69,108,000

1.01.02

Marketable Securities

2,909,000

2,556,000

1.01.03

Trade and Other Receivables

14,042,000

15,543,000

1.01.04

Inventories

26,172,000

27,622,000

1.01.06

Recoverable Taxes

8,167,000

8,153,000

1.01.06.01

Current Recoverable Taxes

8,167,000

8,153,000

1.01.06.01.01

Current Income Tax and Social Contribution

2,123,000

1,961,000

1.01.06.01.02

Other Recoverable Taxes

6,044,000

6,192,000

1.01.08

Other Current Assets

21,894,000

22,925,000

1.01.08.01

Non-Current Assets Held for Sale

15,732,000

18,669,000

1.01.08.03

Others

6,162,000

4,256,000

1.01.08.03.01

Advances to Suppliers

447,000

540,000

1.01.08.03.02

Others

5,715,000

3,716,000

1.02

Non-Current Assets

653,988,000

659,038,000

1.02.01

Long-Term Receivables

63,457,000

66,551,000

1.02.01.02

Marketable Securities Measured at Amortized Cost

713,000

293,000

1.02.01.03

Trade and Other Receivables

14,511,000

14,832,000

1.02.01.06

Deferred Taxes

20,120,000

24,274,000

1.02.01.06.01

Deferred Income Tax and Social Contribution

9,940,000

14,038,000

1.02.01.06.02

Deferred Taxes and Contributions

10,180,000

10,236,000

1.02.01.09

Other Non-Current Assets

28,113,000

27,152,000

1.02.01.09.03

Advances to Suppliers

3,658,000

3,742,000

1.02.01.09.04

Judicial Deposits

14,025,000

13,032,000

1.02.01.09.05

Other Long-Term Assets

10,430,000

10,378,000

1.02.02

Investments

10,699,000

9,948,000

1.02.03

Property, Plant and Equipment

569,235,000

571,876,000

1.02.04

Intangible Assets

10,597,000

10,663,000

 

 

 


14


 

Consolidated Interim Accounting Information / Statement of Financial Position - Liabilities

(R$ Thousand)

 

 

 

Current Quarter

Previous Fiscal Year

Account Code

Account Description

03/31/2017

12/31/2016

2

Total Liabilities

788,046,000

804,945,000

2.01

Current Liabilities

78,477,000

81,167,000

2.01.01

Payroll, Profit Sharing and Related Charges

6,020,000

7,159,000

2.01.02

Trade Payables

14,925,000

18,781,000

2.01.03

Taxes Obligations

237,000

412,000

2.01.03.01

Federal Taxes Obligations

237,000

412,000

2.01.03.01.01

Income Tax and Social Contribution Payable

237,000

412,000

2.01.04

Current Debt and Finance Lease Obligations

34,971,000

31,855,000

2.01.04.01

Current Debt

34,904,000

31,796,000

2.01.04.03

Finance Lease Obligations

67,000

59,000

2.01.05

Other Liabilities

18,224,000

18,683,000

2.01.05.02

Others

18,224,000

18,683,000

2.01.05.02.04

Other Taxes and Contributions

11,860,000

11,826,000

2.01.05.02.05

Other Accounts Payable

6,364,000

6,857,000

2.01.06

Provisions

2,853,000

2,672,000

2.01.06.02

Other Provisions

2,853,000

2,672,000

2.01.06.02.04

Pension and Medical Benefits

2,853,000

2,672,000

2.01.07

Liabilities Associated with Non-Current Assets Held for Sale and Discontinued

1,247,000

1,605,000

2.01.07.01

Liabilities Associated with Non-Current Assets Held for Sale

1,247,000

1,605,000

2.02

Non-Current Liabilities

449,053,000

471,035,000

2.02.01

Non-Current Debt and Finance Lease Obligations

329,787,000

353,929,000

2.02.01.01

Non-Current Debt

329,059,000

353,193,000

2.02.01.03

Finance Lease Obligations

728,000

736,000

2.02.03

Deferred Taxes

789,000

856,000

2.02.03.01

Deferred Income Tax and Social Contribution

789,000

856,000

2.02.04

Provisions

118,477,000

116,250,000

2.02.04.01

Provisions for Tax Social Security, Labor and Civil Lawsuits

11,907,000

11,052,000

2.02.04.02

Other Provisions

106,570,000

105,198,000

2.02.04.02.04

Pension and Medical Benefits

71,498,000

69,996,000

2.02.04.02.05

Provision for Decommissioning Costs

33,436,000

33,412,000

2.02.04.02.06

Other Provisions

1,636,000

1,790,000

2.03

Shareholders' Equity

260,516,000

252,743,000

2.03.01

Share Capital

205,432,000

205,432,000

2.03.02

Capital Reserves

1,034,000

1,035,000

2.03.04

Profit Reserves

77,800,000

77,800,000

2.03.05

Retained Earnings/Losses

4,451,000

2.03.08

Other Comprehensive Income

(30,897,000)

(34,037,000)

2.03.09

Non-Controlling Interests

2,696,000

2,513,000

 

 

 

 

15


 

Consolidated Interim Accounting Information / Statement of Income

(R$ Thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Previous Year 01/01/2016 to 03/31/2016

3.01

Sales Revenues

68,365,000

70,337,000

3.02

Cost of Sales

(44,579,000)

(49,329,000)

3.03

Gross Profit

23,786,000

21,008,000

3.04

Operating Expenses / Income

(8,904,000)

(12,472,000)

3.04.01

Selling Expenses

(2,390,000)

(3,751,000)

3.04.02

General and Administrative Expenses

(2,307,000)

(2,652,000)

3.04.05

Other Operating Expenses

(4,819,000)

(6,457,000)

3.04.05.01

Other Taxes

(291,000)

(542,000)

3.04.05.02

Research and Development Expenses

(337,000)

(503,000)

3.04.05.03

Exploration Costs

(296,000)

(1,147,000)

3.04.05.05

Other Operating Expenses, Net

(3,895,000)

(4,265,000)

3.04.06

Share of Profit / Gains on Interest in Equity-Accounted Investments

612,000

388,000

3.05

Net Income Before Financial Results, Profit Sharing and Income Taxes

14,882,000

8,536,000

3.06

Finance Income (Expenses), Net

(7,755,000)

(8,693,000)

3.06.01

Finance Income

933,000

886,000

3.06.01.01

Finance Income

933,000

886,000

3.06.02

Finance Expenses

(8,688,000)

(9,579,000)

3.06.02.01

Finance Expenses

(5,945,000)

(6,146,000)

3.06.02.02

Foreign Exchange and Inflation Indexation Charges, Net

(2,743,000)

(3,433,000)

3.07

Net Income Before Income Taxes

7,127,000

(157,000)

3.08

Income Tax and Social Contribution

(2,320,000)

(224,000)

3.08.01

Current

(826,000)

(1,637,000)

3.08.02

Deferred

(1,494,000)

1,413,000

3.09

Net Income from Continuing Operations

4,807,000

(381,000)

3.11

Income / Loss for the Period

4,807,000

(381,000)

3.11.01

Attributable to Shareholders of Petrobras

4,449,000

(1,246,000)

3.11.02

Attributable to Non-Controlling Interests

358,000

865,000

3.99

Basic Income per Share (Reais / Share)

 

 

3.99.01

Basic Income per Share

 

 

3.99.01.01

Common

0.34000

(0.10000)

3.99.01.02

Preferred

0.34000

(0.10000)

3.99.02

Diluted Income per Share

 

 

3.99.02.01

Common

0.34000

(0.10000)

3.99.02.02

Preferred

0.34000

(0.10000)

 

 

16


 

Consolidated Interim Accounting Information / Statement of Comprehensive Income

(R$ Thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Previous Year 01/01/2016 to 03/31/2016

4.01

Consolidated Net Income for the Period

4,807,000

(381,000)

4.02

Other Comprehensive Income

3,097,000

8,714,000

4.02.03

Cumulative Translation Adjustments

(2,516,000)

(8,477,000)

4.02.04

Unrealized Gains / (Losses) on Available-for-Sale Securities - Recognized in Shareholders' Equity

(40,000)

4.02.07

Unrealized Gains / (Losses) on Cash Flow Hedge  - Recognized in Shareholders' Equity

5,461,000

22,013,000

4.02.08

Cash Flow Hedge - Reclassified to Profit or Loss

2,435,000

2,900,000

4.02.09

Deferred Income Tax and Social Contribution on Cash Flow Hedge

(2,684,000)

(8,470,000)

4.02.10

Share of Other Comprehensive Income of Equity-Accounted Investments

441,000

748,000

4.03

Total Consolidated Comprehensive Income for the Period

7,904,000

8,333,000

4.03.01

Attributable to Shareholders of Petrobras

7,591,000

7,919,000

4.03.02

Attributable to Non-Controlling Interests

313,000

414,000

 

 

 

17


 

Consolidated Interim Accounting Information / Statement of Cash Flows – Indirect Method

(R$ Thousand)

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Previous Year 01/01/2016 to 03/31/2016

6.01

Net cash provided by operating activities

23,225,000

17,307,000

6.01.01

Cash provided by operating activities

27,465,000

24,454,000

6.01.01.01

Net Income (loss) for the period

4,807,000

(381,000)

6.01.01.02

Pension and medical benefits (actuarial expense)

2,177,000

2,005,000

6.01.01.03

Results in equity-accounted investments

(612,000)

(388,000)

6.01.01.04

Depreciation, depletion and amortization

10,766,000

12,649,000

6.01.01.05

Impairment of assets (reversal)

(21,000)

294,000

6.01.01.06

Exploratory expenditures write-offs

24,000

579,000

6.01.01.07

Gains and losses on disposals/write-offs of assets

123,000

102,000

6.01.01.08

Foreign exchange, indexation and finance charges

7,854,000

8,751,000

6.01.01.09

Deferred income taxes, Net

1,494,000

(1,413,000)

6.01.01.10

Allowance (reversals) for impairment of trade and others receivables

(6,000)

503,000

6.01.01.11

Inventory write-down to net realizable value

71,000

1,176,000

6.01.01.12

Reclassification of cumulative translation adjustment and other comprehensive income

185,000

6.01.01.13

Revision and unwinding of discount on the provision for decommissioning costs

603,000

577,000

6.01.02

Decrease / (increase) in assets / increase/ (decrease) in liabilities

(4,240,000)

(7,147,000)

6.01.02.01

Trade and other receivables, net

1,513,000

3,584,000

6.01.02.02

Inventories

1,214,000

(1,673,000)

6.01.02.03

Judicial deposits

(951,000)

(383,000)

6.01.02.04

Other assets

(454,000)

(788,000)

6.01.02.05

Trade payables

(3,290,000)

(3,775,000)

6.01.02.06

Other taxes payable

300,000

(2,220,000)

6.01.02.07

Pension and medical benefits

(491,000)

(438,000)

6.01.02.08

Income tax and social contribution paid

(264,000)

(271,000)

6.01.02.09

Other liabilities

(1,817,000)

(1,183,000)

6.02

Net cash used in investing activities

(8,262,000)

(14,518,000)

6.02.01

Capital expenditures

(10,024,000)

(14,673,000)

6.02.02

Decrease in investments in investees

(34,000)

(268,000)

6.02.03

Proceeds from disposal of assets - Divestment

1,873,000

11,000

6.02.04

Divestment (investment) in marketable securities

(278,000)

397,000

6.02.05

Dividends received

201,000

15,000

6.03

Net cash used in financing activities

(21,360,000)

(17,359,000)

6.03.01

Non-controlling Interest

(130,000)

146,000

6.03.02

Proceeds from financing

13,028,000

7,215,000

6.03.03

Repayment of principal

(29,006,000)

(17,098,000)

6.03.04

Repayment of Interest

(5,252,000)

(7,622,000)

6.04

Effect of exchange rate changes on cash and cash equivalents

(1,837,000)

(5,497,000)

6.05

Net increase/ (decrease) in cash and cash equivalents

(8,234,000)

(20,067,000)

6.05.01

Cash and cash equivalents at the beginning of the year

69,108,000

97,845,000

6.05.02

Cash and cash equivalents at the end of the period

60,874,000

77,778,000

 

 

 

 

18


 

Consolidated Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2017 to 03/31/2017

(R$ Thousand)

 

Account Code

Account Description

Share Capital

Capital Reserves, Granted Options and Treasury Shares

Profit Reserves

Retained Earnings / Accumulated Losses

Other Comprehensive Income

Shareholders' Equity

Non-controlling interest

Shareholders' Equity Consolidated

5.01

Balance at the Beginning of the Period

205,432,000

1,035,000

77,800,000

(34,037,000)

250,230,000

2,513,000

252,743,000

5.03

Adjusted Opening Balance

205,432,000

1,035,000

77,800,000

(34,037,000)

250,230,000

2,513,000

252,743,000

5.04

Capital Transactions with Owners

(1,000)

2,000

(2,000)

(1,000)

(130,000)

(131,000)

5.04.08

Change in Interest in Subsidiaries

(1,000)

(1,000)

(130,000)

(131,000)

5.04.09

Realization of the Deemed Cost

2,000

(2,000)

5.05

Total of Comprehensive Income

4,449,000

3,142,000

7,591,000

313,000

7,904,000

5.05.01

Net Income for the Period

4,449,000

4,449,000

358,000

4,807,000

5.05.02

Other Comprehensive Income

3,142,000

3,142,000

(45,000)

3,097,000

5.07

Balance at the End of the Period

205,432,000

1,034,000

77,800,000

4,451,000

(30,897,000)

257,820,000

2,696,000

260,516,000

 

 

 

 

19


 

 

Consolidated Interim Accounting Information / Statement of Changes in Shareholders’ Equity - 01/01/2016 to 03/31/2016

(R$ Thousand)

 

Account Code

Account Description

Share Capital

Capital Reserves, Granted Options and Treasury Shares

Profit Reserves

Retained Earnings / Accumulated Losses

Other Comprehensive Income

Shareholders' Equity

Non-controlling interest

Shareholders' Equity Consolidated

5.01

Balance at the Beginning of the Period

205,432,000

21,000

92,612,000

(43,334,000)

254,731,000

3,199,000

257,930,000

5.03

Adjusted Opening Balance

205,432,000

21,000

92,612,000

(43,334,000)

254,731,000

3,199,000

257,930,000

5.04

Capital Transactions with Owners

16,000

3,000

(3,000)

16,000

104,000

120,000

5.04.06

Dividends

(5,000)

(5,000)

5.04.08

Change in Interest in Subsidiaries

16,000

16,000

109,000

125,000

5.04.09

Realization of the Deemed Cost

3,000

(3,000)

5.05

Total of Comprehensive Income

(1,246,000)

9,165,000

7,919,000

414,000

8,333,000

5.05.01

Net Income for the Period

(1,246,000)

(1,246,000)

865,000

(381,000)

5.05.02

Other Comprehensive Income

9,165,000

9,165,000

(451,000)

8,714,000

5.07

Balance at the End of the Period

205,432,000

37,000

92,612,000

(1,243,000)

(34,172,000)

262,666,000

3,717,000

266,383,000

 

 

 

 

20


 

Consolidated Interim Accounting Information / Statement of Added Value

(R$ Thousand)

 

Account Code

Account Description

Accumulated of the Current Year 01/01/2017 to 03/31/2017

Accumulated of the Previous Year 01/01/2016 to 03/31/2016

7.01

Sales Revenues

97,523,000

105,598,000

7.01.01

Sales of Goods and Services

86,485,000

89,895,000

7.01.02

Other Revenues

2,338,000

2,495,000

7.01.03

Revenues Related to the Construction of Assets to be Used in Own Operations

8,694,000

13,711,000

7.01.04

Allowance / Reversal for Impairment of Trade Receivables

6,000

(503,000)

7.02

Inputs Acquired from Third Parties

(31,716,000)

(42,179,000)

7.02.01

Cost of Sales

(12,616,000)

(18,161,000)

7.02.02

Materials, Power, Third-Party Services and Other Operating Expenses

(14,119,000)

(17,620,000)

7.02.03

Impairment Charges / Reversals of Assets

21,000

(294,000)

7.02.04

Others

(5,002,000)

(6,104,000)

7.02.04.01

Tax Credits on Inputs Acquired from Third Parties

(4,931,000)

(4,928,000)

7.02.04.02

Inventory Write-Down to Net Realizable Value (Market Value)

(71,000)

(1,176,000)

7.03

Gross Added Value

65,807,000

63,419,000

7.04

Retentions

(10,766,000)

(12,649,000)

7.04.01

Depreciation, Amortization and Depletion

(10,766,000)

(12,649,000)

7.05

Net Added Value Produced

55,041,000

50,770,000

7.06

Transferred Added Value

1,633,000

1,353,000

7.06.01

Share of Profit of Equity-Accounted Investments

612,000

388,000

7.06.02

Finance Income

933,000

886,000

7.06.03

Others

88,000

79,000

7.07

Total Added Value to be Distributed

56,674,000

52,123,000

7.08

Distribution of Added Value

56,674,000

52,123,000

7.08.01

Employee Compensation

7,753,000

7,609,000

7.08.01.01

Salaries

4,854,000

4,653,000

7.08.01.02

Fringe Benefits

2,535,000

2,599,000

7.08.01.03

Unemployment Benefits (FGTS)

364,000

357,000

7.08.02

Taxes and Contributions

27,286,000

25,342,000

7.08.02.01

Federal

15,941,000

12,223,000

7.08.02.02

State

11,194,000

12,912,000

7.08.02.03

Municipal

151,000

207,000

7.08.03

Return on Third-Party Capital

16,828,000

19,553,000

7.08.03.01

Interest

10,219,000

11,055,000

7.08.03.02

Rental Expenses

6,609,000

8,498,000

7.08.04

Return on Shareholders' Equity

4,807,000

(381,000)

7.08.04.03

Retained Earnings / (Losses) for the Period

4,449,000

(1,246,000)

7.08.04.04

Non-controlling Interests on Retained Earnings / (Losses)

358,000

865,000

 

 

 

 

21


 

Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

 

1.

The Company and its operations

Petróleo Brasileiro S.A. - Petrobras is a company controlled by the Brazilian government dedicated, directly or through its subsidiaries (referred to jointly as “Petrobras”, “the Company”, or “Petrobras Group”), either independently or through joint ventures or similar arrangements with third parties, 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 of interim financial information

This 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) and also in accordance with the accounting practices adopted in Brazil for interim financial reporting (CPC 21 - R1).

This parent company interim financial information has been prepared and is being presented in accordance with the accounting practices adopted in Brazil for interim financial reporting (CPC 21 - R1) and does not differ from the consolidated information.

This interim financial information presents the significant changes in the period, avoiding repetition of certain notes to the financial statements previously reported, and presents the consolidated information, considering Management’s understanding that it provides a comprehensive view of the Company’s financial position and operational performance. Certain information about the parent company are also included. Hence, this interim financial information should be read together with the Company’s audited annual financial statements for the year ended December 31, 2016, which include the full set of notes.

The Company’s Board of Directors in a meeting held on May 11, 2017 authorized the issuance of these consolidated interim financial information.

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 and assumptions include: oil and gas reserves and their impacts to other parts of the financial statements, the main assumptions and cash-generating units identified for impairment testing of assets, pension and medical benefits liabilities, provisions for legal proceedings, dismantling of areas and environmental remediation, deferred income taxes, cash flow hedge accounting and allowance for impairment of trade receivables. Although our management uses assumptions and judgments that are periodically reviewed, the actual results could differ from these estimates.

For further information on accounting estimates, see note 5 to the Company’s annual financial statements for the year ended December 31, 2016.

 

3.

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

In the third quarter of 2014, the Company wrote off R$ 6,194 (R$ 4,788 in the Parent Company) of capitalized costs representing estimated 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, 2016 audited consolidated financial statements.

In preparing its financial statements for the period ended March 31, 2017, the Company considered all available information and did not identify any additional information in the investigations related to the “Lava Jato” (Car Wash) Operation by the Brazilian authorities or by the independent law firms conducting an internal investigation that could materially impact or change the methodology adopted to recognize the write-off taken in the third quarter of 2014. The Company continues to monitor the investigations for additional information and will review their potential impacts on the adjustment made.

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 and will recognize them as other income when received. Nevertheless, the Company is unable to reliably estimate further recoverable amounts at this moment. Any recoverable amount will be recognized as income when received or when their economic benefits become virtually certain.

22


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Accordingly, the Company recognized through 2016 the accumulated amount of R$ 661 as compensations for damages relating to the “Lava Jato” Operation (R$ 432 in 2016 and R$ 229 in 2015). In the first quarter of 2017, there was no amount received with respect to the Lava Jato Operation.

We have been formally recognized as a victim of the crimes identified under the Lava Jato investigation by the Brazilian Federal Prosecutor’s Office, the lower court hearing the case and also by the Brazilian Supreme Court. As a result, we have entered into 32 criminal proceedings as an assistant to the prosecutor. In addition, we have entered into five criminal proceedings as an interested party. We have also renewed our commitment to continue cooperating with authorities to clarify the issues and report them regularly to our investors and to the public in general

.

4.

Basis of consolidation

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

There were no significant changes in the Company’s basis of consolidation of entities in the period ended March 31, 2017 when compared to December 31, 2016.

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, 2016.

Formal Notice from CVM – Hedge accounting

Since mid-May 2013, the Company has designated cash flow hedging relationships, as described in note 33.2 to the Company’s audited consolidated financial statements for the year ended December 31, 2016, in which (a) the hedged items are portions of our highly probable future monthly export revenues in U.S. dollars, (b) the hedging instruments are portions of our long term debt obligations denominated in U.S. dollars, and (c) the risk hedged is the effect of changes in exchange rates between the U.S. dollar and our functional currency, the real. Further information on this policy is presented in note 30.2.

In March 2017, the Company received an official communication from Brazilian Securities and Exchange Commission (Comissão de Valores Mobiliários – CVM) requiring the restatement of the Company’s financial statements for all periods since the beginning of hedge accounting policy application involving hedging relationships to account for the effects of the existing hedge between its long-term debt obligations denominated in U.S. dollars and its highly probable U.S. dollar denominated future export revenues. The Company reaffirms that its accounting policy has been correctly applied and has taken all measures to safeguard its interests. The effects of this communication are currently suspended awaiting the CVM’s Collegiate Body evaluation on the merits of the appeals.

 

23


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

6.

Cash and cash equivalents and Marketable securities

Cash and cash equivalents

 

Consolidated

 

03.31.2017

12.31.2016

Cash at bank and in hand

1,183

1,926

Short-term financial investments

 

 

   - In Brazil

 

 

Brazilian interbank deposit rate investment funds and other short-term deposits

10,510

3,845

Other investment funds

164

427

 

10,674

4,272

   - Abroad

 

 

Time deposits

11,867

10,053

Automatic investing accounts and interest checking accounts

25,862

31,875

Treasury bonds

7,348

17,004

Other financial investments

3,940

3,978

 

49,017

62,910

Total short-term financial investments

59,691

67,182

Total cash and cash equivalents

60,874

69,108

 

 

Short-term financial investments in Brazil comprise investments in funds holding Brazilian Federal Government Bonds that mature in three months or less from the date of their acquisition. Short-term financial investments abroad comprise time deposits that mature in three months or less from the date of their acquisition, highly-liquid automatic investment accounts, interest checking accounts and other short-term fixed income instruments, including U.S. Treasury bills.

Marketable securities

 

 

Consolidated

 

03.31.2017

12.31.2016

Trading securities

2,909

2,556

Available-for-sale securities

416

1

Held-to-maturity securities

297

292

Total

3,622

2,849

Current

2,909

2,556

Non-current

713

293

 

 

Trading securities refer mainly to investments in Brazilian Federal Government Bonds. These financial investments have maturities of more than three months and are mostly classified as current assets due to their maturity or the expectation of their realization in the short term.

Available-for-for sale securities refer substantially to São Martinho’s common shares granted to the wholly-owned subsidiary Petrobras Biocombustível S.A. - PBIO (24 million of shares) in exchange and in proportion to the shares that PBIO held in Nova Fronteira. Further information on this transaction is presented in note 9.1.

7.

Trade and other receivables

7.1.

Trade and other receivables, net

 

Consolidated

 

03.31.2017

12.31.2016

Trade receivables

 

 

    Third parties

19,883

21,182

    Related parties

 

 

        Investees (note 17.7)

1,711

1,809

        Receivables from the electricity sector (note 7.4)

16,203

16,042

        Petroleum and alcohol accounts - receivables from Brazilian Government

828

875

Other receivables

7,494

8,149

 

46,119

48,057

Allowance for impairment of trade receivables

(17,566)

(17,682)

Total

28,553

30,375

Current

14,042

15,543

Non-current

14,511

14,832

 

 

 

24


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

7.2.

Trade receivables overdue - Third parties

 

 

Consolidated

 

03.31.2017

12.31.2016

Up to 3 months

882

1,313

From 3 to 6 months

163

218

From 6 to 12 months

434

1,339

More than 12 months

9,453

8,637

Total

10,932

11,507

 

 

 

7.3.

Changes in the allowance for impairment of trade receivables

 

 

Consolidated

 

03.31.2017

12.31.2016

Opening balance

17,682

14,274

Additions (*)

146

4,532

Write-offs

(1)

(28)

Reversals

(152)

(595)

Cumulative translation adjustment

(109)

(501)

Closing balance

17,566

17,682

Current

6,612

6,551

Non-current

10,954

11,131

 

(*) In 2016, additions include: R$ 1,242 from electricity sector and R$ 2,045 from losses on advances to suppliers, as well as assumed debt and termination costs relating to the agreement with the Ecovix shipyard.

 

 

 

7.4.

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

 

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

Allowance for impairment

 

 

 

As of 12.31.2016

Sales

Amounts received

Transfers (*)

Recognition, net of reversals

Transfers (*)

Inflation indexation

As of 03.31.2017

Related parties (Eletrobras Group)

 

 

 

 

 

 

 

 

AME(**)

8,065

312

(514)

119

24

223

8,229

Ceron(***)

1,201

(15)

34

1,220

Others

313

29

(40)

3

13

318

Subtotal

9,579

341

(569)

119

27

270

9,768

Third parties

 

 

 

 

 

 

 

 

Cigás

468

591

(502)

(119)

11

449

Celpa (****)

73

(153)

80

Others

15

126

(122)

2

21

Subtotal

483

790

(777)

(119)

82

11

470

Trade receivables, net

10,062

1,131

(1,346)

109

281

10,237

 

 

 

 

 

 

 

 

 

Trade receivables - Eletrobras Group

16,042

341

(569)

119

 

 

270

16,203

(-) Allowance for impairment

(6,463)

 

 

 

27

 

(6,436)

Subtotal

9,579

341

(569)

119

27

270

9,768

Trade receivables - Third parties

1,683

790

(777)

(119)

 

 

11

1,588

(-) Allowance for impairment

(1,200)

 

 

 

82

 

(1,118)

Subtotal

483

790

(777)

(119)

82

11

470

Trade receivables - Total

17,725

1,131

(1,346)

281

17,791

(-) Allowance for impairment

(7,663)

109

(7,554)

Trade receivables, net

10,062

1,131

(1,346)

109

281

10,237

(*) Transfer of overdue receivables from Cigás to AME, pursuant to the purchase and sale agreement of natural gas (upstream and downstream) entered into by Petrobras, Cigás and AME.

(**) Amazonas Distribuidora de Energia

(***) Centrais Elétricas do Norte

(****) Centrais Elétricas do Pará

 

 

The Company supplies fuel oil, natural gas, and other products to entities that operate in the isolated electricity system in the northern region of Brazil, such as thermoelectric power plants controlled by Eletrobras, state-owned natural gas distribution companies and independent electricity producers (Produtores Independentes de Energia – PIE). The isolated electricity system provides the public service of electricity distribution in the northern region of Brazil as the Brazilian National Interconnected Power Grid (Sistema Interligado Nacional) has not yet met the demand for electricity due to technical or economic reasons.

25


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

A significant portion of the funds used by those companies to pay for products supplied by the Company came 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, principally relating to the Provisional Measure 579/2012 which significantly changed the sources of funds that were used to cover the cost of electricity generated in the Isolated Electricity System, funds transferred from the CCC to these electricity companies have not been sufficient for them to meet their financial obligations and, as a result, some have not been able to pay the total amount for the products supplied by the Company, increasing the default rate of those customers to the Company.

The Company intensified the negotiations with the state-owned natural gas distribution companies, the independent electricity producers (PIEs), other private companies and entities controlled by Eletrobras. As a result, on December 31, 2014, the Company entered into a debt acknowledgement agreement with subsidiaries of Eletrobras with respect to the balance of its receivables as of November 30, 2014. Eletrobras acknowledged it owed R$ 8,601 to the Company, of which R$ 7,380 were collateralized. This amount has been adjusted by the Selic interest rate (Brazilian short-term interest rate) on a monthly basis. Under this agreement, the first of 120 monthly installments was paid in February 2015 and these payments have continued.

The contractual amortization clauses established in the debt acknowledgement agreement determine the payment of 15% of the amount of renegotiated debt within 36 months and the remaining 85% to be paid in 84 installments beginning in January 2018. Therefore, the Company expects the balance of trade receivables from the electricity sector will decrease from 2018 onwards as the amounts to be received will be higher than sales and inflation indexation on debt acknowledgement agreements.

In order to mitigate an increase in default rates, on September 1, 2015 the Brazilian National Electricity Agency (Agência Nacional de Energia Elétrica - ANEEL) enacted the Normative Instruction 679 enabling the Company to receive funds directly from the CCC, as these funds would be paid directly from the CCC for products supplied in the prior month with a limit of 75% of the average payments made by the CCC in the previous three months.

The Company had expected that the abovementioned rule would have strengthened the financial situation of the companies in the electricity sector. However, this had not occurred and the level of these defaults had increased. Accordingly, in 2016 the Company recognized R$ 1,242 as allowance for impairment of trade receivables (R$ 1,876 in 2015), net of reversals, with respect to uncollateralized outstanding receivables.

Accordingly, the Company has adopted the following measures:

 

judicial collection of overdue receivables with respect to natural gas supplied to Amazonas Distribuidora de Energia (AME), Eletrobras and Cigás;

 

judicial collection of overdue receivables with respect to fuel oil supplied by the wholly-owned subsidiary BR Distribuidora to companies of Eletrobras Group (Amazonas, Acre, Rondônia and Roraima);

 

suspension of fuel oil supply on credit, except when legally enforced;

 

the wholly-owned subsidiary Petrobras Distribuidora registered entities controlled by Eletrobras as delinquent companies in the Brazilian Central Bank files and as delinquent companies in ANEEL files;

 

Petrobras parent company registered AME as a delinquent company in ANEEL files.

In the first quarter of 2017, the Company accounted for a reversal of allowances for impairment of trade receivables previously recognized in the amount of R$ 109 mainly due to overdue receivables paid by CELPA - Centrais Elétricas do Pará. In the same period in 2016, the Company wrote-down R$ 544 as allowance for impairment of trade receivables (net of reversals).

 

26


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

8.

Inventories

 

 

Consolidated

 

03.31.2017

12.31.2016

Crude oil

10,438

11,485

Oil products

8,254

8,634

Intermediate products

2,213

2,281

Natural gas and LNG (*)

305

435

Biofuels

576

686

Fertilizers

234

85

Total products

22,020

23,606

Materials, supplies and others

4,190

4,053

Total

26,210

27,659

Current

26,172

27,622

Non-current

38

37

(*) LNG - Liquid Natural Gas

 

 

 

The amount of inventories is presented net of R$ 19 reducing inventories to net realizable value (R$ 92 as of December 31, 2016), mainly due to changes in international prices of crude oil and oil products. In the three-month period ended March 31, 2017, the Company recognized as cost of sales R$ 71 reducing inventories to net realizable value, net of reversals (R$ 1,176 in the same period of 2016).

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 R$ 6,646 (R$ 6,449 as of December 31, 2016), as set out in note 20.1.

9.

Disposal of Assets and other changes in organizational structure

9.1.

Disposal of Assets

Disposal of distribution assets in Chile

On July 22, 2016, the Company signed a sale and purchase agreement with the Southern Cross Group for the sale of 100% of Petrobras Chile Distribución Ltda (PCD), held through Petrobras Caribe Ltda.

This transaction was concluded on January 4, 2017 and the net proceeds from this sale were US$ 470 million, of which US$ 90 million were received via distribution of dividends after taxes on December 9, 2016 and the remaining US$ 380 million were paid by Southern Cross at the transaction closing. Accordingly, the Company recognized a gain of R$ 2 as other expenses, net, in the first quarter of 2017, taking into account the impairment of R$ 266 at December 31, 2016.

In addition, a R$ 248 loss was recycled from shareholders’ equity to other expenses, net within the income statement, reflecting the reclassification of cumulative translation adjustments resulting from the depreciation of the Chilean Peso against the U.S Dollar from the time of the acquisition of this investment to its disposal (see note 21.2).

Disposal of interest in Nova Transportadora do Sudeste (NTS) and related changes in organizational structure

After a corporate restructuring intended to concentrate the transportation assets of the southeastern region in Nova Transportadora do Sudeste - NTS (Rio de Janeiro, Minas Gerais and São Paulo), the Company’s Board of Directors approved on September 22, 2016 the sale of a 90% interest in NTS to Brookfield Infrastructure Partners (BIP) and its affiliates, through a Private Equity Investment Fund (FIP) whose other shareholders are British Columbia Investment Management Corporation (BCIMC), CIC Capital Corporation (wholly-owned subsidiary of China Investment Corporation - CIC) and GIC Private Limited (GIC).

The following changes in organizational structure occurred as part of this process:

The Extraordinary General Meeting of NTS, held on October 21, 2016, approved an increase to its share capital in the amount of R$ 2.31 billion, based on independent expert report dated on October 14, 2016, through net assets of the Company’s subsidiary Transportadora Associada de Gás S.A. - TAG. This capital increase requires the approval of the National Petroleum, Natural Gas and Biofuels Agency - ANP through the issuance of Permissions of Provisional Operation (Autorizações de Operação Provisórias);

The Extraordinary General Meeting of the TAG, held on October 21, 2016, approved a reduction to its share capital, via a capital surplus, in the amount of its investment in NTS (R$ 2.6 billion) and transfer of all of its interest in NTS to Petrobras, as occurred on

27


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

October 24, 2016 pursuant to Permissions of Provisional Operation (Autorizações de Operação Provisórias), as occurred on October 24, 2016.

This transaction prescribes the maintenance of charge capacity and also the same terms of five Firm Gas Transportation Agreements including 100% ship-or-pay clauses. These agreements have terms of 20 years from 2016 and their rates are indexed to the Brazilian General Market Price Index (IGP-M) and regulated by ANP.

At March 31, 2017, the related assets and liabilities remained classified as held for sale as the completion of this transaction was still subject to certain customary conditions precedent, including the approvals by relevant regulators.

On April 4, 2017, after performing all conditions precedent and adjustments provided for in the purchase and sale agreement, this transaction was completed in the amount of US$ 5.08 billion upon the payment of US$ 4.23 billion on this date, of which US$ 2.59 billion refers to an escrow account in the amount of US$ 100 pledged as collateral for charges associated with pipelines repair, and to the sale of shares and US$ 1.64 billion refers to the issuance of convertible debentures by NTS, maturing in 10 years, as a replacement of the debt to PGT. The remaining balance (US$ 850 million, also referring to the sale of shares) will be paid in the fifth year, bearing annual interests at a fixed rate, as established in the purchase and sale agreement.

The Company estimates a gain before taxes on this transaction amounting to R$ 6.7 billion, to be recognized in the second quarter of 2017. The estimated amount is subject to price adjustment according to the purchase and sale agreement.

Disposal of Liquigás

On November 17, 2016 the Company’s Board of Directors approved the disposal of its wholly-owned subsidiary Liquigás Distribuidora S.A. to Companhia Ultragaz S.A., a subsidiary of Ultrapar Participações S.A. The amount of this transaction is indexed to the CDI rate (Brazilian interbank interest rate), from the signing to the closing date, and remains subject to adjustments based on Liquigás’ working capital changes, net debt and market value of its inventories, from December 31, 2015 to the transaction closing.

In January 2017, this sale was approved at Ultrapar’s and Petrobras’ Shareholders’ Meetings in the amount of R$ 2.7 billion.

At March 31, 2017, the related assets and liabilities remained classified as held for sale because some of the conditions precedent were not yet performed, including the approval by the Brazilian Antitrust Regulator (CADE).

Disposal of Guarani

On December 28, 2016, the Company’s wholly-owned subsidiary Petrobras Biocombustível S.A. (PBIO) disposed of its interests in the associate Guarani S.A. (45.97% of share capital) to Tereos Participations SAS, an entity of the French group Tereos.

On February 3, 2017, this transaction was concluded pursuant to the payment of US$ 203 million, after all conditions precedent were performed by Tereos Participations SAS. At December 31, 2016, an impairment loss amounting to R$ 578 was accounted for.

Additionally, a gain of R$ 132 was recycled from shareholders’ equity to other expenses, net within the income statement, reflecting the reclassification of cumulative translation adjustment resulting from the appreciation of Mozambican Metical against the Brazilian Real from the acquisition of this investment to its disposal (see note 21.2). This gain was partially offset by a R$ 69 loss also recycled from shareholders’ equity to other expenses, net, reflecting cumulative losses relating to cash flow hedge accounting.

Disposal of Suape and Citepe petrochemical plants

On December 28, 2016, the Company’s Board of Directors approved the disposal of its interests in the wholly-owned subsidiaries Companhia Petroquímica de Pernambuco (PetroquímicaSuape) and Companhia Integrada Têxtil de Pernambuco (Citepe) to Grupo Petrotemex S.A. de C.V. and Dak Americas Exterior, S.L., both subsidiaries of Alpek, S.A.B. de C.V., which is a company from Grupo Alfa S.A.B. de C.V. (a Mexican public company), in the amount of US$ 385 million, which will be totally disbursed at the transaction closing. This amount is still subject to adjustments relating to working capital, net debt and recoverable taxes.

On February 21, 2017, the operation was approved at the Grupo Alfa’s Board of Directors Meeting and, on March 27, 2017, at Petrobras’ Shareholders’ Meeting. However, this transaction closing remains subject to the approval of the Brazilian Antitrust Regulator (CADE), as well as to the fulfillment of certain other customary conditions precedent. Therefore, the respective assets and liabilities remained classified as held for sale at March 31, 2017.


28


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Strategic alliance with Total

On December 21, 2016, the Company entered into a master agreement with Total, in connection with the Strategic Alliance established in the Memorandum of Understanding signed on October 24, 2016. Accordingly, certain assets were classified as held for sale at December 31, 2016 due to the share of interests established in this agreement, as described below:

Transfer of the Company’s 22.5% stake in the concession area named as Iara, comprising Sururu, Berbigão and West of Atapu fields, which are subject to unitization agreements with Entorno de Iara (an area under the Assignment Agreement in which the Company holds 100% interests and is located in the Block BM-S-11). The Company will continue to operate the block;

Transfer of the Company’s 35% stake in the concession area of Lapa field, located in the Block BM-S-9. Total will also become the operator and the Company will retain a 10% interest in this area; and

Transfer of the Company’s 50% interests in the power plants Celso Furtado and Rômulo Almeida. In 2016, the Company recognized an impairment loss on this transaction in the amount of R$ 156.

On February 28, 2017, the Company and Total signed purchase and sale agreements with respect to the aforementioned assets. Total will pay to the Company the amount of US$ 1,675 million in cash for assets and services, as well as contingent payments in the amount of US$ 150 million, associated with the production volume in Iara field. In addition, a long-term line of credit in the amount of US$ 400 million will be provided by Total, which may be used to fund the Company’s investments in the Iara fields.

The aforementioned agreements adds up to the ones already executed on December 21, 2016, such as: (i) option for Petrobras to purchase a 20% interest in block 2 of the Perdido Foldbelt area, in the Mexican sector of the Gulf of Mexico, (ii) joint exploration studies in the exploratory areas of Equatorial Margin and in Santos Basin; and (iii) Technological partnership agreement in the areas of digital petrophysics, geological processing and subsea production systems.

These transactions are still subject to approval by the relevant authorities, to the potential exercise of preemptive rights by current Iara partners, as well as other customary conditions precedent. Accordingly, the related assets and liabilities remained classified as held for sale at March 31, 2017.

9.2.

Other changes in organizational structure

Merger of Nova Fronteira Bioenergia

On December 15, 2016, the Company’s wholly-owned subsidiary Petrobras Biocombustível S.A. (PBIO) entered into an agreement with São Martinho group which establishes the merger of PBIO’s interests in Nova Fronteira Bioenergia S.A. (49%) into São Martinho.

On February 23, 2017, this transaction was concluded as São Martinho granted to PBIO an additional 24 million of its common shares, corresponding to 6.593% of its voting and total paid in capital, in exchange and in proportion to the shares that PBIOs held in Nova Fronteira. These shares will not be subject to any kind of lock-up and their sale will occur in 4 years through a structured process.

29


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

9.3.

Assets classified as held for sale

 

 

 

 

 

 

Consolidated

 

 

 

 

 

03.31.2017

12.31.2016

 

E&P

Distribution

RT&M

Gas

&

Power

Total

Total

Assets classified as held for sale (*)

 

 

 

 

 

 

Cash and Cash Equivalents

29

29

355

Trade receivables

466

466

667

Inventories

388

388

560

Investments

15

15

1,233

Property, plant and equipment

3,491

3

961

9,382

13,837

14,409

Others

899

98

997

1,445

Total

3,491

3

2,758

9,480

15,732

18,669

 

 

 

 

 

 

 

Liabilities on assets classified as held for sale (*)

 

 

 

 

 

 

Trade Payables

31

185

38

254

440

Finance debt

37

37

45

Provision for decommissioning costs

189

189

170

Others

258

509

767

950

Total

220

480

547

1,247

1,605

(*) As of March 31, 2017, the amounts  mainly refer to assets and liabilities transferred following the approvals of the disposal of  Nova Transportadora do Sudeste, Liquigás, Petroquímica Suape and Citepe, interest in the concession areas named as Iara and Lapa, as well as interests in the thermoelectric power generation plants  Rômulo Almeida and Celso Furtado. At December 31, 2016, the amounts also comprise assets and liabilities transferred following the approvals of the disposals of PCD and Guarani.

 

 

9.4.

Civil action filed by the Brazilian Federal Audit Court (TCU)

On March 15, 2017, after the Company’s revision of its divestments decision-making methodology, the Brazilian Federal Audit Court (Tribunal de Contas da União – TCU) dismissed the civil action filed on December 7, 2016, which prohibited Petrobras from commencing additional divestment projects. This decision enabled the Company to progress with two ongoing deals (sale of interests in Baúna and Tartaruga Verde fields and Saint Malo field located in U.S. Gulf of Mexico) and also to commence new divestment projects based on the revised methodology. However, the Company suspended its intention to sell interests in Baúna and Tartaruga Verde fields due to a judicial injunction ordered by the Brazilian Federal Court in the state of Sergipe preventing the contract signing, and also suspended its intention to sell interest in the Saint Malo field, as this transaction have not achieved the expected outcomes.

On March 30, 2017, the Company’s Executive Board approved the new divestment portfolio, consisting of projects that will follow the revised divestment methodology since their beginning, in compliance with the TCU’s decision.

 

30


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

10.

Investments

10.1.

Changes in investments (Parent Company)

 

Balance at 12.31.2016

Investments

Capital transactions

Results in equity-accounted investments (*)

Cumulative translation adjustments (CTA)

Other comprehensive results

Dividends

Balance at 03.31.2017

 

 

 

 

 

 

 

 

 

Subsidiaries

 

 

 

 

 

 

 

 

PNBV

68,167

52

1,716

(1,946)

67,989

PIB BV

20,076

(424)

(281)

19,371

TAG

8,494

165

442

(22)

9,079

BR Distribuidora

7,294

172

7,466

Transpetro

3,879

91

(27)

3,943

PB-LOG

3,348

167

3,515

PBIO

1,350

49

(132)

30

1,297

Logigás

1,190

86

1,276

Gaspetro

952

19

6

977

Breitener

633

18

651

Araucária Nitrogenados

194

116

(53)

257

Termomacaé Ltda

705

(636)

69

Other subsidiaries

808

35

6

849

Joint operations

233

15

9

257

Joint ventures

314

110

(96)

328

Associates

 

 

 

 

 

 

 

Petrochemical associates

3,464

640

(91)

372

4,385

Other associates

71

10

81

Subsidiaries, joint operations/joint ventures and associates

121,172

226

52

1,974

(2,471)

844

(7)

121,790

Other investments

19

 

 

 

 

 

 

19

Total investments

121,191

226

52

1,974

(2,471)

844

(7)

121,809

Results in investees transferred to assets held for sale

 

 

 

683

 

 

 

 

Results in equity-accounted investments

 

 

 

2,657

 

 

 

 

(*) Includes unrealized profits from transactions between companies.

 

 

 

 

 

10.2.

Changes in investments in joint ventures and associates (Consolidated)

 

Balance at 12.31.2016

Investments

Restructuring, capital decrease and others

Results in equity-accounted investments

Cumulative translation adjustments (CTA)

Other comprehensive income

Dividends

Balance at 03.31.2017

Joint Ventures

 

 

 

 

 

 

 

 

Petrobras Oil & Gas B.V. -  PO&G

4,654

40

(131)

(156)

4,407

State-controlled natural gas distributors

1,076

59

(12)

1,123

Compañia Mega S.A. - MEGA

115

20

135

Other petrochemical joint ventures

83

 

 

5

 

 

88

Other joint ventures

337

130

(115)

352

Associates

 

 

 

 

 

 

 

 

Other petrochemical associates

3,464

640

(91)

372

4,385

Other associates

169

(11)

3

(2)

159

Other investments

50

50

Total

9,948

130

(11)

652

(224)

372

(168)

10,699

Results in investees

transferred to assets held for sale

 

 

 

(40)

 

 

 

 

Results in equity-accounted investments

 

 

 

612

 

 

 

 

 

 

10.3.

Investments in listed companies

 

 

Thousand-share lot

 

 

Quoted stock exchange prices (R$ per share)

 

Market value

Company

03.31.2017

12.31.2016

Type

03.31.2017

12.31.2016

03.31.2017

12.31.2016

Associate

 

 

 

 

 

 

 

Braskem S.A.

212,427

212,427

Common

29.99

29.99

6,371

6,371

Braskem S.A.

75,762

75,762

Preferred A

31.75

34.25

2,405

2,595

 

 

 

 

 

 

8,776

8,966

 

 

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

31


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Investment in publicly traded associate (Braskem S.A.)

Braskem’s shares are publicly traded on stock exchanges in Brazil and abroad. As of March 31, 2017, the quoted market value of the Company’s investment in Braskem was R$ 8,776, 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.

Given the operational relationship between Petrobras and Braskem, at December 31, 2016, 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 audited consolidated financial statements for the year ended December 31, 2016.

 

11.

Property, plant and equipment

11.1.

By class of assets

 

 

 

 

 

Consolidated

Parent Company

 

Land, buildings and improvement

Equipment and other assets

Assets under construction (*)

Exploration and development costs (oil and gas producing properties)

Total

Total

Balance at January 1, 2016

23,821

288,539

146,861

170,610

629,831

442,439

Additions

361

3,223

41,337

720

45,641

33,657

Additions to / review of estimates of decommissioning costs

3,113

3,113

2,868

Capitalized borrowing costs

5,982

5,982

4,470

Write-offs              

(210)

(465)

(4,689)

(153)

(5,517)

(5,210)

Transfers (***)

1,479

16,645

(55,069)

20,570

(16,375)

(5,516)

Depreciation, amortization and depletion

(1,479)

(26,102)

(20,422)

(48,003)

(36,742)

Impairment recognition

(1,036)

(12,652)

(1,510)

(6,357)

(21,555)

(13,709)

Impairment reversal

2,511

584

3,095

2,514

Cumulative translation adjustment

(180)

(15,128)

(7,210)

(1,818)

(24,336)

Balance at December 31, 2016

22,756

256,571

125,702

166,847

571,876

424,771

Cost

32,589

415,663

125,702

262,886

836,840

624,946

Accumulated depreciation, amortization and depletion

(9,833)

(159,092)

(96,039)

(264,964)

(200,175)

Balance at December 31, 2016

22,756

256,571

125,702

166,847

571,876

424,771

Additions

1

302

8,970

22

9,295

6,903

Additions to / review of estimates of decommissioning costs

44

44

44

Capitalized borrowing costs

1,529

1,529

1,128

Write-offs              

(3)

(9)

(172)

(4)

(188)

(154)

Transfers (***)

227

5,840

(9,076)

3,541

532

29

Depreciation, amortization and depletion

(333)

(5,418)

(4,770)

(10,521)

(8,173)

Impairment recognition

(51)

(51)

(51)

Cumulative translation adjustment

(21)

(2,042)

(1,018)

(200)

(3,281)

Balance at March 31, 2017

22,627

255,244

125,884

165,480

569,235

424,497

Cost

32,773

418,278

125,884

266,068

843,003

632,795

Accumulated depreciation, amortization and depletion

(10,146)

(163,034)

(100,588)

(273,768)

(208,298)

Balance at March 31, 2017

22,627

255,244

125,884

165,480

569,235

424,497

 

 

 

 

 

 

 

Weighted average of useful life in years

40

(25 to 50)

(except land)

20

(3 to 31)

(**)

 

Units of production method

 

 

 

 

 

 

 

 

 

(*) See note 27 for assets under construction by business area.

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

(***) In 2017 includes transfers from intangibles assets and in 2016 also includes transfers to assets held for sale.

 

 

 

At March 31, 2017, consolidated and Parent Company property, plant and equipment includes assets under finance leases of R$ 403 and R$ 5,929, respectively (R$ 407 and R$ 6,004 at December 31, 2016).

11.2.

Concession for exploration of oil and natural gas - Assignment Agreement (“Cessão Onerosa”)

Petrobras and the Brazilian Federal Government entered into the Assignment Agreement in 2010, which grants the Company the right to carry out prospection and drilling activities for oil, natural gas and other liquid hydrocarbons located in the pre-salt area limited to the production of five billion barrels of oil equivalent in up to 40 years and renewable for a further five years subject to certain conditions. As of March 31, 2017, the Company’s property, plant and equipment include the amount of R$ 74,808 related to the Assignment Agreement.

32


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Petrobras has already declared commerciality in fields of all six blocks in the scope of this agreement: Franco (Búzios), Florim (Itapu), Nordeste de Tupi (Sépia), Entorno de Iara (Norte de Berbigão, Sul de Berbigão, Norte de Sururu, Sul de Sururu, Atapu), Sul de Guará (Sul de Sapinhoá) and Sul de Tupi (Sul de Lula).

The agreement establishes that the review procedures of the agreement will commence immediately after the declaration of commerciality for each area and must be based on reports by independent experts engaged by Petrobras and ANP. The review of the Assignment Agreement will be concluded after the assessment of all the areas.

If the review of the Assignment Agreement determines that the value of acquired rights is greater than the amount initially paid, the Company may be required to pay the difference to the Brazilian Federal Government, or may proportionally reduce the total volume of barrels acquired under the agreement. If the review determines that the value of the acquired rights is lower than initially paid by the Company, the Brazilian Federal Government will reimburse the Company for the difference by delivering cash or bonds or equivalent means of payment, subject to budgetary regulations.

The formal review procedures for each block are based on costs incurred over the exploration phase and estimated costs and production for the development period. The review of the Assignment Agreement may result in changes in: (i) the amount of the agreement; (ii) the total volume (in barrels of oil) to be produced; (iii) the term of the agreement; and (iv) the minimum percentages of local content.

Currently, the settlement form and the final amount to be established for this agreement are not defined. The beginning of negotiation with the Brazilian Federal Government still depends on the conclusion of the appraisals by independent experts engaged by both parties, and the issuance of the respective reports.

With respect to the negotiation with the Brazilian Federal Government, on October 21, 2016 the Company’s Board of Directors approved the creation of the minority shareholders committee responsible for monitoring the agreement review process and providing support to the board’s decisions through opinions about related matters. This committee is composed of two members nominated by the minority shareholders and an independent member with recognized expertise in technical-financial analysis of investment projects.

 

12.

Intangible assets

12.1.

By class of assets

 

 

 

 

 

Consolidated

Parent Company

 

 

 

Software

 

 

 

 

Rights and

Concessions

Acquired

Developed

in-house

Goodwill

Total

Total

Balance at January 1, 2016

9,516

308

1,131

1,117

12,072

9,133

Addition

39

53

204

296

208

Capitalized borrowing costs

14

14

14

Write-offs

(523)

(4)

(527)

(177)

Transfers

(44)

(15)

(1)

(332)

(392)

(7)

Amortization

(78)

(120)

(342)

(540)

(407)

Impairment recognition 

(7)

(7)

Cumulative translation adjustment

(178)

(4)

(4)

(67)

(253)

Balance at December 31, 2016

8,725

222

998

718

10,663

8,764

Cost

9,367

1,587

3,941

718

15,613

12,459

Accumulated amortization

(642)

(1,365)

(2,943)

(4,950)

(3,695)

Balance at December 31, 2016

8,725

222

998

718

10,663

8,764

Addition

7

11

47

65

49

Capitalized borrowing costs

3

3

3

Write-offs

(7)

(7)

(7)

Transfers

(3)

(3)

Amortization

(16)

(23)

(79)

(118)

(91)

Cumulative translation adjustment

(2)

(4)

(6)

Balance at March 31, 2017

8,704

210

969

714

10,597

8,718

Cost

9,359

1,593

3,983

714

15,649

12,500

Accumulated amortization

(655)

(1,383)

(3,014)

(5,052)

(3,782)

Balance at March 31, 2017

8,704

210

969

714

10,597

8,718

Estimated useful life in years

(*)

5

5

Indefinite

 

 

 

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

 

 

 

 

 

 

33


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

13.

Exploration and evaluation of oil and gas reserves

The exploration and evaluation activities include the search for oil and gas reserves from obtaining the legal rights to explore a specific area 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:

 

 

Consolidated

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*)

03.31.2017

12.31.2016

Property, plant and equipment

 

 

  Opening Balance

16,728

20,310

        Additions to capitalized costs pending determination of proved reserves

634

3,543

        Capitalized exploratory costs charged to expense

(1)

(3,603)

        Transfers upon recognition of proved reserves

(145)

(3,304)

        Cumulative translation adjustment

(27)

(218)

  Closing Balance

17,189

16,728

Intangible Assets 

7,272

7,288

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs 

24,461

24,016

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

 

 

 

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

 

 

Consolidated

Exploration costs recognized in the statement of income

Jan-Mar/2017

Jan-Mar/2016

Geological and geophysical expenses

266

314

Exploration expenditures written off (includes dry wells and signature bonuses)

24

579

Other exploration expenses

6

254

Total expenses

296

1,147

Cash used in:

 

 

Operating activities

272

568

Investment activities

650

1,143

Total cash used

922

1,711

 

 

 

 

14.

Trade payables

 

 

Consolidated

 

03.31.2017

12.31.2016

Third parties in Brazil

9,176

10,690

Third parties abroad

4,598

6,580

Related parties

1,151

1,511

Balance in current liabilities

14,925

18,781

 

 

 

15.

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 that were not in default at March 31, 2017 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. The Company also has covenants with respect to debt level in some of its loan agreements with the Brazilian Development Bank (Banco Nacional de Desenvolvimento - BNDES).

A roll-forward schedule of non-current debt is set out as follows:

34


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

 

 

 

 

Consolidated

 

Export Credit Agencies

Banking Market

Capital Market

Others

Total

Non-current

 

 

 

 

 

In Brazil

 

 

 

 

 

Opening balance at January 1, 2016

96,436

6,734

68

103,238

Cumulative translation adjustment (CTA)

(342)

(342)

Additions (new funding obtained)

1,543

1,543

Interest incurred during the period

1,045

1

1,046

Foreign exchange/inflation indexation charges

(5,277)

194

5

(5,078)

Transfer from long-term to short-term

(24,394)

(471)

(8)

(24,873)

Transfer to liabilities associated with assets classified as held for sale

(21)

(21)

Balance as of December 31, 2016

68,990

6,458

65

75,513

Abroad

 

 

 

 

 

Opening balance at January 1, 2016

18,138

120,919

190,628

2,390

332,075

Cumulative translation adjustment (CTA)

(2,210)

(17,565)

(30,304)

(303)

(50,382)

Additions (new funding obtained)

24,956

33,450

58,406

Interest incurred during the period

13

60

178

30

281

Foreign exchange/inflation indexation charges

(617)

(4,117)

(1,931)

(80)

(6,745)

Transfer from long-term to short-term

(3,373)

(14,472)

(36,659)

(390)

(54,894)

Transfer to liabilities associated with assets classified as held for sale

(1,061)

(1,061)

Balance as of December 31, 2016

11,951

109,781

154,301

1,647

277,680

Total Balance as of December 31, 2016

11,951

178,771

160,759

1,712

353,193

 

 

 

 

 

 

Non-current

 

 

 

 

 

In Brazil

 

 

 

 

 

Opening balance at January 1, 2017

68,990

6,458

65

75,513

Cumulative translation adjustment (CTA)

(67)

(67)

Additions (new funding obtained)

177

177

Interest incurred during the period

264

264

Foreign exchange/inflation indexation charges

(93)

31

1

(61)

Transfer from long-term to short-term

(4,173)

(147)

(2)

(4,322)

Transfer to liabilities associated with assets classified as held for sale

Balance as of March 31, 2017

65,098

6,342

64

71,504

Abroad

 

 

 

 

 

Opening balance at January 1, 2017

11,951

109,781

154,301

1,647

277,680

Cumulative translation adjustment (CTA)

(276)

(2,360)

(4,304)

(43)

(6,983)

Additions (new funding obtained) (*)

12,747

12,747

Interest incurred during the period

3

18

833

7

861

Foreign exchange/inflation indexation charges

(80)

(709)

401

(4)

(392)

Transfer from long-term to short-term

(863)

(1,330)

(24,117)

(48)

(26,358)

Transfer to liabilities associated with assets classified as held for sale

Balance as of March 31, 2017

10,735

105,400

139,861

1,559

257,555

Total Balance as of March 31, 2017

10,735

170,498

146,203

1,623

329,059

(*) Mainly comprises global notes issued in January 2017, in the amount of US$ 4 billion, with maturities of 5 and 10 years. The net proceeds of this issuance were entirely used to repurchase global notes previously issued.

 

 

 

 

Consolidated

Current

03.31.2017

12.31.2016

Short-term debt  

1,041

1,167

Current portion of long-term debt

28,039

25,352

Accrued interest

5,824

5,277

Total

34,904

31,796

 

 

35


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

15.1.

Summarized information on current and non-current finance debt

 

 

 

 

 

 

 

 

Consolidated

Maturity in

2017

2018

2019

2020

2021

2022 onwards

Total (*)

Fair value

 

 

 

 

 

 

 

 

 

Financing in Brazilian Reais (R$):

8,123

8,369

14,262

19,661

10,932

17,322

78,669

70,498

Floating rate debt

6,629

6,501

12,765

18,225

9,510

12,145

65,775

 

Fixed rate debt

1,494

1,868

1,497

1,436

1,422

5,177

12,894

 

Average interest rate

10.5%

8.2%

7.8%

6.7%

6.1%

5.2%

7.6%

 

 

 

 

 

 

 

 

 

 

Financing in U.S. Dollars (US$):

16,576

23,183

40,248

23,222

45,918

107,141

256,288

277,915

Floating rate debt

13,997

20,001

35,441

17,822

7,841

39,126

134,228

 

Fixed rate debt

2,579

3,182

4,807

5,400

38,077

68,015

122,060

 

Average interest rate

4.8%

5.4%

5.4%

5.8%

5.4%

6.6%

6.0%

 

 

 

 

 

 

 

 

 

 

Financing in R$ indexed to US$:

317

366

357

357

357

984

2,738

2,784

Floating rate debt

56

70

61

61

61

51

360

 

Fixed rate debt

261

296

296

296

296

933

2,378

 

Average interest rate

5.9%

5.5%

5.5%

5.6%

5.8%

6.7%

5.9%

 

 

 

 

 

 

 

 

 

 

Financing in Pound Sterling (£):

99

32

6,804

6,935

6,916

Fixed rate debt

99

32

6,804

6,935

 

Average interest rate

6.2%

6.2%

6.3%

6.2%

 

 

 

 

 

 

 

 

 

 

Financing in Japanese Yen (¥):

296

292

588

642

Floating rate debt

296

292

588

 

Average interest rate

0.5%

0.5%

0.5%

 

 

 

 

 

 

 

 

 

 

Financing in Euro (€):

141

3,886

2,296

664

2,528

9,208

18,723

19,727

Floating rate debt

513

513

 

Fixed rate debt

141

3,886

2,296

151

2,528

9,208

18,210

 

Average interest rate

4.0%

4.2%

4.3%

4.5%

4.6%

4.7%

4.4%

 

 

 

 

 

 

 

 

 

 

Financing in other currencies:

22

22

22

Fixed rate debt

22

22

 

Average interest rate

14.0%

14.0%

 

 

 

 

 

 

 

 

 

 

Total as of March 31, 2017

25,574

36,128

57,163

43,904

59,735

141,459

363,963

378,504

Average interest rate

6.0%

5.9%

5.9%

6.0%

5.5%

6.4%

6.2%

 

 

 

 

 

 

 

 

 

 

Total as of December 31, 2016

31,796

36,557

68,112

53,165

61,198

134,161

384,989

387,077

Average interest rate

6.1%

6.0%

5.9%

5.9%

5.4%

6.4%

6.2%

 

 

 

 

 

 

 

 

 

 

* The average maturity of outstanding debt as of March 31, 2017 is 7.61 years (7.46 years as of December 31, 2016).

 

 

 

 

 

 

 

 

 

 

 

 

The fair value of the Company's finance debts is mainly determined and categorized into fair value hierarchy as follows:

Level 1 – quoted prices in active markets for identical liabilities, when applicable, amounting to R$ 150,151 as of March 31, 2017 (R$ 151,582 as of December 31, 2016); and

Level 2 – discounted cash flows based on discount rate determined by interpolating spot rates considering financing debts indexes proxies, taking account their currencies and also the Petrobras’ credit risk, amounting to R$ 228,353 as of March 31, 2017 (R$ 235,495 as of December 31, 2016).

The sensitivity analysis for financial instruments subject to foreign exchange variation is set out in note 30.2.

 

36


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

15.2.

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 three-month period ended March 31, 2017, the capitalization rate was 6.21% p.a. (5.26% p.a. for the same period in 2016).

15.3.

Lines of credit – outstanding balance

 

 

 

 

 

 

 

Amount

Company

 

Financial institution

Date

Maturity

Available (Lines of Credit)

Used

Balance

Abroad (Amounts in US$ million)

 

 

 

 

 

 

 

Petrobras

 

JBIC

7/16/2013

12/31/2018

1,500

1,500

PGT BV

 

CHINA EXIM

10/24/2016

Not defined

1,000

1,000

PGT BV

 

SACE

12/22/2016

12/22/2017

300

300

Total

 

 

 

 

2,800

2,800

In Brazil

 

 

 

 

 

 

 

Petrobras

 

FINEP

4/16/2014

12/26/2017

255

240

15

PNBV

 

BNDES

9/3/2013

3/26/2018

9,878

2,295

7,583

Transpetro

 

BNDES

1/31/2007

Not defined

2,246

711

1,535

Transpetro

 

Banco do Brasil

7/9/2010

4/10/2038

159

74

85

Transpetro

 

Caixa Econômica Federal

11/23/2010

Not defined

329

-

329

Total

 

 

 

 

12,867

3,320

9,547

 

 

15.4.

Collateral

Most of the Company’s debt is unsecured, but certain specific funding instruments to promote economic development are collateralized. In addition, financing agreements with China Development Bank (CDB) are also collateralized, as set in note 17.5.

The loans obtained by structured entities are collateralized based on the projects’ assets, as well as liens on receivables of the structured entities.

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

 

16.

Leases

16.1.

Future minimum lease payments / receipts – finance leases

 

 

 

 

 

 

Consolidated

 

 

 

Receipts

 

 

Payments

Estimated lease payments / receivable

Future value

Annual interest

Present value

Future value

Annual interest

Present value

2017

520

(293)

227

113

(63)

50

2018 - 2021

2,512

(1,338)

1,174

562

(289)

273

2022 and thereafter

4,356

(1,122)

3,234

1,376

(904)

472

As of March 31, 2017

7,388

(2,753)

4,635

2,051

(1,256)

795

Current

 

 

288

 

 

67

Non-current

 

 

4,347

 

 

728

As of March 31, 2017

 

 

4,635

 

 

795

Current 

 

 

297

 

 

59

Non-current

 

 

4,506

 

 

736

As of December 31, 2016

 

 

4,803

 

 

795

 

 

 

16.2.

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.

37


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

Consolidated

2017

25,875

2018

26,197

2019

23,398

2020

22,717

2021

21,947

2022 and thereafter

171,471

As of March 31, 2017

291,605

 

 

As of December 31, 2016

315,865

 

 

 

As of March 31, 2017, the balance of estimated future minimum lease payments under operating leases includes R$ 158,456 in the Consolidated (R$ 161,884 on December 31, 2016) with respect to assets under construction, for which the lease term has not commenced.

In the three-month period ended March 31, 2017, the Company recognized expenditures of R$ 8,436 (R$ 8,074 in the same period of 2016) for operating lease installments.

 

17.

Related-party transactions

The Company has a related-party transactions policy, which is applicable to all the Petrobras Group, in accordance with the Company’s by-laws.

In order to ensure the goals of the Company and align them with transparency of processes and corporate governance best practices, this policy provides for assumptions to guide Petrobras and its workforce while entering into related-party transactions and dealing with potential conflicts of interest on these transactions, such as: (i) related-party transactions must be executed on an arm’s length basis; (ii) must be completely and accurately presented in the Company’s reports, in accordance with applicable rules and; (iii) the Audit Committee must prior assess transactions between the Company and its associates, the Brazilian Federal Government (including its agencies or similar bodies and controlled entities), as well as transactions with entities controlled by key management personnel or by their close family members, with monthly reporting of these assessments to the Board of Directors, for transactions that meet the materiality criteria established in CVM Instruction 480/09.

Transactions with the Brazilian Federal Government, including its agencies or similar bodies and controlled entities, must be preceded by the Minority Shareholders Committee assessment and must have prior approval of, at least, 2/3 of board members.

The Related-Party Transactions Policy also aims to ensure an adequate and diligent decision-making process for the Company’s key management.

38


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

17.1.

Commercial transactions by operation with companies of the Petrobras’ group (parent company)

 

 

 

03.31.2017

 

 

12.31.2016

 

Current

Non-current

Total

Current

Non-current

Total

Assets

 

 

 

 

 

 

Trade and other receivables

 

 

 

 

 

 

Trade and other receivables, mainly from sales

7,132

7,132

10,031

10,031

Dividends receivable

2,891

2,891

3,045

3,045

Intercompany loans

215

215

225

225

Capital increase (advance)

3,749

3,749

3,882

3,882

Amounts related to construction of natural gas pipeline

1,052

1,052

1,126

1,126

Finance leases

99

911

1,010

98

914

1,012

Other operations

481

430

911

558

425

983

Assets held for sale

178

178

702

702

Total

10,781

6,357

17,138

14,434

6,572

21,006

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Finance leases

(1,010)

(4,334)

(5,344)

(1,096)

(4,452)

(5,548)

Intercompany loans

(28,403)

(28,403)

(28,903)

(28,903)

Prepayment of exports

(34,696)

(95,933)

(130,629)

(28,115)

(101,011)

(129,126)

Accounts payable to suppliers

(10,135)

(10,135)

(12,116)

(12,116)

Purchases of crude oil, oil products and others

(5,986)

(5,986)

(6,373)

(6,373)

Affreightment of platforms

(3,753)

(3,753)

(5,282)

(5,282)

Advances from clients

(396)

(396)

(461)

(461)

Total

(45,841)

(128,670)

(174,511)

(41,327)

(134,366)

(175,693)

 

 

 

 

 

 

 

Profit or Loss

 

 

 

 

Jan-Mar/2017

Jan-Mar/2016

Revenues, mainly sales revenues

 

 

 

 

32,222

30,869

Foreign exchange and inflation indexation charges

 

 

 

 

(1,938)

(1,940)

Financial income (expenses), net

 

 

 

 

(2,747)

(2,884)

Total

 

 

 

 

27,537

26,045

 

 

 

17.2.

Commercial transactions with companies of the Petrobras’ group (parent company)

 

 

Income (expense)

 

 

03.31.2017

12.31.2016

 

 

03.31.2017

12.31.2016

 

Jan-Mar/2017

Jan-Mar/2016

Current Assets

Non-current Assets

Total Assets

Total Assets

Current Liabilities

Non-current Liabilities

Total Liabilities

Total Liabilities

Subsidiaries (*)

 

 

 

 

 

 

 

 

 

 

BR

16,584

19,922

1,982

1,982

2,259

(188)

(188)

(211)

PIB BV

4,520

(96)

2,067

112

2,179

4,395

(35,522)

(124,336)

(159,858)

(158,760)

Gaspetro

1,541

1,899

804

97

901

849

(328)

(328)

(291)

PNBV

599

1,001

1,653

28

1,681

1,880

(4,257)

(4,257)

(5,891)

Transpetro

244

219

571

199

770

1,169

(1,087)

(1,087)

(1,093)

Logigás

(11)

(66)

249

1,052

1,301

1,368

(110)

(110)

(205)

Thermoelectrics

(45)

(71)

21

211

232

322

(165)

(912)

(1,077)

(1,103)

Fundo de Investimento Imobiliário

(53)

(88)

66

66

66

(249)

(1,514)

(1,763)

(1,723)

TAG

67

15

1,498

4,606

6,104

5,942

(2,016)

(2,016)

(1,938)

Other subsidiaries

375

848

1,535

48

1,583

2,272

(1,267)

(1,267)

(1,634)

Total Subsidiaries

23,821

23,583

10,446

6,353

16,799

20,522

(45,189)

(126,762)

(171,951)

(172,849)

Structured Entities

 

 

 

 

 

 

 

 

 

 

PDET Off Shore

(24)

(28)

(254)

(369)

(623)

(888)

CDMPI

(46)

(52)

(383)

(1,539)

(1,922)

(1,876)

Total Structured Entities

(70)

(80)

(637)

(1,908)

(2,545)

(2,764)

Associates

 

 

 

 

 

 

 

 

 

 

Companies from the petrochemical sector

3,786

2,538

266

266

412

(4)

(4)

(72)

Other associates

4

69

4

73

72

(11)

(11)

(8)

Total Associates

3,786

2,542

335

4

339

484

(15)

(15)

(80)

Total

27,537

26,045

10,781

6,357

17,138

21,006

(45,841)

(128,670)

(174,511)

(175,693)

(*) Includes its subsidiaries and joint ventures.

 

 

 

39


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

17.3.

Annual rates for intercompany loans

 

 

 

 

Parent Company

 

 

Assets

 

Liabilities

 

03.31.2017

12.31.2016

03.31.2017

12.31.2016

From 5.01% to 7%

75

77

(28,403)

(28,903)

From 7.01% to 9%

95

100

More than 9.01%

45

48

Total

215

225

(28,403)

(28,903)

 

 

 

17.4.

Non standardized receivables investment fund

The Parent Company invests in the receivables investment fund FIDC-NP, which comprises mainly receivables and non-performing receivables arising from operations performed by subsidiaries of the Petrobras Group. Investments in FIDC-NP are recognized as other receivables.

The assignment of performing and non-performing receivables is recognized as current debt within current liabilities.

 

 

Parent Company

 

03.31.2017

12.31.2016

Other receivables

9,193

11,301

Assignments of receivables

(16,611)

(23,121)

 

 

 

 

Jan-Mar/2017

Jan-Mar/2016

Finance income FIDC-NP

337

257

Finance expense FIDC-NP

(642)

(613)

Net finance income (expense)

(305)

(356)

 

 

 

17.5.

Guarantees

Petrobras guarantees certain financial operations carried out by its subsidiaries in Brazil and abroad.

Petrobras, based on contractual clauses that support the financial operations between the subsidiaries and third parties, offers guarantees, mainly fidejussory, to the payment of debt service in the event that a subsidiary defaults on a debt.

The outstanding balance of financial operations carried out by these subsidiaries and guaranteed by Petrobras is set out below:

 

 

 

 

 

 

03.31.2017

12.31.2016

Maturity date of the loans

PGF (*)

PGT (**)

PNBV

TAG

Others

Total

Total

2017

2,864

14

2,878

6,374

2018

6,381

7,921

4,571

1,066

19,939

20,935

2019

7,741

18,694

7,351

649

34,435

45,463

2020

6,634

16,888

1,499

7,179

32,200

41,270

2021

40,563

634

5,500

46,697

47,950

2022

8,371

4,495

2,142

15,008

9,008

2023 and thereafter

77,723

32,602

7,881

1,486

119,692

116,870

Total

147,413

76,105

24,800

4,495

18,036

270,849

287,870

(*) Petrobras Global Finance B.V., subsidiary of PIB BV.

 

 

 

 

 

 

 

(**) Petrobras Global Trading B.V., subsidiary of PIB BV.

 

 

 

 

 

 

 

 

 

Petrobras entered into 2 finance agreements with China Development Bank (CDB), maturing in 2019 and 2026, which are collateralized based on future oil exports for specific buyer, limited to 300 thousand barrels per day up to 2019 and 200 thousand barrels per day from 2020 to 2026. This collateral may not exceed the amount of the related debt. PGT, a wholly-owned subsidiary of Petrobras, guarantees these financing operations.

17.6.

Investment fund of subsidiaries abroad

As of March 31, 2017, a subsidiary of PIB BV had R$ 9,937 (R$ 10,389 as of December 31, 2016) invested in an investment fund abroad that held debt securities of NTS and of consolidated structured entities, mainly with respect to the following projects: Gasene, CDMPI, Charter and PDET.

40


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

17.7.

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

The Company has engaged, and expects to continue to engage, in the ordinary course of business in numerous transactions with joint ventures, associates, pension plans, as well as with the Company’s controlling shareholder, the Brazilian federal government, which includes transactions with banks and other entities under its control, such as financing and banking, asset management and others.

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

 

 

 

 

 

 

Consolidated

 

Jan-Mar/2017

 

03.31.2017

Jan-Mar/2016

 

12.31.2016

 

Income (expense)

Assets

Liabilities

Income (expense)

Assets

Liabilities

Joint ventures and associates

 

 

 

 

 

 

State-controlled gas distributors

1,483

814

279

1,835

803

226

Petrochemical companies

3,769

276

22

2,501

426

88

Other associates and joint ventures

445

621

900

614

580

1,245

Subtotal

5,697

1,711

1,201

4,950

1,809

1,559

 

 

 

 

 

 

 

Government entities

 

 

 

 

 

 

Government bonds

111

3,725

132

3,628

Banks controlled by the Federal Government

(1,411)

15,185

60,044

(2,933)

13,408

64,727

Receivables from the Electricity sector (note 7.4)

611

16,203

8

966

16,042

8

Petroleum and alcohol account - receivables from Federal government

2

828

4

875

Others

216

188

744

249

1,326

1,081

Subtotal

(471)

36,129

60,796

(1,582)

35,279

65,816

Pension plans

168

180

158

324

Total

5,226

38,008

62,177

3,368

37,246

67,699

 

 

 

 

 

 

 

Revenues, mainly sales revenues

6,251

 

 

5,829

 

 

Foreign exchange and inflation indexation charges, net

209

 

 

(466)

 

 

Finance income (expenses), net

(1,234)

 

 

(1,995)

 

 

Current assets

 

7,932

 

 

9,979

 

Non-current assets

 

30,076

 

 

27,267

 

Current liabilities

 

 

8,606

 

 

13,157

Non-current liabilities

 

 

53,571

 

 

54,542

Total

5,226

38,008

62,177

3,368

37,246

67,699

 

 

 

17.8.

Compensation of employees and key management personnel

The total compensation Executive Officers and Board Members of Petrobras parent company is set out as follows:

 

 

 

Jan-Mar/2017

 

 

Jan-Mar/2016

 

Officers

Board (members and alternates)

Total

Officers

Board (members and alternates)

Total

Wages and short-term benefits

3.8

0.3

4.1

3.5

0.4

3.9

Social security and other employee-related taxes

1.1

1.1

1.0

0.1

1.1

Post-employment benefits (pension plan)

0.3

0.3

0.4

0.4

Total compensation recognized in the statement of income

5.2

0.3

5.5

4.9

0.5

5.4

Average number of members in the period (*)

8.00

9.00

17.00

8.00

15.00

23.00

Average number of paid members in the period (**)

8.00

8.00

16.00

8.00

12.00

20.00

(*) Monthly average number of members.

(**) Monthly average number of paid members.

 

 

 

In the first quarter of 2017, the Company recognized the amount of R$ 20.0 as compensation of the Board Members and executive officers of the Petrobras group (R$ 17.9 in the first quarter of 2016).

The compensation of the Advisory Committees to the Board of Directors is apart from the fixed compensation set for the Board Members and, therefore, has not been classified under compensation of Petrobras’ key management personnel.

 

41


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

18.

Provision for decommissioning costs

 

 

Consolidated

Non-current liabilities

03.31.2017

12.31.2016

Opening balance

33,412

35,728

   Adjustment to provision

44

(1,785)

   Transfers related to liabilities held for sale (*)

(15)

(60)

   Payments made

(583)

(2,606)

   Interest accrued

599

2,290

   Others

(21)

(155)

Closing balance

33,436

33,412

(*) In 2016, it includes R$ 493 relating to the termination of sales contract of Bijupirá and Salema fields, R$ 170 relating to the approval  to sell interest in Lapa, Sururu, Berbigão and Oeste de Atapu fileds, and R$ 383 transferred pursuant to the approval of the sale of the subsidiary PESA.

 

 

 

The estimates for abandonment and dismantling of oil and natural gas producing properties areas are revised annually at December 31 along with the annual process of oil and gas reserves certification or whenever an indication of significant change in the assumptions used in the estimates occurs.

 

19.

Taxes

19.1.

Income taxes and other taxes

Income tax and social contribution

 

 

 

 

 

 

Current assets

 

Current liabilities

 

03.31.2017

12.31.2016

03.31.2017

12.31.2016

No país

2,033

1,938

175

364

No exterior

90

23

62

48

Total

2,123

1,961

237

412

 

 

 

 

 

 

 

 

 

 

Consolidated

Other taxes and contributions

 

Current assets

 

Non-current assets

 

Current liabilities

 

Non-current liabilities (*)

 

03.31.2017

12.31.2016

03.31.2017

12.31.2016

03.31.2017

12.31.2016

03.31.2017

12.31.2016

Taxes In Brazil:

 

 

 

 

 

 

 

 

Current / Deferred ICMS (VAT)

3,069

3,156

2,123

2,202

3,723

3,513

Current / Deferred PIS and COFINS

2,298

2,314

7,422

7,374

1,599

1,509

CIDE

61

71

391

386

Production Taxes

4,067

4,015

Withholding income taxes

1,360

1,584

REFIS and PRORELIT

90

Others

556

540

598

623

633

621

71

65

Total in Brazil

5,984

6,081

10,143

10,199

11,773

11,718

71

65

Taxes abroad

60

111

37

37

87

108

Total  

6,044

6,192

10,180

10,236

11,860

11,826

71

65

(*) Other non-current taxes are classified as other non-current liabilities.

 

 

 

42


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

19.2.

Brazilian Tax Law

On December 30, 2015, the state of Rio de Janeiro enacted laws that increased the tax burden on the oil industry from March 2016, as follows:

 

Law No. 7,182 – establishes a Rate Control, Monitoring and Supervision of Research, Mining, Oil and Gas Exploration and Utilization Activities tax (Taxa de Controle, Monitoramento e Fiscalização das Atividades de Pesquisa, Lavra, Exploração e Aproveitamento de Petróleo e Gás – TFPG) over each barrel of crude oil or equivalent unit of natural gas extracted in the State of Rio de Janeiro, and

 

Law No. 7,183 – establishes a VAT (ICMS) tax over transactions involving crude oil operations.

The Company believes that the taxation established by both laws is not legally justifiable, and therefore, the Company has supported the Brazilian Association of Companies for the Exploration and Production of Oil and Gas (ABEP - Associação Brasileira de Empresas de Exploração e Produção de Petróleo e Gás), which has filed complaints challenging the constitutionality of such laws before the Brazilian Supreme Court.

The Brazilian Federal Attorney has expressed favorable opinions regarding the basis of the ABEP complaints and the granting of judicial injunctions in favor of the oil and gas industry, to avoid the associated tax burden on it.

As the Brazilian Supreme Court has not ruled on the ABEP request for formal injunctions, the Company filed individual complaints before the State Court of Rio de Janeiro challenging both laws and, as a result, judicial injunctions were granted in favor of the Company in December 2016 and this tax burden has been suspended.

 

43


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

19.3.

Deferred income taxes - non-current

Changes in deferred income taxes are presented as follows:

 

 

 

 

 

 

 

 

 

 

Consolidated

 

 

Property, Plant and Equipment

 

 

 

 

 

 

 

 

Oil and  gas exploration costs

Others (*)

Loans, trade and other receivables / payables and financing

Finance leases

Provision for legal proceedings

Tax losses

Inventories

Employee benefits

Others

Total

Balance at January 1, 2016

(40,310)

5,043

29,727

(1,366)

3,092

20,365

1,379

4,681

(27)

22,584

Recognized in the statement of income for the year

3,792

(2,161)

(1,192)

108

663

(362)

19

1,731

682

3,280

Recognized in shareholders’ equity

-

-

(17,089)

992

-

(10)

-

3,485

-

(12,622)

Cumulative translation adjustment

-

(77)

47

-

5

(190)

-

(13)

(43)

(271)

Others (**)

-

250

(47)

(28)

(84)

(119)

-

(77)

316

211

Balance at December 31, 2016

(36,518)

3,055

11,446

(294)

3,676

19,684

1,398

9,807

928

13,182

Recognized in the statement of income for the period (***)

397

(1,037)

(331)

(94)

94

484

(442)

(329)

(51)

(1,309)

Recognized in shareholders’ equity

-

-

(2,684)

-

-

-

-

-

-

(2,684)

Cumulative translation adjustment

-

(13)

-

-

-

(27)

-

-

3

(37)

Others

-

-

(3)

-

-

-

-

-

2

(1)

Balance at March 31, 2017

(36,121)

2,005

8,428

(388)

3,770

20,141

956

9,478

882

9,151

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

14,038

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(856)

Balance at December 31, 2016

 

 

 

 

 

 

 

 

 

13,182

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

9,940

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(789)

Balance at March 31, 2017

 

 

 

 

 

 

 

 

 

9,151

(*) Mainly includes impairment adjustments and capitalized borrowing costs.

(*) Includes R$ 249 transferred to liabilities associated with assets held for sale relating to Liquigás, PESA and NTS.

(***) Does not include R$ 185 relating to deferred income taxes of NTS and Liquigas, as these companies are currently classified as held for sale.

 

 

The Company recognizes the deferred tax assets based on projections of taxable profits for future periods that are revised annually. The deferred tax assets will be realized in a ten years perspective to the extent of provisions realization and final resolution of future events, both based on the Business and Management Plan – BMP assumptions

 

44


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

19.4.

Reconciliation between statutory tax rate and effective tax expense rate

The following table provides the reconciliation of Brazilian statutory tax rate to the Company’s effective rate on income before income taxes:

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Loss before income taxes

7,127

(157)

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

(2,423)

53

Adjustments to arrive at the effective tax rate:

 

 

  Different jurisdictional tax rates for companies abroad

36

410

  Brazilian income taxes on income of companies incorporated outside Brazil (*)

(21)

(88)

  Tax incentives

136

27

  Tax loss carryforwards (unrecognized tax losses)

190

(314)

 Non-taxable income (non-deductible expenses), net (**)

(247)

(341)

  Others

9

29

Income taxes benefit (expense)

(2,320)

(224)

Deferred income taxes

(1,494)

1,413

Current income taxes

(826)

(1,637)

Total

(2,320)

(224)

 

Effective tax rate of income taxes

32.6%

(142.7)%

 

(*) Relates to Brazilian income taxes on earnings of offshore investees, as established by Law No. 12,973/2014.

(**) Includes results in equity-accounted investments and expenses relating to health care plan.

 

 

20.

Employee benefits (Post-Employment)

20.1.

Pension and medical benefits

The Company sponsors defined benefit and variable contribution pension plans in Brazil and abroad, as well as defined-benefit medical plans for employees in Brazil (active and retirees) and their dependents. See note 22 to the consolidated financial statement for the year ended December 31, 2016 for detailed information about pension and medical benefits sponsored by the Company.

Changes in the pension and medical defined benefits to employees are set out as follows:

 

 

 

 

 

Consolidated

 

 

Pension Plans

Medical Plan

Other

Plans

Total

 

Petros

Petros 2

AMS

Balance at January 1, 2016

23,185

277

26,369

343

50,174

(+) Remeasurement effects recognized in OCI

9,667

563

7,166

53

17,449

(+) Costs incurred in the year

3,566

115

4,238

82

8,001

(-) Contributions paid

(672)

(1,224)

(32)

(1,928)

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

(706)

(706)

Others

(322)

(322)

Balance at December 31, 2016

35,040

955

36,549

124

72,668

Current

1,344

1,328

2,672

Non-current

33,696

955

35,221

124

69,996

Balance at December 31, 2016

35,040

955

36,549

124

72,668

(+) Costs incurred in the period

1,004

62

1,103

8

2,177

(-) Contributions paid

(169)

(320)

(1)

(490)

Others

(4)

(4)

Balance at March 31, 2017

35,875

1,017

37,332

127

74,351

Current

1,525

1,328

2,853

Non-current

34,350

1,017

36,004

127

71,498

Balance at March 31, 2017

35,875

1,017

37,332

127

74,351

 

 

 

45


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Pension and medical benefit expenses, net recognized in the statement of income are set out as follows:

 

 

 

 

 

Consolidated

 

 

Pension Plans

Medical Plan

Other

Plans

Total

 

Petros

Petros 2

AMS

Service cost

72

36

128

3

239

Interest on net liabilities (assets)

932

26

975

5

1,938

Net expenses for Jan-Mar/2017

1,004

62

1,103

8

2,177

 

 

 

 

 

 

Related to active employees:

 

 

 

 

 

     Included in the cost of sales

187

32

210

1

430

     Operating expenses in statement of income

84

20

107

7

218

Related to retirees

733

10

786

1,529

Net expenses for Jan-Mar/2017

1,004

62

1,103

8

2,177

Net expenses for Jan-Mar/2016

891

29

1,060

25

2,005

 

 

 

As of March 31, 2017, the Company had pledged crude oil and/or oil products totaling R$ 6,646 as collateral for the Terms of Financial Commitment (TFC) signed by Petrobras and Petros in 2008 (R$ 6,449 as of December 31, 2016). This collateral is under revision.

In the three-month period ended March 31, 2017, the Company's contribution to the defined contribution portion of the Petros Plan 2 was R$ 236 (R$ 213 in the same period of 2016) recognized in the results of the period.

20.2.

Profit sharing

The Company’s 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.

The amount of profit sharing benefits is computed based on the results of six corporate indicators, for which annual goals are defined by the Executive Board and approved by the Board of Directors pursuant to the review of the Business and Management Plan (BMP).

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. However, in the event the Company records a net loss for the period and all the annual goals are achieved, the profit sharing benefit will be half a month’s salary for each employee added by half of the lowest amount of profit sharing paid in the prior year, as established in the Company’s collective bargaining agreement.

Profit sharing benefits for the first quarter of 2017

Based on the estimates in the first quarter of 2017, the Company recognized as other expenses, net.

 

Jan-Mar/2017

 

 

Consolidated net income attributable to shareholders of Petrobras

4,449

Profit sharing distribution percentage, based on overall achievement of goals (*)

6.25%

Profit sharing - Subsidiaries in Brasil

278

(*)  The percentage of overall achievement of goals is a result of the following Corporate indicators: 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.

 

 

 

 

46


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

20.3.

Voluntary Separation Incentive Plan

From January 2014 to March 31, 2017, the Company implemented voluntary separation incentive plans (PIDV) as presented below:

 

Enrollments

Separations

Cancellations

Outstanding

Petrobras (PIDV 2014 and 2016)

19,499

(14,034)

(1,461)

4,004

Petrobras Distribuidora (PIDV BR 2014, 2015 and 2016)

2,163

(1,190)

(156)

817

 

21,662

(15,224)

(1,617)

4,821

 

 

As of March 31, 2017 changes in the provision are set out as follows:

 

 

Consolidated

 

03.31.2017

12.31.2016

Opening Balance

2,644

777

Enrollments

4,117

Revision of provisions

(275)

(35)

Separations in the period

(683)

(2,215)

Closing Balance

1,686

2,644

Current

1,686

2,644

Non-current

 

21.

Shareholders’ equity

21.1.

Share capital

As of March 31, 2017 and December 31, 2016, subscribed and fully paid share capital was R$ 205,432, 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.

21.2.

Other comprehensive income

In the first quarter of 2017, the Company principally recognized as other comprehensive income the following effects:

Cumulative translation adjustment of R$ 2,632, mainly due to exchange differences arising from the translation of these consolidated financial statements to the presentation currency. This amount includes effects of the sale of Petrobras Chile and Guarani (see note 9.1), which triggered the recycling of cumulative translation adjustments previously recognized in shareholders’ equity to the income statement within other expenses, net, totaling R$ 116.

Foreign exchange rate variation gains of R$ 5,210, after taxes and amounts reclassified to the statement of income, recognized in the Company's shareholders' equity, as a result of its cash flow hedge accounting policy. At March 31, 2017, the cumulative balance of foreign exchange variation losses, net of tax effects, is R$ 19,909 (see note 30.2).

21.3.

Earnings (losses) per share

 

 

 

 

 

 

Consolidated and Parent Company

 

 

 

Jan-Mar/2017

 

 

Jan-Mar/2016

 

Common

Preferred

Total

Common

Preferred

Total

Basic and diluted numerator

 

 

 

 

 

 

Net income (loss) attributable to shareholders of Petrobras

2,538

1,911

4,449

(711)

(535)

(1,246)

Basic and diluted denominator

 

 

 

 

 

 

Weighted average number of outstanding shares

7,442,454,142

5,602,042,788

13,044,496,930

7,442,454,142

5,602,042,788

13,044,496,930

Basic and diluted earnings (losses) per share (R$ per share)

0.34

0.34

0.34

(0.10)

(0.10)

(0.10)

 

 

 

47


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

22.

Sales revenues

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Gross sales

86,485

89,895

Sales taxes (*)

(18,120)

(19,558)

Sales revenues (**)

68,365

70,337

Diesel

19,207

22,802

Automotive gasoline

13,737

14,704

Jet fuel

2,442

2,294

Liquefied petroleum gas

2,631

2,489

Naphtha

2,642

1,521

Fuel oil (including bunker fuel)

992

1,131

Other oil products

2,754

2,794

Subtotal oil products

44,405

47,735

Natural gas

3,391

4,023

Ethanol, nitrogen products and renewables

2,826

3,466

Electricity, services and others

2,252

2,768

Domestic market

52,874

57,992

Exports

11,577

5,121

Sales abroad (***)

3,914

7,224

Foreign market

15,491

12,345

Sales revenues (**)

68,365

70,337

(*) Includes, mainly, CIDE, PIS, COFINS and ICMS (VAT).

(**) Sales revenues by business segment are set out in note 27.

(***) Sales revenues from operations outside of Brazil, including trading and excluding exports. In 2016, it includes sales revenues from the former subsidiary PESA.

 

 

In the first quarter of 2017, sales from transactions with two customers reached approximately 10 % or more of the Company’s sales revenue, totaling R$ 6,316 (R$ 6,498 in the first quarter of 2016) and R$ 5,934 (R$ 6,523 in the first quarter of 2016). These sales revenues mainly impacted the Refining, Transportation and Marketing (RT&M) business segment.

 

23.

Other expenses, net

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Pension and medical benefits - retirees

(1,529)

(1,239)

Unscheduled stoppages and pre-operating expenses

(1,359)

(2,051)

Gains / (losses) related to legal, administrative and arbitration proceedings

(1,255)

(1,146)

Profit sharing

(278)

Institutional relations and cultural projects

(160)

(238)

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

(123)

(102)

Reclassification of cumulative translation adjustments - CTA

(116)

Allowance for impairment of other receivables

(111)

(54)

Operating expenses with thermoelectric power plants

(75)

(108)

Health, safety and environment

(42)

(79)

Impairment (losses) / reversals

21

(294)

Government grants

77

39

Voluntary Separation Incentive Plan - PIDV

275

(1)

Ship/Take or Pay Agreements

280

180

Expenses / Reimbursements from E&P partnership operations

290

546

Others

210

282

Total

(3,895)

(4,265)

(*) Includes returned areas and cancelled projects.

 

 

 

48


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

24.

Costs and Expenses by nature

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Raw material and products for resale

(12,616)

(18,161)

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

(11,833)

(15,852)

Depreciation, depletion and amortization

(10,766)

(12,649)

Employee compensation

(7,753)

(7,609)

Impairment (losses) / reversals

21

(294)

Production taxes

(6,335)

(2,433)

Unscheduled stoppages and pre-operating expenses

(1,359)

(2,051)

(Losses) / Gains on legal, administrative and arbitration proceedings

(1,255)

(1,146)

Reclassification of cumulative translation adjustment - CTA

(116)

Exploration expenditures written-off (includes dry wells and signature bonuses)

(24)

(579)

Allowance for impairment of trade receivables

6

(503)

Other taxes

(291)

(542)

Changes in inventories

(1,449)

45

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

(123)

(98)

Institutional relations and cultural projects

(160)

(238)

Health, safety and environment

(42)

(79)

Total

(54,095)

(62,189)

In the Statement of income

 

 

Cost of sales

(44,579)

(49,329)

Selling expenses

(2,390)

(3,751)

General and administrative expenses

(2,307)

(2,652)

Exploration costs

(296)

(1,147)

Research and development expenses

(337)

(503)

Other taxes

(291)

(542)

Other expenses, net

(3,895)

(4,265)

Total

(54,095)

(62,189)

 

 

 

25.

Net finance income (expense)

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Debt interest and charges

(6,642)

(6,779)

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

(3,092)

(4,132)

Income from investments and marketable securities (Government Bonds)

420

456

Financial result on net debt

(9,314)

(10,455)

Capitalized borrowing costs

1,532

1,476

Gains (losses) on derivatives

109

28

Interest income from marketable securities

(1)

17

Unwinding of discount on the provision for decommissioning costs

(603)

(577)

Other finance expenses and income, net

173

135

Other foreign exchange gains (losses) and indexation charges

349

683

Net finance income (expenses)

(7,755)

(8,693)

Income

933

886

Expenses

(5,945)

(6,146)

Foreign exchange gains (losses) and indexation charges

(2,743)

(3,433)

Total

(7,755)

(8,693)

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

 

 

 

26.

Supplemental information on statement of cash flows

 

 

Consolidated

 

Jan-Mar/2017

Jan-Mar/2016

Amounts paid/received during the period

 

 

Withholding income tax paid on behalf of third-parties

897

1,180

 

 

 

Capital expenditures and financing activities not involving cash

 

 

Purchase of property, plant and equipment on credit

2

90

Provision/(reversals) for decommissioning costs

44

22

Use of deferred tax and judicial deposit for the payment of contingency

141

 

 

 

49


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

27.

Segment information

The business segment information is reported in the manner in which the Company’s senior management assesses business performance and makes decisions regarding investments and resource allocation.

Consolidated assets by Business Area - 03.31.2017

 

 

 

 

 

 

 

 

 

Exploration and Production

Refining, Transportation & Marketing

Gas

&

Power

Biofuels

Distribution

Corporate

Eliminations

Total

Current assets

18,095

36,807

14,376

860

8,033

70,761

(14,874)

134,058

Non-current assets

432,282

131,099

53,133

794

10,315

28,127

(1,762)

653,988

Long-term receivables

23,654

11,397

4,227

426

3,309

22,048

(1,604)

63,457

Investments

4,465

4,534

1,619

45

16

20

10,699

Property, plant and equipment

396,520

114,566

46,212

323

6,267

5,505

(158)

569,235

      Operating assets

294,659

100,571

38,279

312

5,348

4,340

(158)

443,351

      Under construction

101,861

13,995

7,933

11

919

1,165

125,884

Intangible assets

7,643

602

1,075

723

554

10,597

Total Assets

450,377

167,906

67,509

1,654

18,348

98,888

(16,636)

788,046

Consolidated assets by Business Area - 12.31.2016

 

 

 

 

 

 

 

 

 

Exploration and Production

Refining, Transportation & Marketing

Gas

&

Power

Biofuels

Distribution

Corporate

Eliminations

Total

Current assets

18,262

40,609

11,707

1,319

9,906

81,262

(17,158)

145,907

Non-current assets

438,332

130,750

51,808

380

10,398

28,795

(1,425)

659,038

Long-term receivables

24,870

10,793

6,539

12

3,314

22,285

(1,262)

66,551

Investments

4,722

3,597

1,520

43

47

19

9,948

Property, plant and equipment

401,057

115,745

42,675

325

6,308

5,929

(163)

571,876

      Operating assets

295,656

101,520

38,659

315

5,389

4,798

(163)

446,174

      Under construction

105,401

14,225

4,016

10

919

1,131

125,702

Intangible assets

7,683

615

1,074

729

562

10,663

Total Assets

456,594

171,359

63,515

1,699

20,304

110,057

(18,583)

804,945

 

 

50


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Consolidated Statement of Income by Business Area - 03.31.2017

 

 

 

 

 

 

 

 

 

Exploration and Production

Refining, Transportation & Marketing

Gas

&

Power

Biofuels

Distribution

Corporate

Eliminations

Total

Sales revenues

33,251

53,929

7,703

163

20,912

(47,593)

68,365

    Intersegments

32,131

12,763

2,214

157

328

(47,593)

    Third parties

1,120

41,166

5,489

6

20,584

68,365

Cost of sales

(21,430)

(46,551)

(5,260)

(178)

(19,369)

48,209

(44,579)

Gross profit (loss)

11,821

7,378

2,443

(15)

1,543

616

23,786

Income (Expenses)

(1,933)

(2,122)

(888)

5

(985)

(3,654)

61

(9,516)

    Selling

(103)

(1,377)

(235)

(2)

(748)

7

68

(2,390)

    General and administrative

(245)

(367)

(168)

(23)

(215)

(1,289)

(2,307)

    Exploration costs

(296)

(296)

    Research and development

(162)

(10)

(13)

(152)

(337)

    Other taxes

(34)

(57)

(62)

(9)

(19)

(110)

(291)

    Other expenses, net

(1,093)

(311)

(410)

39

(3)

(2,110)

(7)

(3,895)

Net income (loss) before financial results and income taxes

9,888

5,256

1,555

(10)

558

(3,654)

677

14,270

    Net finance income (expenses)

(7,755)

(7,755)

    Results in equity-accounted investments

34

543

89

(55)

1

612

Net Income (loss) before income taxes

9,922

5,799

1,644

(65)

558

(11,408)

677

7,127

    Income taxes

(3,362)

(1,787)

(529)

3

(189)

3,774

(230)

(2,320)

Net income (loss)

6,560

4,012

1,115

(62)

369

(7,634)

447

4,807

Net income (loss) attributable to:

 

 

 

 

 

 

 

 

    Shareholders of Petrobras

6,500

4,060

1,021

(62)

369

(7,886)

447

4,449

    Non-controlling interests

60

(48)

94

252

358

Net income (loss)

6,560

4,012

1,115

(62)

369

(7,634)

447

4,807

 

 

51


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Consolidated Statement of Income by Business Area - 03.31.2016

 

 

 

 

 

 

 

 

 

Exploration and Production

Refining, Transportation & Marketing

Gas

&

Power

Biofuels

Distribution

Corporate

Eliminations

Total

Sales revenues

23,675

53,085

9,391

228

25,231

(41,273)

70,337

    Intersegments

22,988

15,557

2,130

219

379

(41,273)

    Third parties

687

37,528

7,261

9

24,852

70,337

Cost of sales

(20,837)

(39,099)

(7,563)

(248)

(23,291)

41,709

(49,329)

Gross profit

2,838

13,986

1,828

(20)

1,940

436

21,008

Expenses

(3,611)

(2,491)

(734)

(118)

(1,987)

(3,992)

73

(12,860)

    Selling

(167)

(1,762)

(435)

(2)

(1,469)

(8)

92

(3,751)

    General and administrative

(341)

(393)

(199)

(23)

(222)

(1,473)

(1)

(2,652)

    Exploration costs

(1,147)

(1,147)

    Research and development

(209)

(68)

(21)

(2)

(203)

(503)

    Other taxes

(62)

(143)

(170)

(2)

(38)

(127)

(542)

    Other expenses, net

(1,685)

(125)

91

(89)

(258)

(2,181)

(18)

(4,265)

Net income (loss) before financial results and income taxes

(773)

11,495

1,094

(138)

(47)

(3,992)

509

8,148

    Net finance income (expenses)

(8,693)

(8,693)

    Results in equity-accounted investments

(99)

375

56

43

7

6

388

Net Income (loss) before income taxes

(872)

11,870

1,150

(95)

(40)

(12,679)

509

(157)

    Income taxes

263

(3,908)

(372)

47

16

3,904

(174)

(224)

Net income (loss)

(609)

7,962

778

(48)

(24)

(8,775)

335

(381)

Net income (loss) attributable to:

 

 

 

 

 

 

 

 

    Shareholders of Petrobras

(605)

7,976

757

(48)

(25)

(9,636)

335

(1,246)

    Non-controlling interests

(4)

(14)

21

1

861

865

Net income (loss)

(609)

7,962

778

(48)

(24)

(8,775)

335

(381)

 

 

52


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

28.

Provisions for legal proceedings

28.1.

Provisions for legal proceedings, judicial deposits and contingent liabilities

The Company recognizes provisions based on 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 mainly include:

Labor claims, in particular: (i) 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; (ii) lawsuits relating to overtime pay; and (iii) individual actions of outsourced employees;

Tax claims including: (i) claims relating to Brazilian federal tax credits applied that were disallowed; (ii) demands relating to the VAT (ICMS) tax collection on jet fuel sales; and (iii) alleged misappropriation of VAT (ICMS) tax credits on import of platforms;

Civil claims relating to: (i) collection of royalties over the shale extraction; (ii) non-compliance with contractual terms relating to oil platform construction; (iii) agreements to settle Opt-out Claims filed before the United States District Court for the Southern District of New York and (iv) compensation relating to an easement over a property;

Environmental claims regarding fishermen seeking indemnification from the Company for January 2000 oil spill in the State of Rio de Janeiro.

Provisions for legal proceedings are set out as follows:

 

 

Consolidated

Non-current liabilities

03.31.2017

12.31.2016

Labor claims

4,137

3,995

Tax claims

5,647

4,981

Civil claims

1,922

1,873

Environmental claims

195

194

Other claims

6

9

Total

11,907

11,052

 

 

 

 

Consolidated

 

03.31.2017

12.31.2016

Opening Balance

11,052

8,776

Additions

1,015

3,462

Use of provision

(347)

(2,213)

Accruals and charges

199

1,211

Others

(12)

(184)

Closing Balance

11,907

11,052

 

 

28.2.

Judicial deposits

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

 

 

Consolidated

Non-current assets

03.31.2017

12.31.2016

Tax

6,672

5,875

Civil

3,553

3,588

Labor

3,395

3,277

Environmental

388

275

Others

17

17

Total

14,025

13,032

 

 

28.3.

Contingent liabilities

Contingent liabilities for which either the Company is unable to make a reliable estimate of the expected financial effect that might 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 in the notes to the financial statements, unless the likelihood of any outflow of resources embodying economic benefits is considered remote.

The estimates of contingent liabilities for legal proceedings are indexed to inflation and updated by applicable interests. As of March 31, 2017, estimated contingent liabilities for which the possibility of loss is not considered remote are set out in the following table:

53


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

Consolidated

Nature

 

Tax

159,930

Labor

24,343

Civil

32,404

Environmental

7,273

Others

4

Total

223,954

 

 

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

54


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Description of tax matters

Estimate

Plaintiff: Secretariat of the Federal Revenue of Brazil

 

1) Withholding income tax (IRRF), Contribution of Intervention in the Economic Domain (CIDE), Social Integration Program (PIS) and Contribution to Social Security Financing (COFINS) on remittances for payments of vessel charters.

 

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

51,376

2) Immediate deduction from the basis of calculation of taxable income (income tax - IRPJ and social contribution - CSLL) of crude oil production development costs.

 

Current status: This claim involves lawsuits in administrative stages.

21,004

3) Requests to compensate federal taxes disallowed by the Brazilian Federal Tax Authority.

 

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

11,035

4) Income from subsidiaries and associates located outside Brazil not included in the basis of calculation of taxable income (IRPJ and CSLL).

 

Current status: This claim involves lawsuits in different administrative and judicial stages. Tax execution procedures were filed as two lawsuits, resulting in a 20% increase of the original debt, due to its registration as a federal overdue debt.

10,691

5) Deduction from the basis of calculation of taxable income (income tax - IRPJ and social contribution - CSLL) of amounts paid to Petros Plan, as well as several expenses, related to employee benefits and Petros.

 

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

7,810

6) Incidence of social security contributions over contingent bonuses paid to employees.

 

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

3,573

7) Collection of Contribution of Intervention in the Economic Domain (CIDE) 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 judicial stages.

2,164

Plaintiff: State of São Paulo Finance Department

 

8) Penalty for the absence of a tax document while relocating a rig to an exploratory block, and on the return of this vessel, as well as collection of the related VAT (ICMS), as a result of the temporary admission being unauthorized, because the customs clearance has been done in Rio de Janeiro instead of São Paulo.

 

Current status: This claim involves lawsuits in judicial stages.

5,647

9) Deferral of payment of VAT (ICMS) taxes on B100 Biodiesel sales and the charge of a 7% VAT rate on B100 on Biodiesel interstate sales, including states in the Midwest, North and Northeast regions of Brazil and the State of Espírito Santo.

 

Current status: This claim involves lawsuits at administrative level.

2,793

Plaintiff: States of RJ and BA Finance Departments

 

10) VAT (ICMS) on dispatch of liquid natural gas (LNG) and C5+ (tax document not accepted by the tax authority), as well as challenges on the rights to this VAT tax credit.

 

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

4,485

Plaintiff: States of RJ, SP, PR, RO and MG Finance Departments

 

11) Additional VAT (ICMS) due to differences in rates on jet fuel sales to airlines in the domestic market, among other questions relating to the use of tax benefits.

 

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

4,257

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

 

12) Alleged failure to withhold and pay tax on services provided offshore (ISSQN) in favor of some municipalities in the State of Espírito Santo, under the allegation that the service was performed in their "respective coastal waters".

 

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

3,836

Plaintiff: States of RJ, RN, AL, AM, PA, BA, GO, MA and SP Finance Departments

 

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

 

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

3,331

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

 

14) Incidence of VAT (ICMS) over alleged differences in the control of physical and fiscal inventories.

 

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

2,993

Plaintiff: States of SP, RS and SC Finance Departments

 

15) Collection of VAT (ICMS) related to natural gas imports from Bolivia, alleging that these states were the final destination (consumers) of the imported gas.

 

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

2,900

Plaintiff: States of RJ, SP, ES and BA Finance Departments

 

16) Misappropriation of VAT tax credit (ICMS) that, per the tax authorities, are not related to property, plant and equipment.

 

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

2,731

Plaintiff: States of SP, CE, PB, RJ, BA and PA Finance Departments

 

17) VAT (ICMS) and VAT credits on internal consumption of bunker fuel and marine diesel, destined to chartered vessels.

 

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

1,902

Plaintiff: States of RJ, SP, ES and BA Finance Departments

 

18) Misappropriation of VAT tax credit (ICMS) on the acquisitions of goods that, per the tax authorities, are not related to property, plant and equipment.

 

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

1,373

Plaintiff: States of MG, MT, GO, RJ, PA, CE, BA, PR, SE, AL and RN Finance Departments

 

19) Misappropriation of VAT tax credit (ICMS) on the acquisitions of goods that, per the tax authorities, are not related to inventories.

 

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

1,267

Plaintiff: States of AM, BA, RS and RJ Finance Departments

 

20) Disagreement about the basis of calculation of  VAT (ICMS) on interstate sales and transfers between different stores from the same contributor.

 

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

1,168

Plaintiff: State of Pernambuco Finance Department

 

21) Alleged incorrect application of VAT (ICMS) tax base with respect to interstate sales of natural gas transport through city-gates in the State of Pernambuco destined to the distributors in that State. 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), and consequently charging the difference on the tax levied on the sale and transfer transactions.

 

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

1,040

22) Other tax matters

12,554

Total for tax matters

159,930

 

 

55


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Description of labor matters

Estimate

Plaintiff: Sindipetro of ES, RJ, BA, MG, SP, PE, SE, RN, CE, PR, SC and RS.

 

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: Awaiting the Superior Labor Court to judge appeals filed by the Company. The judgement on the Company’s collective bargaining agreement is stayed pending the Superior Labor Court decision on the appeal.

14,723

Plaintiff: Sindipetro of Norte Fluminense – SINDIPETRO/NF

 

2) The plaintiff claims Petrobras failed to pay overtime for standby work exceeding 12-hours per day. It also demands that the Company respects 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.

1,226

Plaintiff: Sindipetro of ES, RJ, BA, MG, SP, PR, CE, SC,SE, PE and RS

 

3) Class Actions regarding wage underpayments to certain employees due to expected changes in the methodology used to factor overtime into the calculation of paid weekly rest, allegedly computed based on ratios that are higher than the 1/6 ratio established by Law No. 605/49.

 

Current status:  The Superior Labor Court ("Tribunal Superior do Trabalho - TST") unified a favorable understanding to the Company's opinion. There are TST decisions favorable to the plaintiffs on individual and collective proceedings judged before the mentioned unification. With respect to the claim filed by Sindipetro Norte Fluminense (NF): (i) the Company has filed an appeal in the TST to overturn a decision and is awaiting judgment; and (ii) The Regional Labor Court ("Tribunal Regional do Trabalho - TRT") from the First Region issued an opinion favorable to the Company in its review appeal. The court stated that the enforceable title changed the factors used on the calculation of extra hour, increasing it and resulting in a considerable decrease in the estimated amount.

1,037

4) Other labor matters

7,357

Total for labor matters

24,343

 

 

 

Description of civil matters

Estimate

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

 

1) Administrative proceedings challenging an ANP order requiring Petrobras to pay additional special participation fees and royalties (production taxes) with respect to several fields, including a misunderstanding about the oil prices used on the calculation of production taxes on Lula field. Also includes contention about fines imposed by ANP due to alleged failure to comply with the minimum exploration activities program, as well as alleged irregularities relating to compliance with oil and gas industry regulation.

 

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

7,538

2) Proceedings challenging an ANP order requiring Petrobras to unite Lula and Cernambi fields on the BM-S-11 joint venture; to unite Baúna and Piracicaba fields; to unite Tartaruga Verde and Mestiça fields; and to unite Baleia Anã, Baleia Azul, Baleia Franca, Cachalote, Caxaréu, Jubarte and Pirambu, in the Parque das Baleias complex, which would cause changes in the payment of special participation charges.

 

Current status: The claims are being disputed in court and in arbitration proceedings. As a result of judicial decisions, the arbitrations have been suspended. On the Lula and Cernanbi proceeding, for the alleged differences on the special participation, the Company made judicial deposits. However, with the cancellation of the favorable injunction, currently the payment of these alleged differences have been made directly to ANP, until a final judicial decision is handed down. On the Baúna and Piracicaba proceeding, Petrobras made court-ordered judicial deposits. On the Baleia Anã, Baleia Azul, Baleia Franca, Cachalote, Caxaréu, Jubarte and Pirambu, in the Parque das Baleias complex proceeding, as a result of a judicial decision and of a Chamber of Arbitration ruling, the collection of the alleged differences has been suspended. On the Tartaruga Verde and Mestiça proceeding, the arbitration is suspended by judicial decision and, so far, there has been no additional collection of special participation due to the unification.

6,772

Plaintiff: Several plaintiffs in Brazil and EIG Management Company in USA

 

3) Arbitration in Brazil and lawsuit in the USA regarding Sete Brasil.

 

Current status: The arbitrations in Brazil are at an early stage. The lawsuit filed by EIG and affiliates alleges that the Company committed fraud by inducing plaintiffs to invest in Sete Brasil Participações SA ("Sete") through communications that failed to disclose the alleged corruption scheme. On March 30, 2017, the District of Columbia Court partially granted the Company's motion to dismiss. Petrobras entered another motion to dismiss the remaining part of the lawsuit and, on April 27, 2017, the proceeding was stayed due to this appeal.

5,503

Plaintiff: Refinaria de Petróleo de Manguinhos S.A.

 

4) Lawsuit seeking to recover damages for alleged anti-competitive practices with respect to gasoline, diesel and LPG sales in the domestic market.

 

Current status: This claim is in the judicial stage and was ruled in favor of 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 to be anti-competitive.

1,928

Plaintiff: Vantage Deepwater Company e Vantage Deepwater Drilling Inc.

 

5) Arbitration in the United States for unilateral termination of the drilling service contract tied to ship-probe Titanium Explorer.

 

Current status: The arbitration panel has been established and the parties have developed a new schedule for the proceeding. Thus, court hearings will be held in Houston, USA, from May 16 to June 2, 2017, for hearing the witnesses about the arbitration.

1,267

6) Other civil matters

9,396

Total for civil matters

32,404

 

 

 

Description of environmental matters

Estimate

Plaintiff: Ministério Público Federal, Ministério Público Estadual do Paraná, AMAR - Associação de Defesa do Meio Ambiente de Araucária, IAP - Instituto Ambiental do Paraná and IBAMA - Instituto Brasileiro de Meio Ambiente e Recursos Naturais Renováveis.

 

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.

2,875

Plaintiff: Instituto Brasileiro de Meio Ambiente - IBAMA and Ministério Público Federal

 

2) Administrative proceedings arising from environmental fines related to exploration and production operations (Upstream) contested because of disagreement over the interpretation and application of standards by IBAMA, as well as a public civil action filed by the Ministério Público Federal for alleged environmental damage due to the accidental sinking of P-36 Platform.

 

Current status: A number of defense trials and the administrative appeal regarding the fines are pending, and others are under judicial discussion. With respect to the civil action, the Company appealed the ruling that was unfavorable in the lower court and monitors the use of the procedure that will be judged by the Regional Federal Court.

1,493

3) Other environmental matters

2,905

Total for environmental matters

7,273

 

 

 

56


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

28.4.

Class action and related proceedings

28.4.1.

Class action and related proceedings in USA  

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 Class Action”). The Court appointed a lead plaintiff, Universities Superannuation Scheme Limited (“USS”), on March 4, 2015. Together with two other plaintiffs—Union Asset Management Holding AG (“Union”) and Employees' Retirement System of the State of Hawaii (“Hawaii”)—USS filed a consolidated amended complaint (“CAC”) on March 27, 2015 that purported to be on behalf of investors who:

-

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;

-

purchased or otherwise acquired during the Class Period certain notes issued in 2012 pursuant to a registration statement filed with the SEC filed in 2009, or certain notes issued in 2013 or 2014 pursuant to a registration statement filed with the SEC in 2012 , and were damaged thereby; and

-

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 CAC alleged, 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 the alleged corruption purportedly committed in connection with certain contracts, which allegedly artificially inflated the market value of the Company’s securities.

On April 17, 2015, Petrobras, Petrobras Global Finance - PGF and the underwriters of notes issued by PGF (the “Underwriter Defendants”) filed a motion to dismiss the CAC.

On July 9, 2015, the judge presiding over the Consolidated Securities Class Action 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 the CAC and, as a result, the Consolidated Securities Class Action continued with respect to those other claims.

As allowed by the judge, a second consolidated amended complaint was filed on July 16, 2015, a third consolidated amended complaint (“TAC”) was filed on September 1, 2015, among other things extending the Class Period through July 28, 2015 and adding Petrobras America, Inc. as a defendant, and a fourth consolidated amended complaint (“FAC”) was filed on November 30, 2015. The TAC and FAC, brought by lead plaintiff, Union, Hawaii, and an additional plaintiff, North Carolina Department of State Treasurer (“North Carolina”) (collectively, “class plaintiffs”), brings those claims alleged in the CAC that were not dismissed or were allowed to be re-pleaded under the judge’s July 9, 2015 ruling.

Petrobras, PGF, Petrobras America, Inc. and the Underwriter Defendants filed motions to dismiss the TAC on October 1, 2015 and the FAC on December 7, 2015.

On December 20, 2015, the judge ruled on the motions to dismiss, partially granting the motions. Among other decisions, the judge dismissed the claims of USS and Union based on their purchases of notes issued by PGF for failure to plead that they purchased the notes in U.S. transactions. The judge also dismissed claims under the Securities Act of 1933 for certain purchases for which class plaintiffs had failed to plead the element of reliance. The judge rejected other arguments presented in the motion to dismiss the FAC and, as a result, the Consolidated Securities Class Action continued with respect to the remaining claims.

57


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

On October 15, 2015, class plaintiffs filed a motion for class certification in the Consolidated Securities Class Action, and on November 6, 2015, Petrobras, PGF, Petrobras America, Inc. and the Underwriter Defendants opposed the motion. On February 2, 2016, the judge granted plaintiffs’ motion for class certification, certifying a Securities Act Class represented by Hawaii and North Carolina and an Exchange Act Class represented by USS. On June 15, 2016, the United States Court of Appeals for the Second Circuit (“Second Circuit”) granted Petrobras’s motion requesting interlocutory appellate review of the class certification decision. The parties completed briefing the appeal on September 8, 2016. Petrobras and the other defendants moved in district court for a stay of all district court proceedings pending the Second Circuit’s decision on the merits of the appeal of the class certification, which the district judge denied on June 24, 2016. Defendants then moved in the Second Circuit for a stay of all district court proceedings pending a decision on the appeal of the class certification decision. On August 2, 2016, the Second Circuit granted Defendants’ motion and stayed all district court proceedings. Oral argument regarding the appeal was held before the Second Circuit on November 2, 2016.

On June 27, 2016, the parties filed motions for summary judgment. Further summary judgment briefing is stayed pursuant to the Second Circuit’s August 2, 2016 decision.

In addition to the Consolidated Securities Class Action, to date, 33 lawsuits have been filed by individual investors before the same judge in the SDNY (six of which have been stayed), and one has been filed in the United States District Court for the Eastern District of Pennsylvania (collectively, the “Opt-out Claims”), consisting of allegations similar to those in the Consolidated Securities Class Action. On August 21, 2015, Petrobras, PGF and underwriters of notes issued by PGF filed a motion to dismiss certain of the Opt-out Claims in the SDNY, 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 continued with respect to other claims brought by these plaintiffs.

In the action in the Eastern District of Pennsylvania, Petrobras and PGF filed a motion to dismiss on May 13, 2016, and the district judge denied the motion on November 1, 2016, allowing the action to continue. On January 26, 2017, the district judge set a schedule for discovery and dispositive motions, with a pre-trial conference scheduled for January 5, 2018.

On October 31, 2015, the SDNY judge ordered that the Opt-out Claims before him in the SDNY and the Consolidated Securities Class Action be tried together in a single trial not to exceed a total of eight weeks. On November 5, 2015, the judge scheduled the trial to begin on September 19, 2016; however, the trial is now stayed due to the stay imposed by the Second Circuit decision on August 2, 2016. On November 18, 2015, the judge ordered that any Opt-out Claim filed before him in the SDNY after December 31, 2015 will be stayed in all respects until after the completion of the trial.

On October 21, 2016, Petrobras’ board of directors approved agreements to settle Opt-out Claims in four cases: Dodge & Cox Int’l Stock Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-10111 (JSR), Janus Overseas Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-10086 (JSR),PIMCO Funds: PIMCO Total Return Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-08192 (JSR) and Al Shams Investments Ltd., et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-6243 (JSR).  The terms of the settlements are confidential.

On November 23, 2016, Petrobras’ board of directors approved agreements to settle Opt-out Claims in eleven cases:  Ohio Public Employees Retirement System v. Petróleo Brasileiro S.A. – Petrobras et al., No. 15-cv-03887 (JSR); Abbey Life Assurance Company Limited, et al. v. Petróleo Brasileiro S.A., et al., No. 15-cv-6661 (JSR); Aberdeen Emerging Markets Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-3860 (JSR); Aberdeen Latin American Income Fund Limited, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-4043 (JSR); Delaware Enhanced Global Dividend and Income Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-4043 (JSR); Dimensional Emerging Markets Fund, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No. 15-cv-02165 (JSR); Manning & Napier Advisors, LLC, et al. v. Petróleo Brasileiro S.A. – Petrobras, No. 15-cv-10159 (JSR); Russell Investment Company, et al. v. Petróleo Brasileiro S.A. – Petrobras, No. 15-cv-07605 (JSR); Skagen, et al. v. Petróleo Brasileiro S.A. – Petrobras, et al., No.15-cv-2214 (JSR); State of Alaska Department of Revenue, Treasury Division, et al. v. Petróleo Brasileiro S.A. – Petrobras, No. 15-cv-8995 (JSR), and State Street Cayman Trust Co., Ltd., v. Petróleo Brasileiro S.A. – Petrobras, No. 15-cv-10158 (JSR).

On February 24, 2017, Petrobras’ board of directors approved agreements to settle Opt-out Claims in four cases:  New York City Employees Retirement System, et al.  v. Petróleo Brasileiro S.A. – Petrobras et al., No. 15-cv-2192 (JSR),  Transamerica Income Shares, Inc., et al v. Petróleo Brasileiro S.A. - Petrobras, et al., No. 15-cv-3733 (JSR), Internationale Kapitalanlagegesellschaft mbH v. Petróleo Brasileiro S.A. - Petrobras, et al., No. 15-cv-6618 (JSR) Lord Abbett Investment Trust – Lord Abbett Short Duration Income Fund, et al v. Petróleo Brasileiro S.A. - Petrobras, et al., No. 15-cv-7615 (JSR).  

Based on the settlements reached and the status of certain other Opt-out Claims, the Company charged to statement of income the amount of R$ 1,215 (US$ 372) in 2016. The terms of the settlements are confidential and Petrobras denies all allegations of wrongdoing and continues to defend itself vigorously in all pending actions. The settlements, the terms of which are confidential, are aimed at eliminating the uncertainties, burdens and expense of ongoing litigation.

58


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

Petrobras denies all allegations of wrongdoing and continues to defend itself vigorously in all pending actions. The settlements, the terms of which are confidential, are aimed at eliminating the uncertainties, burdens and expense of ongoing litigation.

The Consolidated Securities Class Action and certain Opt-out Claims 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 information produced in discovery, the timing of court decisions, rulings by the court on key issues, analysis by retained experts, and the possibility that the parties 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 contentions of the plaintiffs in the Consolidated Securities Class Action and certain Opt-out Claims concerning the amount of alleged damages are varied and, at this stage, their impact on the course of the litigation is complex and uncertain. 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 Consolidated Securities Class Action and certain Opt-out Claims.

Depending on the outcome of the litigation, 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.

28.4.2.

Class action in the Netherlands

On January 24, 2017, the Stichting Petrobras Compensation Foundation (“Foundation”) filed a class action before the district court in Rotterdam, in the Netherlands, against Petrobras and its subsidiaries Petrobras International Braspetro B.V. (PIBBV) and Petrobras Global Finance B.V. (PGF); joint venture Petrobras Oil & Gas B.V. (PO&G), and some former managers of Petrobras.

This Foundation allegedly represents an unidentified group of investors and demands judicial remedies for alleged damages caused to investors who purchased securities issued by Petrobras and PGF outside the United States, before July 28, 2015, due to alleged illegal acts. The Foundation also alleges financial losses are connected to the facts uncovered by the Lava-Jato Operation and to purported false and misleading financial information released by the Company.

Petrobras, PGF, PIBBV and PO&G filed their first response on the claim on May 3, 2017 (first docket date), presenting the law firms that will defend these companies.

This class action involves complex issues that are subject to substantial uncertainties and depend on a number of factors such as the legitimacy of the Foundation as the plaintiffs' attorney, the applicable rules on this complaint, the information produced in discovery, analysis by experts, the timing of court decisions and rulings by the court on key issues. Currently, is not possible to determine if the Company will be responsible for the payment of compensations on this action as this assessment depends on the outcome of these complex issues. Moreover, it is uncertain which investors are able to file complaints related to this matter against the Company.

In addition, the claims asserted are broad, span a multi-year period and involve a wide range of activities, and, at this stage, the impacts resulting from the contentions of the plaintiffs are highly uncertain. 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 this action. The Company is victim of the corruption scheme uncovered by the Lava-Jato Operation and aims to present and prove this condition before the Netherlands Authorities.

The uncertainties inherent in all such matters do not enable the Company to ensure the possible risks related to this action.

Petrobras and its subsidiaries deny the allegations presented by the Foundation and intend to defend themselves vigorously.

 

 

29.

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 R$ 7,805 of which R$ 3,062 were still in force as of March 31, 2017, net of commitments undertaken. The collateral comprises crude oil from previously identified producing fields, pledged as collateral, amounting to R$ 2,589 and bank guarantees of R$ 473.

 

59


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

30.

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. Corporate risk management is part of the Company’s commitment to act ethically and comply with the legal and regulatory requirements of the countries where it operates. To manage market and financial risks the Company prefers structuring measures through adequate capital and leverage management. 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.

A summary of the positions of the derivative financial instruments held by the Company and recognized in other current assets and liabilities as of March 31, 2017, as well as the amounts recognized in the statement of income and other comprehensive income and the guarantees given is set out as follows:

 

 

 

 

 

Statement of Financial Position

 

 

Notional value

 

Fair value

Asset Position (Liability)

Maturity

 

03.31.2017

12.31.2016

03.31.2017

12.31.2016

 

Derivatives not designated for hedge accounting

 

 

 

 

 

Future contracts - total (*)

(3,480)

(1,866)

30

(25)

 

Long position/Crude oil and oil products

73,458

88,303

2017

Short position/Crude oil and oil products

(76,938)

(90,169)

2017

Options - total (*)

200

120

 

Call/Crude oil and oil products

200

2017

Put/Crude oil and oil products

120

2017

Forward contracts - total

 

 

1

 

Short position/Foreign currency forwards  (BRL/USD) (**)

US$ 44

US$ 15

1

2017

Swap

 

 

(6)

 

 

Foreign currency / Cross-currency Swap (**)

GBP 700

(6)

2026

 

 

 

 

 

 

Derivatives designated for hedge accounting

 

 

 

 

 

Swap - total

 

 

(25)

(34)

 

Interest - Libor / Fixed rate (**)

US$ 358

US$ 371

(25)

(34)

2019

 

 

 

 

 

 

Total recognized in the Statement of Financial Position

 

 

(1)

(58)

 

(*)  Notional value in thousands of bbl.

(**)Amounts in US$ and GBP are presented in million.

 

 

 

 

 

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

 

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

 

Guarantees given as collateral

 

Jan-Mar/2017

Jan-Mar/2016

Jan-Mar/2017

Jan-Mar/2016

03.31.2017

12.31.2016

Commodity derivatives

112

20

58

180

Foreign currency derivatives

2

16

8

Interest rate derivatives

(5)

(8)

2

(8)

 

109

28

2

58

180

Cash flow hedge on exports (***)

(2,435)

(2,900)

7,894

24,913

Total

(2,326)

(2,872)

7,896

24,913

58

180

(*) 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 in note 30.2.

 

 

 

A sensitivity analysis of the derivative financial instruments for the different types of market risks as of March 31, 2017 is set out as follows:

60


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

 

 

 

Consolidated

Financial Instruments

Risk

Probable Scenario (*)

Reasonably possible

scenario

Remote Scenario

Derivatives not designated for hedge accounting

 

 

 

 

 

 

 

Future contracts

Crude oil and oil products - price changes

(234)

(467)

Forward contracts

Foreign currency - depreciation BRL x USD

(1)

35

70

Swap

Foreign currency - depreciation  GBP x USD

(75)

(1,058)

(2,109)

 

 

(76)

(1,257)

(2,506)

Derivatives designated for hedge accounting

 

 

 

 

 

 

 

Swap

 

5

(5)

(9)

Debt

Foreign currency - appreciation JPY x USD

(5)

5

9

Net effect

 

 

(*) The probable scenario was computed based on the following risks: oil and oil products prices: fair value on March 31, 2017 / R$ x U.S. Dollar - a 0.6% appreciation of the Real / GBP  x U.S. Dollar- a 1.9% depreciation of the Pound Sterling / LIBOR Forward Curve - a 1.5% increase throughout the curve. Source: Focus and Bloomberg.

 

 

 

 

30.1.

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

Petrobras does not regularly 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.

30.2.

Foreign exchange risk management

The Company’s Risk Management Policy provides for, as an assumption, an integrated risk management extensive to the whole corporation, pursuing the benefit from the diversification of its businesses.

By managing its foreign exchange risk, the Company takes into account the group of cash flows derived from its operations. This concept is especially applicable to the risk relating to the exposure of the Brazilian Real against the U.S. dollar, in which future cash flows in U.S. dollar, as well as cash flows in Brazilian Real affected by the fluctuation between both currencies, such as cash flows derived from diesel and gasoline sales in the domestic market, are assessed in an integrated manner.

Accordingly, the financial risk management mainly involves structured actions by using natural hedges derived from the business of the Company.      

The foreign exchange risk management strategy may involve the use of derivative financial instruments to hedge certain liabilities, minimizing foreign exchange rate risk exposure, especially when the Company is exposed to a foreign currency in which no cash inflows are expected, for example, Pound Sterling.

In the short-term, the foreign exchange risk is managed by applying resources in cash or cash equivalent denominated in Brazilian Real, U.S. Dollar or in another currency.

a)

Cash Flow Hedge involving the Company’s  future exports

Considering the natural hedge aforementioned, 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 highly probable U.S. dollar denominated future export revenues, so that gains or losses associated with the hedged transaction (the highly probable future exports) and the hedging instrument (debt obligations) are recognized in the statement of income in the same periods.

A portion of principal amounts and accrued interest (non-derivative financial instruments), as well as foreign exchange rate forward contracts (derivative financial instruments) have been designated as hedging instruments. Derivative financial instruments expired during the year were replaced by principal and interest amounts in the hedging relationships for which they had been designated.

Individual hedging relationships were designated in a one-to-one proportion, meaning that a portion of the highly probable future exports for each month will be the hedged transaction of an individual hedging relationship, hedged by a portion of the company’s long-term debt. Only a portion of the Company’s forecast exports are considered highly probable.

Whenever a portion of future exports for a certain period for which a hedging relationship has been designated is no longer highly probable, the Company revokes the designation and the cumulative foreign exchange gains or losses that have been recognized in other comprehensive income remain separately in equity until the forecast exports occur.

61


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

If a portion of future exports for which a hedging relationship has been designated is no longer expected to occur, any related cumulative foreign exchange gains or losses that have been recognized in other comprehensive income from the date the hedging relationship was designated to the date the Company revoked the designation is immediately recycled from equity to the statement of income.

The carrying amounts, the fair value as of March 31, 2017, and a schedule of expected reclassifications to the statement of income of cumulative losses recognized in other comprehensive income (shareholders’ equity) based on a US$ 1.00 / R$ 3.1684 exchange rate are set out below:

Hedging Instrument

Hedged Transactions

Nature of the Risk

Maturity Date

Principal Amount (US$ million)

Carrying amount as of March 31, 2017

Non-derivative financial  instruments (debt: principal and interest)

Portion of highly probable future monthly exports revenues

Foreign Currency

– Real vs U.S. Dollar

Spot Rate

April 2017 to

March 2027

62,648

198,495

 

 

 

Changes in the reference value (principal and interest)

US$ million

R$

Amounts designated as of December 31, 2016

61,763

201,293

Additional hedging relationships designated, designations revoked and hedging instruments re-designated

5,964

18,718

Exports affecting the statement of income

(979)

(3,087)

Principal repayments / amortization

(4,100)

(12,970)

Foreign exchange variation

(5,459)

Amounts designated as of March 31, 2017

62,648

198,495

 

 

 

The ratio of highly probable future exports to debt instruments for which a hedging relationship has been designated in future periods is set out below:

 

 

 

 

 

 

 

 

 

Consolidated

 

2017

2018

2019

2020

2021

2022

2023

2024 to 2027

Average

Hedging instruments designated / Highly probable future exports (%)

67

30

57

62

96

97

95

66

71

 

 

 

 

 

 

 

 

 

 

 

 

 

A roll-forward schedule of cumulative foreign exchange losses recognized in other comprehensive income as of March 31, 2017 is set out below:

 

Exchange rate

Tax effect

Total

Balance at January 1, 2016

(88,320)

30,028

(58,292)

Recognized in shareholders' equity

40,327

(13,711)

26,616

Reclassified to the statement of income - occurred exports

8,819

(2,998)

5,821

Reclassified to the statement of income - exports no longer expected or not occurred

1,116

(380)

736

Balance at December 31, 2016

(38,058)

12,939

(25,119)

Recognized in shareholders' equity

5,459

(1,856)

3,603

Reclassified to the statement of income - occurred exports

2,435

(828)

1,607

Balance at March 31, 2017

(30,164)

10,255

(19,909)

 

 

Additional hedging relationships may be revoked or additional reclassification adjustments from equity to the statement of income may occur as a result of changes in forecast export prices and export volumes following a review of the Company’s business plan. Based on a sensitivity analysis considering a US$ 10/barrel decrease in Brent prices stress scenario, when compared to the Brent price projections in our most recent update of the 2017-2021 Business and Management Plan (Plano de Negócios e Gestão – PNG), a R$ 2 reclassification adjustment from equity to the statement of income would occur.

A schedule of expected reclassification of cumulative foreign exchange losses recognized in other comprehensive income to the statement of income as of March 31, 2017 is set out below:

 

 

 

 

 

 

 

 

 

Consolidated

 

2017

2018

2019

2020

2021

2022

2023

2024 to 2027

Total

Expected realization

(8,109)

(9,791)

(2,382)

(6,007)

(2,931)

(1,288)

(1,276)

1,620

(30,164)

 

 

b)

Cross currency swap – Pounds Sterling x Dollar

In the first quarter of 2017, the Company, through its wholly-owned subsidiary Petrobras Global Trading B.V. (PGT), entered into a £ 700 million notional amount cross currency swap maturing in 2026, in order to hedge its Pounds/U.S. Dollar exposure arising from the Company’s debt denominated in Pounds.

62


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

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.

 

 

 

 

 

Consolidated

Financial Instruments

Exposure at 03.31.2017

Risk

Probable Scenario (*)

Reasonably possible

scenario

Remote Scenario

Assets

13,854

 

(80)

3,464

6,927

Liabilities

(208,286)

Dollar/Real

1,210

(52,072)

(104,143)

Cash flow hedge on exports

198,495

 

(1,153)

49,624

99,248

 

4,063

 

(23)

1,016

2,032

Liabilities

(598)

Yen/Dollar

8

(150)

(299)

 

(598)

 

8

(150)

(299)

Assets

14

 

4

7

Liabilities

(145)

Euro/Real

2

(36)

(73)

 

(131)

 

2

(32)

(66)

Assets

19,121

Euro/Dollar

(171)

4,780

9,561

Liabilities

(37,695)

 

336

(9,424)

(18,848)

 

(18,574)

 

165

(4,644)

(9,287)

Assets

7

Pound/Real

2

4

Liabilities

(64)

 

2

(16)

(32)

 

(57)

 

2

(14)

(28)

Assets

9,556

Pound/Dollar

(181)

2,389

4,778

Liabilities

(14,418)

(**)

273

(3,605)

(7,209)

 

(4,862)

 

92

(1,216)

(2,431)

Total

(20,159)

 

246

(5,040)

(10,079)

(*) On March 31, 2017, the probable scenario was computed based on the following risks:  R$ x U.S. Dollar - a 0.6% apreciation of the Real / Japanese Yen x U.S. Dollar - a 1.4% depreciation of the Japanese Yen/ Euro x U.S. Dollar: a 0.9% depreciation of the Euro / Pound Sterling x U.S. Dollar: a 1.9% depreciation of the GBP/ Real x Euro - a 1.5% appreciation of the Real / Real x Pound Sterling - a 2.5% appreciation of the Real. Source: Focus and Bloomberg.

** A cross-currency swap in the notional value of GBP 700 million is not included.

 

 

 

30.3.

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.

30.4.

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 broad and diversified and comprises clients from the domestic and foreign markets. Credit granted to financial institutions is related to collaterals received, cash surplus invested and derivative financial instruments. It is spread among “investment grade” international banks rated by international rating agencies and Brazilian banks.

30.5.

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: centralization of cash management, optimization of the level of cash and cash equivalents held and reduction of working capital; maintenance of an adequate cash balance to ensure that cash needed for investments and short-term obligations is met even in adverse market conditions; increase in funding sources from domestic and international markets, and developing a strong presence in the capital markets and also searching for new funding sources (such as new markets and financial products), as well as funds under the venture and divestment program.

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

 

 

 

 

 

 

 

 

Consolidated

Maturity

2017

2018

2019

2020

2021

2022 and thereafter

03.31.2017

12.31.2016

Principal

19,344

36,308

57,724

44,471

60,190

147,973

366,010

390,227

Interest

17,452

20,755

18,457

14,829

11,025

101,203

183,721

190,352

Total

36,796

57,063

76,181

59,300

71,215

249,176

549,731

580,579

63


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

 

 

31.

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

-

Level 1: inputs are 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.

 

 

 

 

Fair value measured based on

 

 

Level I

 

Level II

 

Level III

Total fair value recorded

Assets

 

 

 

 

Marketable securities

3,325

3,325

Commodity derivatives

30

30

Balance at March 31, 2017

3,355

3,355

Balance at December 31, 2016

2,557

1

2,558

 

 

 

 

 

Liabilities

 

 

 

 

Foreign currency derivatives

(6)

(6)

Interest derivatives

(25)

(25)

Balance at March 31, 2017

(31)

(31)

Balance at December 31, 2016

(25)

(34)

(59)

 

 

There are no material transfers between levels.

The estimated fair value for the Company’s long term debt, computed based on the prevailing market rates is set out in note 15.1.

The fair values of cash and cash equivalents, short-term debt and other financial assets and liabilities are equivalent or do not differ significantly from their carrying amounts.

 

32.

Subsequent events

Upgrade in Petrobras’ rating

On April 10, 2017, the rating agency Moody’s upgraded the Company’s corporate debt rating to B1 from B2 and changed the outlook to positive from stable. Moody’s highlighted the continuous improvement of Petrobras’ liquidity profile and financial metrics over the last quarters, due to greater cost efficiency and the new fuel pricing policy, among other factors. Those factors have also helped the company to maintain access to capital markets and refinance part of its debt.

The agency emphasized developments in the Brazilian regulatory environment, which facilitate greater returns in long-term investments. Additionally, the agency recognized the company’s management commitment to achieve the financial and operating targets set in the 2017-2021 Business and Management Plan.

The agency reported that the positive outlook indicates that, in the next 18 months, if the company’s liquidity and overall credit risk continues to improve, further positive rating actions could occur.

 

64


Notes to the financial statements

(Expressed in millions of Reais, unless otherwise indicated)

 

33.

Correlation between the notes disclosed in the complete annual financial statements as of December 31, 2016 and the interim statements as of March 31, 2017

 

 

Number of notes

Notes to the Financial Statements

Annual

for 2016

Quarterly information for 1Q-2017

The Company and its operations

1

1

Basis of preparation of interim financial statements

2

2

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

3

3

Basis of consolidation

(*)

4

Accounting policies

4

5

Cash and cash equivalents and Marketable securities

7

6

Trade receivables

8

7

Inventories

9

8

Disposal of assets

10

9

Investments

11

10

Property, plant and equipment

12

11

Intangible assets

13

12

Exploration for and evaluation of oil and gas reserves

15

13

Trade payables

16

14

Finance debt

17

15

Leases

18

16

Related parties

19

17

Provision for decommissioning costs

20

18

Taxes

21

19

Employee benefits (Post-employment)

22

20

Shareholders' equity

23

21

Sales revenues

24

22

Other expenses, net

25

23

Costs and Expenses by nature

26

24

Net finance income (expense)

27

25

Supplementary information on the statement of cash flows

28

26

Segment reporting

29

27

Provisions for legal proceedings, contingent liabilities and contingent assets

30

28

Collateral for crude oil exploration concession agreements

32

29

Risk management

33

30

Fair value of financial assets and liabilities

34

31

Subsequent events

35

32

 

 

 

(*) Summary of significant accounting policies

 

 

 

The notes to the annual report 2016 that were suppressed in the 1Q-2017 because they do not have significant changes and / or may not be applicable to interim financial information are as follows:

Notes to the Financial Statements

Number of notes

Critical accounting policies: key estimates and judgments

5

New standards and interpretations

6

Petroleum and alcohol accounts - receivables from Federal Government

19.8

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

21.3

Contingent assets

30.5

Commitments to purchase natural gas

31

Capital management

33.4

Insurance

33.7

 

 

65


 

SIGNATURES

 

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: May 12, 2017

 

PETRÓLEO BRASILEIRO S.A—PETROBRAS

By: /s/ Ivan de Souza Monteiro

____________________________________

Ivan de Souza Monteiro

 

Chief Financial Officer and Investor Relations Officer