NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 1.1. | Statement of compliance and authorization of unaudited consolidated interim financial statements |
These unaudited consolidated interim financial statements
of Petróleo Brasileiro S.A. (“Petrobras” or “Company”) have been prepared and presented in accordance with
IAS 34 – “Interim Financial Reporting” as issued by the International Accounting Standards Board (IASB). They present
the significant changes in the period, avoiding repetition of certain notes to the annual consolidated financial statements previously
reported. Hence, they should be read together with the Company’s audited annual consolidated financial statements for the year ended
December 31, 2021, which include the full set of notes (2021 Financial Statements). All relevant information specific to the financial
statements, and only them, are being emphasized, and corresponds to the ones used by the Company’s Management.
These unaudited consolidated interim financial statements
were approved and authorized for issue by the Company’s Board of Directors in a meeting held on May 5, 2022.
| 2. | Summary of significant accounting policies |
The accounting policies and methods of computation followed
in these consolidated interim financial statements are the same as those followed in the preparation of the annual financial statements
of the Company for the year ended December 31, 2021.
The IFRS standards that became effective on January 1, 2022
resulted in no material effects on these unaudited consolidated interim financial statements.
Regarding the Interest Rate Benchmark Reform (IBOR Reform),
in order to prepare for the transition to alternative reference rates, the Company continues to monitor the pronouncements of regulatory
authorities, aimed at adapting its financial instruments to the new benchmark. The Company has debts indexed to Libor (London Interbank
Offered Rate), corresponding to 32% of total finance debt (see note 23.3).
| 3. | Cash and cash equivalents and Marketable securities |
| 3.1. | Cash and cash equivalents |
|
03.31.2022 |
12.31.2021 |
Cash at bank and in hand |
258 |
299 |
Short-term financial investments |
|
|
- In Brazil |
|
|
Brazilian interbank deposit rate investment funds and other short-term deposits |
5,904 |
1,951 |
Other investment funds |
196 |
163 |
|
6,100 |
2,114 |
- Abroad |
|
|
Time deposits |
7,099 |
4,310 |
Automatic investing accounts and interest checking accounts |
3,736 |
3,732 |
Other financial investments |
30 |
12 |
|
10,865 |
8,054 |
Total short-term financial investments |
16,965 |
10,168 |
Total cash and cash equivalents |
17,223 |
10,467 |
Short-term financial investments in Brazil primarily consist
of investments in funds holding Brazilian Federal Government Bonds that can be redeemed immediately, as well as reverse repurchase agreements
that mature within three months as of 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.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 3.2. | Marketable securities |
|
03.31.2022 |
12.31.2021 |
Fair value through profit or loss |
759 |
650 |
Amortized cost |
554 |
44 |
Total |
1,313 |
694 |
Current |
1,259 |
650 |
Non-current |
54 |
44 |
Marketable securities classified as fair value through profit
or loss refer mainly to investments in Brazilian Federal Government Bonds. These financial investments have maturities of more than three
months and are generally classified as current assets due to their maturity or the expectation of their realization in the short term.
Securities classified as amortized cost refer to investments abroad in time deposits with maturities exceeding three months from the contracting
date.
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Diesel |
7,483 |
4,578 |
Gasoline |
3,725 |
2,022 |
Liquefied petroleum gas |
1,186 |
916 |
Jet fuel |
991 |
426 |
Naphtha |
611 |
331 |
Fuel oil (including bunker fuel) |
366 |
335 |
Other oil products |
1,274 |
878 |
Subtotal oil products |
15,636 |
9,486 |
Natural gas |
1,723 |
1,037 |
Oil |
1,761 |
53 |
Renewables and nitrogen products |
66 |
13 |
Breakage |
104 |
67 |
Electricity |
293 |
543 |
Services, agency and others |
238 |
161 |
Domestic market |
19,821 |
11,360 |
Exports |
6,734 |
4,137 |
Oil |
4,812 |
2,801 |
Fuel oil (including bunker fuel) |
1,885 |
1,201 |
Other oil products |
38 |
135 |
Sales abroad (*) |
633 |
201 |
Foreign market |
7,368 |
4,338 |
Sales revenues (**) |
27,189 |
15,698 |
(*) Sales revenues from operations outside of Brazil, including trading and excluding exports. |
|
|
(**) Sales revenues by business segment are set out in note 8. |
|
|
In the three-month periods ended March 31, 2022 and 2021,
sales to Vibra Energia (formerly BR Distribuidora) represented more than 10% of the Company’s sales revenues, mainly associated
with the refining, transportation and marketing segment.
| 5. | Costs and expenses by nature |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Raw material, products for resale, materials and third-party services (*) |
(5,761) |
(2,660) |
Depreciation, depletion and amortization |
(2,562) |
(2,239) |
Production taxes |
(4,064) |
(2,354) |
Employee compensation |
(392) |
(438) |
Total |
(12,779) |
(7,691) |
(*) It Includes short-term leases and inventory turnover. |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Materials, third-party services, freight, rent and other related costs |
(948) |
(784) |
Depreciation, depletion and amortization |
(200) |
(149) |
Allowance for expected credit losses |
(8) |
5 |
Employee compensation |
(22) |
(20) |
Total |
(1,178) |
(948) |
|
| 5.3. | General and administrative expenses |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Employee compensation |
(198) |
(185) |
Materials, third-party services, rent and other related costs |
(78) |
(64) |
Depreciation, depletion and amortization |
(23) |
(24) |
Total |
(299) |
(273) |
|
|
|
| 6. | Other income and expenses |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Unscheduled stoppages and pre-operating expenses |
(376) |
(300) |
Gains (losses) with legal, administrative and arbitration proceedings |
(259) |
51 |
Pension and medical benefits - retirees |
(238) |
(218) |
Performance award program |
(118) |
(94) |
Losses with commodities derivatives |
(53) |
(23) |
Profit sharing |
(31) |
(28) |
Losses on decommissioning of returned/abandoned areas |
(24) |
(6) |
Results on disposal/write-offs of assets and on remeasurement of investment retained with loss of control |
476 |
48 |
Early termination and changes to cash flow estimates of leases |
225 |
69 |
Fines imposed on suppliers |
68 |
29 |
Equalization of expenses - Production Individualization Agreements |
28 |
(43) |
Reimbursements from E&P partnership operations |
27 |
100 |
Recovery of taxes (*) |
17 |
22 |
Amounts recovered from Lava Jato investigation (**) |
12 |
141 |
Reclassification of comprehensive income (loss) due to the disposal of equity-accounted investments |
- |
(33) |
Others |
(76) |
1 |
Total |
(322) |
(284) |
(*) It Includes the effects of the exclusion of ICMS (VAT tax) from the basis of calculation of sales taxes PIS and COFINS, except for the effects of inflation indexation, as set out in note 11. |
(**) The total amount recovered from Lava Jato Investigation through December 31, 2021 was US$ 1,522, recognized through collaboration and leniency agreements entered into with individuals and legal entities. |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 7. | Net finance income (expense) |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Finance income |
262 |
122 |
Income from investments and marketable securities (Government Bonds) |
163 |
29 |
Other income, net |
99 |
93 |
Finance expenses |
(757) |
(1,208) |
Interest on finance debt |
(530) |
(752) |
Unwinding of discount on lease liabilities |
(290) |
(295) |
Discount and premium on repurchase of debt securities |
(26) |
(183) |
Capitalized borrowing costs |
238 |
212 |
Unwinding of discount on the provision for decommissioning costs |
(130) |
(189) |
Other finance expenses , net |
(19) |
(1) |
Foreign exchange gains (losses) and indexation charges |
1,091 |
(4,553) |
Foreign exchange gains (losses) (*) |
2,421 |
(3,442) |
Reclassification of hedge accounting to the Statement of Income (*) |
(1,380) |
(1,113) |
Recoverable taxes inflation indexation income |
21 |
13 |
Other foreign exchange gains (losses) and indexation charges, net |
29 |
(11) |
Total |
596 |
(5,639) |
(*) For more information, see notes 27.3a and 27.3c. |
|
| 8. | Net income by operating segment |
Consolidated Statement of Income by operating segment |
Jan-Mar/2022 |
|
Exploration
and
Production |
Refining,
Transportation
& Marketing |
Gas
&
Power |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
19,684 |
24,685 |
3,365 |
126 |
(20,671) |
27,189 |
Intersegments |
19,374 |
433 |
861 |
3 |
(20,671) |
− |
Third parties |
310 |
24,252 |
2,504 |
123 |
- |
27,189 |
Cost of sales |
(7,676) |
(21,547) |
(2,885) |
(125) |
19,454 |
(12,779) |
Gross profit (loss) |
12,008 |
3,138 |
480 |
1 |
(1,217) |
14,410 |
Income (expenses) |
(33) |
(537) |
(889) |
(679) |
(4) |
(2,142) |
Selling |
(2) |
(408) |
(761) |
(3) |
(4) |
(1,178) |
General and administrative |
(12) |
(37) |
(16) |
(234) |
- |
(299) |
Exploration costs |
(79) |
- |
- |
- |
- |
(79) |
Research and development |
(173) |
(3) |
(3) |
(27) |
- |
(206) |
Other taxes |
(15) |
(7) |
(10) |
(27) |
- |
(59) |
Impairment of assets |
1 |
- |
1 |
(1) |
- |
1 |
Other income and expenses |
247 |
(82) |
(100) |
(387) |
- |
(322) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
11,975 |
2,601 |
(409) |
(678) |
(1,221) |
12,268 |
Net finance income (expense) |
- |
- |
- |
596 |
- |
596 |
Results in equity-accounted investments |
51 |
271 |
29 |
(1) |
- |
350 |
Net income / (loss) before income taxes |
12,026 |
2,872 |
(380) |
(83) |
(1,221) |
13,214 |
Income taxes |
(4,072) |
(885) |
139 |
(164) |
416 |
(4,566) |
Net income (loss) for the period |
7,954 |
1,987 |
(241) |
(247) |
(805) |
8,648 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
7,955 |
1,987 |
(267) |
(265) |
(805) |
8,605 |
Non-controlling interests |
(1) |
- |
26 |
18 |
- |
43 |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Jan-Mar/2021 |
|
Exploration
and
Production |
Refining,
Transportation
& Marketing |
Gas
&
Power |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
11,666 |
13,973 |
2,208 |
155 |
(12,304) |
15,698 |
Intersegments |
11,453 |
235 |
552 |
64 |
(12,304) |
− |
Third parties |
213 |
13,738 |
1,656 |
91 |
- |
15,698 |
Cost of sales |
(5,234) |
(11,837) |
(1,332) |
(150) |
10,862 |
(7,691) |
Gross profit (loss) |
6,432 |
2,136 |
876 |
5 |
(1,442) |
8,007 |
Income (expenses) |
(521) |
(399) |
(746) |
(360) |
(6) |
(2,032) |
Selling |
- |
(335) |
(603) |
(4) |
(6) |
(948) |
General and administrative |
(32) |
(32) |
(17) |
(192) |
- |
(273) |
Exploration costs |
(214) |
- |
- |
- |
- |
(214) |
Research and development |
(85) |
(3) |
(5) |
(24) |
- |
(117) |
Other taxes |
(17) |
(40) |
(23) |
(26) |
- |
(106) |
Impairment of assets |
(95) |
- |
- |
5 |
- |
(90) |
Other income and expenses |
(78) |
11 |
(98) |
(119) |
- |
(284) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
5,911 |
1,737 |
130 |
(355) |
(1,448) |
5,975 |
Net finance income (expense) |
- |
- |
- |
(5,639) |
- |
(5,639) |
Results in equity-accounted investments |
23 |
108 |
40 |
12 |
- |
183 |
Net income / (loss) before income taxes |
5,934 |
1,845 |
170 |
(5,982) |
(1,448) |
519 |
Income taxes |
(2,010) |
(590) |
(45) |
1,833 |
493 |
(319) |
Net income (loss) for the period |
3,924 |
1,255 |
125 |
(4,149) |
(955) |
200 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
3,925 |
1,255 |
104 |
(4,149) |
(955) |
180 |
Non-controlling interests |
(1) |
- |
21 |
- |
- |
20 |
| 9. | Trade and other receivables |
| 9.1. | Trade and other receivables |
|
03.31.2022 |
12.31.2021 |
Receivables from contracts with customers |
|
|
Third parties |
5,128 |
4,839 |
Related parties |
|
|
Investees (note 28.1) |
374 |
385 |
Subtotal |
5,502 |
5,224 |
Other trade receivables |
|
|
Third parties |
|
|
Receivables from divestments (*) |
1,833 |
2,679 |
Lease receivables |
430 |
435 |
Other receivables |
844 |
872 |
Related parties |
|
|
Petroleum and alcohol accounts - receivables from Brazilian Federal Government |
616 |
506 |
Subtotal |
3,723 |
4,492 |
Total trade and other receivables, before ECL |
9,225 |
9,716 |
Expected credit losses (ECL) - Third parties |
(1,568) |
(1,428) |
Expected credit losses (ECL) - Related parties |
(29) |
(20) |
Total trade and other receivables |
7,628 |
8,268 |
Current |
5,667 |
6,368 |
Non-current |
1,961 |
1,900 |
(*) It mainly refers to receivables from the divestment in Nova Transportadora do Sudeste (NTS), received in April 2022 (see note 30), in addition to values referring to Rio Ventura, Roncador, Pampo, Enchova, Baúna, Miranga and Maromba fields. |
Trade and other receivables are generally classified as measured
at amortized cost, except for receivables with final prices linked to changes in commodity price after their transfer of control, which
are classified as measured at fair value through profit or loss, amounting to US$ 706 as of March 31, 2022 (US$ 1,155 as of December
31, 2021).
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The change in Receivable from divestments was mainly due to
the receipt of US$ 950 related to the final installment for the sale of block BM-S-8 (see note 31.4 to the 2021 Annual Financial Statements).
| 9.2. | Aging of trade and other receivables – third parties |
|
03.31.2022 |
12.31.2021 |
|
Trade and other receivables |
Expected credit losses |
Trade and other receivables |
Expected credit losses |
Current |
6,294 |
(80) |
7,059 |
(77) |
Overdue: |
|
|
|
|
1-90 days |
275 |
(37) |
218 |
(26) |
91-180 days |
31 |
(22) |
40 |
(6) |
181-365 days |
61 |
(39) |
51 |
(29) |
More than 365 days |
1,574 |
(1,390) |
1,457 |
(1,290) |
Total |
8,235 |
(1,568) |
8,825 |
(1,428) |
| 9.3. | Changes in provision for expected credit losses |
|
Jan-Mar/2022 |
Jan-Dec/2021 |
Opening balance |
1,448 |
1,596 |
Additions |
41 |
69 |
Write-offs |
(5) |
(40) |
Reversals |
(25) |
(112) |
Transfer of assets held for sale |
- |
(8) |
Cumulative translation adjustment |
138 |
(57) |
Closing balance |
1,597 |
1,448 |
Current |
209 |
158 |
Non-current |
1,388 |
1,290 |
|
03.31.2022 |
12.31.2021 |
Crude oil |
4,678 |
3,048 |
Oil products |
3,084 |
2,495 |
Intermediate products |
704 |
532 |
Natural gas and Liquefied Natural Gas (LNG) |
679 |
349 |
Biofuels |
20 |
19 |
Fertilizers |
10 |
8 |
Total products |
9,175 |
6,451 |
Materials, supplies and others (*) |
1,030 |
804 |
Total |
10,205 |
7,255 |
(*) It mainly comprises production supplies and operating materials used in the operations of the Company, stated at the average purchase cost, not exceeding replacement cost. |
In the first quarter of 2022, the Company recognized a US$ 7
reversal of cost of sales, adjusting inventories to net realizable value (a US$ 1 reversal of cost of sales in the first quarter
of 2021) primarily due to changes in international prices of crude oil and oil products.
At March 31, 2022, the Company had pledged crude oil and oil
products volumes as collateral for the Term of Financial Commitment (TFC) signed by Petrobras and Petros in 2008, amounting to US$ 3,143.
Following the approval of the partial early settlement of the TFC relating to the Pension Difference and TFC Pre-70, made in February
2022, the Company expects that the balance of the collateral reaches the balance of the financial commitment, which on March 31, 2022
is US$ 639. The TFC is part of the actuarial liabilities, as described in note 12.3.2.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Current assets |
Current liabilities |
Non-current liabilities |
|
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
Taxes in Brazil |
|
|
|
|
|
|
Income taxes |
157 |
133 |
870 |
682 |
- |
- |
Income taxes - Tax settlement programs |
- |
- |
52 |
43 |
347 |
300 |
|
157 |
133 |
922 |
725 |
347 |
300 |
Taxes abroad |
31 |
30 |
111 |
8 |
- |
- |
Total |
188 |
163 |
1,033 |
733 |
347 |
300 |
|
|
|
|
|
|
|
Reconciliation between statutory income
tax rate and effective income tax rate
The following table provides the reconciliation of Brazilian
statutory tax rate to the Company’s effective rate on income before income taxes:
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Net income before income taxes |
13,214 |
519 |
Nominal income taxes computed based on Brazilian statutory corporate tax rates (34%) |
(4,492) |
(176) |
Adjustments to arrive at the effective tax rate: |
|
|
Different jurisdictional tax rates for companies abroad |
191 |
23 |
Brazilian income taxes on income of companies incorporated outside Brazil (*) |
(299) |
(205) |
Tax loss carryforwards (unrecognized tax losses) |
9 |
(30) |
Non-taxable income (non-deductible expenses), net (**) |
24 |
39 |
Post-employment benefits |
(142) |
(44) |
Results of equity-accounted investments in Brazil and abroad |
123 |
74 |
Others |
20 |
- |
Income taxes |
(4,566) |
(319) |
Deferred income taxes |
(1,961) |
(200) |
Current income taxes |
(2,605) |
(119) |
Effective tax rate of income taxes |
(35)% |
(61)% |
(*) It relates to Brazilian income taxes on earnings of offshore investees, as established by Law No. 12,973/2014. |
(**) It includes provisions for legal proceedings. |
Deferred income taxes - non-current
The changes in the deferred income taxes are presented as
follows:
|
2022 |
2021 |
Balance at January, 1 |
(625) |
6,256 |
Recognized in the statement of income for the period |
(1,961) |
(4,058) |
Recognized in shareholders’ equity |
(4,412) |
(1,555) |
Cumulative translation adjustment |
(776) |
(133) |
Use of tax loss carryforwards |
(720) |
(1,172) |
Others |
4 |
37 |
Closing balance |
(8,490) |
(625) |
Deferred tax assets |
625 |
604 |
Deferred tax liabilities (*) |
(9,115) |
(1,229) |
(*) Changes in deferred tax liabilities are mainly due to the offsetting of the carryforward of income tax losses and negative basis of CSLL, and to the use of the benefit of accelerated tax depreciation. |
The composition of deferred tax assets and liabilities is
set out in the following table:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Nature |
Realization basis |
03.31.2022 |
12.31.2021 |
PP&E - Exploration and decommissioning costs |
Depreciation, amortization and write-offs of assets |
(1,364) |
(1,362) |
PP&E - Impairment |
Amortization, impairment reversals and write-offs of assets |
5,009 |
4,382 |
PP&E - depreciation methods and capitalized borrowing costs |
Depreciation, amortization and write-offs of assets |
(16,063) |
(12,924) |
Loans, trade and other receivables / payables and financing |
Payments, receipts and considerations |
(167) |
3,490 |
Finance leases |
Appropriation of the considerations |
(13) |
1,244 |
Provision for legal proceedings |
Payments and reversals of provisions |
775 |
605 |
Tax loss carryforwards |
30% of taxable income compensation |
1,256 |
1,827 |
Inventories |
Sales, write-downs and losses |
284 |
228 |
Employee Benefits |
Payments and reversals of provisions |
1,397 |
1,250 |
Others |
|
396 |
635 |
Total |
|
(8,490) |
(625) |
|
|
Current assets |
Non-current assets |
Current liabilities |
Non-current liabilities (*) |
|
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
Taxes in Brazil |
|
|
|
|
|
|
|
|
Current / Non-current ICMS (VAT) |
618 |
665 |
442 |
379 |
938 |
995 |
- |
- |
Current / Non-current PIS and COFINS (**) |
396 |
418 |
2,466 |
2,030 |
414 |
499 |
64 |
45 |
Claim to recover PIS and COFINS |
- |
- |
704 |
594 |
- |
- |
- |
- |
CIDE |
2 |
6 |
- |
- |
43 |
42 |
- |
- |
Production taxes |
- |
- |
- |
- |
3,061 |
2,147 |
25 |
21 |
Withholding income taxes |
- |
- |
- |
- |
103 |
86 |
- |
- |
Tax Settlement Program |
- |
- |
- |
- |
63 |
67 |
8 |
6 |
Others |
50 |
48 |
294 |
249 |
140 |
142 |
83 |
70 |
Total in Brazil |
1,066 |
1,137 |
3,906 |
3,252 |
4,762 |
3,978 |
180 |
142 |
Taxes abroad |
49 |
46 |
9 |
9 |
24 |
23 |
- |
- |
Total |
1,115 |
1,183 |
3,915 |
3,261 |
4,786 |
4,001 |
180 |
142 |
(*) Other non-current taxes are classified as other non-current liabilities. |
(**) It includes US$ 94 (US$ 104 as of December 31, 2021) related to exclusion of ICMS (VAT tax) in the basis of calculation of sales taxes PIS and COFINS (contributions for the social security). |
Claim to recover PIS and COFINS
The Company filed four civil lawsuits, in the Regional Federal
Court of the Second Region, against the Brazilian Federal Government, claiming to recover PIS and COFINS paid over finance income and
foreign exchange variation gains, from February 1999 to January 2004.
The court granted to the Company, in all the lawsuits, the
definitive right to recover those taxes. Two lawsuits have resulted in judicialized debts (precatórios) in the amounts claimed
by the Company.
Regarding the two remaining cases, both had rulings by the
court favorable to the Company and, in one of them, the Brazilian federal Government has already expressed its agreement.
As of March 31, 2022, the Company had non-current receivables
of US$ 704 (US$ 594 as of December 31, 2021) related to PIS and COFINS, which are indexed to inflation.
Employee benefits are all forms of consideration given by
an entity in exchange for service rendered by employees or for the termination of employment. It also includes expenses with directors
and management. Such benefits include salaries, post-employment benefits, termination benefits and other benefits.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
03.31.2022 |
03.31.2021 |
Liabilities |
|
|
Short-term employee benefits |
1,493 |
1,289 |
Termination benefits |
273 |
349 |
Post-employment benefits |
10,343 |
9,880 |
Total |
12,109 |
11,518 |
Current |
2,413 |
2,144 |
Non-current |
9,696 |
9,374 |
| 12.1. | Short-term employee benefits |
Short-term
benefits are expected to be settled wholly before twelve months after the end of the period in which the employees render the related
service.
|
03.31.2022 |
12.31.2021 |
Variable compensation program - PPP |
538 |
461 |
Accrued vacation and 13th salary |
573 |
440 |
Salaries and related charges and other provisions |
251 |
270 |
Profit sharing |
131 |
118 |
Total |
1,493 |
1,289 |
Current |
1,489 |
1,286 |
Non-current |
4 |
3 |
In the three-month periods ended March 31, 2022 and 2021,
the Company recognized the following amounts in the statement of income:
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Salaries, accrued vacations and related charges |
(678) |
(653) |
Variable compensation program - PPP |
(118) |
(94) |
Profit sharing |
(31) |
(28) |
Management fees and charges |
(3) |
(3) |
Total |
(830) |
(778) |
| 12.1.1. | Variable compensation programs |
Performance award program (PPP)
On September 17, 2021, the Company’s Board of Directors
the pay-out criteria for granting PPP 2021 to employees.
The PPP 2021 model establishes that, in order to trigger this
payment, it is necessary to have net income for the year and declaration and payment of distribution to shareholders, associated with
the achievement of the Company’s performance metrics and the individual performance of employees.
The PPP 2021 was fully paid to employees by April 2022, since
the related metrics were achieved in 2021.
On December 15, 2021, the Company’s Board of Directors
approved the pay-out criteria for the program for 2022, maintaining the criteria of the PPP 2021.
For the first quarter of 2022, the Company provisioned US$
118 referring to this program for 2022 (US$ 94 for the same period of 2021), recorded in other income and expenses.
Profit Sharing (PLR)
At December 29, 2020, the 17 unions representing onshore employees
of Petrobras had signed the agreement for the PLR for 2021 and 2022, before the deadline determined by the Collective Labor Agreement
(ACT). Among the offshore employees, only one union had signed the agreement within the period defined by the ACT.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The current agreement for the PLR provides that only employees
without managerial functions will be entitled to receive profit sharing with individual limits according to their remuneration.
In order for the PLR to be paid for 2021 and 2022, the following
requirements must be met: (i) dividend distribution to shareholders approved at the Annual General Shareholders Meeting, (ii) net income
for the year, and iii) achievement of the weighted average percentage of at least 80% of a set of indicators.
The maximum amount of PLR to be distributed is limited to
5% of Adjusted EBITDA (a non-GAAP measure defined as net income plus net finance income (expense), income taxes, depreciation, depletion
and amortization, results in equity-accounted investments, impairment, cumulative foreign exchange adjustments reclassified to the income
statement, results from disposal and write-offs of assets, foreign exchange gains and losses resulting from provisions for legal proceedings
denominated in foreign currencies and results from the compensation of investments in bid areas), to 6.25% of net income and to 25% of
dividends distributed to shareholders, in each year, whichever is lower.
The PLR for 2021 is expected to be fully paid by May 30, 2022,
in the amount of US$ 125.
For the first quarter of 2022, the Company provisioned US$ 31
referring to PLR for 2022 (US$ 28 for the same period of 2021), recorded in other income and expenses.
| 12.2. | Termination benefits |
Termination benefits are employee benefits provided in exchange
for the termination of labor contract as a result of either: i) the Company’s decision to terminate the labor contract before the
employee’s normal retirement date; or ii) an employee’s decision to accept an offer of benefits in exchange for the termination
of their employment.
The Company has voluntary severance programs (PDV), specific
for employees of the corporate segment and of divestment assets, which provide for the same legal and indemnity advantages, whose enrollment
deadlines have already closed, totaling 11,431 adhesions accumulated until March 31, 2022 (11,418 until December 31, 2021).
Changes in the provision for expenses relating to voluntary
severance programs are set out as follows:
|
03.31.2022 |
12.31.2021 |
Opening Balance |
349 |
900 |
Effects in the statement of income |
3 |
(11) |
Enrollments |
4 |
30 |
Revision of provisions |
(1) |
(41) |
Effects in cash and cash equivalents |
(129) |
(497) |
Terminations in the period |
(129) |
(497) |
Cumulative translation adjustment |
50 |
(43) |
Closing Balance |
273 |
349 |
Current |
147 |
207 |
Non-current |
126 |
142 |
Recognition of the provision for expenses occur as employees
enroll to the programs.
The Company disburse the severance payments in two installments,
one at the time of termination and the remainder one year after the termination.
As of March 31, 2022 from the balance of US$ 273, US$ 60
refers to the second installment of 947 retired employees and US$ 213 refers to 1,842 employees enrolled in voluntary severance programs
with expected termination by December 2023.
| 12.3. | Post-employment benefits |
The Company maintains a health care plan for its employees
in Brazil (active and retiree) and their dependents (Saúde Petrobras), and five other major types of post-employment pension benefits
(collectively referred to as “pension plans”).
The following table presents the balance of post-employment
benefits:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
03.31.2022 |
12.31.2021 |
Liabilities |
|
|
Health Care Plan |
5,359 |
4,485 |
Petros Pension Plan - Renegotiated (PPSP-R) (*) |
3,422 |
3,233 |
Petros Pension Plan - Non-renegotiated (PPSP-NR) (*) |
782 |
658 |
Petros Pension Plan - Renegotiated - Pre-70 (PPSP-R Pré 70) |
312 |
817 |
Petros Pension Plan - Non-renegotiated - Pre-70 (PPSP-NR Pré 70) |
264 |
511 |
Petros 2 Pension Plan (PP-2) |
203 |
165 |
Other plans |
1 |
11 |
Total |
10,343 |
9,880 |
Current |
778 |
651 |
Non-current |
9,565 |
9,229 |
Health Care Plan
The health care plan is managed by Petrobras Health Association
(Associação Petrobras de Saúde – APS), a nonprofit civil association, and includes prevention and health
care programs. The plan covers all employees and retirees, and is open to future employees.
Benefits are paid by the Company based on the costs incurred
by the participants. The financial participation of the Company and the beneficiaries on the expenses are provided for in the Collective
Bargaining Agreement (ACT), being 60% by the Company and 40% by the participants.
Pension plans
The management of the Company's supplementary pension plans
is under the responsibility of Fundação Petrobras de Seguridade Social – Petros, which was established by Petrobras
as a non-profit, private legal entity with administrative and financial autonomy.
The net obligation with pension plans recorded by the Company
is measured in accordance with the requirements of IFRS which has a different measurement methodology to that applicable to pension funds,
regulated by the Conselho Nacional de Previdência Complementar.
The table below presents the reconciliation of the surplus
of Petros Plan registered by Petros Foundation as of December 31, 2021 with the net actuarial liability registered by the Company:
|
|
12.31.2021 |
|
PPSP-R |
PPSP-NR |
Surplus registered by Petros |
1,388 |
139 |
Financial assumptions |
(1,120) |
(364) |
Ordinary and extraordinary sponsor contributions |
2,190 |
652 |
Changes in fair value of plan assets (*) |
1,447 |
543 |
Others (including Actuarial valuation method) |
145 |
200 |
Net actuarial liability registered by the Company |
4,050 |
1,169 |
(*) It includes balance of accounts receivable arising from the Term of Financial Commitment - TFC signed with Petrobras, which Petros recognizes as equity. |
On March 28, 2022, the Deliberative Council of Petros approved
the financial statements of the pension plans for the 2021, sponsored by the Company.
| 12.3.1. | Net actuarial liabilities and expenses, and fair value of plans assets |
a)
Changes in the actuarial liabilities recognized in the statement of financial position
Change in the actuarial liabilities, net of plan assets and
discounted to present value, which is annually calculated by an independent actuary, is presented as follows:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
2022 |
|
Pension Plans |
Health Care Plan |
Other
plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
|
|
|
Balance as of January 1, 2022 |
4,050 |
1,169 |
165 |
4,485 |
11 |
9,880 |
Recognized in the Statement of Income |
113 |
36 |
8 |
150 |
− |
307 |
Current service cost |
2 |
− |
3 |
26 |
− |
31 |
Net interest |
111 |
36 |
5 |
124 |
− |
276 |
Cash effects |
(1,058) |
(338) |
− |
(81) |
− |
(1,477) |
Contributions paid |
(55) |
(17) |
− |
(81) |
− |
(153) |
Payments related to Term of financial commitment (TFC) |
(1,003) |
(321) |
− |
− |
− |
(1,324) |
Other changes |
629 |
179 |
30 |
805 |
(10) |
1,633 |
Cumulative Translation Adjustment |
629 |
179 |
30 |
805 |
(10) |
1,633 |
Balance of actuarial liability as of March 31, 2022 |
3,734 |
1,046 |
203 |
5,359 |
1 |
10,343 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
|
|
|
|
|
|
2021 |
|
Pension Plans |
Health Care Plan |
Other
plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
|
|
|
Balance as of January 1, 2021 |
7,524 |
2,696 |
477 |
5,356 |
16 |
16,069 |
Recognized in the Statement of Income |
469 |
178 |
72 |
1,388 |
(9) |
2,098 |
Past service cost |
(1) |
− |
− |
845 |
− |
844 |
Current service cost |
13 |
1 |
37 |
158 |
(10) |
199 |
Net interest |
438 |
172 |
35 |
385 |
1 |
1,031 |
Interest on the obligations with contribution for the revision of the lump sum death benefit |
19 |
5 |
− |
− |
− |
24 |
Recognized in Equity - other comprehensive income |
(2,223) |
(989) |
(362) |
(1,601) |
6 |
(5,169) |
Remeasurement effects recognized in other comprehensive income |
(2,223) |
(989) |
(362) |
(1,601) |
6 |
(5,169) |
Cash effects |
(1,339) |
(591) |
− |
(309) |
− |
(2,239) |
Contributions paid (***) |
(475) |
(86) |
− |
(309) |
− |
(870) |
Payments of obligations with contribution for the revision of the lump sum death benefit |
(340) |
(101) |
− |
− |
− |
(441) |
Payments related to Term of financial commitment (TFC) |
(524) |
(404) |
− |
− |
− |
(928) |
Other changes |
(381) |
(125) |
(22) |
(349) |
(2) |
(879) |
Cumulative Translation Adjustment |
(381) |
(125) |
(22) |
(349) |
(2) |
(879) |
Balance of actuarial liability as of December 31, 2021 |
4,050 |
1,169 |
165 |
4,485 |
11 |
9,880 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(**) It includes obligations with contribution for the revision of the lump sum death benefit |
|
(***) It includes the contribution for the migration to PP-3 (US$ 241). |
The net
expense with pension and health plans is presented below:
|
|
Pension Plans |
Health Care Plan |
Other Plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Related to active employees (cost of sales and expenses) |
8 |
1 |
5 |
55 |
− |
69 |
Related to retirees (other income and expenses) |
105 |
35 |
3 |
95 |
− |
238 |
Net costs for Jan-Mar/2022 |
113 |
36 |
8 |
150 |
− |
307 |
Related to active employees (cost of sales and expenses) |
13 |
2 |
15 |
67 |
− |
97 |
Related to retirees (other income and expenses) |
111 |
41 |
3 |
63 |
− |
218 |
Net costs for Jan-Mar/2021 |
124 |
43 |
18 |
130 |
− |
315 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
In the three-month period ended March 31, 2022, the Company
contributed with US$ 1,477 to the defined benefit plans (reducing the balance of obligations of these plans, as presented in note
12.3.1), which includes the partial prepayment of the Term of Financial Commitment, in the amount of US$ 1,324 wich occurred on February
25, 2022.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
In addition, the Company contributed with US$ 46 and
US$ 0.4, respectively, to the defined contribution portions of PP-2 and PP-3 plans (US$ 40 for PP-2 in 2021), whose amounts
were expensed in the three-month period ended March 31, 2022.
The collection of contributions for PP-3 started in August
31, 2021.
| 13. | Provisions for legal proceedings |
| 13.1. | 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) opt-out claims related to 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; and (ii) actions of outsourced employees; |
| · | Tax claims including: (i) claims relating to Brazilian federal tax credits applied that were disallowed;
and (ii) non-payment of social security contributions on bonuses and gratuities; |
| · | Civil claims, in particular: (i) lawsuits related to contracts; (ii) royalties and special participation
charges, including royalties over shale extraction; and (iii) penalties applied by ANP relating to measurement systems. |
| · | Environmental claims, specially: (i) fines relating to an environmental accident in the State of Paraná
in 2000; (ii) fines relating to the Company’s offshore operation; and (iii) public civil action for oil spill in 2004 in Serra do
Mar-São Paulo State Park. |
Provisions for legal proceedings are set out as follows:
Current and Non-current liabilities |
03.31.2022 |
12.31.2021 |
Labor claims |
864 |
716 |
Tax claims |
402 |
306 |
Civil claims |
1,060 |
820 |
Environmental claims |
229 |
176 |
Total |
2,555 |
2,018 |
|
Jan-Mar/2022 |
Jan-Dec/2021 |
Opening Balance |
2,018 |
2,199 |
Additions, net of reversals |
205 |
540 |
Use of provision |
(80) |
(715) |
Revaluation of existing proceedings and interest charges |
48 |
150 |
Transfer to assets held for sale |
- |
(3) |
Others |
(12) |
11 |
Cumulative translation adjustment |
376 |
(164) |
Closing Balance |
2,555 |
2,018 |
In preparing its unaudited consolidated interim financial
statements for the three-month period ended March 31, 2022, the Company considered all available information concerning legal proceedings
in which the Company is a defendant, in order to estimate the amounts of obligations and probability that outflows of resources will be
required.
Non-current assets |
03.31.2022 |
12.31.2021 |
Tax |
7,231 |
5,790 |
Labor |
950 |
796 |
Civil |
1,676 |
1,275 |
Environmental |
119 |
101 |
Others |
71 |
76 |
Total |
10,047 |
8,038 |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Jan-Mar/2022 |
Jan-Dec/2021 |
Opening Balance |
8,038 |
7,281 |
Additions |
405 |
1,145 |
Use |
(23) |
(109) |
Accruals and charges |
159 |
263 |
Others |
(16) |
3 |
Cumulative translation adjustment |
1,484 |
(545) |
Closing Balance |
10,047 |
8,038 |
In the three-month period ended March 31, 2022, the Company
made judicial deposits in the amount of US$ 405, including: (i) US$ 124 relating to the unification of Fields (Cernambi, Tupi,
Tartaruga Verde and Tartaruga Mestiça); (ii) US$ 76 referring to IRPJ and CSLL for not adding profits of subsidiaries and
affiliates domiciled abroad to the IRPJ and CSLL calculation basis; (iii) US$ 62 related to CIDE and PIS/COFINS on the chartering
of platforms; (iv) US$ 33 referring to IRPJ and CSLL in the deduction of expenses with Petros; (v) US$ 29 referring to tax credits
regularization with municipalities; and (vi) US$ 44 referring to several judicial deposits of a tax nature.
| 13.3. | Contingent liabilities |
The estimates of contingent liabilities for legal proceedings
are indexed to inflation and updated by applicable interest rates. Estimated contingent liabilities for which the possibility of loss
is possible are set out in the following table:
Nature |
03.31.2022 |
12.31.2021 |
Tax |
32,528 |
24,785 |
Labor |
8,667 |
7,172 |
Civil - General |
6,946 |
5,720 |
Civil - Environmental |
1,446 |
1,192 |
Total |
49,587 |
38,869 |
The main contingent liabilities are:
| · | Tax matters comprising: i) 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; (ii) income from foreign subsidiaries and associates located outside Brazil not included in the computation of taxable
income (IRPJ and CSLL); (iii) tax on services provided offshore (ISS); (iv) requests to compensate federal taxes disallowed by the Brazilian
Federal Tax Authority; (v) collection and crediting of ICMS by several states; (vi) collection of social security contributions over payments
of bonuses; and (vii) collection of customs taxes and fines related to imports under the Repetro regime in the Frade consortium. |
| · | Labor matters comprising mainly 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; |
| · | Civil matters comprising mainly: (i) administrative and legal proceedings challenging an ANP order requiring
Petrobras to pay additional special participation fees and royalties (production taxes) with respect to several fields; (ii)
regulation agencies fines; and (iii) lawsuits related to contracts. |
| · | Environmental matters comprising indemnities for damages and fines related to the Company operation. |
In the three-month period ended March 31, 2022, the increase
in the balance of contingent liabilities is mainly due to: (i) US$ 2,451 relating to the notice of infraction, for the collection,
by joint liability, of customs taxes and fines arising from imports under the Repetro regime, for use in the Frade consortium; (ii) US$ 357
in lawsuits in administrative and judicial stages discussing the difference in special interest and royalties in different fields, including
unitization; (iii) US$ 198 referring to lawsuits involving ICMS collection on imports in operations with liquified petroleum gas
derived from natural gas; (iv) US$ 182 lawsuits requesting 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;
(v) US$ 129 relating to tax on services provided offshore (ISSQN); (vi) US$ 99 referring to CIDE and PIS/COFINS on the chartering
of platforms; (vii) US$ 83 referring to actions involving the collection of ICMS on state funds; (viii) US$ 72 referring to
lawsuits involving the levy of PIS and COFINS on ship or pay contracts and charters of aircraft and vessels; and (ix) US$ 86 in civil
matters involving contractual issues. These effects were partially offset by: (x) US$ 301 for the review of amounts and transfer
to probable loss and remote loss in lawsuits in which the state monopoly of piped gas services is discussed.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 13.4. | Minimum Compensation Based on Employee's Position and Work Schedule (Remuneração Mínima
por Nível e Regime - RMNR) |
As of March 31, 2022, there are lawsuits related to the Minimum
Compensation Based on Employee's Position and Work Schedule (RMNR), with the objective of reviewing its calculation criteria.
The RMNR consists of a minimum remuneration guaranteed to
employees, based on salary level, work schedule and geographic location. This policy was created and implemented by Petrobras in 2007
through collective bargaining with union representatives, and was approved at employee meetings, and started being the subject of lawsuits
three years after its implementation.
In 2018, the Brazilian Superior Labor Court (TST) ruled against
the Company, which filed extraordinary appeals against its decision. Therefore, the Brazilian Supreme Federal Court (STF) suspended the
effects of the decision issued by the TST and determined the national suspension of the ongoing proceedings related to the RMNR.
On July 29, 2021, a monocratic decision was published in which
the STF’s Judge-Rapporteur granted an extraordinary appeal filed, accepting the Company's thesis and recognizing the validity of
the collective bargaining agreement freely signed between Petrobras and the unions, reversing the decision of the TST.
In February 2022, the judgment of the appeals filed by the
plaintiff and several amicus curiae was started. The judgment is currently underway in the First Panel of the Supreme Federal Court,
with 3 votes in favor of the Company, confirming that there is an understanding of recognizing the merit of the collective bargaining
agreement signed between Petrobras and the unions. Considering that the last minister to vote requested additional time for analysis,
the trial was suspended, and is pending the presentation of the vote by this last minister.
As of March 31, 2022, the balance of provisioned proceedings
regarding RMNR amounts to US$ 168, while the contingent liabilities amount to US$ 7,167.
| 13.5. | Class action and related proceedings |
On May 26, 2021, the District Court of Rotterdam decided that
the class action against Petróleo Brasileiro S.A. – Petrobras, Petrobras International Braspetro B.V. (PIB BV), Petrobras
Global Finance B.V. (PGF), Petrobras Oil & Gas B.V. (PO&G) and some former Petrobras managers must proceed and that the arbitration
clause of Petrobras' bylaws does not prevent the Company's shareholders from having access to the Dutch Judiciary and being represented
by the Stichting Petrobras Compensation Foundation (“Foundation”). However, investors who have already started arbitration
against Petrobras or who are parties to legal proceedings in which the applicability of the arbitration clause has been definitively recognized
are excluded from the action.
The class action is in the merit discussion stage. For more
information, see note 18.4.1 to the 2021 Financial Statements.
In relation to the arbitration in Argentina, the Argentine
Supreme Court has not yet judged the appeal filed by the Consumidores Financieros Asociación Civil para su Defensa ("Association").
This arbitration discusses Petrobras' liability for an alleged loss of market value of Petrobras' shares in Argentina, as a result of
the Lava Jato Operation.
Regarding criminal proceedings in Argentina, detailed in note
18.6 to the 2021 Financial Statements, related to an alleged fraudulent offer of securities, aggravated by the fact that Petrobras allegedly
declared false data in its financial statements prior to 2015, on October 21, 2021, after an appeal by the Association, the Court of Appeals
revoked the lower court decision that had recognized Petrobras' immunity from jurisdiction and recommended that the lower court judge
take steps to certify whether the Company could be considered criminally immune in Argentina for further reassessment of the issue. Petrobras
appealed against this decision, but on April 30, 2022 the appeal was not admitted by the Court of Cassation, so immunity from jurisdiction
will be reassessed by the lower court. On that same occasion, the Court of Appeals recognized that the Association could not act as a
representative of financial consumers, due to the loss of its registration with the competent Argentine bodies, which was also appealed,
still pending judgment. Petrobras presented other procedural defenses, still subject to appeals before the Argentine Court of Appeals.
This criminal action is being processed before the Economic Criminal Court No. 2 of the City of Buenos Aires.
As for the other criminal action for alleged non-compliance
with the obligation to publish “press release” in the Argentine market about the existence of a class action filed by Consumidores
Financieros Asociación Civil para su Defensa before the Commercial Court, there are no developments during the three-month
period ended March 31, 2022.
| 13.6. | Arbitrations in Brazil |
In the three-month period ended March 31, 2022, there were
no events that changed the assessment and information on arbitrations in Brazil. For more information, see note 18.4.3 to the 2021 Financial
Statements.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 13.7. | Tax recoveries under dispute |
| 13.7.1. | Compulsory Loan – Eletrobrás |
In the three-month period ended March 31, 2022, there were
no events that changed the assessment on this proceeding. For more information, see note 18.6.2 to the 2021 Financial Statements.
| 13.7.2. | Lawsuits brought by natural gas distributors and others |
In the three-month period ended March 31, 2022, the Company
obtained a favorable decision from the Superior Court of Justice (Superior Tribunal de Justiça - STJ) suspending the interim decision
in favor of CEGÁS, which granted the extension of its contract for 6 months. For more information, see note 18.6.3 to the 2021
Financial Statements.
| 14. | Provision for decommissioning costs |
Non-current liabilities |
Jan-Mar/2022 |
Jan-Dec/2021 |
Opening balance |
15,619 |
18,780 |
Adjustment to provision |
34 |
(1,186) |
Transfers related to liabilities held for sale (*) |
(598) |
(704) |
Payments made |
(199) |
(730) |
Interest accrued |
121 |
723 |
Others |
(13) |
5 |
Cumulative translation adjustment |
2,710 |
(1,269) |
Closing balance |
17,674 |
15,619 |
(*) In the first quarter of 2022, it refers to the Norte Capixaba Group (US$ 32), in Espírito Santo state, and the Potiguar Group (US$ 566), in Rio Grande do Norte state, as set out in note 22. In 2021, it mainly refers to concessions in Sergipe-Alagoas, in the Campos Basin and in Espírito Santo, as set out in note 31. |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 15. | Property, plant and equipment |
|
Land, buildings
and
improvement |
Equipment and other assets (*) |
Assets under
construction (**) |
Exploration and development costs (oil and gas producing properties) (***) |
Right-of-use assets |
Total |
Balance at January 1, 2021 |
3,043 |
58,680 |
15,443 |
31,166 |
15,869 |
124,201 |
Additions |
- |
1,650 |
5,761 |
5 |
6,954 |
14,370 |
Additions to / review of estimates of decommissioning costs |
- |
- |
- |
(1,069) |
- |
(1,069) |
Capitalized borrowing costs |
- |
- |
971 |
- |
- |
971 |
Signature Bonuses Transfers |
- |
- |
- |
11,629 |
- |
11,629 |
Write-offs |
(38) |
(588) |
(599) |
(1,645) |
(279) |
(3,149) |
Transfers |
(295) |
2,934 |
(3,160) |
1,781 |
3 |
1,263 |
Transfers to assets held for sale |
(53) |
(2,776) |
(575) |
(822) |
(14) |
(4,240) |
Depreciation, amortization and depletion |
(97) |
(4,235) |
- |
(4,342) |
(4,281) |
(12,955) |
Impairment recognition |
- |
(377) |
(1) |
(27) |
(4) |
(409) |
Impairment reversal |
- |
1,796 |
114 |
1,879 |
34 |
3,823 |
Cumulative translation adjustment |
(177) |
(3,958) |
(1,032) |
(2,708) |
(1,230) |
(9,105) |
Balance at December 31, 2021 |
2,383 |
53,126 |
16,922 |
35,847 |
17,052 |
125,330 |
Cost |
4,080 |
98,085 |
25,954 |
61,906 |
26,382 |
216,407 |
Accumulated depreciation, amortization, depletion and impairment (****) |
(1,697) |
(44,959) |
(9,032) |
(26,059) |
(9,330) |
(91,077) |
Balance at December 31, 2021 |
2,383 |
53,126 |
16,922 |
35,847 |
17,052 |
125,330 |
Additions |
- |
194 |
1,543 |
1 |
1,015 |
2,753 |
Additions to / review of estimates of decommissioning
costs |
- |
- |
- |
11 |
- |
11 |
Capitalized borrowing costs |
- |
- |
236 |
- |
- |
236 |
Write-offs |
- |
(27) |
(68) |
(4) |
(35) |
(134) |
Transfers |
57 |
1,000 |
(2,242) |
1,212 |
(1) |
26 |
Transfers to assets held for sale |
(7) |
(553) |
(171) |
(653) |
- |
(1,384) |
Depreciation, amortization and depletion |
(21) |
(1,163) |
- |
(1,270) |
(1,094) |
(3,548) |
Impairment reversal (note 17) |
- |
1 |
- |
- |
- |
1 |
Cumulative translation adjustment |
419 |
9,410 |
2,686 |
6,220 |
2,989 |
21,724 |
Balance at March 31, 2022 |
2,831 |
61,988 |
18,906 |
41,364 |
19,926 |
145,015 |
Cost |
4,780 |
114,880 |
29,135 |
71,896 |
31,007 |
251,698 |
Accumulated depreciation, amortization, depletion and impairment (****) |
(1,949) |
(52,892) |
(10,229) |
(30,532) |
(11,081) |
(106,683) |
Balance at March 31, 2022 |
2,831 |
61,988 |
18,906 |
41,364 |
19,926 |
145,015 |
Weighted average useful life in years |
40
(25 to 50)
(except land) |
20
(3 to 31)
|
|
Units of production method |
8
(2 to 47) |
|
(*) It is composed of production platforms, refineries, thermoelectric power plants, natural gas processing plants, pipelines, and other operating, storage and production plants, including subsea equipment for the production and flow of oil and gas, depreciated based on the units of production method. |
(**) See note 21 for assets under construction by operating segment. |
(***) It is composed of exploration and production assets related to wells, abandonment and dismantling of areas, signature bonuses associated with proved reserves and other costs directly associated with the exploration and production of oil and gas. |
(****) In the case of land and assets under construction, it refers only to impairment losses. |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The right-of-use assets comprise the following underlying
assets:
|
Platforms |
Vessels |
Properties |
Total |
Balance at March 31, 2022 |
11,336 |
7,265 |
1,325 |
19,926 |
Cost |
15,562 |
13,593 |
1,852 |
31,007 |
Accumulated depreciation, amortization and depletion |
(4,226) |
(6,328) |
(527) |
(11,081) |
Balance at December 31, 2021 |
9,840 |
5,997 |
1,215 |
17,052 |
Cost |
13,362 |
11,267 |
1,753 |
26,382 |
Accumulated depreciation, amortization and depletion |
(3,522) |
(5,270) |
(538) |
(9,330) |
| 15.2. | Unitization agreements |
Petrobras has Production Individualization Agreements (AIP)
signed in Brazil with partner companies in E&P consortiums. These agreements result in reimbursements payable to (or receivable from)
partners regarding expenses and production volumes related to Atapu, Berbigão, Sururu, Albacora Leste, Tartaruga Verde and other
fields.
The table below presents changes on the reimbursements payable
relating to these fields:
|
|
|
|
|
03.31.2022 |
12.31.2021 |
Opening balance |
|
|
|
|
364 |
370 |
Additions/(Write-offs) on PP&E |
|
|
|
|
(32) |
(64) |
Other income and expenses |
|
|
|
|
(26) |
84 |
Cumulative translation adjustments |
|
|
|
|
58 |
(26) |
Closing balance |
|
|
|
|
364 |
364 |
As of March 31, 2022, Petrobras has reimbursements payable
amounting to US$ 364 (US$ 364 on December 31, 2021). In the three-month period ended March 31, 2022, these agreements resulted in payments
and recognition of write-offs in PP&E, in addition to a US$ 26 gain within other income and expenses (US$ 44 loss in the
same period of 2021), reflecting the best available estimate of the assumptions used in calculating the calculation base and the sharing
of relevant assets in areas to be equalized.
| 15.3. | 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. For the three-month period ended
March 31, 2022, the capitalization rate was 6.01% p.a. (5.55% p.a. for the three-month period ended March 31, 2021).
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Rights and Concessions (*) |
Software |
Goodwill |
Total |
Balance at January 1, 2021 |
14,714 |
210 |
24 |
14,948 |
Addition |
106 |
165 |
- |
271 |
Capitalized borrowing costs |
- |
5 |
- |
5 |
Write-offs |
(12) |
(3) |
- |
(15) |
Transfers |
(94) |
3 |
- |
(91) |
Signature Bonuses Transfers |
(11,629) |
- |
- |
(11,629) |
Amortization |
(6) |
(54) |
- |
(60) |
Impairment reversal |
- |
1 |
- |
1 |
Cumulative translation adjustment |
(384) |
(19) |
(2) |
(405) |
Balance at December 31, 2021 |
2,695 |
308 |
22 |
3,025 |
Cost |
2,744 |
1,321 |
22 |
4,087 |
Accumulated amortization and impairment |
(49) |
(1,013) |
- |
(1,062) |
Balance at December 31, 2021 |
2,695 |
308 |
22 |
3,025 |
Addition |
4 |
37 |
- |
41 |
Capitalized borrowing costs |
- |
2 |
- |
2 |
Write-offs |
(1) |
(1) |
- |
(2) |
Transfers |
(3) |
- |
- |
(3) |
Amortization |
(1) |
(17) |
- |
(18) |
Impairment recognition |
- |
(1) |
- |
(1) |
Cumulative translation adjustment |
477 |
56 |
4 |
537 |
Balance at March 31, 2022 |
3,171 |
384 |
26 |
3,581 |
Cost |
3,229 |
1,579 |
26 |
4,834 |
Accumulated amortization and impairment |
(58) |
(1,195) |
- |
(1,253) |
Balance at March 31, 2022 |
3,171 |
384 |
26 |
3,581 |
Estimated useful life in years |
(**) |
5 |
Indefinite |
|
(*) It comprises mainly signature bonuses (amounts paid in concession contracts for oil or natural gas exploration and production sharing), in addition to public service concessions, trademarks and patents and others. |
(**) 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. |
| 16.2. | Surplus volumes of Transfer of Rights Agreement |
Búzios
Expenses incurred by Petrobras in the ordinary operations
of the bidding area for the benefit of the consortium, in the amount of US$ 61, made prior to the start of the Co-Participation Agreement
and not included in the total compensation amount, were reimbursed to Petrobras by the partners CNODC Brasil Petróleo e Gás
Ltda. and CNOOC Petroleum Brasil Ltda. in February 2022.
In addition, on March 4, 2022, Petrobras signed an agreement
with its partner CNOOC for the transfer of 5% of its interest in the Production Sharing Contract for the Surplus Volume of the Transfer
of Rights Agreement of the Búzios field, in the pre-salt layer of the Santos basin, to this company. The agreement results from
the call option exercised by CNOOC on September 29, 2021.
The amount to be received by Petrobras at the closing of the
operation is US$ 2,120, referring to the compensation and reimbursement of the signature bonus of CNOOC's additional interest, subject
to price adjustments and to the fulfillment of conditions precedent, such as CADE, ANP and Ministry of Mines and Energy (MME) approval.
After the transaction becomes effective, Petrobras will hold
an 85% interest in the Production Sharing Contract of the Surplus Volume of the Transfer of Rights Agreement of the Búzios field,
CNOOC will hold a 10% interest and CNODC Brasil Petróleo e Gás Ltda. a 5% interest. The total participation in this Búzios
Co-participation Agreement, including the portions of the Transfer of Rights Agreement and of the BS-500 Concession Agreement (100% of
Petrobras) will be 88.99% of Petrobras, 7.34% of CNOOC and 3.67% of CNODC.
The assets related to these transactions are classified as
assets held for sale.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The Company annually tests its assets for impairment or when
there is an indication that their carrying amount may not be recoverable, or that there may be a reversal of impairment losses recognized
in previous years.
In the first quarter of 2022, the Company recognized net impairment
reversals amounting to US$ 1, due to the disposal of drilling rigs which were no longer in use and to the leasing of Termocamaçari
thermoelectric plant to third parties.
In the first quarter of 2021, impairment losses were recognized,
in the amount of US$ 90, mainly due to:
| · | Oil and gas production and drilling equipment in Brazil: the Company decided to discontinue the use of
the P-33 platform in the Marlim field, due to the discontinuation of production and the beginning of its decommissioning process, resulting
in its exclusion from the CGU North group and its impairment testing as a separate asset, with the recognition of a US$ 122 impairment
loss; and |
| · | Oil and gas production and drilling equipment abroad: the Company decided to use certain equipment that
were previously part of platforms P-72 and P-73 in producing fields in the Santos basin. Thus, considering estimated future cash flows
for these assets, the Company recognized a US$ 27 impairment reversal. |
| 18. | Exploration and evaluation of oil and gas reserves |
Changes in the balances of capitalized costs directly associated
with exploratory wells pending determination of proved reserves and the balance of amounts paid for obtaining rights and concessions for
exploration of oil and natural gas (capitalized acquisition costs) are set out in the following table:
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*) |
03.31.2022 |
12.31.2021 |
Property plant and equipment |
|
|
Opening Balance |
1,994 |
3,024 |
Additions |
66 |
459 |
Write-offs |
(13) |
(188) |
Transfers |
(9) |
(1,097) |
Cumulative translation adjustment |
338 |
(204) |
Closing Balance |
2,376 |
1,994 |
Intangible Assets |
3,034 |
2,576 |
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs |
5,410 |
4,570 |
(*) 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:
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Exploration costs recognized in the statement of income |
|
|
Geological and geophysical expenses |
53 |
67 |
Exploration expenditures written off (includes dry wells and signature bonuses) |
23 |
131 |
Contractual penalties |
2 |
15 |
Other exploration expenses |
1 |
1 |
Total expenses |
79 |
214 |
Cash used in : |
|
|
Operating activities |
54 |
68 |
Investment activities |
76 |
115 |
Total cash used |
130 |
183 |
|
|
|
| 19. | Collateral for crude oil exploration concession agreements |
The Company has granted collateral to ANP in connection with
the performance of the Minimum Exploration Programs established in the concession agreements for petroleum exploration areas in the total
amount of US$ 1,861 (US$ 1,574 as of December 31, 2021) of which US$ 1,861 were still in force as of March 31, 2022 (US$ 1,574
as of December 31, 2021), net of commitments undertaken. As of March 31,
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
2022, the collateral comprises crude oil from previously identified
producing fields, pledged as collateral, amounted to US$ 1,463 (US$ 1,243 as of December 31, 2021) and bank guarantees of US$ 398
(US$ 331 as of December 31, 2021).
| 20.1. | Investments in associates and joint ventures |
|
Balance at 12.31.2021 |
Investments |
Transfer to assets held for sale |
Restructuring, capital decrease and others |
Results of equity-accounted investments |
CTA |
OCI |
Dividends |
Balance at
03.31.2022 |
Joint Ventures |
509 |
8 |
(2) |
9 |
69 |
6 |
- |
(49) |
550 |
Associates (*) |
998 |
1 |
- |
(11) |
281 |
(47) |
250 |
− |
1,472 |
Other investments |
3 |
− |
- |
− |
− |
1 |
− |
− |
4 |
Total |
1,510 |
9 |
(2) |
(2) |
350 |
(40) |
250 |
(49) |
2,026 |
(*) It includes Braskem. |
| 21. | Assets by operating segment |
The segment information reflects the financial information
used in the decision-making process for resource allocation and performance evaluation carried out by the Company’s Board of Executive
Officers (as Chief Operating Decision Makers).
|
Exploration and Production |
Refining, Transportation & Marketing |
Gas
&
Power |
Corporate and other business |
Elimina-tions |
Total |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 03.31.2022 |
|
|
|
|
|
|
|
Current assets |
7,514 |
17,431 |
3,910 |
21,243 |
(7,987) |
42,111 |
Non-current assets |
124,864 |
25,917 |
8,363 |
9,531 |
− |
168,675 |
Long-term receivables |
7,025 |
2,942 |
673 |
7,413 |
− |
18,053 |
Investments |
403 |
1,455 |
140 |
28 |
− |
2,026 |
Property, plant and equipment |
114,316 |
21,406 |
7,468 |
1,825 |
− |
145,015 |
Operating assets |
100,865 |
18,421 |
5,322 |
1,501 |
− |
126,109 |
Under construction |
13,451 |
2,985 |
2,146 |
324 |
− |
18,906 |
Intangible assets |
3,120 |
114 |
82 |
265 |
− |
3,581 |
Total Assets |
132,378 |
43,348 |
12,273 |
30,774 |
(7,987) |
210,786 |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 12.31.2021 |
|
|
|
|
|
|
|
Current assets |
6,034 |
12,691 |
3,838 |
13,259 |
(5,673) |
30,149 |
Non-current assets |
107,112 |
21,697 |
6,751 |
8,639 |
− |
144,199 |
Long-term receivables |
5,042 |
2,212 |
322 |
6,758 |
− |
14,334 |
Investments |
393 |
970 |
119 |
28 |
− |
1,510 |
Property, plant and equipment |
99,033 |
18,419 |
6,241 |
1,637 |
− |
125,330 |
Operating assets |
87,210 |
16,086 |
3,739 |
1,373 |
− |
108,408 |
Under construction |
11,823 |
2,333 |
2,502 |
264 |
− |
16,922 |
Intangible assets |
2,644 |
96 |
69 |
216 |
− |
3,025 |
Total Assets |
113,146 |
34,388 |
10,589 |
21,898 |
(5,673) |
174,348 |
| 22. | Disposal of assets and other changes in organizational structure |
The Company has an active partnership and divestment portfolio,
which takes into account opportunities for disposal of non-strategic assets in several areas in which it operates, whose development of
transactions also depends on conditions beyond the control of the Company. The divestment projects and strategic partnerships follow the
procedures aligned with the guidelines of the Brazilian Federal Auditor’s Office (Tribunal de Contas da União –
TCU) and the current legislation.
The major classes of assets and related liabilities classified
as held for sale are shown in the following table:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
03.31.2022 |
12.31.2021 |
|
E&P |
RT&M |
Gas & Power |
Corporate and other business |
Total |
Total |
Assets classified as held for sale |
|
|
|
|
|
|
Cash and cash equivalents |
- |
− |
9 |
− |
9 |
13 |
Trade receivables |
- |
− |
39 |
− |
39 |
31 |
Inventories |
- |
94 |
1 |
− |
95 |
73 |
Investments |
- |
− |
331 |
− |
331 |
210 |
Property, plant and equipment |
3,639 |
156 |
1 |
− |
3,796 |
1,975 |
Others |
- |
2 |
140 |
1 |
143 |
188 |
Total |
3,639 |
252 |
521 |
1 |
4,413 |
2,490 |
Liabilities on assets classified as held for sale |
|
|
|
|
|
|
Trade payables |
- |
- |
1 |
- |
1 |
2 |
Finance debt |
- |
- |
- |
1 |
1 |
1 |
Provision for decommissioning costs |
1,512 |
- |
- |
- |
1,512 |
833 |
Others |
- |
- |
41 |
- |
41 |
31 |
Total |
1,512 |
− |
42 |
1 |
1,555 |
867 |
| 22.1. | Transactions pending closing at March 31, 2022 |
The significant transactions signed prior to January 1, 2022
and pending closing at March 31, 2022 are: (i) sale of the Company’s entire interest in Peroá group of fields; (ii) sale
of the Company’s entire interest in Papa-Terra producing fields; (iii) sale of onshore fields in the states of Bahia, Ceará,
Espírito Santo and Sergipe; (iv) sale of the Company’s entire interest in Gaspetro; (v) sale of Isaac Sabbá refinery
(REMAN); (vi) sale of interest in SIX shale processing plant; and (vii) the Transfer of Rights Agreement and the Production Sharing Contract
for the surplus volume of the Búzios field (for which more information is presented in note 17 – Intangible assets - Surplus
volumes of Transfer of Rights Agreement).
Regarding the divestment of the REMAN refinery, on March 8,
2022, the Administrative Council for Economic Defense (CADE) published a statement declaring the Act of Concentration to be complex and
ordering the execution of diligence on this sale to Ream Participações S.A., which was signed in August 2021. The diligence
is related to the further analysis of the operation and its effects on the downstream refining markets and possible competitive impacts,
and is expected to last between 240 and 330 days as of November 2021. Petrobras continues to collaborate with CADE to obtain the approval
for the transaction within the legal deadline.
The following table presents the transactions for which agreements
were signed in the three-month period ended March 31, 2022:
Transaction |
Acquirer |
Date of approval / signing |
Transaction amount (*) |
Further information |
Sale of the Company's entire interest (100%) in a set of 22 production onshore and shallow water field concessions, together with its associated infrastructure, located in the Potiguar Basin, in the state of Rio Grande do Norte, jointly called the Potiguar group of fields. |
3R Potiguar SA, wholly-owned subsidiary of 3R Petroleum Óleo e Gás SA |
January 2022 |
1,385 |
a |
Sale of the Company's entire interest in a set of four onshore production fields, with integrated facilities, located in the state of Espírito Santo, jointly called Norte Capixaba group of fields. |
Petromais Global Exploração e Produção S.A. (renamed Origem Energia S.A.) |
February 2022 |
478 |
b |
|
|
|
|
|
(*) Amounts considered at the signing of the transaction. |
| a) | Sale of Potiguar group of fields and related assets |
The agreement provides for the receipt of US$ 110 at the transaction
signing, US$ 1,040 at the transaction closing, and US$ 235 to be paid in 4 annual installments of US$ 58.75, starting in March
2024.
The contract provides for price adjustments until the closing
of the transaction, and it is also subject to the fulfillment of conditions precedent, such as approval by the Brazilian Agency of Petroleum,
Natural Gas and Biofuels (ANP).
| b) | Sale of Norte Capixaba group of fields |
The agreement provides for the receipt of US$ 36 at the
transaction signing, and US$ 442 at the transaction closing and US$ 66 in contingent payments provided for in the contract,
depending on future Brent prices.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The agreement provides for price adjustments and to the fulfillment
of conditions precedent, such as the approval by the ANP.
| 22.2. | Transactions closed in the first quarter of 2022 |
Transaction |
Acquirer |
Signature date (S)
Closing date (C) |
Sale amount (*) |
Gain/ (loss) (**) |
Further information |
Sale of the Company's entire interest in a set of seven onshore and shallow water fields called Alagoas group, and of Alagoas Natural Gas Processing Unit, in the state of Alagoas. |
Petromais Global Exploração e Produção S.A. (renamed Origem Energia S.A.) |
June 2021 (S)
February 2022 (C) |
300 |
335 |
a |
Total |
|
|
|
|
|
(*) The amount of "Proceeds from disposal of assets" in the Statement of Cash Flows is composed of amounts received this period, including installments of operations from previous years, and advances referring to operations not completed. |
(**) Recognized in “Results on disposal/write-offs of assets and on remeasurement of investment retained with loss of control” within other income and expenses (note 6). |
| a) | Sale of Alagoas group of fields and related assets |
The transaction was closed with the payment of US$ 240 to
Petrobras in February 2022 is in addition to the US$ 60 paid to Petrobras on the signing date (June 2021).
| 22.3. | Price adjustments – transactions closed in previous periods |
| 22.3.1. | Sale of RLAM refinery assets |
The transaction closed in November 2021 included price adjustments
provided for in the contract, for which the Company recognized US$ 68 in February 2022 within other income and expenses. This sale is
still subject to residual price adjustment.
| 22.4. | Contingent assets from disposed investments – transactions closed in previous periods |
| 22.4.1. | Pampo and Enchova groups of fields |
In July 2020, Petrobras closed the sale of its entire interest
in Pampo and Enchova groups of fields to Trident Energy do Brasil Ltda., with additional conditions providing for the payment to Petrobras
of amounts of up to US$ 650 classified as contingent assets, to be recognized when the agreed conditions, relating to Brent prices, are
met. Of this amount, the Company recognized US$ 36 in 2021, which was received in March 2022.
In March 2022, the Company recognized additional US$ 77 within
other income and expenses, which is expected to be received in March 2023.
| 22.4.2. | Miranga group of fields |
In December 2021, the Company closed the sale of its entire
interest in 9 onshore production fields to SPE Miranga, a subsidiary of PetroRecôncavo S.A.
This agreement provides for up to US$ 85 in contingent receivables
related to future average Brent prices. Of this amount, the Company met the agreed conditions for the receipt of US$ 15 in December 2021,
and additional US$ 13 in the first quarter of 2022, recognized within other income and expenses in the corresponding periods. Both
amounts will be updated according to changes in Brent prices and are expected to be received in March 2023.
In November 2020, the Company closed the sale of its interest
in this field to Karoon Petróleo & Gás Ltda (Karoon), a subsidiary of Karoon Energy Ltd.
This agreement provides for up to US$ 285 in contingent receivables
related to future average Brent prices. Of this amount, the Company met the agreed conditions for the receipt of US$ 17 in 2021, and additional
US$ 61 in the first quarter of 2022, recognized within other income and expenses in the corresponding periods. Both amounts
will be updated according to changes in Brent prices and are expected to be received in January 2023.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
On March 23, 2022, the dissolution of Participações
em Complexos Bioenergéticos S.A. – PCBios, in which Petrobras held 50%, was concluded, after approval at this company's Extraordinary
General Meeting. There were no accounting effects arising from this transaction.
| 23.1. | Balance by type of finance debt |
In Brazil |
03.31.2022 |
12.31.2021 |
Banking Market |
1,353 |
1,237 |
Capital Market |
2,982 |
2,504 |
Development banks (*) |
878 |
769 |
Others |
8 |
7 |
Total |
5,221 |
4,517 |
Abroad |
|
|
Banking Market |
8,617 |
8,525 |
Capital Market |
18,701 |
19,527 |
Export Credit Agency |
2,708 |
2,951 |
Others |
174 |
180 |
Total |
30,200 |
31,183 |
Total finance debt |
35,421 |
35,700 |
Current |
3,790 |
3,641 |
Non-current |
31,631 |
32,059 |
(*) It includes BNDES, FINAME, FINEP and New Development Bank (NDB) |
Current finance debt is composed of:
|
03.31.2022 |
12.31.2021 |
Short-term debt |
131 |
108 |
Current portion of long-term debt |
3,228 |
3,063 |
Accrued interest on short and long-term debt |
431 |
470 |
Total |
3,790 |
3,641 |
The capital market balance is mainly composed of US$ 18,018
in global notes issued abroad by the wholly-owned subsidiary PGF and US$ 2,795 in debentures issued by Petrobras in reais in Brazil.
The balance in global notes has maturities between 2024 to
2115 and does not require collateral. Such financing was carried out in dollars, euros and pounds, 87%, 3% and 10%, of the total global
notes, respectively.
The debentures, with maturities between 2024 and 2034 and
without guarantees, are not convertible into shares.
At March 31, 2021, there was no default, breach of covenants
or change in collateral provided or clauses that would result in change in payment terms compared December 31, 2021.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 23.2. | Changes in finance debt and reconciliation with cash flows from financing activities |
|
Balance at 01.01.2021 |
Additions |
Principal amorti zation (*) |
Interest amorti zation (*) |
Accrued interest (**) |
Foreign exchange/ inflation indexation charges |
Cumulative translation adjustment (CTA) |
Modification of contractual cash flows |
Transfer to liabilities classified as held for sale |
Balance at 12.31.2021 |
In Brazil |
8,853 |
- |
(4,274) |
(267) |
316 |
233 |
(344) |
- |
- |
4,517 |
Abroad |
45,035 |
1,885 |
(15,971) |
(2,034) |
2,407 |
186 |
(325) |
- |
- |
31,183 |
|
53,888 |
1,885 |
(20,245) |
(2,301) |
2,723 |
419 |
(669) |
− |
− |
35,700 |
Premium on repurchase of debt securities |
|
|
(1,102) |
− |
|
|
|
|
|
|
Deposits linked to financing (***) |
|
|
(66) |
72 |
|
|
|
|
|
|
Net cash used in financing activities |
1,885 |
(21,413) |
(2,229) |
|
|
|
|
|
|
(*) It includes pre-payments. |
(**) It includes premium and discount over notional amounts, as well as gains and losses by modifications in contractual cash flows. |
(***) Deposits linked to financing with China Development Bank (CDB), with semiannual settlements in June and December. |
|
Balance at 01.01.2022 |
Additions |
Principal amorti zation (*) |
Interest amorti zation (*) |
Accrued interest (**) |
Foreign exchange/ inflation indexation charges |
Cumulative translation adjustment (CTA) |
Modification of contractual cash flows |
Transfer to liabilities classified as held for sale |
Balance at 03.31.2022 |
In Brazil |
4,517 |
- |
(149) |
(92) |
99 |
47 |
800 |
- |
- |
5,221 |
Abroad |
31,183 |
150 |
(1,050) |
(426) |
416 |
(754) |
680 |
- |
- |
30,200 |
|
35,700 |
150 |
(1,199) |
(518) |
515 |
(707) |
1,480 |
− |
− |
35,421 |
Premium on repurchase of debt securities |
|
|
(26) |
- |
|
|
|
|
|
|
Deposits linked to financing (***) |
|
|
(266) |
(49) |
|
|
|
|
|
|
Net cash used in financing activities |
150 |
(1,491) |
(567) |
|
|
|
|
|
|
(*) It includes pre-payments. |
(**) It includes premium and discount over notional amounts, as well as gains and losses by modifications in contractual cash flows. |
(***) Deposits linked to financing with China Development Bank (CDB), with semiannual settlements in June and December. |
In the first quarter of 2022, the Company’s maintained
its liability management strategy to improve the debt profile and to adapt to the maturity terms of the Company’s long-term investments.
The Company repaid several finance debts, in the amount of
US$ 2,058 notably US$ 679 to repurchase and withdraw global bonds previously issued by the Company in the capital market.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 23.3. | Summarized information on current and non-current finance debt |
Maturity in |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total (**) |
Fair Value |
|
|
|
|
|
|
|
|
|
Financing in U.S.Dollars (US$)(*): |
2,330 |
2,560 |
3,328 |
2,676 |
1,666 |
14,682 |
27,242 |
28,356 |
Floating rate debt |
2,115 |
2,560 |
2,676 |
1,933 |
1,143 |
897 |
11,324 |
|
Fixed rate debt |
215 |
- |
652 |
743 |
523 |
13,785 |
15,918 |
|
Average interest rate p.a. |
5.2% |
5.8% |
6.0% |
5.9% |
6.4% |
6.6% |
6.4% |
|
Financing in Brazilian Reais (R$): |
1,027 |
529 |
734 |
245 |
476 |
2,211 |
5,222 |
5,315 |
Floating rate debt |
759 |
311 |
310 |
153 |
153 |
584 |
2,270 |
|
Fixed rate debt |
268 |
218 |
424 |
92 |
323 |
1,627 |
2,952 |
|
Average interest rate p.a. |
5.9% |
5.6% |
5.1% |
4.5% |
4.1% |
4.6% |
4.9% |
|
Financing in Euro (€): |
18 |
7 |
13 |
482 |
- |
650 |
1,170 |
1,238 |
Fixed rate debt |
18 |
7 |
13 |
482 |
- |
650 |
1,170 |
|
Average interest rate p.a. |
4.7% |
4.7% |
4.7% |
4.7% |
- |
4.7% |
4.7% |
|
Financing in Pound Sterling (£): |
26 |
8 |
- |
- |
725 |
1,028 |
1,787 |
1,820 |
Fixed rate debt |
26 |
8 |
- |
- |
725 |
1,028 |
1,787 |
|
Average interest rate p.a. |
6.2% |
6.2% |
- |
- |
6.2% |
6.4% |
6.3% |
|
Total as of March 31, 2022 |
3,401 |
3,104 |
4,075 |
3,403 |
2,867 |
18,571 |
35,421 |
36,729 |
Average interest rate |
5.3% |
5.7% |
5.8% |
5.7% |
6.0% |
6.5% |
6.2% |
|
Total as of December 31, 2021 |
3,641 |
2,973 |
3,988 |
3,449 |
2,832 |
18,817 |
35,700 |
37,891 |
Average interest rate |
5.2% |
5.3% |
5.5% |
5.6% |
5.9% |
6.5% |
6.2% |
|
(*) Includes debt raised in Brazil (in Brazilian reais) indexed to the U.S. dollar. |
(**)The average maturity of outstanding debt as of March 31, 2022 is 13.22 years (13.39 years as of December 31, 2021). |
The fair value of the Company's finance debt is mainly determined
and categorized into a fair value hierarchy as follows:
Level 1- quoted prices in active markets for identical liabilities,
when applicable, amounting to US$ 18,846 of March 31, 2022 (US$ 20,770 of December 31, 2021); and
Level 2 – discounted cash flows based on discount rate
determined by interpolating spot rates considering financing debts indexes proxies, taking into account their currencies and also Petrobras’
credit risk, amounting to US$ 17,883 as of March 31, 2022 (US$ 17,121 as of December 31, 2021).
The sensitivity analysis for financial instruments subject
to foreign exchange variation is set out in note 27.3.
A maturity schedule of the Company’s finance debt (undiscounted),
including face value and interest payments is set out as follows:
Maturity |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 and thereafter |
03.31.2022 |
12.31.2021 |
Principal |
2,947 |
3,207 |
4,235 |
3,556 |
3,019 |
19,955 |
36,919 |
36,557 |
Interest |
1,373 |
1,747 |
1,617 |
1,404 |
1,294 |
22,688 |
30,122 |
30,557 |
Total |
4,320 |
4,954 |
5,852 |
4,960 |
4,313 |
42,643 |
67,041 |
67,114 |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
|
|
|
03.31.2022 |
Company |
Financial
institution |
Date |
Maturity |
Available
(Lines of Credit) |
Used |
Balance |
Abroad |
|
|
|
|
|
|
PGT BV |
Syndicate of banks |
12/16/2021 |
11/16/2026 |
5,000 |
− |
5,000 |
PGT BV (*) |
Syndicate of banks |
3/27/2019 |
2/27/2024 |
3,250 |
− |
3,250 |
Total |
|
|
|
8,250 |
− |
8,250 |
|
|
|
|
|
|
|
In Brazil |
|
|
|
|
|
|
Petrobras |
Banco do Brasil |
3/23/2018 |
9/26/2026 |
422 |
− |
422 |
Petrobras |
Bradesco |
6/1/2018 |
5/31/2023 |
422 |
− |
422 |
Petrobras |
Banco do Brasil |
10/4/2018 |
9/5/2025 |
422 |
− |
422 |
Transpetro |
Caixa Econômica Federal |
11/23/2010 |
Not defined |
69 |
− |
69 |
Total |
|
|
|
1,335 |
− |
1,335 |
(*) In April 2021, the subsidiary PGT BV extended part of the Revolving Credit Facility. As such, US$ 2,050 will be available for withdrawal from February 28, 2024 until February 27, 2026. |
Changes in the balance of lease liabilities are presented
below:
|
Balance at 12.31.2021 |
Remeasurement / new contracts |
Payment of principal and interest (*) |
Interest expenses |
Foreign exchange gains and losses |
Cumulative translation adjustment |
Transfers |
Balance at 03.31.2022 |
In Brazil |
4.604 |
426 |
(374) |
73 |
(401) |
778 |
- |
5.106 |
Abroad |
18.439 |
311 |
(947) |
231 |
(2.907) |
2.900 |
- |
18.027 |
Total |
23.043 |
737 |
(1.321) |
304 |
(3.308) |
3.678 |
- |
23.133 |
Current |
|
|
|
|
|
|
|
5.353 |
Non-current |
|
|
|
|
|
|
|
17.780 |
A maturity schedule of the lease arrangements (nominal amounts)
is set out as follows:
Nominal Future Payments |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total |
Balance at March 31, 2022 |
4,247 |
4,475 |
3,410 |
2,496 |
2,021 |
14,805 |
31,454 |
Balance at December 31, 2021 |
5,567 |
3,944 |
3,027 |
2,309 |
1,972 |
14,608 |
31,427 |
Payments in certain lease agreements vary due to changes in
facts or circumstances occurring after their inception other than the passage of time. Such payments are not included in the measurement
of the lease obligations. Variable lease payments in the first quarter of 2022 amounted to US$ 250, representing 19% in relation
to fixed payments (US$ 185 and 13% in the same period of 2021).
In the first quarter of 2022, the Company recognized lease
expenses in the amount of US$ 67 relating to short-term leases (US$ 23 in the same period of 2021).
At March 31, 2022, the nominal amounts of lease agreements
for which the lease term has not commenced, as they relate to assets under construction or not yet available for use, is US$ 80,868
(US$ 79,557 at December 31, 2021).
The sensitivity analysis of financial instruments subject
to exchange variation is presented in note 27.3.
| 25.1. | Share capital (net of share issuance costs) |
As of March 31, 2022 and December 31, 2021, subscribed and
fully paid share capital, net of issuance costs, was US$ 107,101, represented by 7,442,454,142 common shares and 5,602,042,788 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.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
As of March 31, 2022 and December 31, 2021, the Company held
treasury shares, of which 222,760 are common shares and 72,909 are preferred shares.
| 25.2. | Distributions to shareholders |
| 25.2.1. | Proposed dividends |
Distribution to shareholders for 2021, proposed by management
for approval at the Annual General Shareholders Meeting, amounted to US$ 18,541 (corresponding to US$ 1.4215 per outstanding share),
of which US$ 11,853 was anticipated during 2021 (updated by SELIC interest rate) and US$ 6,688 of complementary dividends to be paid on
May 16, 2022, updated by SELIC interest rate since December 31, 2021.
These dividends were approved at the Annual General Shareholders
Meeting held on April 13, 2022, when the complementary dividends was reclassified from shareholder’s equity to liabilities.
|
|
Jan-Mar/2022 |
|
Jan-Mar/2021 |
|
Common |
Preferred |
Total |
Common |
Preferred |
Total |
Net income attributable to shareholders of Petrobras |
4,909 |
3,696 |
8,605 |
103 |
77 |
180 |
Weighted average number of outstanding shares |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
Basic and diluted earnings per share - in U.S. dollars |
0.66 |
0.66 |
0.66 |
0.01 |
0.01 |
0.01 |
Basic and diluted earnings (losses) per ADS equivalent - in U.S. dollars (*) |
1.32 |
1.32 |
1.32 |
0.02 |
0.02 |
0.02 |
(*) Petrobras' ADSs are equivalent to two shares. |
Basic earnings per share are calculated by dividing the net
income (loss) attributable to shareholders of Petrobras by the weighted average number of outstanding shares during the period.
Diluted earnings per share are calculated by adjusting the
net income (loss) attributable to shareholders of Petrobras and the weighted average number of outstanding shares during the period taking
into account the effects of all dilutive potential shares (equity instrument or contractual arrangements that are convertible into shares).
Basic and diluted earnings are identical as the Company has
no potentially dilutive shares.
| 26. | Fair value of financial assets and liabilities |
|
Level I |
Level II |
Level III |
Total fair
value
recorded |
Assets |
|
|
|
|
Marketable securities |
759 |
- |
- |
759 |
Commodity derivatives |
1 |
1 |
- |
2 |
Foreign currency derivatives |
- |
10 |
- |
10 |
Interest rate derivatives |
- |
8 |
- |
8 |
Balance at March 31, 2022 |
760 |
19 |
- |
779 |
Balance at December 31, 2021 |
650 |
23 |
− |
673 |
|
|
|
|
|
Liabilities |
|
|
|
|
Foreign currency derivatives |
- |
(168) |
- |
(168) |
Balance at March 31, 2022 |
− |
(168) |
- |
(168) |
Balance at December 31, 2021 |
(1) |
(272) |
− |
(273) |
|
|
|
|
|
The estimated fair value for the Company’s non-current
debt, computed based on the prevailing market rates, is set out in note 23.
Certain receivables are classified as fair value through profit
or loss, as presented in note 9.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The fair values of cash and cash equivalents, current debt
and other financial assets and liabilities are equivalent or do not differ significantly from their carrying amounts.
| 27.1. | Derivative financial instruments |
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, 2022 , 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 |
|
|
|
|
Fair value |
|
|
Notional value |
Asset Position (Liability) |
Maturity |
|
03.31.2022 |
12.31.2021 |
03.31.2022 |
12.31.2021 |
|
Derivatives not designated for hedge accounting |
|
|
|
|
|
Future contracts - total (*) |
(1,643) |
(1,308) |
1 |
(1) |
|
Long position/Crude oil and oil products |
1,232 |
1,380 |
- |
- |
2022 |
Short position/Crude oil and oil products |
(2,875) |
(2,688) |
- |
- |
2022 |
Swap (**) |
|
|
|
|
− |
Long put/ Soybean oil (**) |
(16) |
(11) |
1 |
- |
2022 |
Options |
|
|
|
|
|
Long put/ Soybean oil (**) |
(7) |
− |
- |
- |
2022 |
Forward contracts |
|
|
|
|
|
Short position/Foreign currency (BRL/USD) (***) |
(R$ 39) |
R$ 15 |
3 |
- |
2022 |
Swap |
|
|
|
|
|
Foreign currency / Cross-currency Swap (***) |
GBP 583 |
GBP 583 |
7 |
23 |
2026 |
Foreign currency / Cross-currency Swap (***) |
GBP 442 |
GBP 442 |
(79) |
(50) |
2034 |
Swap - IPCA |
R$ 3,008 |
R$ 3,008 |
8 |
(1) |
2029/2034 |
Foreign currency / Cross-currency Swap (***) |
US$ 729 |
US$ 729 |
(89) |
(221) |
2024/2029 |
Total recognized in the Statement of Financial Position |
|
|
(148) |
(250) |
|
(*) Notional value in thousands of bbl. |
(**) Notional value in thousands of tons. |
(***) Amounts in US$, GBP and R$ are presented in million.
|
|
|
|
|
|
|
|
Gains/ (losses) recognized in the statement of income |
|
2022 |
2021 |
Commodity derivatives |
|
|
Other commodity derivative transactions - 27.2 (a) |
(53) |
(23) |
Recognized in Other Income and Expenses |
(53) |
(23) |
Currency derivatives |
|
|
Swap Pounds Sterling x Dollar - 27.3 (b) |
(30) |
29 |
NDF – Pounds Sterling x Dollar - 27.3 (b) |
− |
4 |
Swap CDI x Dollar - 27.3 (b) |
169 |
(28) |
Others |
− |
1 |
|
139 |
6 |
Interest rate derivatives |
|
|
Swap - CDI X IPCA |
(1) |
(28) |
|
(1) |
(28) |
Cash flow hedge on exports (*) |
(1,380) |
(1,113) |
Recognized in Net finance income (expense) |
(1,242) |
(1,135) |
Total |
(1,295) |
(1,158) |
(*) As presented in note 27.3 |
|
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Gains/ (losses) recognized in other comprehensive income |
|
2022 |
2021 |
Cash flow hedge on exports (*) |
12,976 |
(4,455) |
|
|
|
(*) As presented in note 27.3 |
|
|
Guarantees given as collateral |
|
03.31.2022 |
12.31.2021 |
Commodity derivatives |
61 |
15 |
Currency derivatives |
75 |
27 |
Total |
136 |
42 |
A sensitivity analysis of the derivative financial instruments
for the different types of market risks as of March 31, 2022 is set out as follows:
Financial Instruments |
Risk |
Probable Scenario |
Reasonably possible
scenario |
Remote
Scenario |
Derivatives not designated for hedge accounting |
|
|
|
|
Future and forward contracts |
Crude oil and oil products - price changes |
- |
(80) |
(160) |
Future and forward contracts |
Soybean oil - price changes |
- |
(5) |
(12) |
Option |
Soybean oil |
- |
(5) |
(11) |
Non-deliverable forwards (NDF) |
Foreign currency - depreciation BRL x USD |
- |
(25) |
(50) |
|
|
− |
(115) |
(233) |
The probable scenario uses market references, used in pricing
models for oil, oil products and natural gas markets, and takes into account the closing price of the asset on March 31, 2022. Therefore,
no variation is considered arising from outstanding operations in this scenario. The reasonably possible and remote scenarios reflect
the potential effects on the statement of income from outstanding transactions, considering a variation in the closing price of 25% and
50%, respectively. To simulate the most unfavorable scenarios, the variation was applied to each asset according to open transactions:
price decrease for long positions and increase for short positions.
| 27.2. | Risk management of products prices |
The Company is usually exposed to commodity price cycles,
although it may use derivative instruments to hedge exposures related to prices of products purchased and sold to fulfill operational
needs and in specific circumstances depending on business environment analysis and assessment of whether the targets of the Strategic
Plan are being met.
| a) | Other commodity derivative transactions |
Petrobras, by use of its assets, positions and market knowledge
from its operations in Brazil and abroad, occasionally seeks to optimize some of its commercial operations in the international market,
with the use of commodity derivatives to manage price risk.
| 27.3. | Foreign exchange risk management |
| a) | Cash Flow Hedge involving the Company’s future exports |
The carrying amounts, the fair value as of March 31, 2022,
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$ 4.7378 exchange rate are set out below:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
Present value of hedging instrument notional
value at
03.31.2022 |
Hedging Instrument |
Hedged Transactions |
Nature
of the Risk |
Maturity
Date |
US$ million |
R$ million |
Foreign exchange gains and losses on proportion of non-derivative financial instruments cash flows |
Foreign exchange gains and losses of highly probable future monthly exports revenues |
Foreign Currency
– Real vs U.S. Dollar
Spot Rate |
April 2022 to March 2032 |
71,676 |
339,587 |
Changes in the present value of hedging instrument notional value |
US$ million |
R$ million |
Amounts designated as of January 1, 2022 |
72,640 |
405,370 |
Additional hedging relationships designated, designations revoked and hedging instruments re-designated |
5,894 |
30,379 |
Exports affecting the statement of income |
(2,548) |
(13,632) |
Principal repayments / amortization |
(4,310) |
(22,498) |
Foreign exchange variation |
- |
(60,032) |
Amounts designated as of March 31, 2022 |
71,676 |
339,587 |
Nominal value of hedging instrument (finance debt and lease liability) at March 31, 2022 |
82,513 |
390,929 |
In the first quarter of 2022, the Company recognized a US$ 24
gain within foreign exchange gains (losses) due to ineffectiveness (a US$ 1 loss in the same period of 2021).
The average ratio of future exports for which cash flow hedge
accounting was designated to the highly probable future exports is 70.48%.
A roll-forward schedule of cumulative foreign exchange losses
recognized in other comprehensive income as of March 31, 2022 is set out below:
|
Exchange rate variation |
Tax effect |
Total |
Balance at January 1,2021 |
(37,257) |
12,667 |
(24,590) |
Recognized in Other comprehensive income |
(3,949) |
1,344 |
(2,605) |
Reclassified to the statement of income - occurred exports |
4,585 |
(1,559) |
3,026 |
Balance at December 31, 2021 |
(36,621) |
12,452 |
(24,169) |
Recognized in Other comprehensive income |
11,596 |
(3,943) |
7,653 |
Reclassified to the statement of income - occurred exports |
1,380 |
(469) |
911 |
Balance at March 31, 2022 |
(23,645) |
8,040 |
(15,605) |
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 forecasted export prices and export
volumes following a revision of the Company’s strategic 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 the Strategic Plan 2022-2026, would not indicate a reclassification from
equity to the statement of income.
A schedule of expected reclassification of cumulative foreign
exchange losses recognized in other comprehensive income to the statement of income as of March 31, 2022 is set out below:
|
2022 |
2023 |
2024 |
2025 |
2026 |
2027 |
2028 a 2031 |
Total |
Expected realization |
(6,562) |
(6,903) |
(4,727) |
(2,227) |
(1,736) |
(2,222) |
732 |
(23,645) |
|
|
|
|
|
|
|
|
|
| b) | Information on ongoing contracts |
As of March 31, 2022, the Company has outstanding swap contracts
- IPCA x CDI and CDI x Dollar, as well as Swap - Pound sterling x Dollar.
Swap contracts – IPCA x CDI and CDI
x Dollar
Changes in future interest rate curves (CDI) may have an impact
on the Company's results, due to the market value of these swap contracts. The parallel shock was estimated from the average term of swap
contracts (25% of the future interest rate). A sensitivity analysis on CDI through a parallel shock keeping all other variables remaining
constant, would result in the impacts shown in the following table:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Sensitivity Analysis |
Result |
Parallel increase of 300 basis points |
(31) |
Parallel reduction of 300 basis points |
50 |
| 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 reasonably possible and remote
scenarios (25% and 50% changes in the foreign exchange rates prevailing on March 31, 2022, respectively), except for assets and liabilities
of foreign subsidiaries, when transacted in a currency equivalent to their respective functional currencies. This analysis only covers
the exchange rate variation and maintains all other variables constant.
Financial Instruments |
Exposure at 03.31.2022 |
Risk |
Probable Scenario (*) |
Reasonably possible
scenario |
Remote
Scenario |
Assets |
5,327 |
|
452 |
1,332 |
2,663 |
Liabilities |
(90,398) |
Dollar/Real |
(7,674) |
(22,600) |
(45,199) |
Exchange rate - Cross currency swap |
(635) |
|
(54) |
(159) |
(317) |
Cash flow hedge on exports |
71,676 |
|
6,085 |
17,919 |
35,838 |
|
(14,030) |
|
(1,191) |
(3,508) |
(7,015) |
Assets |
2 |
Euro/Real |
− |
1 |
1 |
Liabilities |
(16) |
|
(1) |
(4) |
(8) |
|
(14) |
|
(1) |
(3) |
(7) |
Assets |
1,207 |
Euro/Dollar |
(11) |
302 |
603 |
Liabilities |
(2,360) |
|
21 |
(590) |
(1,180) |
|
(1,153) |
|
10 |
(288) |
(577) |
Assets |
2 |
Pound/Real |
− |
1 |
1 |
Liabilities |
(21) |
|
(2) |
(5) |
(11) |
|
(19) |
|
(2) |
(4) |
(10) |
Assets |
1,812 |
Pound/Dollar |
7 |
453 |
906 |
Liabilities |
(3,562) |
|
(15) |
(890) |
(1,781) |
Derivative - cross currency swap |
1,347 |
|
5 |
337 |
674 |
|
(403) |
|
(3) |
(100) |
(201) |
Total at March 31, 2022 |
(15,619) |
|
(1,187) |
(3,903) |
(7,810) |
(*) At March 31, 2022, the probable scenario was computed based on the following risks: R$ x U.S. Dollar - a 8.49% depreciation of the Real; Yen x Dollar - a 1.2% appreciation of the Yen; Euro x U.S. Dollar: a 0.8% depreciation of the Euro; Pound Sterling x U.S. Dollar: a 0.38% depreciation of the Pound Sterling; Real x Euro: a 7.6% depreciation of the Real; and Real x Pound Sterling - a 8.9% depreciation of the Real. Source: Focus and Thomson Reuters. |
| 27.4. | 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 faced by certain subsidiaries of Petrobras.
The sensitivity analysis of interest rate risk presented in
the table below is carried out for a 12-month term. Amounts referring to reasonably possible and remote scenarios mean the total floating
interest expense if there is a variation of 25% and 50% in these interest rates, respectively, maintaining all other variables constant.
Risk |
|
Probable Scenario (*) |
Reasonably possible
scenario |
Remote
Scenario |
LIBOR 3M |
|
5 |
7 |
8 |
LIBOR 6M |
|
410 |
471 |
532 |
CDI |
|
145 |
181 |
217 |
TJLP |
|
72 |
90 |
108 |
IPCA |
|
102 |
127 |
153 |
|
|
734 |
876 |
1,018 |
(*) The probable scenario was calculated considering the quotations of currencies and floating rates to which the debts are indexed. |
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 27.5. | Liquidity risk management |
The possibility of a shortage of cash or other financial assets
in order to settle the Company’s obligations on the agreed dates is managed by the Company.
Following its liability management strategy, the Company regularly
evaluates market conditions and may enter into transactions to repurchase its own securities or those of its affiliates, through a variety
of means, including tender offers, make whole exercises and open market repurchases, in order to improve its debt repayment profile and
cost of debt.
| 28. | Related-party transactions |
| 28.1. | Transactions with joint ventures, associates, government entities and pension plans |
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 include transactions with banks and other entities under its control,
such as financing and banking, asset management and other transactions.
The balances of significant transactions are set out in the
following table:
|
|
03.31.2022 |
|
12.31.2021 |
|
|
|
|
|
|
Assets |
Liabilities |
Assets |
Liabilities |
Joint ventures and associates |
|
|
|
|
State-controlled gas distributors (joint ventures) |
270 |
49 |
255 |
42 |
Petrochemical companies (associates) |
16 |
44 |
26 |
12 |
Other associates and joint ventures |
88 |
35 |
104 |
13 |
Subtotal |
374 |
128 |
385 |
67 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
1,730 |
- |
1,446 |
- |
Banks controlled by the Brazilian Government |
10,321 |
1,432 |
8,417 |
1,267 |
Petroleum and alcohol account - receivables from the Brazilian Government |
616 |
- |
506 |
- |
Others |
84 |
74 |
28 |
54 |
Subtotal |
12,751 |
1,506 |
10,397 |
1,321 |
Pension plans |
64 |
35 |
51 |
61 |
Total |
13,189 |
1,669 |
10,833 |
1,449 |
Current |
2,930 |
357 |
2,110 |
315 |
Non-Current |
10,259 |
1,312 |
8,723 |
1,134 |
Total |
13,189 |
1,669 |
10,833 |
1,449 |
The income/expenses of significant transactions are set out
in the following table:
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
2022 |
2021 |
|
|
|
Jan-Mar |
Jan-Mar |
Joint ventures and associates |
|
|
|
|
BR Distribuidora (now called Vibra Energia) |
|
|
− |
3,310 |
Natural Gas Transportation Companies |
|
|
− |
(245) |
State-controlled gas distributors (joint ventures) |
|
|
574 |
449 |
Petrochemical companies (associates) |
|
|
1,125 |
768 |
Other associates and joint ventures |
|
|
29 |
42 |
Subtotal |
|
|
1,728 |
4,324 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
|
|
42 |
7 |
Banks controlled by the Brazilian Government |
|
|
21 |
(63) |
Receivables from the Electricity sector |
|
|
− |
15 |
Petroleum and alcohol account - receivables from the Brazilian Government |
|
|
19 |
11 |
Empresa Brasileira de Administração de Petróleo e Gás Natural – Pré-Sal Petróleo S.A. – PPSA |
|
|
(39) |
(31) |
Others |
|
|
11 |
10 |
Subtotal |
|
|
54 |
(51) |
Pension plans |
|
|
− |
− |
Total |
|
|
1,782 |
4,273 |
Revenues, mainly sales revenues |
|
|
1,781 |
4,734 |
Purchases and services |
|
|
4 |
(380) |
Income (expenses) |
|
|
(89) |
(43) |
Foreign exchange and inflation indexation charges, net |
|
|
12 |
(40) |
Finance income (expenses), net |
|
|
74 |
2 |
Total |
|
|
1,782 |
4,273 |
Information on judicialized debts from the Brazilian Federal
Government (precatórios) issued in favor of the Company arising from the petroleum and alcohol accounts is disclosed in
note 13.1 to the Company’s 2021 annual Financial Statements.
The liability related to pension plans of the Company's employees
and managed by the Petros Foundation, including debt instruments, is presented in note 12.
| 28.2. | Compensation of key management personnel |
The total compensation of Executive Officers and Board Members of Petrobras
is set out as follows:
|
|
Jan-Mar/2022 |
|
Jan-Mar/2021 |
|
Executive Officers |
Board of Directors |
Total |
Executive Officers |
Board of Directors |
Total |
Wages and short-term benefits |
0.7 |
− |
0.7 |
0.7 |
− |
0.7 |
Social security and other employee-related taxes |
0.2 |
− |
0.2 |
0.2 |
− |
0.2 |
Post-employment benefits (pension plan) |
0.1 |
− |
0.1 |
0.1 |
− |
0.1 |
Variable compensation |
− |
- |
− |
− |
- |
− |
Benefits due to termination of tenure |
− |
- |
− |
− |
- |
− |
Total compensation recognized in the statement of income |
1.0 |
− |
1.0 |
1.0 |
− |
1.0 |
Total compensation paid (*) |
1.3 |
− |
1.3 |
1.0 |
− |
1.0 |
Average number of members in the period (**) |
9.00 |
11.00 |
20.00 |
9.00 |
10.00 |
19.00 |
Average number of paid members in the period (***) |
9.00 |
3.33 |
12.33 |
9.00 |
5.00 |
14.00 |
(*) The variable compensation (PPP) paid to management is included in the Executive Officers columns. |
(**) Monthly average number of members. |
(***) Monthly average number of paid members. |
In the three-month period ended March 31, 2022, expenses related
to compensation of the board members and executive officers of Petrobras amounted to US$ 2.9 (US$ 3.5 for the same period of
2021).
On April 13, 2022, the Company’s Annual Shareholders’
Meeting set the threshold for the overall compensation for executive officers and board members at US$ 8.3 (R$ 39.5 million)
from April 2021 to March 2022.
The compensation of the Advisory Committees to the Board of
Directors is separate from the fixed compensation set for the Board Members and, therefore, has not been classified under compensation
of Petrobras’ key management personnel.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
In accordance with Brazilian regulations applicable to companies
controlled by the Brazilian Federal Government, Board members who are also members of the Audit Committee or Audit Committee of Petrobras
and its subsidiaries are only compensated with respect to their Audit Committee duties. The total compensation concerning these members
was US$ 153 thousand for the first quarter of 2022 (US$ 183 thousand with tax and social security costs). For the same period
of 2021, the total compensation concerning these members was US$ 113 thousand (US$ 135 thousand with tax and social security
costs).
| 29. | Supplemental information on statement of cash flows |
|
Jan-Mar/2022 |
Jan-Mar/2021 |
Amounts paid/received during the period: |
|
|
Withholding income tax paid on behalf of third-parties |
162 |
188 |
Transactions not involving cash |
|
|
Lease |
975 |
384 |
Provision/(reversals) for decommissioning costs |
10 |
(1) |
Use of deferred tax and judicial deposit for the payment of contingency |
720 |
- |
Receipt of the remaining balance relating to the sale of
NTS
On April 4, 2022, five years after the closing of this divestment,
Petrobras received US$ 1,000, included price adjustments, relating to the remaining balance from the sale of the Company’s
90% interest in Nova Transportadora do Sudeste (NTS) to Nova Infraestrutura Gasodutos Participações S.A. (NISA), a subsidiary
of Nova Infraestrutura Fundo de Investimentos em Participações Multiestratégia (FIP). As of March 31, 2022 this amount
was recorded in receivables from divestments.
Receipt of compensation from Atapu and Sépia
On April 27, 2022, Petrobras signed the Production Sharing
Contract for the surplus volume of the Transfer of Rights Agreement related to Atapu field, in partnership with Shell Brasil Petróleo
Ltda (Shell, 25%) and TotalEnergies EP Brasil Ltda. (TotalEnergies, 22.5%), and related to Sépia in consortium with TotalEnergies
(28%), Petronas Petróleo Brasil Ltda. (Petronas, 21%) and QP Brasil Ltda. (QP, 21%), according to the results of the Second Bidding
Round for the Surplus Volume of the Transfer of Rights Agreement in the Production Sharing regime, which was held on December 17, 2021.
The compensation paid to Petrobras were:
| · | US$ 1,110 (R$ 5,260 million) on April 13, 2022, paid by Shell relating to Atapu field; |
| · | US$ 992 (R$ 4,700 million) on April 26, 2022, paid by TotalEnergies relating to Atapu field; |
| · | US$ 3,071 (R$ 14,550 million) on April 26, 2022, paid by TotalEnergies, Petronas, and QP relating
to Sépia field. |
These amounts already include an estimate of the gross-up
of the taxes levied, pursuant to Ordinance No. 8 of April 19, 2021 of the Ministry of Mines and Energy (MME), and may be updated when
Petrobras calculates the gain on the transfer of assets to the Production Sharing regime.
On the same date, were also signed the Co-participation Agreements
and the Amendments to the Agreement for the Individualization of Atapu and Sepia Production (AIPs), necessary to manage the coincident
deposits contained in these areas.
The agreements became effective on May 2, 2022.
Tender offer of Global Notes
On April 14, 2022, Petrobras concluded the tender offer of
global notes, with maturities between 2024 and 2051, carried out by PGF. The total amount of global notes offered by bondholders, excluding
capitalized and unpaid interest, was US$ 1,952. The total amount paid was US$ 1,997, considering prices offered by Petrobras
and excluding capitalized interest up to the settlement date.
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Sale of Albacora Leste field
On April 27, 2022, the Company’s Board of Directors
approved the sale of its entire interest in the Albacora Leste field concession, located predominantly in deep waters of the Campos basin,
to Petro Rio Jaguar Petróleo Ltda. (PetroRio), a subsidiary of Petro Rio S.A.
The Company will receive up to US$ 2,203, of which (a) US$ 293
will be paid to Petrobras at the contract signing; (b) US$ 1,660 at the transaction closing, and (c) up to US$ 250 in contingent
payments, depending on future Brent prices. The transaction is subject to price adjustments and to the fulfillment of conditions precedent,
such as the non-exercise of the preemptive right by the current consortium member Repsol Sinopec Brasil, the approval by CADE and ANP.
Sale of Deten
On April 27, 2022, the Company’s Board of Directors
approved the sale of its entire interest (27.88%) in the associate Deten Química S.A (Deten), a petrochemical company located in
the Camaçari industrial complex, in the state of Bahia, to Cepsa Química S.A., which already has an indirect 69.94% interest
in Deten.
This sale amounts to US$ 123 (R$ 585 million), of which
5% paid to Petrobras at the contract signing and 95% at the transaction closing. The transaction is subject to price adjustments and to
the fulfillment of conditions precedent, such the approval by CADE.
Distribution of remuneration to shareholders
On May 5, 2022, Petrobras’s Board of Directors approved
the distribution of remuneration to shareholders in the amount of US$ 9,675, or R$ 48,446 million (US$ 0,7417 per outstanding
preferred and common shares, or R$ 3.7155), of which US$ 8,173, or R$ 40,943 million, as an anticipation based on the net
income for the three-month period ended March 31, 2022, and US$ 1,502, or R$ 7,523 million, as an intermediate distribution
by use of the profit retention reserve, as presented in the following table:
|
Date of register |
Amount per Share |
Amount |
Anticipation of dividends |
05.23.2022 |
0.5412 |
7,059 |
Anticipation of interest on capital |
05.23.2022 |
0.0859 |
1,121 |
Total anticipations based on the net income of Jan-Mar/2022 |
|
0.6271 |
8,180 |
Intermediate dividends by use of profit retention reserve |
05.23.2022 |
0.1152 |
1,503 |
Total distribution to shareholders |
|
0.7423 |
9,683 |
Outstanding preferred shares |
|
0.7423 |
4,159 |
Outstanding common shares |
|
0.7423 |
5,525 |
These dividends and interest on capital will be paid in two
equal installments, on June 20 and July 20, 2022, and will be deducted from the remuneration that will be distributed to shareholders
relating to the fiscal year 2022.
For the purpose of calculating the total dividends to be paid
relating to the fiscal year 2022, these amounts will be adjusted by the Selic rate from the date of the payments to the end of the fiscal
year.