The balance of depreciation, depletion and amortization by
business segment is shown below:
Accounts receivable are classified in the amortized cost
category, except for certain receivables with final price formation after the transfer of control of products that depend on the variation
in the value of the commodity, classified in the category fair value through profit or loss, whose value on September 30, 2022 totaled
R$2,348 (R$ 6,445 as of December 31, 2021).
The balance of receivables from divestments decreased mainly
due to the receipt of US$ 950 million (R$ 5,066), from the sale of interest in the exploration block BM-S-8 and the receipt of US$ 1 billion
(R$ 5,549) from Nova Transportadora do Sudeste (NTS), referring to the last installment of the sale of 90% of Petrobras shares.
Consolidated inventories are presented net of losses for adjustment
to their net realizable value, these adjustments being mainly due to fluctuations in international oil prices and their oil products and,
they are recognized in the statement of income for the period as cost of sales. In the period from January to September 2022, there was
a provision of R$34 (reversal of R$5 in the period from January to September 2021).
As of September 30, 2022, the company has a volume of oil and/or
oil product inventories given as guarantee of the Term of Financial Commitments (TFC) related to the PPSP-R, PPSP R pre 70 and PPSP NR
pre 70 Pension plans, signed in 2008 with Fundação Petrobras de Seguridade Social - Petros, in the estimated amount of R$5,573,
already deducted from the equivalent volumes of the partial early settlement, carried out in February 2022, in compliance with the contractual
condition of debt coverage with the TFCs.
The reconciliation of taxes calculated according
to nominal rates and the amount of registered taxes are shown below:
The table below shows the composition and basis for realization of deferred
tax assets and liabilities:
Consolidated
Other taxes |
Current assets |
Non-current assets |
Current liabilities |
Non-current liabilities (*) |
|
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
Taxes in Brazil: |
|
|
|
|
|
Current / Deferred VAT Rate (VAT) |
5,003 |
3,712 |
2,174 |
2,114 |
2,297 |
5,554 |
− |
− |
Current / Deferred PIS and COFINS (**) |
1,270 |
2,330 |
12,815 |
11,329 |
204 |
2,786 |
410 |
251 |
PIS and COFINS - Law 9,718/98 |
− |
− |
3,398 |
3,313 |
− |
− |
− |
− |
CIDE |
5 |
31 |
− |
− |
13 |
235 |
− |
− |
Production taxes/Royalties |
− |
|
− |
− |
11,794 |
11,984 |
368 |
117 |
Withholding income taxes |
− |
− |
− |
− |
330 |
481 |
− |
− |
Tax settlement programs |
− |
− |
− |
− |
129 |
374 |
36 |
36 |
Others |
201 |
272 |
1,422 |
1,393 |
615 |
781 |
421 |
392 |
Total in Brazil |
6,479 |
6,345 |
19,809 |
18,149 |
15,382 |
22,195 |
1,235 |
796 |
Taxes abroad |
324 |
255 |
62 |
48 |
113 |
130 |
− |
− |
Total |
6,803 |
6,600 |
19,871 |
18,197 |
15,495 |
22,325 |
1,235 |
796 |
(*) Other non-current liabilities are classified as other liabilities. |
(**) As of September 30, 2022, includes R$289 (R$576 as of December 31, 2021) in current assets, referring to the exclusion of VAT tax in the PIS and COFINS calculation basis. |
PIS and COFINS Law 9,718/98
The company filed common actions against the Federal Government
referring to the recovery of amounts paid as PIS/COFINS on financial income and active exchange variations, considering the unconstitutionality
of §1 of art. 3 of Law 9,718/98, in the periods between February 1999 and January 2004.
All actions were upheld with a final and unappealable decision.
Currently, two actions are in the precatory stage, with values as
claimed by the company. Regarding the two remaining cases, both have favorable reports, and in one of them, the Union has already expressed
its agreement.
As of September 30, 2022, the amount monetarily restated is
R$3,398 (R$3,313 as of December 31, 2021).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
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 other managers. Such benefits include salaries, post-employment benefits, termination benefits and other benefits.
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
Liabilities |
|
|
Short-term employee benefits |
7,895 |
7,197 |
Termination benefits |
1,064 |
1,950 |
Post-retirement benefits |
50,225 |
55,130 |
Total |
59,184 |
64,277 |
Current |
11,924 |
11,967 |
Non-current |
47,260 |
52,310 |
12.1.
Short-term benefits
Short-term
benefits are employee benefits (other than termination benefits) that are expected to be settled wholly before twelve months after the
end of the reporting period in which the employees render the related service.
|
|
Consolidated |
|
|
|
09.30.2022 |
12.31.2021 |
Variable compensation program – PPP |
|
|
2,225 |
2,574 |
Accrued vacation and Christmas bonus |
|
|
3,801 |
2,453 |
Salaries and related charges and other provisions |
|
|
1,331 |
1,505 |
Profit sharing |
|
|
538 |
665 |
Total |
|
|
7,895 |
7,197 |
Current |
|
|
7,749 |
7,178 |
Non-current (*) |
|
|
146 |
19 |
(*) Refers to the balance of the deferral
for 4 years of 40% of the PPP portion of the administrators and executive managers.
In the period from January to September, in relation to short-term
benefits, the company recognized the following amounts in the income statement:
|
Consolidated |
|
2022 |
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Costs/Expenses in the statement of income |
|
|
|
|
Salaries, vacation, christmas bonus, charges over provisions and others |
(4,194) |
(11,558) |
(3,851) |
(10,912) |
Variable compensation program (*) |
(805) |
(2,061) |
(791) |
(1,853) |
Profit sharing (*) |
(201) |
(530) |
(182) |
(496) |
Manager compensations and charges |
(28) |
(54) |
(18) |
(51) |
Total |
(5,228) |
(14,203) |
(4,842) |
(13,312) |
(*) In 2022, includes amounts for reversal of the provision referring to 2021 programs. |
12.1.1 Variable compensation program
Performance award program (PPP)
On September 17, 2021, the Board of Directors (CA) approved
an adjustment to the criteria for granting the 2021 variable compensation program to employees. The PPP 2021 model presents to start the
program, in addition to the net income for the year, the declaration and payment of remuneration to shareholders for the year in reference
approved by the Board of Directors.
On December 15, 2021, the Board of Directors approved the
PPP 2022 for employees. The criteria of the PPP 2021 model for activating the program were maintained to start the program.
From January to September 2022, the company:
i. paid R$2,442 (R$2,286 in the parent company) referring
to the PPP 2021, considering compliance with the company's performance metrics and the individual performance of all employees; and
ii. provisioned R$2,088 (R$ 1,936 in the parent company) referring
to the PPP 2022, recorded in other operating expenses.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
Profit Sharing (PLR)
On December 29, 2020, the 17 labor unions representing employees
of onshore bases signed the agreement for PLR 2021/2022, within the period determined by the Collective Bargaining Agreement (ACT). Among
the maritime bases, three labor union entities signed the agreement within the deadline defined by the ACT.
The PLR 2021/2022
regulation, approved by the Secretariat for Coordination and Governance of State-owned Companies (Sest), of the Federal Government, covers
employees who do not occupy remunerated functions and provides for individual limits according to the participants' remuneration. In order
for the PLR to be activated in 2021 and 2022, in addition
to the PLR agreement having been signed, the following triggers/requirements
must be met: i) approval of the distribution of dividends by the Annual General Meeting (AGO); ii) calculation of net income in the reference
year; and iii) achievement of the average percentage, weighted by weight, of the set of indicators' targets of at least 80%.
The maximum amount of PLR to be distributed is limited to
5% of Adjusted EBITDA, to 6.25% of net income and to 25% of dividends distributed to shareholders, in each year, whichever is lower.
From January to September 2022:
i. the company paid R$659 (R$593 in the parent company), referring
to PLR 2021; and
ii. provisioned R$ 533 (R$ 483 in the parent company) referring
to the 2022 PLR, recorded in other operating expenses.
12.2.
Termination benefits
These are those provided by the termination of the employment
contract as a result of: i) the entity's decision to terminate the employee's employment relationship before the normal retirement date;
or ii) employee's decision to accept an offer of benefits in exchange for termination of employment.
The company has voluntary termination programs (PDV), incentive
retirement (PAI), specific termination programs for the corporate segment and for employees assigned to units in the process of divestment,
which basically provide for the same legal and indemnity benefits.
Transpetro launched a new voluntary termination program for
seafarers. Enrollment took place between May 4, 2022 and July 14, 2022 and the maximum deadline for termination of employees who join
the program is December 3, 2022.
Considering the set of programs, there are 11,565 adhesions
accumulated until September 30, 2022 (11,418 adhesions until December 31, 2021).
The change in the provision as of September 30, 2022 is shown
below:
|
Consolidated |
|
Jan-Sep
2022 |
Jan-Sep
2021 |
Opening Balance |
1,950 |
4,678 |
Effects in the statement of income |
33 |
(52) |
Enrollments |
36 |
160 |
Revision of provisions |
(3) |
(212) |
Effect in cash and cash equivalents |
(919) |
(1,982) |
Use due to termination |
(919) |
(1,982) |
Saldo final |
1,064 |
2,644 |
Current |
441 |
1,706 |
Non Current |
623 |
938 |
The recognition of the provision for expenses with the retirement
programs occurs as the employees join.
The company deferred the payment of indemnities in two installments,
the first at the time of termination, together with the legal severance payments, and the second, when applicable, 12 months after the
payment of the first installment.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
As of September 30, 2022, of the total provisioned, the amount
of R$163 corresponds to the second installment of 565 terminated employees and the amount of R$901 corresponds to 1,666 employees enrolled
in the voluntary termination programs scheduled to leave by September 2025.
12.3.
Post-employment benefits
The company maintains a health care plan for its employees
in Brazil (active and retired) and their dependents and five other main post-retirement pension benefits (collectively referred to as
“company pension plans”).
The balances related to post-employment benefits granted to
employees are shown below:
|
|
Consolidated |
|
|
|
09.30.2022 |
12.31.2021 |
Liabilities |
|
|
|
|
Health Care Plan AMS: Saúde Petrobras |
|
|
26,001 |
25,029 |
Petros Pension Plan - Renegotiated (PPSP-R) |
|
|
16,427 |
18,042 |
Petros Pension Plan - Non-renegotiated (PPSP-NR) |
|
|
3,702 |
3,672 |
Petros Pension Plan - Renegotiated - Pre-70 (PPSP-R Pré 70) |
|
|
1,677 |
4,557 |
Petros Pension Plan - Non-renegotiated - Pre-70 (PPSP-NR Pré 70) |
|
|
1,371 |
2,851 |
Petros 2 Pension Plan (PP-2) |
|
|
1,047 |
918 |
Other plans |
|
|
− |
61 |
Total |
|
|
50,225 |
55,130 |
Current |
|
|
3,734 |
3,632 |
Non-current |
|
|
46,491 |
51,498 |
|
Health Care Plan
The health care plan, named “Saúde Petrobras”,
is managed by the Petrobras Health Association (APS), a non-profit civil association and includes prevention and health care programs.
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 is established in the collective
bargaining agreement (ACT), being 60% (sixty percent) by the company and 40% (forty percent) by the participants.
Pension plans
The Company’s post-retirement plans are managed by Petros
Foundation (Fundação Petrobras de Seguridade Social), which was established by Petrobras (Sponsor) as a nonprofit
legal entity governed by private law with administrative and financial autonomy.
The net obligation with pension plans recorded by the company
has a different recognition methodology than that applicable to pension funds, regulated by the Conselho Nacional de Previdência
Complementar.
The main differences in accounting practices adopted in Brazil
(CNPC and CVM) between the Pension Fund and the Sponsor for calculating the actuarial commitment on December 31, 2021 are shown below:
|
|
|
PPSP-R (*) |
PPSP-NR (*) |
Accumulated deficit according to CNPC – Petros Foundation |
7,746 |
776 |
Financial assumptions (interest rate and inflation) |
(6,252) |
(2,033) |
Ordinary and extraordinary sponsor contributions |
12,223 |
3,636 |
Changes in value of plan assets (**) |
8,074 |
3,029 |
Others (calculation methodology, etc.) |
808 |
1,115 |
Net actuarial liability according to CVM - Sponsor Company |
22,599 |
6,523 |
(*) Includes the balance of the PPSP-R Pre-70 and PPSP-NR Pre-70
plans.
(**) 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 Petros Deliberative Council approved
the financial statements of the pension plans for the year ended on December 31, 2021, sponsored by the company.
12.3.1 Amounts in the financial statements
related to defined benefit plans
Represents the company's obligation, net of collateral assets
when applicable, discounted to present value and calculated annually by an independent actuary, in accordance with the methodology established
in IAS 19/CPC 33 (R1) - Employee Benefits.
The movement of obligations with pension and health plans with
a defined benefit feature is shown below:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
|
|
|
Pension plans |
Health Care Plan |
Other plans |
|
|
PPSP-R (*) |
PPSP-NR (*) |
PP2 |
AMS - Saúde Petrobras |
|
Total |
Balance on December 31, 2021 |
22,599 |
6,523 |
918 |
25,029 |
61 |
55,130 |
Recognized in income – cost and expenses |
1,774 |
561 |
125 |
2,355 |
− |
4,815 |
Current service cost |
37 |
5 |
51 |
405 |
− |
498 |
Interest cost, net |
1,737 |
556 |
74 |
1,950 |
− |
4,317 |
Cash effects |
(6,269) |
(2,011) |
− |
(1,385) |
(1) |
(9,666) |
Contributions paid |
(1,032) |
(337) |
− |
(1,385) |
(1) |
(2,755) |
Payments related to term of financial commitment (TFC) (**) |
(5,237) |
(1,674) |
− |
− |
− |
(6,911) |
Other changes |
− |
− |
4 |
2 |
(60) |
(54) |
Balance of actuarial liability as of September 30, 2022 |
18,104 |
5,073 |
1,047 |
26,001 |
− |
50,225 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR
pre-70.
(**) Includes the payment of part of the TFC principal
made on February 25, 2022. |
|
Pension plans |
Health Care |
Other
plans |
|
|
PPSP-R (*) |
PPSP-NR (*) |
PP2 |
AMS - Saúde Petrobras |
|
Total |
Balance on December 31, 2020 |
39,102 |
14,012 |
2,477 |
27,836 |
76 |
83,503 |
Recognized in income – cost and expenses |
1,919 |
711 |
295 |
6,656 |
5 |
9,586 |
Costs incurred in the period |
(5) |
(1) |
− |
4,518 |
− |
4,512 |
- Present value of the obligation |
(3,672) |
(168) |
− |
4,518 |
− |
678 |
- Value of guarantor asset - transfer to equity in PP3 |
2,494 |
114 |
− |
− |
− |
2,608 |
- Sponsor's contribution to PP3 |
1,173 |
53 |
− |
− |
− |
1,226 |
Current service cost |
52 |
3 |
157 |
670 |
− |
882 |
Net interest cost |
1,774 |
680 |
138 |
1,468 |
5 |
4,065 |
Interest on the obligations with contribution for the revision of the lump sum death benefit |
98 |
29 |
− |
− |
− |
127 |
Recognized in Equity - other comprehensive income |
(6,885) |
(1,769) |
− |
(6,034) |
8 |
(14,680) |
Remeasurement: (Gains) / Actuarial losses |
(6,885) |
(1,769) |
− |
(6,034) |
8 |
(14,680) |
Cash effects |
(6,596) |
(2,983) |
− |
(1,241) |
(1) |
(10,821) |
Contributions paid (***) |
(2,219) |
(359) |
− |
(1,241) |
(1) |
(3,820) |
Payments of obligations with contribution for the revision of the lump sum death benefit (**) |
(1,797) |
(536) |
− |
− |
− |
(2,333) |
Payments related to term of financial commitment (TFC) |
(2,580) |
(2,088) |
− |
− |
− |
(4,668) |
Other changes |
− |
− |
− |
− |
(7) |
(7) |
Balance on September 30,2021 |
27,540 |
9,971 |
2,772 |
27,217 |
81 |
67,581 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(**) On June 30, 2021, the Company prepaid the debt
balance of R$2.25 billion.
(***) On September 30, the company made the contribution
to the PP3 plan related to the participants who migrated from the PPSP-R and PPSP-NR plans. |
The net expense with pension and health plans is presented
below:
|
Pension plans |
Health Care Plan |
Other plans |
|
|
PPSP-R (*) |
PPSP-NR (*) |
PP2 |
AMS - Saúde
Petrobras |
|
Total |
Related to active employees (cost and expenses) |
(135) |
(22) |
(71) |
(856) |
− |
(1,084) |
Related to retired employees (other income and expenses) |
(1,639) |
(539) |
(54) |
(1,499) |
− |
(3,731) |
Expense in the statement of income - Jan-Sep/2022 |
(1,774) |
(561) |
(125) |
(2,355) |
− |
(4,815) |
Related to active employees (cost and expenses) |
(218) |
(37) |
(238) |
(2,425) |
(5) |
(2,923) |
Related to retired employees (other income and expenses) |
(1,603) |
(645) |
(57) |
(4,231) |
− |
(6,536) |
Obligations with contribution for the revision of the lump sum death benefit |
(98) |
(29) |
− |
− |
− |
(127) |
Expense in the statement of income - Jan-Sep/2021 |
(1,919) |
(711) |
(295) |
(6,656) |
(5) |
(9,586) |
(*) It includes amounts of PPSP-R pre-70 and PPSP-NR pre-70 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Pension plans |
Health Care Plan |
Other plans |
|
|
PPSP-R (*) |
PPSP-NR (*) |
PP2 |
AMS - Saúde
Petrobras |
|
Total |
Related to active employees (cost and expenses) |
(44) |
(7) |
(24) |
(286) |
− |
(361) |
Related to retired employees (other income and expenses) |
(547) |
(180) |
(18) |
(499) |
− |
(1,244) |
Expense in the statement of income – Jul-Sep/2022 |
(591) |
(187) |
(42) |
(785) |
− |
(1,605) |
Related to active employees (cost and expenses) |
(71) |
(14) |
(79) |
(1,683) |
(5) |
(1,852) |
Related to retired employees (other income and expenses) |
(509) |
(226) |
(19) |
(3,549) |
3 |
(4,300) |
Expense in the statement of income - Jul-Sep/2021 |
(580) |
(240) |
(98) |
(5,232) |
(2) |
(6,152) |
(*) It includes amounts of PPSP-R pre-70 and PPSP-NR pre-70 |
12.3.2. Contributions
In the period from January to September 2022, the company
contributed a total of R$9,666 to the defined benefit plans, which reduced the balance of obligations, as shown in Note 12.3.1. Of this
amount, it includes the payment of the TFC, in the amount of R$ 6,911.
Additionally, there was a contribution of R$ 692 (R$ 618 for
the period from January to September 2021) to the defined contribution portion of the PP2 plan and R$ 6bb of the PP3 plan, which were
recognized in costs and income for the year.
The collection of contributions to the PP3 plan began in August
2021.
| 13. | Provisions for legal proceedings |
13.1 Provisions
for legal proceedings, judicial deposits and contingent liabilities
The company sets up provisions in judicial, administrative
and arbitration proceedings in an amount sufficient to cover losses considered probable and for which a reliable estimate can be made.
The main actions refer to:
| · | Labor lawsuits, highlighting: (i) various labor claims; (ii) individual actions to review the methodology
for calculating the Minimum Remuneration by Level and Regime (RMNR); and (iii) third-party claims. |
| · | Tax proceedings, including: (i) non-approval of federal tax offsets; (ii) fines for non-compliance with
ancillary obligations; and (iii) non-payment of fuel CIDE on propane and butane imports. |
| · | Civil proceedings, in particular: (i) claims involving contracts; (ii) collection of royalties and production
taxes; and (iii) fines imposed by the ANP, especially those related to production measurement systems.. |
| · | Environmental lawsuits, in particular: (i) fines related to the environmental accident that occurred in
2000 in the State of Paraná; (ii) fines related to the company's offshore operation; and (iii) public civil action for oil spill
in 2004 in Serra do Mar/SP State Park. |
Provisions for legal proceedings are set out as follows:
|
Consolidated |
Non-current liabilities |
09.30.2022 |
12.31.2021 |
Labor claims |
4,024 |
3,995 |
Tax claims |
2,105 |
1,705 |
Civil claims |
6,136 |
4,581 |
Environmental claims |
1,356 |
982 |
Total |
13,621 |
11,263 |
|
Consolidated |
|
2022
Jan-Sep |
2021
Jan-Sep |
Opening Balance |
11,263 |
11,427 |
Additions, net of reversals |
2,827 |
2,173 |
Use of provision |
(1,822) |
(2,041) |
Accruals and charges |
1,351 |
384 |
Others |
2 |
47 |
Closing balance |
13,621 |
11,990 |
|
In the preparation of the interim financial information for
the period ended on September 30, 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.
In the period from January to September 2022, the increase
in liabilities arises mainly from changes in the following cases: (i) R$1,924 in the provision for civil litigation involving contractual
matters; (ii) R$397 in the provision for fines for non-compliance with ancillary obligations, offset by (iii) a reduction of R$478 as
a result of an agreement reached in arbitration to collect royalties on shale extraction.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
13.2 Judicial deposits
Judicial deposits made in connection with legal proceedings
are set out in the table below according to the nature of the corresponding lawsuits:
|
Consolidated |
Non-current assets |
09.30.2022 |
12.31.2021 |
Tax |
38,699 |
32,310 |
Labor |
4,665 |
4,443 |
Civil |
9,987 |
7,113 |
Environmental |
575 |
566 |
Others |
391 |
426 |
Total |
54,317 |
44,858 |
|
|
Consolidated |
|
2022
Jan-Sep |
2021
Jan-Sep |
Opening Balance |
44,858 |
37,838 |
Additions |
6,741 |
4,385 |
Use |
(503) |
(359) |
Accruals and charges |
3,257 |
811 |
Others |
(36) |
16 |
Closing balance |
54,317 |
42,691 |
In the period from January to September 2022, the company
made judicial deposits in the amount of R$6,741, highlighting: (i) R$2,196 referring to the unification of Campos (Cernambi, Tupi, Tartaruga
Verde and Tartaruga Mestiça); (ii) R$ 1,009 referring to income tax and social contribution tax for not adding the income of subsidiaries
and affiliates domiciled abroad to the parent company's income tax and social contribution tax calculation basis; (iii) R$1,123 referring
to the levy of CIDE and PIS/COFINS related to the chartering of platforms; and (iv) R$ 523 referring to income tax and social contribution
tax in the deduction of expenses with Petros.
13.3 Contingent liabilities
As of September 30, 2022, the contingent liabilities plus
interest and monetary restatement, estimated for legal proceedings, whose probability of loss is considered possible, are presented in
the following table:
|
Consolidated |
Nature |
09.30.2022 |
12.31.2021 |
Tax |
155,705 |
138,312 |
Labor |
41,735 |
40,022 |
Civil – General |
35,565 |
31,921 |
Civil – Environmental |
7,187 |
6,652 |
Total |
240,192 |
216,907 |
|
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 (Corporate Income Tax and Social Contribution); (iii) requests to compensate federal taxes disallowed by the Brazilian Federal
Tax Authority; (iv) collection and crediting of ICMS VAT tax by several states; (v) collection of social security contributions over payments
of bonuses, and (vi) collection of custom duties and fines related to imports under the Repetro regime in the Frade consortium. |
| · | Labor matters comprising collective 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 lawsuits, highlighting: (i) administrative and legal proceedings that discuss differences in special
participations and royalties in different fields; (ii) fines from regulatory agencies; and (iii) claims involving contracts; |
| · | Environmental matters with emphasis on indemnities and reparations for environmental damages and fines
related to the company's operation. |
In the period from January to September 2022, the increase
in contingent liabilities arises mainly from: (i) R$ 12,113 referring to the tax assessment notice for the collection, by joint liability,
of customs taxes and fines arising from the importation of goods under the regime of Repetro, for use in the Frade consortium; (ii) R$3,790
referring to administrative and judicial proceedings that discuss difference in special participation and royalties in different fields,
including unification of fields; (iii) R$ 2,239 referring to the levy of CIDE and PIS/COFINS related to the chartering of platforms; (iv)
R$1,670 referring to litigation for non-approval of federal tax offsets; (v) R$1,540 referring to lawsuits involving ICMS tax collection
on imports in operations with liquefied petroleum gas derived from natural gas; (vi) R$1,376 referring to class actions that require a review of the methodology
for calculating the Minimum Remuneration by Level and Regime (RMNR); and (vii) R$1,531 referring to civil litigation involving contractual
matters. These effects were partially offset mainly by: (viii) R$5,978 for the transfer to remote loss related to the collection of ISS
on services in maritime waters; and (ix) R$1,529 for the write-off due to the execution of an agreement and review of amounts in actions
on the state monopoly of piped gas services.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
13.4 RMNR - Minimum Remuneration by Level
and Work Regime
There are several lawsuits related to the Minimum Remuneration
by Level and Work Regime (RMNR), with the objective of revising its calculation criteria.
The RMNR consists of a guaranteed minimum remuneration for
employees, based on salary level, working conditions and geographic location. This compensation policy was created and implemented by
Petrobras in 2007 through collective bargaining with union representatives, and approved at employee meetings, being questioned only three
years after its implementation.
In 2018, the Superior Labor Court (TST) ruled against the
Company, which filed extraordinary appeals against its decision. However, the Federal Supreme Court (STF) suspended the effects of the
decision rendered by the TST and determined the national suspension of the ongoing processes related to the RMNR.
On July 29, 2021, a monocratic decision was published in which
the Reporting Justice granted the Extraordinary Appeal filed in one of the proceedings to reestablish the judgment that dismissed the
copyright requests, accepting the Company's thesis and recognizing the validity of the collective bargaining agreement freely signed between
Petrobras and the labor unions, reversing the decision of the TST.
In February 2022, the judgment of the grievances filed by
the plaintiff and several amici curiae began. The judgment is currently underway in the First Panel of the Federal Supreme Court, with
3 votes in favor of the company, confirming that the prevailing understanding is in the sense of recognizing the validity of the collective
bargaining agreement freely signed between Petrobras and the unions. Considering that the last minister to speak up requested a view,
the trial was suspended pending the presentation of the vote by Minister Vistor.
As of September 30, 2022, there are several lawsuits related
to the Minimum Remuneration by Level and Work Regime (RMNR) reflected in the company's interim financial information, R$812 of which classified
as probable loss, recognized in liabilities as a provision for lawsuits and administrative expenses, and R$34,545 classified as possible
loss. During the period from July to September 2022, due to specific formal aspects of the process in question, one of these lawsuits
with possible loss was extinguished, as it became final in favor of Petrobras.
13.5 Class action and related proceedings
On May 26, 2021, the District Court of Rotterdam ruled 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 in 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. However, investors who have already initiated 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 collective action moved to the phase of discussion of the merits issues.
In the Argentine arbitration, in which Petrobras is held liable
for an alleged loss of market value of Petrobras shares in Argentina, due to the unfolding of Operation Lava Jato, the appeal filed by
Consumidores Financieros Asociación Civil para su Defensa (" Association”) has not yet been tried by the Argentine
Supreme Court.
As for the criminal action in Argentina 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, the Court of Appeals revoked, on October 21, 2021, the decision court that had recognized Petrobras' immunity from jurisdiction
and recommended that the lower court take some steps to certify whether the company could be considered criminally immune in Argentina
for subsequent reassessment of the matter. Petrobras appealed against this decision, but the higher courts upheld the decision of the
Court of Appeals, so the immunity must be reconsidered by the first instance. The Court of Appeal recognized that the Association could
not act as a representative of financial consumers, due to the loss of its registration before the competent Argentine bodies, which was
also the subject of an appeal upheld by the Court of Cassation on September 15, 2022, recognizing the Association the right to represent
financial consumers. Petrobras presented other procedural defenses, which are still subject to consideration by the Argentine Court of
Appeals. This criminal action is being processed before the Economic Criminal Court No. 2 of the City of Buenos Aires.
Regarding the other criminal action, for alleged non-compliance
with the obligation to publish as a “material fact” in the Argentine market that there was a class action brought by Consumers
Financieros Asociación Civil para su Defensa before the Commercial Court, there were no relevant events in the period from
January to September 2022.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
The EIG Energy Fund XIV, L.P. and affiliates (“EIG”)
filed a lawsuit against Petrobras, before the District Court of Columbia, United States, to recover the losses related to its investment
in Sete Brasil Participações S.A. On August 8, 2022, the judge upheld EIG's claim as to Petrobras' liability for the alleged
losses, but denied the motion for summary judgment with respect to damages, whereby the award of compensation will be subject to the proof
of damages by EIG at a trial hearing and the consideration of the defenses by the company. In the same decision, whose impacts are recognized
in the company's financial statements, the judge denied the request to dismiss the case based on Petrobras' immunity from jurisdiction,
which is why an appeal was filed with the Federal Court of Appeals for the District of Columbia.
13.6 Arbitrations in Brazil
In the period from January to September 2022, there were no
events that changed the assessment and information about arbitrations in Brazil.
13.7 Legal proceedings - Compulsory Loan
- Eletrobras
During the period from January to September 2022, there were
no events that modified the evaluation of this process.
13.8 Lawsuits brought by Natural Gas Distributors
and others
During the period from January to September 2022, Petrobras
obtained, in the Superior Court of Justice, the suspension of the preliminary decision obtained by CEGÁS, which granted the extension
of its gas supply agreement for 6 months. With the loss of effectiveness of the aforementioned preliminary decision due to the passage
of time, the suspension previously granted became unnecessary, being extinguished. In another decision, the injunction that had been obtained
by the State of Santa Catarina and that had extended, until April 2022, the price of the gas supply agreement that was terminated on December
31, 2021, was revoked in a sentence handed down on December 29, June 2022. Regarding the lawsuit filed by the State of Minas Gerais, a
request was accepted to grant a suspensive effect to the appeal filed by Petrobras in view of the preliminary decision.
In October 2022, agreements were signed with CEGÁS
and SCGÁS, with the objective of putting an end to existing disputes and pacifying controversial issues in relation to the price
of natural gas supplied, based on the current economic conditions of the natural gas market.
The commercialization of gas by Petrobras, in the states of
Espírito Santo, Rio de Janeiro and Sergipe, has been taking place under the terms of the injunctions granted.
| 14. | Provision for decommissioning costs |
The following table details the amount of the decommissioning
provision by production area:
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
Onshore |
2,612 |
4,868 |
Shallow Waters |
19,944 |
20,825 |
Deep and ultra-deep post-salt |
43,715 |
46,989 |
Pre-salt |
14,231 |
14,478 |
Total |
80,502 |
87,160 |
|
Consolidated |
|
2022
Jan-Sep |
2021
Jan-Sep |
Opening balance |
87,160 |
97,595 |
Adjustment to provision |
201 |
38 |
Transfers related to liabilities held for sale (*) |
(5,473) |
(2,866) |
Payments made |
(3,231) |
(2,798) |
Interest accrued |
1,853 |
2,940 |
Others |
(8) |
19 |
Total |
80,502 |
94,928 |
(*) In the period from January to September 2022, refers to
transfers related to: Golfinho and Camarupim poles (R$ 507), in Espírito Santo; Albacora Leste Field (R$ 1,841), in Rio de Janeiro;
North Pole Capixaba (R$ 165), in Espírito Santo; and Polo Potiguar (R$ 2,960), in Rio Grande do Norte, as per explanatory note
22. In 2021, refer to the following transfers: Polo Alagoas (R$ 808); Papa-Terra Field (R$ 773); Peroá Complex (R$ 595); Polo Miranga
(R$ 530); and Búzios field (R$ 160).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 15. | Property, plant and equipment |
|
Consolidated |
Parent |
|
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 |
Total |
Balance at December 31, 2021 |
13,302 |
296,471 |
94,430 |
200,046 |
95,157 |
699,406 |
717,355 |
Accumulated cost |
22,770 |
547,365 |
144,831 |
345,470 |
147,222 |
1,207,658 |
1,154,481 |
Accumulated depreciation and impairment (****) |
(9,468) |
(250,894) |
(50,401) |
(145,424) |
(52,065) |
(508,252) |
(437,126) |
Additions |
− |
3,354 |
25,367 |
242 |
28,150 |
57,113 |
62,439 |
Additions to / review of estimates of decommissioning costs |
− |
− |
− |
54 |
− |
54 |
− |
Capitalized borrowing costs |
− |
− |
4,037 |
− |
− |
4,037 |
3,995 |
Signing bonus transfer (*****) |
− |
− |
− |
6,008 |
− |
6,008 |
6,008 |
Write-offs |
(13) |
(3,772) |
(4,947) |
(3,010) |
(7,279) |
(19,021) |
(18,727) |
Transfers (******) |
416 |
19,361 |
(34,339) |
15,234 |
− |
672 |
452 |
Transfers to assets held for sale |
(70) |
(9,900) |
(1,740) |
(7,155) |
(135) |
(19,000) |
(18,435) |
Depreciation, amortization and depletion |
(335) |
(18,270) |
− |
(20,175) |
(17,131) |
(55,911) |
(58,252) |
Impairment recognition (note 17) |
− |
(265) |
(1,404) |
(212) |
− |
(1,881) |
(1,841) |
Impairment reversal (note 17) |
− |
62 |
9 |
57 |
− |
128 |
127 |
Cumulative translation adjustment |
(4) |
1 |
(496) |
(36) |
(3) |
(538) |
− |
Balance at September 30, 2022 |
13,296 |
287,042 |
80,917 |
191,053 |
98,759 |
671,067 |
693,121 |
Accumulated cost |
22,638 |
544,943 |
131,203 |
341,891 |
151,128 |
1,191,803 |
1,145,440 |
Accumulated depreciation and impairment (****) |
(9,342) |
(257,901) |
(50,286) |
(150,838) |
(52,369) |
(520,736) |
(452,319) |
|
|
|
|
|
|
|
|
|
|
Consolidated |
Parent |
|
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 |
Total |
Balance at December 31, 2020 |
15,812 |
304,940 |
80,255 |
161,958 |
82,469 |
645,434 |
670,088 |
Accumulated cost |
28,322 |
557,080 |
143,142 |
316,486 |
123,578 |
1,168,608 |
1,120,987 |
Accumulated depreciation and impairment (****) |
(12,510) |
(252,140) |
(62,887) |
(154,528) |
(41,109) |
(523,174) |
(450,899) |
Additions |
2 |
5,274 |
22,940 |
7 |
27,943 |
56,166 |
59,514 |
Additions to / review of estimates of decommissioning costs |
0 |
0 |
0 |
1 |
0 |
1 |
0 |
Capitalized borrowing costs |
0 |
0 |
3,954 |
0 |
0 |
3,954 |
3,908 |
Business combination |
(1) |
0 |
0 |
0 |
0 |
(1) |
0 |
Transfer from signature bonus (*****) |
0 |
0 |
0 |
61,375 |
0 |
61,375 |
61,375 |
Write-offs |
(2) |
(3,362) |
(1,941) |
(8,667) |
(669) |
(14,641) |
(14,649) |
Transfers (******) |
(50) |
2,755 |
(16,036) |
13,623 |
11 |
303 |
(386) |
Transfers to assets held for sale |
(8) |
(8,476) |
(3,023) |
(3,288) |
8 |
(14,787) |
(15,356) |
Depreciation, amortization and depletion |
(413) |
(16,670) |
0 |
(16,733) |
(16,825) |
(50,641) |
(54,451) |
Impairment recognition |
0 |
(1,007) |
(1) |
(46) |
0 |
(1,054) |
(1,053) |
Impairment reversal |
0 |
7,240 |
537 |
9,415 |
169 |
17,361 |
17,209 |
Cumulative translation adjustment |
(2) |
57 |
270 |
73 |
0 |
398 |
0 |
Balance at September 30, 2021 |
15,338 |
290,751 |
86,955 |
217,718 |
93,106 |
703,868 |
726,199 |
Accumulated cost |
23,358 |
542,618 |
147,029 |
370,916 |
142,750 |
1,226,671 |
1,177,110 |
Accumulated depreciation and impairment (****) |
(8,020) |
(251,867) |
(60,074) |
(153,198) |
(49,644) |
(522,803) |
(450,911) |
(*) Comprised of production platforms, refineries,
thermoelectric plants, gas treatment units, pipelines and other operating, storage and production facilities, including subsea equipment
for the production and flow of oil and gas depreciated using the units of production method.
(**) The balances by business segment are presented
in Note 21.
(***) Comprises exploration and production assets
related to wells, abandonment of areas, signature bonuses associated with proved reserves and other expenses directly linked to exploration
and production, except production platforms (oil and gas producing fields).
(****) In the case of land and assets under construction,
it refers only to impairment losses.
(*****) Transfer from Intangible assets referring
to the Atapu, Sépia and Itapu fields in 2022 (referrind to Buzios field in 2021).
(******) Mainly includes transfers between types of
assets and transfers of advances to suppliers.
The useful lives of assets depreciated using the straight-line
method are shown below:
Asset |
Weighted average lifespan in years |
Buildings and improvements |
40 (25 to 50) |
Equipment and other assets |
20 (3 to 31) – except assets according to the units of production method |
Rights of Use |
8 (2 to 47) |
The rights-of-use comprise the following underlying assets:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
Parent Company |
|
Platforms |
Vessels |
Buildings and others |
Total |
Total |
09.30.2022 |
|
|
|
|
|
Accumulated cost |
67,098 |
74,657 |
9,373 |
151,128 |
163,781 |
Accumulated depreciation and impairment |
(18,053) |
(31,538) |
(2,778) |
(52,369) |
(54,946) |
Total |
49,045 |
43,119 |
6,595 |
98,759 |
108,835 |
12.31.2021 |
|
|
|
|
|
Accumulated cost |
74,562 |
62,875 |
9,785 |
147,222 |
160,538 |
Accumulated depreciation and impairment |
(19,652) |
(29,410) |
(3,003) |
(52,065) |
(54,117) |
Total |
54,910 |
33,465 |
6,782 |
95,157 |
106,421 |
|
|
|
|
|
|
|
|
|
|
|
|
|
15.2 Production Individualization Agreements
Petrobras has Production Individualization Agreements (AIP)
signed in Brazil with partner companies in E&P consortia, as well as contracts resulting from divestment operations and strategic
partnerships linked to these consortia. These agreements will result in equalizations payable or receivable of expenses and production
volumes related to the Atapu, Berbigão, Sururu, Albacora Leste, Tartaruga Verde and others.
The following table shows the movement of amounts payable
related to AIPs submitted for approval by the ANP, classified in the trade payables account, reflecting the best available estimate of
the assumptions used in the evaluation of the calculation basis and the sharing of relevant assets in areas to be equalized:
|
Consolidated |
|
2022
Jan-Sep |
2021
Jan-Sep |
Initial balance |
2,033 |
1,925 |
Additions/(write-offs) in Property, Plant and Equipment |
(132) |
(419) |
Other operating (income) expenses |
48 |
190 |
Final balance |
1,949 |
1,696 |
|
15.3 Capitalization rate used to determine
the amount of borrowing costs eligible for capitalization
The weighted average rate of financial charges used to determine
the amount of borrowing costs without a specific destination, to be capitalized as an integral part of assets under construction, was
6.62% p.a. in the period from January to September 2022 (6.24% p.a. in the period from January to September 2021).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
Parent Company |
|
Rights and Concessions (*) |
Software |
Goodwill |
Total |
Total |
Balance at December 31, 2021 |
15,037 |
1,719 |
123 |
16,879 |
16,682 |
Accumulated Cost |
15,312 |
7,373 |
123 |
22,808 |
21,769 |
Accumulated amortization and impairment |
(275) |
(5,654) |
− |
(5,929) |
(5,087) |
Addition |
4,265 |
664 |
− |
4,929 |
4,889 |
Capitalized borrowing costs |
− |
35 |
− |
35 |
35 |
Write-offs |
(56) |
(5) |
− |
(61) |
(5) |
Transfers |
(48) |
(3) |
− |
(51) |
(58) |
Transfer from signature bônus (**) |
(6,008) |
− |
− |
(6,008) |
(6,008) |
Amortization |
(14) |
(273) |
− |
(287) |
(271) |
Impairment accrual |
− |
(6) |
− |
(6) |
− |
Cumulative translation adjustment |
(8) |
− |
− |
(8) |
− |
Balance at September 30, 2022 |
13,168 |
2,131 |
123 |
15,422 |
15,264 |
Accumulated Cost |
13,454 |
8,044 |
123 |
21,621 |
20,615 |
Accumulated amortization and impairment |
(286) |
(5,913) |
− |
(6,199) |
(5,351) |
Estimated useful life in years |
(***) |
5 |
Indefinite |
|
|
|
Consolidated |
Parent Company |
|
Rights and Concessions (*) |
Software |
Goodwill |
Total |
Total |
Balance at December 31, 2020 |
76,464 |
1,089 |
125 |
77,678 |
77,258 |
Accumulated Cost |
76,925 |
6,467 |
125 |
83,517 |
82,110 |
Accumulated amortization and impairment |
(461) |
(5,378) |
− |
(5,839) |
(4,852) |
Addition |
19 |
514 |
− |
533 |
485 |
Addition – signature bonus |
520 |
− |
− |
520 |
520 |
Capitalized borrowing costs |
− |
16 |
− |
16 |
16 |
Write-offs |
(51) |
(5) |
− |
(56) |
(44) |
Transfers |
(495) |
18 |
− |
(477) |
(195) |
Transfer from signature bônus (**) |
(61,375) |
− |
− |
(61,375) |
(61,375) |
Amortization |
(24) |
(217) |
− |
(241) |
(220) |
Cumulative translation adjustment |
3 |
− |
− |
3 |
− |
Balance at September 30, 2021 |
15,061 |
1,415 |
125 |
16,601 |
16,445 |
Accumulated Cost |
15,332 |
7,017 |
125 |
22,474 |
21,490 |
Accumulated amortization and impairment |
(271) |
(5,602) |
− |
(5,873) |
(5,045) |
Weighted average useful life in years |
(***) |
5 |
Indefinite |
|
|
(*) Comprised mainly of signature bonuses, paid in
concession contracts for oil or natural gas exploration and production sharing, in addition to public service concessions, trademarks
and patents and others.
(**) Transfer to Property, Plant and Equipment referring
to the Atapu, Sépia and Itapu fields in 2022 (referrind to Buzios field in 2021).
(***) Comprised mainly of assets with an indefinite
useful life, whose valuation is reviewed annually to determine whether it remains justifiable.
| 16.2 | Surpluses from Transfer of Rights |
Búzios
The expenses incurred by Petrobras in the ordinary operations
of the auctioned area for the benefit of the consortium, carried out prior to the start of the Buzios Coparticipation Agreement, and not
included in the total amount of compensation, in the updated amount of R$ 319, were reimbursed to Petrobras by the partners CNODC Brasil
Petróleo e Gás Ltda (CNODC) and CNOOC Petroleum Brasil Ltda (CPBL) in February 2022.
Additionally, on March 4, 2022, Petrobras signed an agreement
with its partner CPBL for the transfer of 5% of its interest in the Production Sharing Agreement for the Excess Volume of the Assignment
Agreement for the Búzios field, in the pre-salt layer of Santos basin. The agreement results from the share purchase option exercised
by CPBL on September 29, 2021.
The amount to be received in cash by Petrobras at the closing
of the transaction is US$ 2,120 million, referring to the compensation and reimbursement of the signature bonus for the additional participation
of CPBL, subject to the usual adjustments in this type of contract between the base date and the closing date and compliance with conditions
precedent, such as authorization by the Administrative Council for Economic Defense (CADE), recommendation for approval of the Assignment
by the National Agency of Petroleum, Natural Gas and Biofuels (ANP) and approval by the Ministry of Mines and Energy ( MME).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
After the completion of the transaction, Petrobras will hold
an 85% interest in the Production Sharing Agreement for the Excess Volume of the Assignment Agreement for the Búzios field, CPBL
will hold a 10% interest and CNODC, 5%. The total interest in this Búzios Co-participation Agreement, including the installments
of the Assignment Agreement and the BS-500 Concession Agreement (100% of Petrobras) will be 88.99% of Petrobras, 7.34% of CPBL and 3,67%
of CNODC.
As of September 30, 2022, the assets and liabilities related
to the agreement to transfer 5% of the interest are classified as held for sale.
Atapu and Sepia
On April 27, 2022, Petrobras entered into the Production Sharing
Agreement for the Surplus Volumes of the Assignment of Atapu in partnership with Shell Brasil Petróleo Ltda (Shell - 25%) and TotalEnergies
EP Brasil Ltda. (TotalEnergies - 22.5%), and the Production Sharing Agreement for the Surplus Volumes of the Sepia Assignment, in consortium
with the companies TotalEnergies (28%), Petronas Petróleo Brasil Ltda. (Petronas - 21%) and QP Brasil Ltda. (QP - 21%). These agreements
are linked to the 2nd bidding round for the Surplus of the Transfer of Rights in the Production Sharing regime, which took place on December
17, 2021.
The Co-participation Agreements (Agreements) and the Addendums
to the Agreement for the Individualization of Atapu and Sepia Production (AIPs), necessary to manage the coincident deposits contained
in the area of the Assignment Agreement and in the area of
the Production Sharing Agreement of the Surplus Transfer
of Rights, were also concluded on April 27, 2022.
The compensations owed to Petrobras for Atapu and Sépia,
which includes a preliminary estimate of the gross up of the taxes levied, under the terms of Ordinance No. 08 of April 19, 2021 from
the MME, were paid by the partners on April 13, 26 and 27, 2022, amounting to R$9,960 in the Atapu compensation and R$14,552 in the Sépia
compensation.
The Agreements came into force on May 2, 2022, after the attestation
by Pré-Sal Petróleo S.A (PPSA) as to the contractors' compliance with the payment of compensation, as established in Ordinance
No. 519 of May 21, 2021.
On the effective date of the Agreements, the property, plant
and equipment and intangible assets associated with the Atapu and Sépia fields were partially written off, in exchange for financial
compensation, resulting in a transaction similar to a sale.
The company calculated the amount of R$ 650, of which R$ 300
for Atapu and R$ 350 for Sépia, resulting from the difference between the preliminary estimate and the final calculation of the
gross up of taxes levied on the net income generated by the transfer of ownership of the Petrobras assets for the Production Sharing regime,
as provided for in Ordinance No. 08, mentioned above. This amount was received by Petrobras in July 2022 from Atapu and Sépia partners.
The consolidated result of the operation, presented in other
operating income, was R$14,188, of which R$5,038 from Atapu and R$ 9,150 from Sepia.
The signature bonus corresponding to the company's participation
in the Production Sharing Agreement (Surplus Volumes of the Transfer of Rights) in Sépia was R$ 2,141 and, in Atapu, in the amount
of R$ 2,101.
Since it was a special auction, related to the surplus production
of fields with technical and commercial feasibility already defined, the value of the signature bonus paid in the first quarter of 2022
(R$ 4,242) was recognized in property, plant and equipment after the start of the Agreement.
|
|
Consolidated |
|
|
2022 |
|
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Recognition of (loss) / reversal |
|
|
|
|
Property, plant and equipment |
(1,337) |
(1,753) |
16,900 |
16,306 |
Intangible |
− |
(6) |
− |
− |
Property, plant and equipment and Intangible |
(1,337) |
(1,759) |
16,900 |
16,306 |
Assets held for sale |
1 |
(420) |
(542) |
(953) |
|
(1,336) |
(2,179) |
16,358 |
15,353 |
Investments |
12 |
(45) |
(45) |
1,903 |
Net effect in the statement of income |
(1,324) |
(2,224) |
16,313 |
17,256 |
Recognition of loss |
(1,338) |
(2,443) |
(604) |
(2,316) |
Loss reversal |
14 |
219 |
16,917 |
19,572 |
|
The company assesses the recoverability of assets annually
or when there is an indication of devaluation. In the period from January to September 2022, net losses due to devaluation in Property,
Plant and Equipment for Assets Held for Sale in the amount of R$ 2,179 were recognized in the statement of income, mainly due to the following
reasons:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| · | Postponement of the start of operations of the Natural Gas Processing Unit (UPGN) of the Gaslub Pole in
Itaboraí due to the termination of the contract with the company responsible for the works, which impacted the projection of revenues
of the CGU Utilidades Itaboraí, resulting in the recognition of devaluation losses in this CGU, in the amount of R$1,313, considering
the discount rate in constant currency of 5.40% p.a.; |
| · | Permanent stoppage of the P-35 platform in the Marlim field, which led to the exclusion of this asset
from the CGU Polo Norte and classification as an isolated asset, with the recognition of losses due to devaluation in the amount of R$
262; |
| · | Approval of the sale of the Golfinho Complex, which comprises the fields of Golfinho, an oil producer,
and Canapu, a producer of non-associated gas, and the exploratory block BM-ES-23. As a result of this operation, the company assessed
the recoverability of the book value of the assets of the Complex, considering the fair value net of selling expenses, which resulted
in the recognition of impairment losses in the amount of R$258; |
| · | Approval of the sale of the Northeast Lubricants and Petroleum Derivatives Refinery (LUBNOR), in the state
of Ceará, which led to its exclusion from RTM CGU and classification as an isolated asset. As a result of this operation, the company
assessed the recoverability of the book value of the refinery, considering the fair value net of selling expenses, which resulted in the
recognition of impairment losses in the amount of R$ 222. |
In the period from January to September 2021, net reversals
due to devaluation in the amount of R$ 15,353 were recognized in income for the period, mainly due to:
| · | Change in the short-term Brent assumption, with an assessment of the recoverability of the book value
of production field assets, resulting in a reversal of losses due to devaluation in the amount of R$ 17,209, mainly in the Roncador CGUs
(R$ 4,539); North Pole (R$3,772) and Berbigão-Sururu Pole (R$2,049); |
| · | Relocation of equipment from platforms P-72 and P-73 to producing fields in the Santos Basin. As a result,
considering the expectation of future cash generation, it recognized reversal of devaluation losses in the amount of R$151; |
| · | Permanent stoppage of platforms P-33 and P-26 in the Marlim field, which led to the exclusion of these
assets from the CGU Polo Norte and classification as isolated assets, with the recognition of losses due to devaluation in the amount
of R$ 1,031; |
| · | Approval of the sale of the company Breitener Energética S.A., in the state of Amazonas, resulting
in the recognition of a loss in the amount of R$473; and |
| · | Approval of the sale of the Arembepe, Muryci and Bahia 1 Thermoelectric Power Plants, located in Camaçari,
in the state of Bahia. As a result of this transaction, the company assessed the recoverability of the book value of the Thermoelectric
Power Plants, considering the fair value net of selling expenses, which resulted in the recognition of impairment losses in the amount
of R$441. |
| 17.1 | Investment in an associate with shares traded on stock exchanges (Petrobras Distribuidora S.A. - BR) |
On August 26, 2020, the Board of Directors of Petrobras approved
the process of divestment of its entire interest in Petrobras Distribuidora. On June 30, 2021, the Board of Directors approved the price
per common share issued by Petrobras Distribuidora S.A., in the amount of R$ 26.00, within the scope of the public offering of secondary
distribution of Shares held by Petrobras, resulting in an amount of sale of R$11,264, net of transaction costs.
The assessment of the recoverability of the investment based
on the cash flow from the sale resulted in the recognition of reversals of net impairment losses, in the period from January to September
2021, in the amount of R$ 2,019. The operation was completed in July 2021.
| 18 | Exploration and evaluation of oil and gas reserves |
Changes in capitalized costs related to exploratory wells
and the balances of amounts paid for obtaining rights and concessions for oil and natural gas exploration, both directly related to exploratory
activities in unproved reserves, are presented in the following table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*) |
2022
Jan-Sep |
2021
Jan-Sep |
Property plant and equipment |
|
|
Opening Balance |
11,127 |
15,716 |
Additions |
1,278 |
1,558 |
Write-offs |
(70) |
(860) |
Transfers |
(437) |
(792) |
Cumulative translation adjustment |
35 |
27 |
Closing Balance |
11,933 |
15,649 |
Intangible Assets |
12,556 |
14,399 |
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs |
24,489 |
30,048 |
(*) 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 flows used related to oil and gas exploration and evaluation activities are set out in the following table:
|
|
Consolidated |
|
2022 |
2021 |
Exploration costs recognized in the statement of income |
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Geological and geophysical expenses |
(553) |
(1,234) |
(525) |
(1,354) |
Exploration expenditures written off (includes dry wells and signature bonuses) |
(177) |
(632) |
(142) |
(1,178) |
Contractual penalties |
168 |
704 |
(28) |
(261) |
Other exploration expenses |
(3) |
(7) |
(1) |
(104) |
|
(565) |
(1,169) |
(696) |
(2,897) |
|
|
|
|
|
Cash used in: |
|
|
|
|
Operating activities |
556 |
1,241 |
526 |
1,458 |
Investment activities |
642 |
5,489 |
1,066 |
2,381 |
|
1,198 |
6,730 |
1,592 |
3,839 |
|
Term of Conduct Adjustment with
ANP
In the period from January to September 2022, Petrobras approved
the execution, with the ANP, of a Term of Conduct Adjustment (TCA) to offset local content fines related to:
• 22 concessions in which Petrobras has a 100% interest,
located in the Barreirinhas, Campos, Espírito Santo, Parecis, Potiguar, Recôncavo, Santos, Sergipe-Alagoas and Solimões
basins;
• 5 concessions in which Petrobras operates in partnership
with other concessionaires, located in the Espírito Santo, Mucuri, Pernambuco-Paraíba and Potiguar basins.
The TCA provides for the conversion of fines into investment
commitments in Exploration and Production with local content. Under the terms of the agreement, Petrobras is committed to investing approximately
R$1,011 in local content by December 31, 2026. As a result, all administrative proceedings related to the collection of fines arising
from non-compliance with local content in these concessions will be closed. The administrative proceedings ended up to September 30, 2022
resulted in a reversion of the liability of R$682.
| 19 | Collateral for crude oil exploration concession agreements |
Petrobras has granted collateral to the National Agency of
Petroleum, Natural Gas and Biofuels - ANP in the total amount of R$ 11,729 for the Minimum Exploratory Programs established in the concession
agreements for petroleum exploration areas, which are in force and net of commitments undertaken. Of this amount, R$8,597 corresponds
to the pledge of crude oil from previously identified fields that are already in the production phase and R$3,132 refers to bank guarantees.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 20.1 | Changes in investment (Parent Company) |
|
Controlled companies |
Joint operations |
Jointly controlled companies |
Associates
(*) |
Total |
Balance at December 31, 2021 |
264,102 |
180 |
109 |
5,434 |
269,825 |
Investments |
9 |
− |
80 |
− |
89 |
Transfers to held for sale |
(9) |
− |
− |
(282) |
(291) |
Restructuring, capital decrease and others |
(1,251) |
2 |
− |
5 |
(1,244) |
Results in equity-accounted investments (**) |
17,498 |
66 |
114 |
767 |
18,445 |
Cumulative translation adjustments |
(7,869) |
− |
− |
(267) |
(8,136) |
Other comprehensive income |
192 |
− |
3 |
636 |
831 |
Dividends |
(1,692) |
(82) |
(116) |
(509) |
(2,399) |
Balance at September 30, 2022 |
270,980 |
166 |
190 |
5,784 |
277,120 |
|
Controlled companies |
Joint operations |
Jointly controlled companies |
Associates
(*) |
Total |
Balance at December 31, 2020 |
228,777 |
164 |
237 |
12,697 |
241,875 |
Investments |
314 |
− |
34 |
− |
348 |
Transfers to held for sale |
(2,081) |
− |
(90) |
(11,318) |
(13,489) |
Restructuring, capital decrease and others |
735 |
− |
− |
(926) |
(191) |
Results in equity-accounted investments (**) |
9,739 |
60 |
46 |
7,081 |
16,926 |
Cumulative translation adjustments |
11,603 |
− |
14 |
393 |
12,010 |
Other comprehensive income |
506 |
− |
(6) |
166 |
666 |
Dividends |
(1,326) |
(31) |
(105) |
(812) |
(2,274) |
Balance at September 30, 2021 |
248,267 |
193 |
130 |
7,281 |
255,871 |
(*) Includes Braskem and other investments |
(**) In the income statement, it includes income from companies classified as held for sale in the amount of R$62, creditor effect, as of September 30, 2022 (R$441, creditor effect on September 30, 2021). |
| 20.2 | Changes in investment (Consolidated) |
|
|
|
Jointly controlled companies |
Associates
(*) |
Total |
Balance at December 31, 2021 |
|
|
2,839 |
5,588 |
8,427 |
Investments |
|
|
80 |
40 |
120 |
Transfers to held for sale |
|
|
− |
(282) |
(282) |
Restructuring, capital decrease and others |
|
|
(6) |
(69) |
(75) |
Results in equity-accounted investments |
|
|
1,119 |
814 |
1,933 |
Cumulative translation adjustments |
|
|
(59) |
(270) |
(329) |
Other comprehensive income |
|
|
3 |
636 |
639 |
Dividends |
|
|
(887) |
(505) |
(1,392) |
Balance at September 30, 2022 |
|
|
3,089 |
5,952 |
9,041 |
|
|
|
Jointly controlled companies |
Associates
(*) |
Total |
Balance at December 31, 2020 |
|
|
4,232 |
12,778 |
17,010 |
Investments |
|
|
35 |
44 |
79 |
Transfers to held for sale |
|
|
(1,773) |
(11,318) |
(13,091) |
Restructuring, capital decrease and others |
|
|
(1) |
(919) |
(920) |
Results in equity-accounted investments |
|
|
795 |
7,049 |
7,844 |
Cumulative translation adjustments |
|
|
131 |
398 |
529 |
Other comprehensive income |
|
|
(6) |
166 |
160 |
Dividends |
|
|
(549) |
(815) |
(1,364) |
Balance at September 30, 2021 |
|
|
2,864 |
7,383 |
10,247 |
(*) Includes Braskem and other investments. |
| 21 | Assets by operating segment |
The segmented information reflects the evaluation structure
of senior management in relation to performance and the allocation of resources to the business.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
Consolidated assets by operating segment - 09.30.2022 |
|
|
Exploration and Production |
Refining, Transportation & Marketing |
Gas
&
Power |
Corporate |
Eliminations |
Total |
Current assets |
45,211 |
94,689 |
19,688 |
51,231 |
(51,492) |
159,327 |
Non-current assets |
574,834 |
121,077 |
40,281 |
52,054 |
1 |
788,247 |
Long-term receivables |
33,526 |
15,124 |
3,240 |
40,826 |
1 |
92,717 |
Investments |
2,160 |
5,815 |
893 |
173 |
− |
9,041 |
Property, plant and equipment |
526,147 |
99,567 |
35,763 |
9,590 |
− |
671,067 |
Operating assets |
471,372 |
85,864 |
25,152 |
7,762 |
− |
590,150 |
Under construction |
54,775 |
13,703 |
10,611 |
1,828 |
− |
80,917 |
Intangible assets |
13,001 |
571 |
385 |
1,465 |
− |
15,422 |
Total Assets |
620,045 |
215,766 |
59,969 |
103,285 |
(51,491) |
947,574 |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 12.31.2021 |
|
|
Exploration and Production |
Refining, Transportation & Marketing |
Gas
&
Power |
Corporate |
Eliminations |
Total |
Current assets |
33,672 |
70,822 |
21,418 |
73,995 |
(31,660) |
168,247 |
Non-current assets |
597,740 |
121,076 |
37,669 |
48,220 |
(1) |
804,704 |
Long-term receivables |
28,136 |
12,342 |
1,795 |
37,720 |
(1) |
79,992 |
Investments |
2,194 |
5,412 |
662 |
159 |
− |
8,427 |
Property, plant and equipment |
552,654 |
102,788 |
34,829 |
9,135 |
− |
699,406 |
Operating assets |
486,676 |
89,770 |
20,868 |
7,662 |
− |
604,976 |
Under construction |
65,978 |
13,018 |
13,961 |
1,473 |
− |
94,430 |
Intangible assets |
14,756 |
534 |
383 |
1,206 |
− |
16,879 |
Total Assets |
631,412 |
191,898 |
59,087 |
122,215 |
(31,661) |
972,951 |
| 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:
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
|
E&P |
RT&M |
Gas & Power |
Corporate and other segments |
Total |
Total |
Assets classified as held for sale |
|
|
|
|
|
|
Cash and Cash Equivalents |
− |
− |
− |
− |
− |
72 |
Trade receivables |
− |
− |
− |
− |
− |
175 |
Inventories |
− |
620 |
− |
− |
620 |
408 |
Investments |
1 |
2 |
− |
− |
3 |
1,599 |
Property, plant and equipment |
27,198 |
829 |
− |
21 |
28,048 |
11,023 |
Others |
− |
13 |
− |
− |
13 |
618 |
Total |
27,199 |
1,464 |
− |
21 |
28,684 |
13,895 |
Liabilities on assets classified as held for sale |
|
|
|
|
|
|
Trade Payables |
− |
− |
− |
− |
− |
9 |
Finance debt |
− |
− |
− |
723 |
723 |
5 |
Provision for decommissioning costs |
8,240 |
− |
− |
− |
8,240 |
4,646 |
Others |
− |
− |
− |
− |
− |
180 |
Total |
8,240 |
− |
− |
723 |
8,963 |
4,840 |
|
22.1
Transactions pending closing at September 30, 2022
In operations carried out in previous periods, the main assets
and liabilities classified as held for sale include: (i) total interest in the Papa-Terra production field; (ii) onshore fields in Sergipe;
(iii) REMAN Refinery; (iv) Shale Industrialization Unit - SIX; and (v) additional interest of 5% related to Surpluses from Assignment
of Rights - Búzios (explanatory note 16.2 – Intangible assets).
Regarding the divestment in the Isaac Sabbá Refinery
(REMAN), on August 30, 2022, the Administrative Council for Economic Defense (CADE) approved the sale transaction to Ream Participações
S.A., through the execution of the Concentration Control Agreement - CCA. The completion of the transaction is still subject to the other
conditions precedent set out in the purchase and sale agreement signed in August 2021.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
On October 1, 2022, the assets and associated logistics of
the REMAN Refinery and the Shale Industrialization Unit - SIX were transferred to Refinaria de Manaus S.A. and Paraná Xisto S.A.,
respectively, starting the operational phase of the respective companies.
Additionally, in the period from January to September 2022,
new contracts were signed and, together with the operations carried out in previous periods, comprise the assets and liabilities held
for sale on September 30, 2022. The new contracts are shown below:
Transaction |
Acquirer |
Date of approval / signing |
Transaction amount (*) |
Further information |
Sale of the entire interest in a set of 22 concessions for onshore and shallow water production fields, together with their processing, refining, logistics, storage, transport and outflow of oil and natural gas, located in the Potiguar Basin, in the state of Rio Grande do Norte, jointly called Pole Potiguar. |
3R Potiguar SA, subsidiary of 3R Petroleum Óleo e Gás AS |
January 2022 |
US$ 1,385 million |
a |
Sale of the total interest in a set of four concessions of onshore production fields, with integrated facilities, located in the state of Espírito Santo, jointly called Polo Norte Capixaba. |
Seacrest Petróleo SPE Norte Capixaba Ltda., a wholly owned subsidiary of Seacrest Exploração e Produção de Petróleo Ltda. |
February 2022 |
US$ 478 million |
b |
Sale of the entire interest in the Albacora Leste concession, located predominantly in deep waters in the Campos Basin. |
Petro Rio Jaguar Petróleo Ltda. (PetroRio), subsidiary of Petro Rio S.A. |
April 2022 |
US$ 1,951 million |
c |
Sale of the Lubrificantes e Derivados de Petróleo do Nordeste (LUBNOR) refinery and associated logistics assets, located in the state of Ceará. |
Grepar Participações Ltda. |
May 2022 |
US$ 34 million |
d |
Sale of the entire interest in the sets of maritime concessions called Polo Golfinho and Polo Camarupim, in deep post-salt waters, located in the Espírito Santo Basin. |
BW Energy Maromba do Brasil Ltda (BWE) |
June 2022 |
US$15 million |
e |
(*) Transaction value that does not include contingent assets, when contractually provided.. |
It is important to mention that the transaction values do
not consider the adjustments due until the closing of the transaction, which are subject to the fulfillment of certain conditions precedent,
such as approvals by the ANP and CADE.
a) Sale of assets of the Potiguar Pole
and Natural Gas Production Unit of Alagoas
The conditions and terms of receipt will be as follows: (a)
US$ 110 million received on the date of execution of the purchase and sale agreement; (b) US$1.04 billion upon closing of the transaction
and (c) US$235 million to be paid in 4 annual installments of US$58.75 million, beginning in March 2024.
b) Sale of assets in the Capixaba North
Pole
The conditions and terms of receipt will be as follows: (a)
US$ 35.85 million received on the date of execution of the agreement; (b) US$442.15 million at the closing of the transaction and (c)
up to US$66 million in contingent payments provided for in contracts, depending on future Brent quotations.
c) Sale of Albacora Leste
Receipt conditions and terms: (a) US$ 292.7 million received
on the date of execution of the agreement; (b) US$ 1.66 billion at the closing of the transaction; and (c) up to US$250 million in contingent
payments, depending on future Brent prices.
d) Sale of LUBNOR
Receipt Terms and Conditions: (a) US$3.4 million received
on signature date; (b) US$9.6 million to be paid upon closing of the transaction; and (c) US$21 million in deferred payments.
e) Sale of interest in Golfinho and Camarupim
Poles
Receipt conditions and terms: (a) US$ 3 million received on
the signature date, (b) US$ 12 million to be paid at the closing of the transaction; and (c) up to US$60 million in contingent payments,
depending on future Brent prices and asset development.
22.2
Completed operations
The main asset sales operations are presented below:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
|
|
|
|
|
|
Transaction |
Acquirer |
Signature date (S)
Closing date (C) |
Sale amount (*) (**) |
Value of
closure
in other currencies (***) |
Gain (loss)
(****) |
Further infor-mation |
Sale of the Company's entire interest in a set of seven onshore and shallow water fields called Alagoas group of fields, and of Alagoas Natural Gas Processing Unit, in the state of Alagoas. |
Petromais Global Exploração e Produção S.A. (renamed Origem Energia S.A.) |
July 2021 (S)
February 2022 (C) |
1,567 |
US$ 300
million |
1,741 |
a |
Sale of the Company's entire interest in 14 onshore production fields (Recôncavo group of fields), in the state of Bahia |
3R Candeias S.A, wholly owned subsidiary of 3R Petroleum Óleo e Gás S.A. |
December 2020 (S)
May 2022 (C) |
1,298 |
US$ 256 million |
1,066 |
b |
Sale of the Company's entire interest (27.88%) in Deten Química S.A (Deten), a petrochemical plant located in the industrial hub of Camaçari, in the state of Bahia. |
Cepsa Química S.A. |
April 2022 (S)
July 2022 (C) |
551 |
|
269 |
c |
Sale of the Company’s entire interest (51%) in Petrobras Gas S.A (Gaspetro) |
Compass Gas e Energia S.A. |
July 2021 (S)
July 2022 (C) |
2,098 |
|
930 |
d |
|
|
|
|
|
|
|
Sale of the Company’s entire interest in Peroá group of fields, in the state of Espírito Santo |
DBO Energia and OP Energia, currently 3R Offshore |
January 2021 (S)
August 2022 (C) |
68 |
US$ 13 million |
125 |
e |
|
|
|
|
|
|
|
Sale of the Company's entire interest in Fazenda Belém and Icapuí onshore fields , named Fazenda Belém group of fields, located in the Potiguar Basin, in the state of Ceará |
SPE Fazenda Belém S.A., wholly owned company of 3R Petroleum e Participações S.A. |
August 2020 (S)
August 2022 (C) |
125 |
US$ 23 million |
204 |
f |
|
|
|
5,707 |
|
4,335 |
|
(*) Amount agreed upon signing the transaction, plus closing price adjustment, when provided for in the contract. |
(**) The amount of “Receipts for the sale of assets (Divestments) in the Statement of Cash Flows” is mainly composed of amounts from the Divestment Program: partial receipt of operations this year, installments of operations from previous years and advances related to unfinished operations. |
(***) Contractual value and price adjustments of operations traded in a currency other than the Brazilian real. |
(****) Recognized in "Income from disposals, write-off of assets and result on remeasurement of equity interests" - explanatory note 6 - Other (expenses) net operating income. |
|
The operations were concluded after the fulfillment of conditions
precedent.
a) Sale of Polo Alagoas assets
The transaction was concluded with the receipt of US$ 60 million
on the date of execution of the purchase and sale agreement and US$ 240 million at the closing of the transaction.
b) Sale of Polo Recôncavo assets
The transaction was concluded with the receipt of US$ 10 million
on the date the purchase and sale agreement was signed and US$ 246 million on the closing date of the transaction.
c) Sale of Deten
The transaction was concluded with the receipt of R$29 on
the date of execution of the purchase and sale agreement and R$514 at the closing of the transaction, which reflects the purchase price
adjusted as a result of monetary restatement, dividends received and deduction of the value of the deposit received upon execution of
the share purchase and sale agreement. Additionally, R$ 8 was received in September 2022, referring to the receipt of earn outs (tax credits)
negotiated in the agreement.
d) Sale of Gaspetro
The transaction was completed with full settlement on the
closing date.
e) Sale of E&P assets in Espírito
Santo (Peroá Pole)
The operation was concluded with the cash payment of US$ 8
million, already with the adjustments provided for in the agreement. The amount received is added to the amount of US$ 5 million received
upon signing the purchase and sale agreement. In addition to these amounts, Petrobras expects to receive up to US$ 43 million in contingent
payments, depending on future Brent prices and asset development.
f) Sale of onshore fields in Ceará
(Polo Fazenda Belém)
The transaction was concluded with the cash receipt of US$
5 million, already with the adjustments provided for in the agreement. The amount is added to the amount of US$ 9 million received on
the date of execution of the purchase and sale agreement.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
In addition to these amounts, the company will still receive
the remaining balance in August 2023, which will be corrected based on contractual conditions.
22.3
Price adjustments – Transactions completed in previous years
a) Sale of RLAM
On November 30, 2021, Petrobras finalized the sale of its
entire interest in Refinaria de Mataripe S.A., the company that owns Refinaria Landulpho Alves (RLAM) to the company MC Brazil Downstream
Participações S.A. As part of the negotiation, which provided for a final adjustment of the acquisition price, Petrobras
recognized in January 2022 the amount of R$368 (US$68 million) in other operating income.
22.4
Contingent assets on asset sales
Some asset sales provide for receipts subject to contractual
clauses, especially related to the Brent variation in sales related to E&P assets.
The divestments that may generate gain recognition, recorded
in other operating income, are presented below:
Sales |
Divestment closing date |
At closing
of the agreement
US$ million |
Asset recognized in the period from January to September 2022 |
Active
recognized in previous periods US$ million |
US$ million |
R$ |
Sales in previous years |
|
|
|
|
|
Riacho da Forquilha Pole |
Dec/2019 |
62 |
18 |
94 |
− |
Pampo and Enchova Poles |
Jul/2020 |
650 |
125 |
621 |
36 |
Baúna Field |
Nov/2020 |
285 |
95 |
502 |
17 |
Frade Field |
Feb/2021 |
20 |
− |
− |
− |
Ventura Pole |
Jul2021 |
43 |
− |
− |
43 |
Miranga Pole |
Dec/2021 |
85 |
33 |
164 |
15 |
Cricaré Pole |
Dec/2021 |
118 |
20 |
104 |
− |
|
|
− |
− |
− |
|
|
|
|
|
|
|
Sale in the current fiscal year |
|
|
|
|
|
Peroá Pole |
Aug/2022 |
43 |
− |
− |
− |
|
|
|
|
|
|
Total |
|
|
291 |
1,485 |
111 |
|
22.5
Other Operations
On March 23, 2022, the process of closing the company Participações
em Complexos Bioenergéticos S.A. was concluded. - PCBios, in which Petrobras held 50%. The dissolution and liquidation of PCBios
were approved at the company's Extraordinary General Meeting. There were no effects on the statement of income.
On August 18, 2022, Petrobras completed the purchase of Edison
S.p.A. (50%) in the company Ibiritermo S.A., for the amount of R$ 2.5, becoming 100% of the company's capital. The transaction was classified
as a business combination, with recognition of a bargain purchase gain of R$9.
22.6
Cash flows from the sale of interest with loss of control
The sales of equity interest that resulted in loss of control
and the cash flows arising from these transactions are presented below:
|
Received amount |
Cash and cash equivalents of controlled companies with loss of control |
Net cash flow |
Jan-Sep/2022 |
|
Gaspetro |
2,098 |
(112) |
1,986 |
|
|
|
− |
Jan-Sep/2021 |
|
PUDSA |
334 |
(81) |
253 |
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 23.1 | Balance by type of finance debt |
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
Banking Market |
6,587 |
6,904 |
Capital Market |
13,572 |
13,975 |
Development banks (*) |
3,900 |
4,291 |
Others |
25 |
39 |
Total in Brazil |
24,084 |
25,209 |
Banking Market |
51,337 |
47,573 |
Capital Market |
77,263 |
108,968 |
Export Credit Agency |
13,258 |
16,468 |
Others |
876 |
1,006 |
Total abroad |
142,734 |
174,015 |
Total finance debt |
166,818 |
199,224 |
Current |
17,873 |
20,316 |
Noncurrent |
148,945 |
178,908 |
(*) Includes BNDES, FINAME, and FINEP.
The amount classified in current liabilities is composed of:
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
Short-term debt |
649 |
602 |
Current portion of long-term debt |
14,862 |
17,093 |
Accrued interest on short and long-term debt |
2,362 |
2,621 |
Total |
17,873 |
20,316 |
The capital market balance is mainly composed of R$74,246
in global notes, issued abroad by PGF, R$9,618 in debentures and R$3,022 in book-entry commercial notes, issued in Brazil by Petrobras.
The global notes mature between 2024 and 2115 and do not require
collateral. Such financing was carried out in dollars, euros and pounds, being 88%, 2% and 10%, of the total global notes, respectively.
The debentures and commercial notes, due between 2024 and
2034 do not require real guarantees and are not convertible into shares or equity interests.
As of September 30, 2022, there were no defaults, breaches
of covenants (breaches) or adverse changes in clauses that resulted in changes in the payment terms of loan and financing agreements.
There was no change in the guarantees required in relation to December 31, 2021.
|
Consolidated |
|
Brazil |
Abroad |
Total |
Balance at December 31, 2021 |
25,209 |
174,015 |
199,224 |
Proceeds from financing |
3,000 |
10,322 |
13,322 |
Repayment of principal (*) |
(4,771) |
(32,933) |
(37,704) |
Repayment of interest (*) |
(1,347) |
(5,890) |
(7,237) |
Charges incurred in the period (**) |
1,514 |
7,152 |
8,666 |
Monetary and exchange variations |
479 |
(3,135) |
(2,656) |
Cumulative translation adjustment |
− |
(6,797) |
(6,797) |
Balance at September 30, 2022 |
24,084 |
142,734 |
166,818 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
|
Brazil |
Abroad |
Total |
Balance at December 31, 2020 |
46,009 |
234,029 |
280,038 |
Proceeds from financing |
− |
8,921 |
8,921 |
Repayment of principal (*) |
(22,004) |
(79,083) |
(101,087) |
Repayment of interest (*) |
(1,299) |
(8,553) |
(9,852) |
Charges incurred in the period (**) |
1,288 |
10,518 |
11,806 |
Monetary and exchange variations |
930 |
499 |
1,429 |
Cumulative translation adjustment |
− |
8,458 |
8,458 |
Balance at September 30, 2021 |
24,924 |
174,789 |
199,713 |
(*) Includes prepaymments. |
(**)Includes appropriations of goodwill, discounts and associated transaction costs. |
In the period from January to September 2022, the company
settled several loans and financing, in the amount of R$46,754, highlighting the repurchase of R$24,767 of securities in the international
capital market.
In the period from January to September 2022, the company
raised R$13,322, mainly: (i) R$6,676 through a credit line with sustainability commitments (Sustainability-Linked Loan) in the international
banking market, maturing in 2027, and (ii) R$3,000 through the issuance of commercial notes in the domestic capital market maturing in
2030 and 2032.
| 23.3 | Reconciliation with cash flows from financing activities |
|
|
|
2022 |
|
|
2021 |
|
|
|
Jan-Sep |
|
|
Jan-Sep |
|
Proceeds from financing |
Repayment of principal |
Repayment of interest |
Proceeds from financing |
Repayment of principal |
Repayment of interest |
Changes in financing |
13,322 |
(37,704) |
(7,237) |
8,921 |
(101,087) |
(9,852) |
Debt reestructuring |
− |
(592) |
− |
− |
(5,813) |
− |
Related deposits (*) |
− |
(959) |
(262) |
− |
(1,499) |
(290) |
|
|
|
|
|
|
|
Cash flows from financing activities |
13,322 |
(39,255) |
(7,499) |
8,921 |
(108,399) |
(10,142) |
|
|
|
|
|
|
|
(*)Amounts deposited for payment of obligations related to financing obtained from the China Development Bank (CDB), with semi-annual settlements in June and December. |
| 23.4 | Summarized information on current and non-current finance debt |
|
Consolidated |
Maturity in |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total (*) |
Fair value |
|
|
|
|
|
|
|
|
|
Financing in U.S. Dollars (US$)(*): |
7,188 |
14,266 |
17,492 |
13,888 |
8,271 |
69,886 |
130,991 |
127,835 |
Floating rate debt (**) |
6,089 |
13,829 |
14,471 |
10,455 |
6,182 |
12,921 |
63,947 |
|
Fixed rate debt |
1,099 |
437 |
3,021 |
3,433 |
2,089 |
56,965 |
67,044 |
|
Average interest rate (p.a) |
4.5% |
6.6% |
6.5% |
6.2% |
6.4% |
6.6% |
6.4% |
|
Financing in Brazilian Reais (R$): |
808 |
2,524 |
3,514 |
1,170 |
2,288 |
13,780 |
24,084 |
23,306 |
Floating rate debt(***) |
133 |
1,483 |
1,468 |
725 |
725 |
5,766 |
10,300 |
|
Fixed rate debt |
675 |
1,041 |
2,046 |
445 |
1,563 |
8,014 |
13,784 |
|
Average interest rate (p.a) |
5.5% |
6.9% |
6.8% |
6.4% |
6.2% |
6.6% |
6.4% |
|
Financing in Euro (€): |
− |
128 |
63 |
1,433 |
− |
2,873 |
4,497 |
4,270 |
Fixed rate debt |
− |
128 |
63 |
1,433 |
− |
2,873 |
4,497 |
|
Average interest rate (p.a) |
- |
4.7% |
4.7% |
4.7% |
0.0% |
4.7% |
4.7% |
|
Financing in Pound Sterling (£): |
140 |
117 |
− |
− |
2,770 |
4,219 |
7,246 |
6,317 |
Fixed rate debt |
140 |
117 |
− |
− |
2,770 |
4,219 |
7,246 |
|
Average interest rate (p.a) |
6.0% |
6.2% |
− |
− |
6.2% |
6.4% |
6.3% |
|
Total on September 30, 2022 |
8,136 |
17,035 |
21,069 |
16,491 |
13,329 |
90,758 |
166,818 |
161,728 |
Average interest rate (p.a) |
4.7% |
6.6% |
6.4% |
6.2% |
6.3% |
6.6% |
6.4% |
− |
Total on December 31, 2021 |
20,315 |
16,591 |
22,253 |
19,247 |
15,809 |
105,009 |
199,224 |
211,453 |
Average interest rate (p.a) |
5.2% |
5.3% |
5.5% |
5.6% |
5.9% |
6.5% |
6.2% |
− |
|
(*)The average maturity of outstanding debt as of
September 30, 2022 is 12.04 years (13.39 years as of December 31, 2021).
(**) Operation
|
|
|
|
|
|
|
|
|
|
|
|
(**) Operations with variable index plus fixed spread.
(***) Operations with variable index plus fixed
spread, as applicable.
As of September 30, 2022, the fair values of
financing are mainly determined by using:
Level 1 - prices quoted in active markets, when applicable,
in the amount of R$ 69,013 (R$ 115,906, on December 31, 2021); and
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
Level 2 - cash flow method discounted by the spot rates interpolated
from the indexes (or proxies) of the respective financing, observed to the pegged currencies, and by the credit risk of Petrobras, in
the amount of R$ 92,715 (R$ 95,547, on December 31, 2021).
The sensitivity analysis for financial instruments subject
to foreign exchange variation is set out in note 27.3.
The nominal (undiscounted) flow of principal and interest
on financing, by maturity, is shown below:
|
Consolidated |
Maturity |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
09.30.2022 |
12.31.2021 |
Principal |
6,103 |
16,689 |
21,571 |
16,954 |
13,785 |
95,398 |
170,500 |
204,007 |
Interest |
2,491 |
10,028 |
8,980 |
7,465 |
6,679 |
101,319 |
136,962 |
170,524 |
Total (*) |
8,594 |
26,717 |
30,551 |
24,419 |
20,464 |
196,717 |
307,462 |
374,531 |
(*)The nominal flow of leases is found in note 24.
. |
|
|
09.30.2022 |
Company |
Financial institution |
Date |
Maturity |
Available
(Lines of Credit) |
Used |
Balance |
Abroad (in US$ million) |
|
|
|
|
|
|
|
PGT BV |
Syndicate of banks |
12/16/2021 |
11/16/2026 |
5,000 |
− |
5,000 |
PGT BV (*) |
Syndicate of banks |
03/27/2019 |
02/27/2024 |
3,250 |
− |
3,250 |
Total |
|
|
|
|
8,250 |
- |
8,250 |
In Brazil |
|
|
|
|
|
|
|
Petrobras |
Banco do Brasil |
03/23/2018 |
09/26/2026 |
2,000 |
− |
2,000 |
Petrobras |
Bradesco |
06/01/2018 |
05/31/2023 |
2,000 |
− |
2,000 |
Petrobras |
Banco do Brasil |
10/04/2018 |
09/05/2025 |
2,000 |
− |
2,000 |
Transpetro |
Caixa Econômica Federal |
11/23/2010 |
Not defined |
329 |
− |
329 |
Total |
|
|
|
|
6,329 |
− |
6,329 |
(*) In April 2021, PGT extended part of the Revolving Credit Facility. As such, $2,050 million will be available for withdrawal from February 28, 2024 through February 27, 2026. |
|
|
|
|
|
|
|
|
|
|
Changes in lease agreements recognized as liabilities are
shown below:
|
Consolidated |
|
Brazil |
Abroad |
Total |
Balance at December 31, 2021 |
25,695 |
102,899 |
128,594 |
Remeasurement/New agreements |
9,529 |
8,492 |
18,021 |
Payment of principal and interest |
(6,207) |
(14,370) |
(20,577) |
Charges incurred in the period |
1,315 |
3,768 |
5,083 |
Monetary and Exchange variation |
(346) |
(3,385) |
(3,731) |
Cumulative translation adjustments |
− |
(106) |
(106) |
Transfers |
− |
(699) |
(699) |
Balance at September 30, 2022 |
29,986 |
96,599 |
126,585 |
Current |
|
|
28,855 |
No Current |
|
|
97,730 |
|
Consolidated |
|
Brazil |
Abroad |
Total |
Balance at December 31, 2020 |
22,556 |
89,954 |
112,510 |
Remeasurement /Novos contratos |
2,930 |
22,444 |
25,374 |
Payment of principal and interest |
(6,182) |
(17,141) |
(23,323) |
Charges incurred in the period |
928 |
3,896 |
4,824 |
Monetary and Exchange variation |
539 |
4,350 |
4,889 |
Cumulative translation adjustments |
− |
125 |
125 |
Transfers |
105 |
(93) |
12 |
Balance at September 30, 2021 |
20,876 |
103,535 |
124,411 |
Current |
|
|
30,951 |
No Current |
|
|
93,460 |
As of September 30, 2022, the value of the lease liability
of Petrobras Holding is R$134,936 (R$138,237 as of December 31, 2021), including leases and subleases with investee companies, mainly
vessels with PNBV and Transpetro.
The nominal flow (not discounted) without considering the
projected future inflation in the flows of the lease contracts, by maturity, is presented below:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Consolidated |
Maturity in |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total |
Nominal value on September 30,, 2022 |
8,377 |
27,619 |
22,269 |
16,480 |
12,175 |
85,709 |
172,629 |
Nominal value on December 31, 2021 |
31,077 |
22,011 |
16,895 |
12,885 |
11,004 |
81,520 |
175,392 |
In certain contracts, during the lease term, there are payments
that vary due to changes in facts or circumstances that occurred after the commencement date, in addition to the passage of time. Such
payments are not included in the measurement of lease obligations. In the period from January to September 2022, these amounts were R$4,417
and represented 21% in relation to fixed payments (R$3,229 and represented 14% in relation to fixed payments in the period from January
to September 2021).
In the period from January to September 2022, the company
recognized leasing expenses in the amount of R$ 558 (R$ 392 in the period from January to September 2021), referring to contracts
with a term of less than one year.
As of September 30, 2022, the nominal value of lease agreements
that had not yet been initiated, due to the related assets being under construction or not having been made available for use, represent
the amount of R$ 416,605 (R$ 443,967 in 31 December 2021). The reduction basically corresponds to the appreciation of the Real against
the U.S Dollar.
The sensitivity analysis of financial instruments subject
to exchange variation is presented in Note 27.3.
As of September 30, 2022 and December 31, 2021, the subscribed
and paid-in capital in the amount of R$205,432 is represented by 13,044,496,930 shares, of which 7,442,454,142 are common shares and 5,602,042,788
are preferred shares, all registered, book-entry shares with no par value.
Preferred shares have priority in the case of capital reimbursement,
do not guarantee voting rights and are not convertible into common shares.
There are shares held by Petrobras that are held in treasury,
represented by 295,669 shares, of which 222,760 are common shares and 72,909 are preferred shares.
| 25.2 | Remuneration to shareholders |
Dividends for the year 2021
On April 13, 2022, the Annual Shareholders' Meeting approved
dividends for fiscal year 2021, in the amount of R$101,395, corresponding to R$7.773202 per outstanding preferred and common share. This
amount includes the anticipation of shareholder remuneration, monetarily restated by the Selic rate variation from the date of payment
to December 31, 2021, in the amount of R$64,075, and the complementary dividend of R$37,320 that, on December 31, 2021, was highlighted
in shareholders’ equity as a proposed additional dividend.
Complementary dividends of R$37,320 were reclassified from
shareholders' equity to liabilities on the date of approval of the Annual Shareholders' Meeting and payment approved for May 16, 2022
in the amount of R$ 38,745, equivalent to R$2.9702487 per outstanding preferred and common share, with the adjustment by the Selic rate
variation from December 31, 2021 until the payment date, in the amount of R$ 1,425.
Anticipation of dividends for the year
2022
The Board of Directors approved, from January to September
2022, advance payments to shareholders in the amount of R$136,279, equivalent to R$10.447493 per outstanding preferred and common share,
using the retention reserve of profits (intermediate) and based on the result for the first half of 2022 (interim), as shown in the following
table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Date of approval |
Date of record |
Amount per Share |
Amount |
1st intermediate dividends |
05.05.2022 |
05.23.2022 |
0.576736 |
7,523 |
2nd intermediate dividends |
07.28.2022 |
08.11.2022 |
2.822813 |
36,820 |
Total intermediate dividends by use of a portion of profit retention reserve |
|
|
3.399549 |
44,343 |
|
|
|
|
|
1st interim dividends |
05.05.2022 |
05.23.2022 |
2.708577 |
35,331 |
1st interim interest on capital |
05.05.2022 |
05.23.2022 |
0.430177 |
5,612 |
2nd interim dividends |
07.28.2022 |
08.11.2022 |
3.482049 |
45,421 |
2nd interim interest on capital |
07.28.2022 |
08.11.2022 |
0.427141 |
5,572 |
Total interim dividends based on the net income of Jan-Jun/2022 |
|
|
7.047944 |
91,936 |
|
|
|
|
|
Total approved anticipations of dividends as of September 30, 2022 |
|
|
10.447493 |
136,279 |
|
|
|
|
|
Monetary restatement on paid anticipations |
|
|
0.167109 |
2,180 |
|
|
|
|
|
Total anticipations of dividends monetarily restated |
|
|
10.614602 |
138,459 |
The anticipation of remuneration to shareholders in the amount
of R$136,279 was paid as follows:
| · | R$48,466, with the shareholding position on May 23, 2022, paid in June and July 2022, in two equal installments
of R$24,233 (R$1.857745 per outstanding preferred and common shares); and |
| · | R$ 87,813, with the shareholding position on August 11, 2022, paid in August and September 2022, in two
installments of R$ 43,907 (first installment of R$ 3.366002 outstanding preferred and common shares and second installment of R$3.366001
per outstanding preferred and common shares). |
These advances were monetarily restated by Selic, from the
payment date to September 30, 2022, in the amount of R$ 2,180, as provided for in the Bylaws, and will be deducted from the remuneration
that will be distributed to shareholders at the end of the 2022 fiscal year. The total anticipated, including monetary restatement, reached
R$138,459 (R$10.614602 per outstanding preferred and common share).
Interest on capital in advance for the year 2022 resulted
in an income tax and social contribution tax credit of R$3,802. The withholding income tax of 15% was levied on interest, except for immune
and exempt shareholders, as established in Law No. 9,249/95.
|
|
Consolidated and Parent Company |
|
2022 |
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Basic and diluted denominator – Net income attributable to shareholders of Petrobras attributable equally between share classes |
|
|
|
|
Net income of the period |
|
|
|
|
Common |
26,300 |
82,721 |
17,768 |
42,884 |
Preferred |
19,796 |
62,266 |
13,374 |
32,280 |
|
46,096 |
144,987 |
31,142 |
75,164 |
|
|
|
|
|
Basic and diluted denominator - Weighted average number of outstanding shares (number of shares) |
|
|
|
|
Common |
7,442,231,382 |
7,442,231,382 |
7,442,231,382 |
7,442,231,382 |
Preferred |
5,601,969,879 |
5,601,969,879 |
5,601,969,879 |
5,601,969,879 |
|
13,044,201,261 |
13,044,201,261 |
13,044,201,261 |
13,044,201,261 |
|
|
|
|
|
Basic and diluted earnings per share (R$ per share) |
|
|
|
|
Common |
3.54 |
11.12 |
2.39 |
5.76 |
Preferred |
3.54 |
11.12 |
2.39 |
5.76 |
Basic earnings per share are calculated by dividing the net
income attributable to shareholders of Petrobras by the weighted average number of outstanding shares during the period.
The diluted share result is calculated by adjusting the income
and the weighted average number of shares taking into account the conversion of all potential shares with a dilutive effect (equity instruments
or contracts capable of resulting in the issuance of shares ).
The basic and diluted results show the same value per share
as Petrobras does not have potential shares.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 26 | Fair value of financial assets and liabilities |
|
Consolidated
Fair value measured based on |
|
Level I |
Level II |
Level III |
Total fair
value
recorded |
Assets |
|
|
|
|
Marketable securities |
3,543 |
− |
− |
3,543 |
Commodity derivatives |
84 |
24 |
− |
108 |
Foreign currency derivatives |
− |
1 |
− |
1 |
Interest rate derivatives |
− |
49 |
− |
49 |
Balance at September 30, 2022 |
3,627 |
74 |
− |
3,701 |
Balance at December 31, 2021 |
3,630 |
128 |
− |
3,758 |
|
|
|
|
|
Liabilities |
|
|
|
|
Foreign currency derivatives |
− |
(2,594) |
− |
(2,594) |
Commodity derivatives |
− |
(15) |
− |
(15) |
Balance at September 30, 2022 |
− |
(2,609) |
− |
(2,609) |
Balance at December 31, 2021 |
(6) |
(1,519) |
− |
(1,525) |
|
The estimated fair value for the company's financing, calculated
at current market rates, is set out in note 23.
Certain receivables are classified as fair value through profit
or loss, as presented in note 9.
The fair values of
cash and cash equivalents, short-term debt and other financial assets and liabilities are equivalent or do not differ significantly from
their carrying amounts.
| 27.1 | Derivative financial instruments |
The following tables present a summary of the positions held
by the company as of September 30, 2022, recognized as other current assets and liabilities, in addition to the amounts recognized in
income, other comprehensive income for the period and guarantees given as collateral by nature of the operations:
|
|
Statement of Financial Position |
|
|
|
|
Fair value |
|
|
Notional value |
Asset Position (Liability) |
Maturity |
|
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
|
Derivatives not designated for hedge accounting |
|
|
|
|
|
Future contracts - total (*) |
(2,395) |
(1,308) |
84 |
(6) |
|
Long position/Crude oil and oil products |
6,781 |
1,380 |
− |
− |
2022 |
Short position/Crude oil and oil products |
(9,176) |
(2,688) |
− |
− |
2022 |
Swap (**) |
|
|
|
|
|
Long put/ Soybean oil (**) |
3 |
− |
(3) |
− |
2022 |
Long put/ Soybean oil (**) |
(7) |
(11) |
6 |
(2) |
2022 |
Options |
|
|
|
|
|
Long put/ Soybean oil (**) |
11 |
− |
18 |
− |
2022 |
Long put/ Soybean oil (**) |
(21) |
− |
(12) |
− |
2022 |
Forward contracts |
|
|
|
|
|
Long position/Foreign currency forwards (BRL/USD) (***) |
US$ 5 |
− |
1 |
− |
2022 |
Short position/Foreign currency forwards (BRL/USD) (***) |
US$ 26 |
US$ 15 |
(8) |
1 |
2022 |
Swap |
|
|
|
|
|
Foreign currency / Cross-currency Swap (***) |
GBP 583 |
GBP 583 |
(756) |
127 |
2026 |
Foreign currency / Cross-currency Swap (***) |
GBP 442 |
GBP 442 |
(1,281) |
(277) |
2034 |
Swap – IPCA |
3,008 |
3,008 |
49 |
(6) |
2029/2034 |
Foreign currency / Cross-currency Swap (***) |
US$ 729 |
US$ 729 |
(549) |
(1,234) |
2024/2029 |
Total recognized in the Statement of Financial Position |
|
|
(2,451) |
(1,397) |
|
(*) Notional value in thousands of bbl. |
|
|
|
|
|
(**) Notional value in thousands of tons (PBIO operations). |
(***) Amounts in US$ and GBP are presented in million.
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Gains/ (losses) recognized in the statement
of income |
|
|
2022 |
|
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Commodity derivatives |
|
|
|
|
Other commodity derivative transactions - 27.2 (a) |
464 |
(627) |
(70) |
(294) |
Recognized in Other Income and Expenses |
464 |
(627) |
(70) |
(294) |
Currency derivatives |
|
|
|
|
Swap Pounds Sterling x Dollar - 27.3 (b) |
(1,214) |
(1,994) |
(481) |
(482) |
NDF – Pounds Sterling x Dollar - 27.3 (b) |
− |
− |
− |
45 |
Swap CDI x Dollar - 27.3 (b) |
125 |
891 |
(293) |
4 |
Others |
(2) |
(4) |
1 |
3 |
|
(1,091) |
(1,107) |
(773) |
(430) |
Interest rate derivatives |
|
|
|
|
Swap - CDI X IPCA |
(48) |
(145) |
(143) |
(201) |
|
(48) |
(145) |
(143) |
(201) |
Cash flow hedge on exports – 27.3 (a) |
(5,813) |
(18,476) |
(5,396) |
(17,823) |
Recognized in Net finance income (expense) |
(6,952) |
(19,728) |
(6,312) |
(18,454) |
Total |
(6,488) |
(20,355) |
(6,382) |
(18,748) |
|
Gains/ (losses) recognized in other comprehensive
income in the period
|
|
Jul-Sep |
2022
Jan-Sep |
Jul-Sep |
2021
Jan-Sep |
Cash flow hedge on exports – 27.3 (a) |
(4,629) |
35,535 |
(20,332) |
4,288 |
|
|
|
|
|
|
|
|
|
|
|
Guarantees given (received) as collateral |
|
09.30.2022 |
12.31.2021 |
Commodity derivatives |
443 |
86 |
Currency derivatives |
2,255 |
150 |
|
2,698 |
236 |
A sensitivity analysis of the derivative financial instruments
for the different types of market risks as of September 30, 2022 is set out as follows:
|
|
Consolidated |
Financial Instruments |
Risk |
Probable Scenario |
Possible
Scenario (∆
of 25%) |
Remote
Scenario (∆
of 50%) |
Derivatives not designated for hedge accounting |
|
|
|
|
|
|
|
Future and Swap contracts |
Crude oil and oil products - price changes |
− |
(787) |
(1,575) |
Future and Swap contracts |
Soy oil - price changes |
3 |
2 |
1 |
Options |
Soy oil - price changes |
6 |
29 |
70 |
NDF |
Exchange rate – Depreciation of the Real compared to USD |
(7) |
9 |
11 |
|
|
|
|
|
2 |
(747) |
(1,493) |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
The probable scenario uses
references external to the Company, widely used in the pricing of cargo in the oil, oil products and natural gas market, which take into
account the closing price of the asset on September 30, 2022, and therefore, it is considered that there is no variation in the result
of open operations in this scenario. The possible and remote scenarios reflect the potential effect on the result of 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 product group according to the position of open operations: price drop for long positions and high for short positions.
| 27.2 | Risk management of crude oil and oil products prices |
Petrobras prefers exposure to the price cycle to the systematic
performance of protection of operations of purchase or sale of goods, whose objective is to meet its operational needs, with the use of
derivative financial instruments. However, subject to the analysis of the business environment and the prospects for carrying out the
Strategic Plan, the execution of an occasional hedging strategy with derivatives may be applicable.
a) Other commodity derivative transactions
Petrobras, using its assets, positions and proprietary and
market knowledge from its operations in Brazil and abroad, seeks to capture market opportunities through the purchase and sale of oil
and oil products, which can occasionally be optimized with the use of commodity derivative instruments to manage price risk in a safe
and controlled manner.
| 27.3 | Foreign exchange risk management |
a) Cash Flow Hedge involving the Company’s
future exports
The reference values, at present value, of the hedging instruments
as of September 30, 2022, in addition to the expectation of reclassification to the statement of income of the balance of exchange variation
accumulated in shareholders' equity in future periods, based on a rate of R$/US$ of 5.4066, are shown below:
|
|
|
|
Present value of hedging instrument at
09.30.2022 |
Hedging Instrument |
|
Hedged Transactions |
|
Nature
of the Risk |
|
Maturity
Date |
|
US$
million |
R$ |
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 |
|
From Oct/2022 to Sep/2032 |
|
64,058 |
346,336 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in the present value of hedging instrument (principal and interest) |
US$ million |
R$ |
Amounts designated as of December 31, 2021 |
72,640 |
405,370 |
Additional hedging relationships designated, designations revoked and hedging instruments re-designated |
10,826 |
56,434 |
Exports affecting the statement of income |
(8,598) |
(43,848) |
Principal repayments / amortization |
(10,810) |
(55,364) |
Foreign exchange variation |
− |
(16,256) |
Amount on September 30, 2022 |
64,058 |
346,336 |
Nominal value of hedging instrument (finance debt and lease liability) on September 30, 2022 |
74,496 |
402,768 |
.
In the period from January to September 2022, an exchange
loss of R$804 was recognized referring to the ineffectiveness in the exchange variation line (exchange gain of R$76 in the same period
in 2021).
Future exports designated as hedged items in cash flow hedge
relationships represent, on average, 64.91% of highly probable future exports.
The movement in the exchange variation accumulated in other
comprehensive income as of September 30, 2022, to be realized by future exports, is shown below:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Exchange rate variation |
Tax effect |
Total |
Balance at December 31, 2021 |
(123,622) |
42,034 |
(81,588) |
Recognized in Shareholders’ Equity |
17,059 |
(5,800) |
11,259 |
Reclassified to the statement of income - occurred exports |
18,476 |
(6,282) |
12,194 |
Balance at September 30, 2022 |
(88,087) |
29,952 |
(58,135) |
|
|
|
|
|
Exchange rate variation |
Tax effect |
Total |
Balance at December 31, 2020 |
(126,645) |
43,062 |
(83,583) |
Recognized in Shareholders’ Equity |
(13,536) |
4,602 |
(8,934) |
Reclassified to the statement of income - occurred exports |
17,823 |
(6,060) |
11,763 |
Balance at September 30, 2021 |
(122,358) |
41,604 |
(80,754) |
Changes in expectations of realization of export prices and
volumes in future reviews of business plans may determine the need for additional reclassifications of accumulated exchange variation
in shareholders' equity to the statement of income. A sensitivity analysis with an average Brent oil price lower in US$ 10/barrel than
considered in the last revision of the Strategic Plan 2022-2026, would not indicate the need to reclassify the exchange variation from
the shareholders’ equity to the statement of income.
The annual expectation of realization of the exchange variation
balance accumulated in shareholders' equity as of September 30, 2022 is shown below:
|
Consolidated |
|
2022 |
2023 |
2024 |
2025 |
2026 |
2027 |
|
2028 to 2031 |
Total |
Expected realization |
(6,922) |
(21,486) |
(16,440) |
(10,903) |
(9,371) |
(9,814) |
|
(13,151) |
(88,087) |
|
b) Information on ongoing contracts
As of September 30, 2022, the company has swap contracts -
IPCA x CDI and CDI x Dollar, in addition to swap - Pound Sterling x Dollar outstanding.
Swap contracts – IPCA x CDI and CDI
x Dollar
Changes in future interest rate curves (CDI) may impact the
company's results, depending on the market value of these swap contracts. The value of the shock on the curve was defined as a function
of the average maturity term of the swaps, and is approximately 25% of the average term future rate. A sensitivity analysis of the future
interest rate curves (CDI), by means of a parallel shock, keeping all other variables constant, would result in the impacts shown in the
following table:
Sensitivity analysis |
Result |
Constant increase of 300 basis points |
(40) |
Constant decrease of 300 basis points |
83 |
|
|
c) Sensitivity analysis for foreign exchange
risk on financial instruments
The scenario considered probable is referenced by an external
source, Focus and Thomson Reuters, based on the exchange rate forecast for the close of the next quarter. The possible and remote scenarios
have the same references and consider the appreciation of the exchange rate at the end of the quarter (risk) at 25% and 50%, respectively,
with the exception of the balances of assets and liabilities in foreign currency of subsidiaries abroad, when carried out in currency
equivalent to their respective functional currencies. These analyzes cover only the exchange rate variation and keep all other variables
constant.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
|
|
|
Financial Instruments |
Exposure at 09.30.2022 |
Risk |
Probable Scenario (*) |
Reasonably possible
scenario (∆ of 25%) |
Remote
Scenario (∆ of 50%) |
Assets |
33,511 |
Dollar / Real |
(1,281) |
8,378 |
16,756 |
Liabilities |
(526,410) |
|
20,115 |
(131,603) |
(263,205) |
Exchange rate - Cross currency swap |
(3,008) |
|
115 |
(752) |
(1,504) |
Cash flow hedge on exports |
346,336 |
|
(13,234) |
86,584 |
173,168 |
|
(149,571) |
|
5,715 |
(37,393) |
(74,785) |
Assets |
4,548 |
Euro / Dollar |
(36) |
1,137 |
2,274 |
Liabilities |
(9,219) |
|
73 |
(2,305) |
(4,610) |
|
(4,671) |
|
37 |
(1,168) |
(2,336) |
Assets |
7,263 |
Pound Sterling / Dollar |
(176) |
1,816 |
3,632 |
Liabilities |
(14,503) |
|
351 |
(3,626) |
(7,252) |
Derivative - cross currency swap |
6,166 |
|
(149) |
1,542 |
3,083 |
|
(1,074) |
|
26 |
(268) |
(537) |
Assets |
10 |
Pound Sterling / Real |
(1) |
3 |
5 |
Liabilities |
(100) |
|
6 |
(25) |
(50) |
|
(90) |
|
5 |
(22) |
(45) |
Assets |
21 |
Euro / Real |
(1) |
5 |
11 |
Liabilities |
(87) |
|
4 |
(22) |
(44) |
|
(66) |
|
3 |
(17) |
(33) |
Total |
(155,472) |
|
5,786 |
(38,868) |
(77,736) |
(*)
The probable scenarios were calculated considering the following variations for the risks: Real x Dollar - Real appreciation by 3.82%
/ Euro x Dollar - Euro devaluation by 0.8% / Pound x Dollar - devaluation of the pound by 2.51% / Real x Euro - appreciation of the real
by 4.6% / Real x Pound - appreciation of the real by 6.2%. Source: Focus and Thomson Reuters..
|
|
|
|
|
| 27.4 | Interest rate risk management |
The company preferentially does not use derivative financial
instruments to manage exposure to interest rate fluctuations, as they do not cause material impacts, except in specific situations presented
by Petrobras subsidiaries.
The interest rate risk sensitivity analysis is performed for
a 12-month horizon. The values referring to the possible
and remote scenarios mean the total floating interest expense in the event of a variation of 25% and 50% in these interest rates, respectively,
keeping all other variables constant.
The following table informs, in the probable scenario, the
amount to be disbursed by Petrobras with the payment of interest related to debts with floating interest rate on September 30, 2022.
|
Consolidated |
Risk |
Probable Scenario (*) |
Reasonably possible
scenario (∆ of 25%) |
Remote
Scenario (∆ of 50%) |
LIBOR 3M |
62 |
73 |
85 |
LIBOR 6M |
3,186 |
3,634 |
4,081 |
CDI |
919 |
1,148 |
1,378 |
TJLP |
357 |
447 |
536 |
IPCA |
433 |
541 |
649 |
|
4,957 |
5,843 |
6,729 |
(*) The probable scenario was calculated considering the quotations of currencies and floating rates to which the debts are indexed. |
The possibility of insufficient cash or other financial assets
to settle obligations on the scheduled dates is managed by the company. In Petrobras' individual interim financial information for the
period ended September 30, 2022, net working capital was negative, mainly due to transactions with subsidiaries, as per explanatory note
28. In the same period, considering the integrated cash view, the net working capital was positive in the consolidated interim financial
information.
The company regularly assesses market conditions and may carry
out repurchase transactions of its securities or those of its subsidiaries in the international capital markets, by various means, including
repurchase offers, securities redemptions and/or open market operations, provided that they are in line with the company's liability management
strategy, which aims to improve the amortization profile and the cost of debt.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 28 |
Related-party transactions |
The company has a policy on Transactions with Related Parties
that is reviewed and approved annually by the Board of Directors, as provided for in Petrobras' Bylaws.
The policy also aims to ensure adequate and diligent decision-making
by the company's management.
| 28.1 | Commercial transactions per operation with investees (Parent Company) |
|
09.30.2022 |
12.31.2021 |
|
Current |
Non-current |
Total |
Current |
Non-current |
Total |
Assets |
|
|
|
|
|
|
Trade and other receivables |
|
|
|
|
|
|
Trade and other receivables, mainly from sales |
21,713 |
− |
21,713 |
13,451 |
− |
13,451 |
Dividends receivable |
946 |
− |
946 |
175 |
− |
175 |
Amounts related to construction of gas pipeline |
− |
865 |
865 |
− |
727 |
727 |
Other operations |
717 |
224 |
941 |
736 |
332 |
1,068 |
Advances to suppliers |
589 |
2,296 |
2,885 |
594 |
1,163 |
1,757 |
Total |
23,965 |
3,385 |
27,350 |
14,956 |
2,222 |
17,178 |
Liabilities |
|
|
|
|
|
|
Lease liabilities (*) |
(2,368) |
(4,807) |
(7,175) |
(2,689) |
(5,860) |
(8,549) |
Mutual operations |
(261) |
(50,930) |
(51,191) |
− |
− |
− |
Prepayment of exports |
(91,167) |
(228,517) |
(319,684) |
(87,387) |
(272,855) |
(360,242) |
Accounts payable to suppliers |
(18,647) |
− |
(18,647) |
(8,707) |
− |
(8,707) |
Purchases of crude oil, oil products and others |
(15,822) |
− |
(15,822) |
(4,800) |
− |
(4,800) |
Affreightment of platforms |
(429) |
− |
(429) |
(854) |
− |
(854) |
Advances from clients |
(2,384) |
− |
(2,384) |
(3,035) |
− |
(3,035) |
Other operations |
(12) |
− |
(12) |
(18) |
− |
(18) |
Total |
(112,443) |
(284,254) |
(396,697) |
(98,783) |
(278,715) |
(377,498) |
(*) Includes amounts referring to lease and sub-lease transactions
between investees required by IFRS 16 / CPC 06 (R2) - Leases.
|
2022 |
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Result |
|
|
|
|
Revenues, mainly sales revenues |
31,872 |
114,392 |
61,926 |
174,004 |
Foreign exchange and inflation indexation charges, net (**) |
(10,141) |
(16,582) |
(12,631) |
(20,663) |
Finance income (expenses), net (**) |
(5,667) |
(16,302) |
(5,697) |
(16,881) |
Total |
16,064 |
81,508 |
43,598 |
136,460 |
(**) Includes the amounts of R$104 of active exchange variation and R$449 of financial expenses referring to leases and subleases required by IFRS 16 / CPC 06 (R2) (R$132 of passive exchange variation and R$ 391 of financial expense for the period from January to September 2021). |
| 28.2 | Annual interest rates for loan operations |
|
Parent Company |
|
|
Liability |
|
09.30.2022 |
12.31.2021 |
From 7.01 to 8% |
(51,191) |
− |
Total |
(51,191) |
− |
|
| 28.3 | Non-standardized credit rights investment fund (FIDC-NP) |
The parent company maintains funds invested in the FIDC-NP
that are mainly used for the acquisition of performing and / or non-performing credit rights for operations carried out by affiliates.
The amounts invested are recorded in accounts receivable.
Assignments of credit rights, performed and not performed,
are recorded as financing in current liabilities.
|
Parent Company |
|
09.30.2022 |
12.31.2021 |
Accounts receivable, net |
39,669 |
59,651 |
Credit rights assignments |
(48,413) |
(58,545) |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
2022 |
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Financial Income FIDC-NP |
1,766 |
5,097 |
656 |
1,039 |
Financial Expenses FIDC-NP |
(1,191) |
(3,206) |
(414) |
(734) |
Net finance income (expense) |
575 |
1,891 |
242 |
305 |
|
Petrobras has the procedure of granting guarantees to its
equity interests for certain financial operations carried out in Brazil and abroad. As a result of the strategy of early settlement of
debts during the year, the financial operations carried out by these equity interests and guaranteed by Petrobras present a balance of
R$ 122,958 to be settled on September 30, 2022 (R$ 153,611 on December 31, 2021).
The guarantees offered by Petrobras, mainly personal, non-remunerated,
are based on contractual clauses that support financial transactions between subsidiaries/controlled companies and third parties, guaranteeing
the assumption of compliance with a third party's obligation, if the original debtor fails to do so.
| 28.5 | Transactions with joint ventures, associates, government entities and pension plans |
The company does, and expects to continue to do, business
in the normal course of various transactions with its joint ventures, affiliates, pension funds, as well as with its controlling shareholder,
the Brazilian federal government, which includes transactions with banks and other entities under its control, such as financing and banking
services, asset management and others.
Significant transactions resulted in the following balances:
|
|
Consolidated |
|
09.30.2022 |
12.31.2021 |
|
Asset |
Liability |
Asset |
Liability |
Joint ventures and associates |
|
|
|
|
State-controlled gas distributors (joint ventures) |
- |
− |
1,422 |
237 |
Petrochemical companies (associates) |
85 |
8 |
144 |
67 |
Other associates and joint ventures |
394 |
144 |
586 |
66 |
Subtotal |
479 |
152 |
2,152 |
370 |
Brazilian government |
|
|
|
|
Government bonds |
9,281 |
− |
8,069 |
− |
Banks controlled by the Brazilian Government |
55,438 |
6,410 |
46,970 |
7,073 |
Petroleum and alcohol account - receivables from the Brazilian Government |
3,094 |
− |
2,822 |
− |
Pré-Sal Petróleo S.A. – PPSA |
− |
904 |
− |
2 |
Others |
276 |
498 |
161 |
303 |
Subtotal |
68,089 |
7,812 |
58,022 |
7,378 |
Pension plans |
281 |
177 |
282 |
338 |
Total |
68,849 |
8,141 |
60,456 |
8,086 |
Current assets |
13,541 |
2,738 |
11,777 |
1,760 |
Non-current assets |
55,308 |
5,403 |
48,679 |
6,326 |
The effect on the result of significant transactions is presented
below:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
|
Consolidated |
|
2022 |
2021 |
|
Jul-Sep |
Jan-Sep |
Jul-Sep |
Jan-Sep |
Joint ventures and associates |
|
|
|
|
Petrobras Distribuidora (BR), currently Vibra Energia |
− |
− |
26,861 |
67,753 |
Natural Gas Transportation Companies |
− |
− |
(301) |
(1,957) |
State-controlled gas distributors |
− |
6,064 |
3,579 |
9,136 |
Petrochemical companies |
6,161 |
18,604 |
5,394 |
13,954 |
Other associates and joint ventures |
14 |
468 |
798 |
1,439 |
Subtotal |
6,175 |
25,136 |
36,331 |
90,325 |
Brazilian government |
|
|
|
|
Government bonds |
304 |
773 |
94 |
198 |
Banks controlled by the Brazilian Government |
285 |
143 |
(244) |
(752) |
Receivables from the Electricity sector |
− |
− |
78 |
674 |
Petroleum and alcohol account - receivables from the Brazilian Government |
38 |
267 |
78 |
200 |
Brazilian Government (dividends) |
598 |
217 |
20 |
− |
Pré-Sal Petróleo S.A. – PPSA |
(1,399) |
(2,253) |
(73) |
(435) |
Others |
37 |
18 |
(157) |
(331) |
Subtotal |
(137) |
(835) |
(204) |
(446) |
Total |
6,038 |
24,301 |
36,127 |
89,879 |
|
|
|
|
|
Revenues, mainly sales revenues |
6,206 |
25,458 |
36,824 |
93,842 |
Purchases and services |
(29) |
− |
(317) |
(2,961) |
Operating income and expense |
(1,384) |
(2,615) |
(214) |
(1,002) |
Foreign exchange and inflation indexation charges, net |
209 |
60 |
(148) |
(396) |
Finance income (expenses), net |
1,036 |
1,398 |
(18) |
396 |
Total |
6,038 |
24,301 |
36,127 |
89,879 |
|
Liabilities with pension plans of the company's employees
and managed by Fundação Petros, which include debt instruments, are presented in note 12.
| 28.6 | Compensation of key management personnel |
The total remuneration of the members of the Board of Directors
and Executive Board of Petrobras Holding are based on the guidelines established by the Secretariat for Coordination and Governance of
State Companies - SEST, of the Ministry of Economy, and by the Ministry of Mines and Energy and are presented as follows:
Parent Company
|
Jan-Sep/2022 |
Jan-Sep/2021 |
|
Officers |
Board Members |
Total |
Officers |
Board Members |
Total |
Wages and short-term benefits |
10.4 |
0.3 |
10.7 |
10.4 |
0.5 |
10.9 |
Social security and other employee-related taxes |
2.9 |
0.1 |
3.0 |
2.6 |
0.1 |
2.7 |
Post-employment benefits (pension plan) |
0.9 |
− |
0.9 |
0.8 |
− |
0.8 |
Variable compensation |
10.5 |
− |
10.5 |
− |
− |
− |
Benefits due to termination of tenure |
0.9 |
− |
0.9 |
2.9 |
− |
2.9 |
Total compensation recognized in the statement of income |
25.6 |
0.4 |
26.0 |
16.7 |
0.6 |
17.3 |
Total compensation paid (*) |
25.6 |
0.4 |
26.0 |
29.4 |
0.6 |
30.0 |
Monthly average number of members in the period |
9.00 |
11.00 |
20.00 |
9.00 |
10.44 |
19.44 |
Monthly average number of paid members in the period |
9.00 |
3.33 |
12.33 |
9.00 |
4.89 |
13.89 |
|
(*) Includes the PPP for Administrators in the Executive
Board.
|
|
In the period from January to September 2022, the consolidated
expense with the total compensation of the company's officers and board members totaled R$53.81 (R$50.69 in the period from January to
September 2021).
On April 13, 2022, the Annual Shareholders' Meeting set the
compensation of managers (Executive Board and Board of Directors) at up to R$39.59 as the global limit of compensation to be paid in the
period between April 2022 and March 2023.
The remuneration of the members of the Advisory Committees
to the Board of Directors must be considered apart from the global limit of the remuneration established for the administrators, that
is, the amounts received are not classified as remuneration of the administrators.
The members of the Board of Directors who participate in the
Statutory Audit Committees waive the remuneration of the Board of Directors, as established in art. 38, § 8 of Decree No. 8,945,
of December 27, 2016, and were entitled to a total remuneration of R$ 2,399 thousand in the period from January to September 2022 (R$
2,879 thousand, considering social charges). In the period from January to September 2021, the remuneration accrued in the period was
R$ 2,079 thousand (R$ 2,446 thousand, considering social charges).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 29 | Supplemental information on statement of cash flows |
|
Consolidated |
|
2022 |
2021 |
|
Jan-Sep |
Jan-Sep |
Amounts paid/received during the period |
|
|
Withholding income tax paid on behalf of third-parties |
5,798 |
2,925 |
Transactions that does not involve cash |
|
|
Acquisition of property, plant and equipment on term |
95 |
− |
Lease |
27,821 |
27,799 |
Provision/(reversals) for decommissioning costs |
54 |
1 |
Use of tax credits and judicial deposits to pay the contingency |
6,225 |
2,826 |
Assets received due to assumption of participation in concessions |
− |
520 |
Remeasurement of property, plant and equipment acquired in previous periods |
128 |
− |
|
The final balance of cash and cash equivalents, in the statement
of cash flows, includes amounts related to assets held for sale, as shown in the reconciliation below:
|
Consolidated |
|
2022 |
2021 |
|
Jan-Sep |
Jan-Sep |
Balance reconciliation at the beginning of the period |
|
|
Balance of cash and cash equivalents on the statement of financial position |
58,410 |
60,856 |
Cash and cash equivalents classified as assets held for sale(*) |
72 |
74 |
Cash and cash equivalents in the Statement of Cash Flow - Opening balance |
58,482 |
60,930 |
Balance reconciliation at the end of the period |
|
|
Balance of cash and cash equivalents on the statement of financial position |
23,650 |
59,394 |
Cash and cash equivalents classified as assets held for sale(*) |
− |
32 |
Cash and cash equivalents in the Statement of Cash Flow - Closing Balance |
23,650 |
59,426 |
(*) For more information, see note 22.
Petros Plan - Private Debt Confession
Instrument (PED 2015)
On October 18, 2022, Petrobras signed a Debt Confession
Instrument formalizing its commitment to pay extraordinary contributions related to the Deficit Settlement Plan - 2015 (PED 2015), implemented
in 2017, for the Renegotiated and Non Renegotiated Petros Plans (PPSP-R and PPSP-NR). Payments of extraordinary contributions were not
previously made because of court injunctions.
The amount owed by Petrobras is R$ 1,114 and
refers to the amounts not charged from July 2020 to December 2021. The amount of R$229 was paid in October 28, 2022, and the remaining
amount, of R$ 885, referring to the installments falling due, will be paid according to the payroll in return for the collection of the
installment of the participants and beneficiaries.
The effects of this settlement plan have already
been recognized in the Company’s financial statements in the years in which they were implemented.
Public Offering of Real Estate
Receivables Certificates
On October 31, 2022, a public offering for the
distribution of certificates of real estate receivables was announced to the market, in the amount of up to R$1,800, with a minimum lot
of R$1,500. The certificates of real estate receivables are backed by book-entry commercial notes of the second issue of Petrobras, without
real or personal guarantee, in up to three series (Commercial Notes), for private placement.
Leniency Agreements
In October 2022, as a result of leniency and collaboration
agreements, the company received a reimbursement of R$324.
The leniency agreements were signed with the Federal
Public Ministry (Ministério Público Federal), as well as with the Federal Comptroller General (Controladoria Geral
da União) and the Federal Attorney General's Office (Advocacia Geral da União).
Remuneration to Shareholders
On November 3, 2022, the Board of Directors approved the distribution
of remuneration to shareholders in the total amount of R$ 43,684 (R$ 3.348900 per preferred share and common share outstanding), based
on the interim result of the period from July to September 2022 and to the interim profit retention reserve, as shown in the following
table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
|
Remuneration to shareholders |
|
Date of shareholder position |
Amount per share (preferred and common) (R$) |
Amount |
Interim dividends (*) |
11.21.2022 |
2.626170 |
34,256 |
Interim interest on capital |
11.21.2022 |
0.518627 |
6,765 |
Total prepayments based on the income statement from July to September 2022 |
|
3.144797 |
41,021 |
Interim dividends using a portion of the profit retention reserve |
11.21.2022 |
0.204103 |
2,663 |
Total of remuneration to shareholders |
|
3.348900 |
43,684 |
(*) The form of distribution of interim dividends will be defined by the Executive Board at a future date (dividends or interest on capital). |
These dividends and interest on capital will be paid in two
equal installments of R$ 21,842, on December 20, 2022 and January 19, 2023, being included in the remuneration proposal that will be distributed
to shareholders at the end of of the year 2022. The amount referring to the first installment paid will be monetarily updated, according
to the variation of the Selic rate, from the date of the effective payment until the end of said fiscal year, and that of the second installment
will be updated by the variation of the Selic rate from December 31, 2022 until the payment date in January 2023.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS This interim financial information should be read together with the Company’s audited annual financial statements(Expressed in millions of reais, unless otherwise indicated) |
|
| 31. | Correlation between the explanatory notes of December 31, 2021 and the ones of September 30, 2022 |
|
Number of notes |
Notes to the Financial Statements |
Annual
for 2021 |
Quarterly information for 3Q-22 |
Basis of preparation and presentation of financial statements |
2 |
1 |
Summary of significant accounting policies |
3 |
2 |
Cash and cash equivalents and Marketable securities |
7 |
3 |
Sales revenues |
8 |
4 |
Costs and Expenses by nature |
9 |
5 |
Other income and expenses |
10 |
6 |
Net finance income (expense) |
11 |
7 |
Segment information – Statement of Income |
12 |
8 |
Trade and other receivables |
13 |
9 |
Inventories |
14 |
10 |
Taxes |
16 |
11 |
Employee benefits (Post-Employment) |
17 |
12 |
Provisions for legal proceedings |
18 |
13 |
Provision for decommissioning costs |
19 |
14 |
Property, plant and equipment |
23 |
15 |
Intangible assets |
24 |
16 |
Impairment |
25 |
17 |
Exploration and evaluation of oil and gas reserves |
26 |
18 |
Collateral for crude oil exploration concession agreements |
27 |
19 |
Investments |
29 |
20 |
Segment information – Asset |
30 |
21 |
Disposal of Assets and other changes in organizational structure |
31 |
22 |
Finance debt |
32 |
23 |
Leases |
33 |
24 |
Equity |
34 |
25 |
Fair value of financial assets and liabilities |
35 |
26 |
Risk management |
36 |
27 |
Related-party transactions |
37 |
28 |
Supplemental information on statement of cash flows |
38 |
29 |
Subsequent events |
39 |
30 |
The notes to the annual report 2021, which were suppressed
in the interim financial statements of September 30, 2022 because they do not have significant changes and / or may not be applicable
to interim financial information, are:
Notes to the Financial Statements |
Number of notes |
The Company and its operations |
1 |
Accounting estimates |
4 |
New standards and interpretations |
5 |
Capital management |
6 |
Trade payables |
15 |
Other assets and liabilities |
20 |
“Lava Jato Operation” and the reflects on the Company |
21 |
Commitment to purchase natural gas |
22 |
Partnerships in exploration and production activities |
28 |
STATEMENT OF DIRECTORS ON INTERIM ACCOUNTING INFORMATION AND REPORT
ON THE REVIEW OF QUARTERLY INFORMATION
PETROBRAS
In compliance with the provisions of items V and VI of article
27 of CVM Resolution 80, of March 29, 2022, the chief executive officer and directors of Petróleo Brasileiro S.A. - Petrobras,
a publicly-held corporation, headquartered at Avenida República do Chile, 65, Rio de Janeiro, RJ, registered with the CNPJ under
nº 33.000.167 / 0001-01, declare that the financial statements were prepared in accordance with the law or the bylaws and that:
(i)reviewed, discussed and agreed with the Interim Financial
Statements of Petrobras for the period ended on September 30, 2022;
(ii) reviewed, discussed and agreed with the conclusions expressed
in the report of KPMG Auditores Independentes Ltda., regarding the Interim Financial Statements of Petrobras for the period ended on September
30, 2022.
Rio de Janeiro, November 3, 2022.
Caio Mário Paes de Andrade |
|
Rafael Chaves Santos |
Chief Executive Officer |
|
Chief Institutional Relations and Sustainability Executive
Officer |
|
|
|
|
|
|
Cláudio Rogério Linassi Mastella |
|
Rodrigo Araujo Alves |
Chief Commercialization and Logistics Executive Officer |
|
Chief Financial and Investor Relations Executive Officer |
|
|
|
|
|
|
Fernando Assumpção Borges |
|
Rodrigo Costa Lima e Silva |
Chief Exploration and Production Executive Officer |
|
Chief Refining and Natural Gas Executive Officer
|
|
|
|
|
|
|
João Henrique Rittershaussen |
|
Salvador Dahan |
Chief Production Development Executive Officer |
|
Chief Governance and Compliance Executive Officer |
|
|
|
|
|
|
Paulo Palaia |
|
|
Chief Digital Transformation and Innovation Executive Officer |
|
|
KPMG Auditores Independentes Ltda.
Rua do Passeio, 38 - Setor 2 - 17º andar -
Centro
20021-290 - Rio de Janeiro/RJ - Brasil
Caixa Postal 2888 - CEP 20001-970 - Rio de Janeiro/RJ
- Brasil
Telefone +55 (21) 2207-9400, Fax +55 (21) 2207-9000
www.kpmg.com.br
Report on the review of quarterly information - ITR
(A free translation of the original report in Portuguese, as filed
with the Brazilian Securities Commission - CVM, prepared in accordance with the Technical Pronouncement CPC 21 (R1) - Interim Financial
Reporting and the international standard IAS 34 - Interim Financial Reporting, as issued by the International Accounting Standards Board
- IASB)
To the Board of Directors and Shareholders of
Petróleo Brasileiro S.A. - Petrobras
Rio de Janeiro - RJ
Introduction
We have reviewed the individual and consolidated
interim financial information of Petróleo Brasileiro S.A. - Petrobras (“the Company”), identified as Parent Company
and Consolidated, respectively, included in the quarterly information form - ITR for the quarter ended September 30, 2022, which comprises
the statement of financial position as of September 30, 2022 and the respective statements of income and comprehensive income for the
three and nine-months periods then ended, and statements of changes in shareholders' equity and of cash flows for the nine-months period
then ended, including the explanatory notes.
Management is responsible for the preparation of
the individual and consolidated interim financial information in accordance with the CPC 21 (R1) – Interim Financial Reporting and
the IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board - IASB, such as for the presentation
of these information in accordance with the standards issued by the Brazilian Securities Commission - CVM, applicable to the preparation
of quarterly information - ITR. Our responsibility is to express our conclusion on this interim financial information based on our review.
KPMG Auditores Independentes Ltda., uma sociedade simples brasileira e firma-membro da rede KPMG de firmas-membro independentes e afiliadas à KPMG International Cooperative (“KPMG International”), uma entidade suíça. |
KPMG Auditores Independentes Ltda., a Brazilian entity and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. |
Scope of the review
We conducted our review in accordance with Brazilian
and international standards on reviews of interim financial information (NBC TR 2410 - Review of Interim Financial Information Performed
by the Independent Auditor of the Entity and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor
of the Entity, respectively). A review of interim financial information consists of making inquiries primarily of persons responsible
for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than
an audit conducted in accordance with the auditing standards and, consequently, does not enable us to obtain assurance that we would become
aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion on the individual and consolidated interim financial information
Based on our review, nothing has come to our attention that causes us to
believe that the accompanying individual and consolidated interim financial information included in the quarterly information referred
to above has not been prepared, in all material respects, in accordance with CPC 21 (R1) and IAS 34, issued by the IASB, applicable
to the preparation of quarterly information - ITR, and presented in accordance with the standards issued by the Brazilian Securities Commission.
Other matters - Statements of added value
The individual and consolidated interim financial information referred to
above includes the individual and consolidated statements of added value (DVA) for the nine-month period ended at September 30, 2022,
prepared under responsibility of Company’s management, and presented as supplementary information for IAS 34 purposes. These statements
were submitted to review procedures carried out together with the review of the Company’s interim financial information to conclude
that they are reconciled with interim financial information and accounting records, as applicable, and its form and content are in accordance
with the criteria defined in CPC 09 - Statement of Added Value. Based on our review, nothing has come to our attention that causes us
to believe that those statements were not prepared, in all material respects, in accordance with the criteria set forth in this Standard
with respect to the individual and consolidated interim financial information taken as a whole.
Rio de Janeiro, November 03, 2022
KPMG Auditores Independentes Ltda.
CRC SP-014428/O-6 F-RJ
(Original report in Portuguese signed by)
Ulysses M. Duarte Magalhães
Accountant CRC RJ-092095/O-8
KPMG Auditores Independentes Ltda., uma sociedade simples brasileira e firma-membro da rede KPMG de firmas-membro independentes e afiliadas à KPMG International Cooperative (“KPMG International”), uma entidade suíça. |
KPMG Auditores Independentes Ltda., a Brazilian entity and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. |