pbraitrifrs3q13us_6k.htm - Generated by SEC Publisher for SEC Filing

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



FORM 6-K

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

For the month of October, 2013

Commission File Number 1-15106



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



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



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

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

Form 20-F ___X___ Form 40-F _______

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

Yes _______ No___X____

 


 
 

 

 

Petróleo Brasileiro S.A. – Petrobras

 

Consolidated financial statements at

September 30, 2013 and 2012 with

report of independent registered
public accounting firm

 

 


 
 

Petróleo Brasileiro S.A. – Petrobras

Contents

 

Report of Independent Registered Public Accounting Firm 3
Consolidated Statement of Financial Position 4
Consolidated Statement of Income 5
Consolidated Statement of Comprehensive Income 6
Consolidated Statement of Changes in Shareholders’ Equity 7
Consolidated Statement of Cash Flows 8
Consolidated notes to the financial statements 9
1. The Company and its operations 9
2. Basis of preparation of interim financial information 9
3. Basis of consolidation 10
4. Summary of significant accounting policies 10
5. Cash and cash equivalents 11
6. Marketable securities 11
7. Trade and other receivables 11
8. Inventories 12
9. Acquisitions, disposal of assets and legal mergers 13
10. Investments 16
11. Property, plant and equipment 17
12. Intangible assets 18
13. Exploration for and evaluation of oil and gas reserves 19
14. Trade payables 20
15. Finance debt 20
16. Leases 24
17. Related parties 24
18. Provision for decommissioning costs 26
19. Taxes 27
20. Employee benefits (Post-Employment) 29
21. Shareholders’ equity 31
22. Sales revenues 31
23. Other operating expenses, net 31
24. Expenses by nature 32
25. Net finance income (expense) 32
26. Supplementary statement of cash flows information 33
27. Segment Information 34
28. Provisions for legal proceedings, contingent liabilities and contingent assets 38
29. Guarantees for concession agreements for petroleum exploration 42
30. Risk management and derivative instruments 42
31. Fair value of financial assets and liabilities 51
32. Subsequent events 52
33. Information Related to Guaranteed Securities Issued by Subsidiaries 53


 
 

 

Report of Independent Registered Public Accounting Firm

 

 

Report of independent registered

public accounting firm

 

 

To the Board of Directors and Shareholders

Petróleo Brasileiro S.A. - Petrobras

 

 

 

 

We have reviewed the accompanying condensed consolidated statement of financial position of Petróleo Brasileiro S.A. - Petrobras and its subsidiaries as of September 30, 2013, the related condensed consolidated statement of income, of cash flows and of comprehensive income for the three-month periods ended September 30, 2013 and September 30, 2012 and the condensed statement of changes in shareholders’ equity for the nine-month period ended September 30, 2013. This interim financial information is the responsibility of the Company's management.

 

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

 

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

 

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet as of December 31, 2012, and the related consolidated statements of income, of comprehensive income, of cash flows (not presented herein) and of shareholders’ equity for the year then ended, and in our report dated February 4, 2013, we expressed an unqualified opinion on those consolidated financial statements.  In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2012, is fairly stated in all material respects in relation to the consolidated balance sheet from which it has been derived.

 

 

 

/s/ PricewaterhouseCoopers

Auditores Independentes

 

 

Rio de Janeiro, Brazil

October 25, 2013

 

3 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Financial Position

(In millions of US Dollars)

 

 

Assets

Note

09.30.2013

12.31.2012

Liabilities

Note

09.30.2013

12.31.2012

 

 

 

 

 

 

 

 

Current assets

 

 

 

Current liabilities

 

 

 

Cash and cash equivalents

5

17,646

13,520

Trade payables

14

11,621

12,124

Marketable securities

6

8,317

10,431

Current debt

15

8,139

7,479

Trade and other receivables, net

7.1

9,650

11,099

Finance lease obligations

16.1

18

18

Inventories

8

15,054

14,552

Taxes payable

19.1

4,965

6,128

Recoverable taxes

19.1

6,837

5,572

Dividends payable

21.2

3,011

Advances to suppliers

 

608

927

Employee compensation (payroll, profit sharing and related charges)

 

2,906

2,163

Non-current assets held for sale

 

1,947

142

Pension and medical benefits

20

747

788

Others

 

1,486

1,551

Non-current liabilities held for sale

9.3

457

 

 

 

 

Others

 

2,522

2,359

 

 

61,545

57,794

 

 

31,375

34,070

Non-current assets

 

 

 

Non-current liabilities

 

 

 

Long-term receivables

 

 

 

Non-current debt

15

104,258

88,484

Trade and other receivables, net

7.1

4,397

4,441

Finance lease obligations

16.1

82

86

Marketable securities

6

149

176

Deferred taxes

19.2

20,466

19,213

Judicial deposits

28.2

2,700

2,696

Pension and medical benefits

20

19,282

19,600

Deferred taxes

19.2

9,420

8,535

Provisions for legal proceedings

28

1,548

1,265

Other tax assets

19.1

5,404

5,223

Provision for decommissioning costs

18

8,272

9,441

Advances to suppliers

 

3,441

3,156

Others

 

966

772

Others

 

1,809

1,887

 

 

 

 

 

 

27,320

26,114

 

 

154,874

138,861

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders' equity

21

 

 

Investments

10.1

6,774

6,106

Share capital

 

107,371

107,362

Property, plant and equipment

11

208,362

204,901

Additional paid in capital

 

361

349

Intangible assets

12

36,105

39,739

Profit reserves

 

76,396

67,236

 

 

251,241

250,746

Accumulated other comprehensive income (loss)

 

(31,073)

(14,376)

 

 

 

 

Attributable to the shareholders of Petrobras

 

153,055

160,571

 

 

 

 

Non-controlling interests

 

802

1,152

 

 

 

 

Total Equity

 

153,857

161,723

 

 

 

 

 

 

 

 

Total Assets

 

340,106

334,654

Total liabilities and shareholder's equity

 

340,106

334,654

 

 

 

 

 

 

 

 

See the accompanying notes to the financial statements.

 

 

 

4 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Income

(In millions of Dollars, except earnings per share)

 

 

 

Note

Jan-Sep/2013

Jan-Sep/2012

 

 

 

 

Sales revenues

22

105,869

108,443

Cost of sales

 

(80,135)

(79,920)

Gross profit

 

25,734

28,523

 

 

 

 

Income (expenses)

 

 

 

Selling expenses

 

(3,634)

(3,776)

General and Administrative expenses

 

(3,713)

(3,768)

Exploration costs

 

(2,193)

(2,949)

Research and development expenses

 

(882)

(801)

Other taxes

 

(328)

(255)

Other operating expenses, net

23

(2,282)

(3,386)

 

 

(13,032)

(14,935)

 

 

 

 

Net income before financial results, profit sharing and income taxes

 

12,702

13,588

 

 

 

 

Net finance income (expense)

25

(1,465)

(3,281)

 

 

 

 

Share of profit (loss) of equity-accounted investments

 

482

(45)

 

 

 

 

Net income before income taxes

 

11,719

10,262

 

 

 

 

Income taxes

19.3

(3,502)

(3,104)

Net income

 

8,217

7,158

 

 

 

 

Net income (loss) attributable to:

 

 

 

Shareholders of Petrobras

 

8,334

7,271

Non-controlling interests

 

(117)

(113)

 

 

8,217

7,158

 

 

 

 

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

21.3

0.64

0.56

 

 

 

 

 

 

 

 

 

 

 

 

See the accompanying notes to the financial statements.

 

    

 

5 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Comprehensive Income

(In millions of US Dollars)

 

 

 

Jan-Sep/2013

Jan-Sep/2012

 

 

 

Net income

8,217

7,158

Other comprehensive income:

 

 

Items that will not be reclassified to profit or loss:

 

 

Deemed cost of associates

3

4

Cumulative translation adjustments

(13,907)

(13,694)

Actuarial gains / (losses) on defined benefit pension plans

(5)

 

Items that may be reclassified subsequently to profit or loss:

 

 

Unrealized gains / (losses) on available-for-sale securities

 

 

Recognized in shareholders' equity

6

422

Reclassified to profit or loss

(43)

2

Unrealized gains / (losses) on cash flow hedge

 

 

Recognized in shareholders' equity

(4,487)

Reclassified to profit or loss

160

6

Deferred income tax

1,489

(143)

 

(16,784)

(13,403)

Total comprehensive income (loss)

(8,567)

(6,245)

Comprehensive income (loss) attributable to:

 

 

Shareholders of Petrobras

(8,355)

(6,008)

Non-controlling interests

(212)

(237)

Total comprehensive income (loss)

(8,567)

(6,245)

 

 

 

See the accompanying notes to the financial statements.

 

 

 

6 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Changes in Shareholders’ Equity

(In millions of US Dollars)

 

 

 

Additional paid in capital

Accumulated other comprehensive income

Profit Reserves

 

 

 

 

Share Capital

Incremental costs directly attributable to the issue of new shares

Change in interest in subsidiaries

Cumulative translation adjustment

Other comprehensive income

Actuarial gains (losses) on defined benefit pension plans

Legal

Statutory

Tax incentives

Profit retention

Retained earnings

Shareholders' equity attributable to shareholders of Petrobras

Non-controlling interests

Total consolidated shareholders' equity

Balance at December 31, 2011

107,355

(279)

595

7,697

246

6,812

1,108

727

51,577

175,838

1,272

177,110

Impact of the amendment to IAS 19

(4,399)

(82)

(4,481)

(4,481)

Balance at January 1, 2012

107,355

(279)

595

7,697

246

(4,399)

6,812

1,108

727

51,577

(82)

171,357

1,272

172,629

Capital increase with reserves

7

(7)

Capital increase - issue of new shares

Cumulative translation adjustments

(13,570)

598

(12,972)

(124)

(13,096)

Unrealized gains on available-for-sale securities and cash flow hedge, net of taxes

287

287

287

Realization of deemed cost

(4)

4

Actuarial gains (losses) on defined benefit pension plans, net of taxes

Change in interest in subsidiaries

30

30

61

91

Net income

7,271

7,271

(113)

7,158

Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allocation of net income

Dividends

(1,466)

(1,466)

(17)

(1,483)

Balance at September 30, 2012

107,362

(279)

625

(5,873)

529

(4,399)

6,812

1,108

720

51,577

6,325

164,507

1,079

165,586

Balance at January 01, 2013

107,362

(279)

628

(6,732)

102

(7,748)

7,364

1,645

729

57,582

(82)

160,571

1,152

161,723

Capital increase with reserves

9

(9)

Change in interest in subsidiaries

Cumulative translation adjustments

(13,812)

830

(12,982)

(95)

(13,077)

Unrealized (losses) on available-for-sale securities and cash flow hedge, net of taxes

(2,875)

(2,875)

(2,875)

Realization of deemed cost

(3)

3

Actuarial gains (losses) on defined benefit pension plans, net of taxes

(5)

(5)

(5)

Change in interest in subsidiaries

12

12

(143)

(131)

Net income

8,334

8,334

(117)

8,217

Distributions:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allocation of net income

Dividends

5

5

 

107,371

(279)

640

(20,544)

(2,776)

(7,753)

7,364

1,645

720

57,582

9,085

153,055

802

153,857

Balance at September 30, 2013

107,371

361

 

(31,073)

 

 

76,396

 

 

 

 

153,055

802

153,857

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See the accompanying notes to the financial statements.

 

 

 

7 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated Statement of Cash Flows

(In millions of US Dollars)

 

 

 

Jan-Sep/2013

Jan-Sep/2012

 

 

 

Cash flows from Operating activities

 

 

Net income attributable to the shareholders of Petrobras

8,334

7,271

Adjustments for:

 

 

Non-controlling interests

(117)

(113)

Share of (profit) loss of equity-accounted investments

(482)

45

Depreciation, depletion and amortization

9,892

8,241

Impairment

391

557

Exploration expenditures written off

1,341

2,118

Gains/(losses) on disposal of non-current assets

(827)

Foreign exchange variation, indexation and finance charges

2,009

4,011

Deferred income taxes, net

3,422

1,926

Pension and medical benefits (actuarial expense)

1,961

1,578

Increase/(Decrease) in assets

 

 

Trade and other receivables, net

300

(649)

Inventories

(2,216)

(1,913)

Other assets

(479)

(902)

Increase/(Decrease) in liabilities

 

 

Trade payables

343

1,827

Taxes payable

(3,022)

(1,282)

Pension and medical benefits

(537)

(483)

Other liabilities

1,242

(19)

Net cash provided by operating activities

21,555

22,213

Cash flows from Investing activities

 

 

Investments in exploration and production of oil and gas

(17,683)

(15,631)

Investments in refining, transportation and marketing

(9,408)

(9,514)

Investments in gas and power activities

(1,706)

(1,285)

Investments in international activities

(1,639)

(1,676)

Investments in distribution activities

(277)

(430)

Investments in biofuel activities

(51)

(19)

Other investments

(387)

(626)

Receipts from disposal of assets (disinvestment)

2,064

Investments in marketable securities

1,461

951

Dividends received

93

113

Net cash (used in) investing activities

(27,533)

(28,117)

Cash flows from Financing activities

 

 

Acquisition of Non-controlling interest

(98)

48

Financing and loans, net

 

 

Proceeds from long-term financing

33,907

18,857

Repayment of principal

(15,699)

(9,096)

Repayment of interest

(4,186)

(3,807)

Dividends paid

(2,655)

(3,272)

Net cash provided by financing activities

11,269

2,730

Effect of exchange rate changes on cash and cash equivalents

(1,165)

(1,017)

Net increase/ (decrease) in cash and cash equivalents in the period

4,126

(4,191)

Cash and cash equivalents at the beginning of the period

13,520

19,057

Cash and cash equivalents at the end of the period

17,646

14,866

 

 

 

See the accompanying notes to the financial statements.

 

 

8 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

1.              The Company and its operations

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

2.            Basis of preparation of interim financial information

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

This interim financial information presents the significant changes which occurred in the period, avoiding repetition of certain notes to the financial statements previously reported. Hence it should be read together with the Company’s annual financial statements for the year ended December 31, 2012, which include the full set of notes.

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

The cumulative translation adjustments were set to nil at January 1, 2009 (the date of transition to IFRS).

The consolidated interim financial information was approved and authorized for issue by the Company’s Board of Directors in a meeting held on October 25, 2013.

2.1.       Accounting estimates

The preparation of the interim financial information requires the use of estimates and assumptions for certain assets, liabilities and other transactions.  These estimates include: oil and gas reserves, pension and medical benefits liabilities, depreciation, depletion and amortization, decommissioning costs, provisions for legal proceedings, fair value of financial instruments, present value adjustments of trade receivables and payables from relevant transactions and income taxes. Notwithstanding Management uses assumptions and judgments that are reviewed periodically, the actual results could differ from these estimates.

2.2.       New and amended standards adopted by the Company

New and amended standards issued by the IASB were effective for annual periods beginning on or after January 1, 2013 and were adopted by the Company as set out in note 4.17 (New standards and interpretations) of our consolidated financial statements for the year ended December 31, 2012.

9 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The amended version of IAS 19 – Employee benefits eliminated the option to defer actuarial gains and losses (corridor approach) and requires net interest to be calculated by applying the discount rate used for measuring the obligation to the net benefit asset or liability.

The impact of the adoption of the amended standard on the consolidated financial statements for the year ended December 31, 2012 is an increase in net actuarial liability of US$10,325 (US$6,118 at January 1, 2012), an increase in deferred tax assets of US$3,009 (US$1,637 at January 1, 2012) and a decrease of US$7,316 in the shareholders´ equity (US$4,481 at January 1, 2012), as set out below:

a)             Statement of financial position

 

12.31.2012

01.01.2012

 

As presented (*)

Impact of IAS 19 amendment

Restated

As presented (*)

Impact of IAS 19 amendment

Restated

Assets

 

 

 

 

 

 

Current Assets

57,794

 

57,794

64,592

 

64,592

Long-term Receivables

23,105

3,009

26,114

22,462

1,637

24,099

Investments

6,106

 

6,106

6,530

 

6,530

Property, Plant and Equipment

204,901

 

204,901

182,918

 

182,918

Intangible Assets

39,739

 

39,739

43,412

 

43,412

 

331,645

3,009

334,654

319,914

1,637

321,551

Liabilities

 

 

 

 

 

 

Current Liabilities

34,070

 

34,070

36,364

 

36,364

Non-current Liabilities

128,536

10,325

138,861

106,440

6,118

112,558

Shareholders' equity attributable to the Shareholders of Petrobras

167,887

(7,316)

160,571

175,838

(4,481)

171,357

Non-controlling Interests

1,152

 

1,152

1,272

 

1,272

 

331,645

3,009

334,654

319,914

1,637

321,551

 

 

 

 

 

 

 

(*) As presented for the period ended December 31, 2012.

 

 

 

The adoption of the remaining new and amended standards had no material impact on the financial statements of the Company.

3.            Basis of consolidation

The consolidated interim financial information includes the quarterly information of Petrobras, its subsidiaries and special purpose entities.

There were no significant changes in the consolidated entities in the nine-month period ended September 30, 2013.

The main acquisitions, disposal of assets and legal mergers are presented in note 9.

4.            Summary of significant accounting policies

The same accounting policies and methods of computation were followed in this consolidated interim financial statements as those followed in the preparation of the annual financial statements of the Company for the year ended December 31, 2012, except for the adoption of new standards and revisions, as described in note 2.2.

10 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

5.            Cash and cash equivalents

 

09.30.2013

12.31.2012

Cash at bank and in hand

1,016

990

Short-term financial investments

 

 

- In Brazil

 

 

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

6,292

8,329

Other investment funds

219

208

 

6,511

8,537

- Abroad

10,119

3,993

Total short-term financial investments

16,630

12,530

Total cash and cash equivalents

17,646

13,520

 

6.            Marketable securities

 

09.30.2013

12.31.2012

Trading securities

8,309

10,222

Available-for-sale securities

19

239

Held-to-maturity securities

138

146

 

8,466

10,607

Current

8,317

10,431

Non-current

149

176

 

 

Trading and available-for-sale securities refer mainly to investments in government Treasury notes that have maturities of more than 90 days. The current asset classification reflects the expectation of their realization in the short term.

7.            Trade and other receivables

7.1.       Trade and other receivables, net

 

09.30.2013

12.31.2012

Trade receivables

 

 

Third parties

9,424

10,785

Related parties (Note 17)

 

 

Joint ventures and associates

720

780

Receivables from the electricity sector

2,078

1,937

Petroleum and alcohol accounts -Federal Government

374

409

Other receivables

2,849

3,081

 

15,445

16,992

Provision for impairment of trade receivables

(1,398)

(1,452)

 

14,047

15,540

Current

9,650

11,099

Non-current

4,397

4,441

 

 

 

 

 

 

11 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

7.2.       Changes in the provision for impairment of trade receivables

 

09.30.2013

12.31.2012

Opening balance

1,452

1,487

Additions (*)

133

300

Write-offs (*)

(62)

(203)

Cumulative translation adjustment

(125)

(132)

Closing balance

1,398

1,452

Current

794

854

Non-current

604

598

 

 

 

(*) Includes exchange differences arising from translation of the provision for impairment of trade receivables in companies abroad.

 

 

 

7.3.       Trade and other receivables overdue - Third parties

 

09.30.2013

12.31.2012

Up to 3 months

559

769

From 3 to 6 months

170

156

From 6 to 12 months

228

181

More than 12 months

1,655

1,587

 

2,612

2,693

 

 

 

8.            Inventories 

 

09.30.2013

12.31.2012

Products:

 

 

Oil products (*)

5,758

5,880

Fuel Alcohol (*)

147

161

 

5,905

6,041

Raw materials, mainly crude oil (*)

7,186

6,452

Maintenance materials and supplies (*)

1,818

1,882

Others

196

222

 

15,105

14,597

Current

15,054

14,552

Non-current

51

45

 

 

 

(*) Includes imports in transit.

 

 

 

12 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

9.            Acquisitions, disposal of assets and legal mergers

9.1.       Acquisition of assets

Araucária Nitrogenados S.A.

On June 1, 2013, Petrobras started to control Araucária Nitrogenados S.A. (FAFEN-PR), under an agreement to acquire all shares of the company executed with Vale S.A. on December 18, 2012. The transaction was approved by the Brazilian Antitrust Regulator (CADE) on May 15, 2013.

The transaction price consideration was US$ 234 which will be settled through Petrobras’ leasing income from mineral rights for properties operated by Vale in Sergipe. The assessment of the fair value of assets and liabilities is ongoing and will be completed within 12 months from the date control of the company was granted.

Termoaçu

On May 14, 2013, Petrobras entered into a contractual arrangement with Neoenergia to acquire its 23.13% interest in the share capital of Termoaçu.

Petrobras increased its interest in Termoaçu to 100% as from the completion of the transaction, which was subject to the approval of Agência Nacional de Energia Elétrica – ANEEL, obtained on June 14, 2013 and consent of Conselho Administrativo de Defesa Econômica – CADE, obtained on August 14, 2013. The total consideration received, after price adjustments, was US$74.

The fair value measurements of the acquired identifiable assets and liabilities will be concluded within 12 months.

    

9.2.       Disposal of assets

Brasil PCH

On June 14, 2013, Petrobras entered into an agreement with Cemig Geração e Transmissão S.A. for the disposal of its entire equity interest in Brasil PCH S.A., equivalent to 49% of the voting stock, for a total consideration of US$304.

The completion of the transaction is subject to the approval of Conselho Administrativo de Defesa Econômica - CADE and consent of Agência Nacional de Energia Elétrica – ANEEL.

Due to the approval of the transaction by the Board of Directors of the Company, on September 30, 2013 the carrying amount of Petrobras’ interest in Brasil PCH was classified as an asset held for sale under current assets.

Formation of joint venture to operate in Exploration and Production (E&P) in Africa

On June 14, 2013, the Board of Directors of Petrobras approved the agreement between Petrobras International Braspetro B.V. (PIBBV), a subsidiary of Petrobras, and BTG PactuaI E&P B.V, a subsidiary of Banco BTG PactuaI S.A., to form a joint venture to operate in the exploration and production of oil and gas in Africa, comprised of assets in Angola, Benin, Gabon, Namibia, Nigeria and Tanzania.

BTG PactuaI E&P B.V. acquired 50% of the joint-venture shares of Petrobras Oil & Gas B.V. (PO&G), previously held by PIBBV, for the total amount of US$ 1,548. The transaction was concluded on June 28, 2013 and the Company recognized earnings of US$921, as set out below:

13 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

Gain on disposal of assets

751

Fair value measurement of remaining assets

751

Impairment of investments in Angola and Tanzania

(581)

 

921

Effects on Profit or Loss:

 

Other operating income (expenses), net

751

Share of profit of equity-accounted investments

170

 

As the transaction is subject to approval by the governments of Angola and Tanzania, relatively to the assets located in those countries, at September 30, 2013 the carrying amount of the disposed investments was classified as held for sale, under current assets.

The partnership’s investment in PO&G was classified as a joint venture, therefore unconsolidated, reflecting the corporate structure and the terms of the shareholders' agreement, signed on June 28, 2013.

Companhia Energética Potiguar

On August 16, 2013, Petrobras entered into an agreement with Global Participações Energia S.A. to dispose of its 20% interest in the voting capital of Companhia Energética Potiguar at a consideration of US$ 16, subject to contractual adjustments.

The approval by Conselho Administrativo de Defesa Econômica – CADE was obtained on September 25, 2013 and the transaction is expected to be concluded by October 31, 2013.

Due to the conditions for approval, on September 30, 2013 the carrying amount of Petrobras’ interest was classified as held for sale under current assets.

Coulomb field – USA

On August 16, 2013, the Board of Directors of Petrobras approved the disposal by Petrobras America Inc., a subsidiary of Petrobras International Braspetro B.V. (PIBBV), of its 33% interest in the Coulomb field, located at the Mississipi Canyon block 613 (MC 613) at a consideration of US$ 184. Shell Offshore Inc., operator and holder of a 67% interest in the field, exercised its purchase preference.

After the price adjustment established in the farm-out agreement and the costs associated with the asset, a gain of US$ 121, net, was recognized when the transaction was concluded, on September 27, 2013.

Petroquímica Innova S.A.

On August 16, 2013, the Board of Directors of Petrobras approved the disposal of 100% of the share capital of Petroquímica Innova S.A. (Innova) to Videolar S.A. and its controlling shareholder, at a consideration of US$ 369, subject to price adjustment before the transaction is concluded.

The transaction was approved in an Extraordinary General Meeting held on September 30, 2013 and its conclusion is subject to certain conditions, including the approval by Conselho Administrativo de Defesa Econômica – CADE.

Due to the pending conditions set out above, on September 30, 2013 the assets and associated liabilities involved in the transaction were classified as held for sale.

14 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

BC-10 Block - Parque das Conchas

On August 16, 2013, the Board of Directors approved the disposal of the Company’s interest in the BC-10 block, representing 35% of the joint-venture and 35% of Tambá BV – an equipment supplier, at a consideration of US$ 1.54 billion.

The transaction is subject to approval by Conselho Administrativo de Defesa Econômica – CADE and Agência Nacional de Petróleo, Gás e Biocombustíveis – ANP.

Due to the pending conditions for conclusion, on September 30, 2013 the assets and associated liabilities involved in the transaction were classified as held for sale.

Petrobras Colombia Limited (PEC)

On September 13, 2013, the Board of Directors of Petrobras approved the disposal of 100% of the share capital of Petrobras Colombia Limited (PEC), a subsidiary of Petrobras International Braspetro B.V. (PIBBV), for Perenco Colombia Limited, at a consideration of US$ 380, subject to price adjustment before the closing of the transaction.

The transaction is subject to ordinary conditions, including approval by Agência Nacional de Hidrocarburos – ANH.

Due to the pending conditions for conclusion, on September 30, 2013 the assets and associated liabilities involved in the transaction were classified as held for sale.

9.3.       Noncurrent assets held for sale

Noncurrent assets held for sale and associated liabilities, classified under the Company’s current assets and current liabilities are comprised of the following items and business segments:

 

 

 

 

 

 

 

Consolidated

 

 

 

 

 

 

09.30.2013

12.31.2012

 

Exploration

and

Production

Refining,

Transport.

& Marketing

Gas

&

Power

International

Others

Total

Total

Noncurrent assets held for sale

 

 

 

 

 

 

 

Property, plant and equipment

1,183

112

184

4

1,483

142

Trade receivables

53

97

150

Inventories

74

15

89

Investments

17

34

36

87

Others

20

29

88

137

 

1,256

329

34

323

4

1,946

142

 

 

 

 

 

 

 

 

Liabilities associated with non-current assets held for sale

 

 

 

 

 

 

 

Trade Payables

(137)

(34)

(54)

(225)

Provision for decommissioning costs

(110)

(17)

(127)

Non-current debt

(53)

(53)

Others

(11)

(41)

(52)

 

(247)

(98)

(112)

(457)

 

 

 

 

 

15 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

9.4.       Legal mergers

On September 30, 2013, the Extraordinary General Meeting of Petrobras approved the merger of the following subsidiaries into the Company, with no capital increase:

Company 

Comperj Participações S.A
Comperj Estirênicos S.A
Comperj MEG S.A
Comperj Poliolefinas S.A.
SFE - Sociedade Fluminense de Energia LTDA

 

The objective of these mergers is to simplify the corporate structure of the Company, reduce costs and capture synergies.

10.        Investments 

10.1.   Investments in associates and joint ventures

 

09.30.2013

12.31.2012

Petrochemical investments

2,471

2,856

Petrobras Oil & Gas BV

1,609

Gas distributors

552

555

Guarani S.A.

441

482

Petroritupano - Orielo

230

233

Petrowayu - La Concepción

192

193

Nova Fronteira Bioenergia S.A.

177

203

Petrokariña - Mata

75

75

UEG Araucária

62

64

Transierra S.A.

61

69

Other associates and joint ventures

821

1,256

 

6,691

5,986

Other investments

83

120

 

6,774

6,106

 

10.2.   Investments in listed companies

 

Thousand-share lot

 

Quoted stock exchange prices (US$  per share)

Market value

Company

09.30.2013

12.31.2012

Type

09.30.2013

12.31.2012

09.30.2013

12.31.2012

 

 

 

 

 

 

 

 

Subsidiaries

 

 

 

 

 

 

 

Petrobras Argentina

1,356,792

1,356,792

Common

0.86

0.69

1,168

936

 

 

 

 

 

 

1,168

936

 

 

 

 

 

 

 

 

Associates

 

 

 

 

 

 

 

Braskem

212,427

212,427

Common

5.71

4.70

1,213

998

Braskem

75,793

75,793

Preferred A

7.96

6.26

603

475

 

 

 

 

 

 

1,816

1,473

 

 

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

16 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

11.        Property, plant and equipment

11.1.   By class of assets

 

Land, buildings
and
improvements

Equipment and
other assets

Assets under
construction (*)

Exploration and
development costs (Oil and
gas producing
properties)

Total

Balance at December 31, 2011

6,588

66,362

84,529

25,439

182,918

Additions

50

2,073

32,571

1,703

36,397

Additions to / review of estimates of decommissioning costs

5,207

5,207

Capitalized borrowing costs

3,792

3,792

Business combinations

83

182

2

267

Write-offs              

(6)

(59)

(2,651)

(106)

(2,822)

Transfers

2,504

24,818

(30,413)

6,994

3,903

Depreciation, amortization and depletion

(477)

(6,626)

(3,765)

(10,868)

Impairment recognition

(20)

(178)

(37)

(149)

(384)

Impairment reversal

44

134

65

243

Cumulative translation adjustment

(558)

(4,908)

(6,264)

(2,022)

(13,752)

Balance at December 31, 2012

8,164

81,708

81,663

33,366

204,901

Cost

10,834

122,647

81,663

62,348

277,492

Accumulated depreciation, amortization and depletion

(2,670)

(40,939)

(28,982)

(72,591)

Balance at December 31, 2012

8,164

81,708

81,663

33,366

204,901

Additions

44

1,392

26,398

541

28,375

Capitalized borrowing costs

2,860

2,860

Business combinations

17

31

16

64

Write-offs              

(3)

(102)

(1,632)

(10)

(1,747)

Transfers (***)

925

12,332

(16,838)

2,593

(988)

Depreciation, amortization and depletion

(389)

(5,629)

(3,709)

(9,727)

Cumulative translation adjustment

(700)

(5,910)

(6,302)

(2,464)

(15,376)

Balance at September 30, 2013

8,058

83,822

86,165

30,317

208,362

Cost

10,928

127,088

86,165

58,599

282,780

Accumulated depreciation, amortization and depletion

(2,870)

(43,266)

(28,282)

(74,418)

Balance at September 30, 2013

8,058

83,822

86,165

30,317

208,362

 

 

 

 

 

 

Weighted average of useful life in years

25 (25 to 40 ) (except land)

20 (3 to 31) (**)

 

Units of production method

 

 

 

 

 

 

 

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

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

(***) Includes US$ 2,366 relative to PO&G, which has been unconsolidated, as well as the amounts transferred to current assets classified as held for sale, as set out in note 9.

 

 

 

At September 30, 2013, property, plant and equipment includes assets under finance leases of US$ 91 (US$ 102 at December 31, 2012).

17 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

12.        Intangible assets

12.1.   By class of assets

 

 

Softwares

 

 

 

Rights and Concessions

Acquired

Developed in-house

Goodwill

Total

Balance at December 31, 2011

42,013

180

715

504

43,412

Addition

90

72

146

308

Capitalized borrowing costs

15

15

Write-offs

(119)

(2)

(3)

(124)

Transfers

(80)

12

(97)

(14)

(179)

Amortization

(48)

(61)

(142)

(251)

Impairment reversal

6

6

Cumulative translation adjustment

(3,349)

(13)

(57)

(29)

(3,448)

Balance at December 31, 2012

38,513

188

577

461

39,739

Cost

38,920

715

1,444

461

41,540

Accumulated amortization

(407)

(527)

(867)

(1,801)

Balance at December 31, 2012

38,513

188

577

461

39,739

Addition

282

19

92

393

Capitalized borrowing costs

9

9

Write-offs

(49)

(2)

(3)

(54)

Transfers (**)

(589)

(16)

(13)

2

(616)

Amortization

(28)

(39)

(98)

(165)

Cumulative translation adjustment

(3,112)

(11)

(49)

(29)

(3,201)

Balance at September 30, 2013

35,017

139

515

434

36,105

Cost

35,439

610

1,494

434

37,977

Accumulated amortization

(422)

(471)

(979)

(1,872)

Balance at September 30, 2013

35,017

139

515

434

36,105

 

 

 

 

 

 

Estimated useful life years

(*)

5

5

Indefinite

 

 

 

 

 

 

 

(*) See note 4.7 (Intangible assets) of the financial statements of December 31,2012.

(**) Includes US$ 601 relative to PO&G, which has been unconsolidated, as set out in note 9.

 

 

 

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

At September 30, 2013, the Company’s intangible assets include US$ 33,546 related to the Onerous Assignment agreement, entered into in 2010 by Petrobras, the Federal Government (assignor) and the Agência Nacional de Petróleo, Gás Natural e  Biocombustíveis - ANP (regulator and inspector), granting the Company the right to carry out prospection and drilling activities for oil, natural gas and other liquid hydrocarbons located in blocks in the pre-salt area (Franco, Florim, Nordeste de Tupi, Entorno de Iara, Sul de Guará and Sul de Tupi), limited to the production of five billion barrels of oil equivalent in up to 40 years and renewable for a further five years upon certain conditions having been met.

The agreement establishes that at the time of the declaration of commerciality for the areas there will be a review of volumes and prices, based on independent technical appraisal reports.

If the review determines that the value of acquired rights are greater than initially paid, the Company may be required to pay the difference to the Federal Government, or may proportionally reduce the total volume of barrels acquired in the terms of the agreement. If the review determines that the value of the acquired rights are lower than initially paid by the Company, the Federal Government will reimburse the Company for the difference by delivering cash or bonds, subject to budgetary regulations.

Once the effects of the aforementioned review become probable and can be reliably measured, the Company will make the respective adjustments to the purchase prices of the rights.

18 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The agreement also establishes a compulsory exploration program for each one of the blocks and minimum commitments related to the acquisition of goods and services from Brazilian suppliers in the exploration and development stages, which will be subject to certification by the ANP. In the event of non-compliance, the ANP may apply administrative sanctions pursuant to the terms in the agreement.

Based on drilling results obtained so far, expectations regarding the production potential of the areas are being confirmed and the Company will continue to develop its investment program and activities as established in the agreement.

13.        Exploration for and evaluation of oil and gas reserves

The exploration and evaluation activities include the search for oil and gas from obtaining the legal rights to explore a specific area until the declaration of the technical and commercial viability of the reserves.

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

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*)

09.30.2013

12.31.2012

Property plant and equipment

 

 

Opening Balance

10,649

10,120

Additions to capitalized costs pending determination of proved reserves

3,921

6,640

Capitalized exploratory costs charged to expense

(900)

(2,782)

Transfers upon recognition of proved reserves (***)

(2,055)

(2,628)

Cumulative translation adjustment

(928)

(701)

Closing Balance

10,687

10,649

Intangible Assets (**)

34,513

37,968

Capitalized Exploratory Well Costs / Capitalized Acquisition Costs

45,200

48,617

 

 

 

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

(**) The balance of intangible assets comprises mainly the amounts related to the Onerous Assignment Agreement (note 12.2).

(***) Includes US$ 736 relative to PO&G, which has been unconsolidated, as set out in note 9.

 

 

 

Exploration costs recognized in profit or loss and cash used in oil and gas exploration and evaluation activities are set out in the table below:

Exploration costs recognized in profit or loss

Jan-Sep/2013

Jan-Sep/2012

Geological and Geophysical Expenses

772

769

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

1,341

2,118

Other exploration expenses

49

58

Total expenses

2,162

2,945

 

 

 

Cash used in activities

Jan-Sep/2013

Jan-Sep/2012

Operating activities

946

892

Investment activities

4,333

5,161

Total cash used

5,279

6,053

 

 

 

19 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

14.        Trade payables

 

09.30.2013

12.31.2012

Current Liabilities

 

 

Third parties

 

 

In Brazil

6,074

6,511

Abroad

4,979

5,104

Related parties

568

509

 

11,621

12,124

 

 

15.        Finance debt

 

Current

Non-Current

 

09.30.2013

12.31.2012

09.30.2013

12.31.2012

Abroad

 

 

 

 

Financial institutions

5,174

4,614

32,369

25,156

Bearer bonds - Notes, Global Notes and Bonds

1,185

1,230

42,478

31,032

Others

245

2

 

6,359

6,089

74,847

56,190

 

 

 

 

 

In Brazil

 

 

 

 

Export Credit Notes

262

142

8,397

6,261

BNDES

1,096

839

16,726

21,586

Debentures

126

140

218

345

FINAME

43

34

557

326

Bank Credit Certificate

17

50

1,617

1,765

Others

236

185

1,896

2,011

 

1,780

1,390

29,411

32,294

 

8,139

7,479

104,258

88,484

 

 

 

 

 

Interest expense on debt

1,150

1,018

 

 

Long-term debt due within one year (principal)

3,241

2,795

 

 

Short-Term debt

3,748

3,666

 

 

 

8,139

7,479

 

 

 

 

15.1.   Scheduled maturity dates of non-current debt (principal and interest accrued)

 

09.30.2013

2014

1,480

2015

7,334

2016

10,551

2017

8,876

2018 and thereafter

76,017

 

104,258

 

 

 

20 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

15.2.   Annual Interest rate range for non-current debt

 

09.30.2013

12.31.2012

Abroad

 

 

Up to 4% p.a.

43,966

31,819

From 4.01 to 6% p.a.

21,093

13,768

From 6.01 to 8% p.a.

9,047

9,916

More than 8% p.a.

739

687

 

74,845

56,190

 

 

 

In Brazil

 

 

Up to 6% p.a.

2,623

3,384

From 6.01 to 8% p.a.

12,452

24,537

From 8.01 to 10% p.a.

13,902

3,826

More than 10% p.a.

436

547

 

29,413

32,294

 

104,258

88,484

 

 

 

15.3.   Non-current debt by major currency

 

09.30.2013

12.31.2012

U.S. Dollar

66,072

48,306

Real

20,825

18,411

Real indexed to U.S. Dollar

8,585

13,733

Euro

6,080

5,134

Pound Sterling

1,817

1,814

Japanese Yen

879

1,086

 

104,258

88,484

 

 

 

The sensitivity analysis for financial instruments subject to foreign exchange variation and the fair value of the long-term debt are disclosed in notes 30 and 31, respectively.

15.4.   Weighted average capitalization rate for borrowing costs

The weighted average interest rate, of the costs applicable to borrowings that are outstanding, applied over the balance of assets under construction for capitalization of borrowing costs was 4.2% p.a. in the nine- month period ended September 30, 2013 (4.4% p.a. in the nine- month period ended September 30, 2012).  

15.5.   Funding 

Funding requirements are related to the development of oil and gas production projects, building of vessels and pipelines, and expansion of industrial plants, among other uses.

21 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The main long-term debt issuances in the nine-month period ended September 30, 2013 are set out below:

a)             Abroad 

Description

Company

Date

Amount

Maturity

Global notes issued in the amount of US$11,000.

PGF BV

May/13

11,000

2016, 2019, 2023 and 2043

Financing in the amount of US$ 3,400 obtained from commercial banks.

PGT BV

Apr/13, May/13 and Jun/13

3,400

2019

Financing in the amount of US$ 2,200 obtained from commercial banks.

PGT BV

Ago/13, Sep/13

2,200

2019, 2020

Financing in the amount of US$ 1,500 obtained from commercial banks.

PGT BV

Feb/13, Mar/13

1,500

2019, 2020

Use of credit line in the amount of US$ 501 hired from commercial banks, guaranteed by an export credit agency.

PIB BV

Apr/13

501

2023

Use of credit line in the amount of US$ 412 hired from commercial banks, guaranteed by an export credit agency.

PNBV

Sep/13

412

2023

Financing in the amount of €350 million from a commercial bank.

PGF BV

Apr/13

450

2030, 2038

Financing in the amount of €300 million from a commercial bank.

PGF BV

Feb/13

408

2028, 2033

Use of credit line in the amount of US$ 253 from an export credit agency and a commercial bank.

Petrobras

Apr/13

253

2025

Use of credit line in the amount of US$ 160 from a commercial bank.

PEP (PBPERU)

Jun/13

160

2015, 2017

Use of credit line in the amount of US$ 137 hired from commercial banks, guaranteed by an export credit agency.

PNBV

Feb/13

137

2023

 

 

 

20,421

 

 

 

 

b)            In Brazil

Description

Company

Date

Amount

Maturity

Financing from a commercial bank with issuance of export credit note.

Petrobras

May/13 and Jun/13

5,333

2020

Financing from a commercial bank with issuance of export credit note.

Petrobras

Apr/13

1,487

2021

Use of credit lines hired from development bank.

Petrobras

Feb/13 to Jun/13

1,243

2022, 2023, 2024 and 2026

Use of Bank Credit Note, obtained from a commercial bank.

Petrobras

Jan/13 Mar/13 and May/13

250

2023

Use of credit lines hired from development bank.

Petrobras

Jul/13

175

2022

Financing obtained from agricultural savings credit.

BR Distribuidora

May/13

91

2015

Use of Bank Credit Note, obtained from a commercial bank.

Petrobras

May/13

72

2023

 

 

 

8,651

 

 

 

 

22 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

15.6.   Funding – Outstanding balance

a)             Abroad 

 

Amount in US$ million

Company

Available (Line
of Credit)

Used

Balance

PNBV

1,000

600

400

Petrobras (*)

2,500

253

2,247

PGT BV

1,000

600

400

 

 

 

 

(*) Two financing schedules were signed in an amount up to US$ 1.5 billion in export credit.

 

 

 

b)            In Brazil

Company

Available (Line
of Credit)

Used

Balance

Transpetro (*)

4,515

709

3,806

Petrobras

5,860

3,668

2,192

PNBV

4,430

4,430

Liquigas

51

37

14

 

 

 

 

(*)Purchase and sale agreements for 49 vessels and 20 convoys were signed with six Brazilian shipyards in the amount of US$ 5,017.

 

 

 

 

 

 

 

15.7.   Guarantees 

Financial institutions do not require Petrobras to provide guarantees related to loans and financing. Notwithstanding there are certain loans provided by development banks, such as BNDES, which are secured by the assets being financed. Certain subsidiaries issue securities fully and unconditionally guaranteed by Petrobras, as set out in note 33.

The loans obtained by Special Purpose Entities (SPE) are guaranteed by the project assets, as well as a lien on credit rights and shares of the SPEs.

23 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

16.        Leases 

16.1.   Future minimum lease payments / receipts – finance leases

 

09.30.2013

 

Minimum
receipts

Minimum
payments

2013

101

9

2014 - 2017

710

84

2018 and thereafter

2,024

290

Estimated lease receipts/payments

2,835

383

Interest expense (annual)

(1,286)

(283)

Present value of the lease receipts/payments

1,549

100

Current

60

18

Non-current

1,489

82

At September 30, 2013

1,549

100

Current

60

18

Non-current

1,536

86

At December 31, 2012

1,596

104

 

 

 

16.2.   Future minimum lease payments - operating leases (*)

 

09.30.2013

2013

3,743

2014 - 2017

32,909

2018 and thereafter

16,263

At September 30, 2013

52,915

At December 31, 2012

52,051

 

 

(*) Excludes amounts related to assets under construction.

 

 

 

In the nine-month period ended September 30, 2013 the Company paid US$ 8,500 for operating lease installments, recognized as a period expense.

17.        Related parties

The Company carries out commercial transactions with its subsidiaries, joint arrangements, special purpose entities and associates at normal market prices and market conditions. At September 30, 2013 and December 31, 2012, no losses were recognized on the statement of financial position for related party accounts receivable.

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

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

 

24 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

09.30.2013

12.31.2012

 

Assets

Liabilities

Assets

Liabilities

Joint ventures and associates

720

649

780

597

Gas distributors

465

235

446

216

Braskem and its subsidiaries

117

107

152

109

Other associates and joint ventures

138

307

182

272

 

 

 

 

 

Government entities and pension funds

20,418

31,088

24,433

34,907

Government bonds

14,463

18,086

Banco do Brasil S.A. (BB)

600

5,562

968

4,409

Judicial deposits (CEF and BB)

2,683

2,668

Receivables from the Electricity sector (Note 17.2)

2,078

1,937

Petroleum and alcohol account - Receivables from Federal government (Note 17.3)

374

409

BNDES

4

18,136

3

23,425

Caixa Econômica Federal (CEF)

5,109

4,043

Agência Nacional do Petróleo, Gás Natural e Biocombustíveis (ANP)

1,743

1,936

Federal government - Dividends and Interest on Capital

478

Petros (Pension fund)

69

163

Others

216

469

362

453

 

21,138

31,737

25,213

35,504

Current

16,276

4,154

20,354

5,298

Non-current

4,862

27,583

4,859

30,206

 

 

 

17.2.   Receivables from the electricity sector

At September 30, 2013, the Company had US$ 2,078 of receivables from the Brazilian electricity sector (US$ 1,937 at December, 31, 2012), of which US$ 1,574 were classified to non-current assets following negotiations occurred in 2013.

The Company supplies fuel to thermoelectric power plants located in the northern region of Brazil, which are direct or indirect subsidiaries of Eletrobras, the Federal Government electric energy company. Part of the costs for supplying fuel to these thermoelectric power stations is borne by the Fuel Consumption Account (Conta de Consumo de Combustível - CCC), managed by Eletrobras.

Collections of amounts related to fuel supply to Independent Power Producers (Produtores Independentes de Energia - PIE), which are companies created for the purpose of generating power exclusively for Amazonas Distribuidora de Energia S.A. - AME, a direct subsidiary of Eletrobras rely directly on AME, which transfers funds to the Independent Power Producers.

In March 2013 a private instrument of debt acknowledgement was signed by AME, having Eletrobras as a guarantor. The amount of US$ 422 will be paid in 60 successive monthly installments of US$ 7, indexed to the SELIC interest rate.

The Company continuous to vigorously pursue an agreement to recover these receivables in full and partial payments have been made. The balance of these receivables at September 30, 2013 was US$ 1,896 (US$ 1,723 at December 31, 2012), of which US$ 1,236 was past due (US$ 1,451 at December 31, 2012).

The Company also has electricity supply contracts with AME signed in 2005 by its subsidiary Breitener Energética S.A., which, pursuant to the terms of the agreements, are considered a finance lease of the two thermoelectric power plants, since the contracts determine that the power plants should be returned to AME at the end of the agreement period with no residual value (20-year term), among other contractual provisions. The balance of these receivables was US$ 182 (US$ 214 at December, 31, 2012) none of which was overdue.

25 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

17.3.   Petroleum and Alcohol accounts - Receivables from Federal Government

At September 30, 2013, the balance of receivables related to the Petroleum and Alcohol accounts was US$ 374 (US$ 409 at December 31, 2012). Pursuant to Provisional Measure 2,181 of August 24, 2001, the Federal Government may settle this balance by using National Treasury Notes in an amount equal to the outstanding balance, or allow the Company to offset the outstanding balance against amounts payable to the Federal Government, including taxes payable, or both options.

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

Following several negotiation attempts at the administrative level, the Company filed a lawsuit in July 2011 to collect the receivables.

17.4.   Compensation of employees and officers

Petrobras’ key management short-term compensation (which comprises salaries and other short-term benefits) in the nine-month period ended September 30, 2013 was US$ 4.1, referring to seven officers and ten board members (US$ 4.6 in the nine-month period ended September 30, 2012 referring to seven officers and ten board members).

In the nine-month period ended September 30, 2013 the compensation of board members and officers for the consolidated Petrobras group amounted to US$ 20.3 (US$ 20.3 in the nine-month period ended September 30, 2012).

18.        Provision for decommissioning costs

Non-current liabilities

09.30.2013

12.31.2012

Opening balance

9,441

4,712

Revision of provision

(7)

5,226

Payments made

(404)

(286)

Interest accrued

153

134

Others (*)

(129)

4

Cumulative translation adjustment

(782)

(349)

Closing balance

8,272

9,441

 

 

 

(*) Includes amounts transferred to current liabilities held for sale, as set out in note 9.

 

 

 

26 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

19.        Taxes  

19.1.   Taxes and contributions

 

09.30.2013

12.31.2012

Current assets

 

 

Taxes In Brazil:

 

 

ICMS (VAT)

1,545

1,542

PIS/COFINS (Taxes on Revenues)

2,339

2,279

CIDE

21

23

Income taxes

2,384

1,255

Others

178

193

 

6,467

5,292

Taxes Abroad

370

280

 

6,837

5,572

Non-current assets

 

 

Taxes In Brazil:

 

 

Deferred ICMS (VAT)

919

903

Deferred PIS and COFINS (Taxes on Revenues)

4,194

4,051

Others

277

252

 

5,390

5,206

Taxes Abroad

14

17

 

5,404

5,223

Current liabilities

 

 

Taxes In Brazil:

 

 

ICMS (VAT)

1,239

1,488

PIS/COFINS (Taxes on Revenues)

329

491

CIDE

14

17

Production Taxes

2,383

2,624

Withholding income taxes

154

565

Current income taxes

236

281

Others

362

360

 

4,717

5,826

Taxes abroad

248

302

 

4,965

6,128

 

 

 

27 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidates notes to the financial statements

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

 

19.2.   Deferred income taxes - non-current

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

a)             Changes in deferred income taxes

 

Property, Plant &
Equipment

 

 

 

 

 

 

 

 

Oil and gas
exploration
costs

Others

Loans, trade
and other
receivables /
payables and
financing

Finance leases

Provision for
legal
proceedings

Tax losses

Inventories

Interest on
capital

Others(*)

Total

Balance at January 1, 2012

(11,374)

(2,203)

(425)

(844)

335

343

634

473

1,269

(11,792)

Recognized in profit or loss for the year

(2,327)

(1,284)

961

217

59

10

(119)

595

(366)

(2,254)

Recognized in shareholders’ equity

1,559

1,559

Cumulative translation adjustment

1,038

341

24

77

(76)

(213)

(48)

(18)

(312)

813

Others

(14)

35

1

(38)

28

969

15

996

Balance at December 31, 2012

(12,677)

(3,111)

561

(588)

346

1,109

467

1,050

2,165

(10,678)

Recognized in profit or loss for the period

(2,016)

(1,016)

269

44

137

77

84

(1,030)

29

(3,422)

Recognized in shareholders’ equity

902

373

1,275

Cumulative translation adjustment

1,177

251

(137)

47

(43)

(103)

(47)

(13)

(302)

830

Others

(4)

51

(102)

15

(2)

593

22

(15)

391

949

Balance at September 30, 2013

(13,520)

(3,825)

1,493

(482)

438

1,676

526

(8)

2,656

(11,046)

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

8,535

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(19,213)

Balance at December 31, 2012 (*)

 

 

 

 

 

 

 

 

 

(10,678)

 

 

 

 

 

 

 

 

 

 

 

Deferred tax assets

 

 

 

 

 

 

 

 

 

9,420

Deferred tax liabilities

 

 

 

 

 

 

 

 

 

(20,466)

Balance at September 30, 2013

 

 

 

 

 

 

 

 

 

(11,046)

 

 

 

 

 

 

 

 

 

 

 

(*) Includes the effects of the adoption of IAS 19 amendment as set out on note 2.2.

 

 

 

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

  

28 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

19.3.   Reconciliation between tax expense and accounting profit

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

 

Jan-Sep/2013

Jan-Sep/2012

Income before income taxes

11,719

10,262

 

 

 

Income taxes computed based on Brazilian Statutory Corporate Tax Rates (34%)

(3,984)

(3,489)

 

 

 

Adjustments between Income Taxes based on Statutory Rates and on the Effective Tax Rate:

 

 

 

 

 

·    Tax benefits from the deduction of interest on capital from income

502

 

 

 

·    Different taxes rates for Companies abroad

658

264

 

 

 

·    Tax incentives

24

107

 

 

 

·    Tax losses not recorded as assets

(151)

(259)

 

 

 

·    Deductible/(non-deductible) expenses, net*

(205)

(383)

 

 

 

·    Tax credits of companies abroad in the exploration stage

(2)

 

 

 

·    Others

158

154

 

 

 

Income taxes expense

(3,502)

(3,104)

 

 

 

Deferred income taxes

(3,422)

(1,927)

Current income taxes

(80)

(1,177)

 

(3,502)

(3,104)

Effective Tax Rate

29.9%

30.2%

 

 

 

 

 

 

* Includes share of profit of equity-accounted investments.

 

 

 

20.        Employee benefits (Post-Employment)

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

29 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The changes in the benefits granted to employees are presented as follows:

 

Jan-Sep/2013

 

Pension

Plan

Health

Care Plan

Total

 

 

 

 

Balance at December 31, 2011

2,697

6,942

9,639

(+) Initial adoption of IAS 19 amendment

4,811

1,307

6,118

Balance at January 1, 2012

7,508

8,249

15,757

(+) Costs incurred in the year

1,011

1,080

2,091

(-) Payment of contributions

(287)

(363)

(650)

(-) Payments related to the financial commitment agreement

(164)

(164)

(+) Remeasurement actuarial gains / losses (IAS 19)

4,625

297

4,922

Others

1

(1)

Cumulative translation adjustment

(845)

(723)

(1,568)

Balance at December 31, 2012

11,849

8,539

20,388

 

 

 

 

Current

475

313

788

Non-Current

11,374

8,226

19,600

 

11,849

8,539

20,388

 

 

 

 

(+)Costs incurred in the period

1,246

715

1,961

(-)Payment of contributions

(184)

(271)

(455)

(-) Payments related to the financial commitment agreement

(81)

(81)

Others

(2)

(2)

Cumulative translation adjustment

(1,043)

(739)

(1,782)

Balance at September 30, 2013

11,785

8,244

20,029

 

 

 

 

Current

460

287

747

Non-Current

11,325

7,957

19,282

 

11,785

8,244

20,029

 

The amounts recognized in the income statement related to the pension and medical plans are set out below:

 

Pension Plan

 

 

 

Defined
benefit

Variable
contribution

Medical plan

Total

Current service cost

371

111

148

630

Interest cost over net liabilities / (assets)

706

39

567

1,312

Others

19

19

Net costs for the period Jan-Sep/2013

1,077

169

715

1,961

 

 

 

 

 

Related to:

 

 

 

 

Actives employees

743

167

369

1,279

Retired employees

334

2

346

682

Net costs for the period Jan-Sep/2013

1,077

169

715

1,961

Net costs for the period Jan-Sep/2012

550

205

824

1,579

 

At September 30, 2013, the Company had the carrying amount of US$ 3,159 related to crude oil and oil products pledged as security for the Terms of Financial Commitment (TFC), signed by Petrobras and Petros in 2008.

In the nine-month period ended September 30, 2013 the Company's contribution to the defined contribution portion of the Petros Plan 2 was US$ 225.

30 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

21.        Shareholders’ equity

21.1.   Share capital

At September 30, 2013, subscribed and fully paid share capital was US$ 107,371, represented by 7,442,454,142 outstanding common shares and 5,602,042,788 outstanding preferred shares, all of which are registered, book-entry shares with no par value.

21.2.   Earnings per Share

 

Jan-Sep/2013

Jan-Sep/2012

 

 

 

Net income attributable to Shareholders of Petrobras

8,334

7,271

Weighted average number of common and preferred shares outstanding

13,044,496,930

13,044,496,930

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

0.64

0.56

 

 

 

22.        Sales revenues

 

Jan-Sep/2013

Jan-Sep/2012

 

 

 

Gross sales revenue

128,922

133,031

Sales taxes

(23,053)

(24,588)

Sales revenues

105,869

108,443

 

 

 

23.        Other operating expenses, net

 

Jan-Sep 2013

Jan-Sep 2012

Pension and medical benefits

(682)

(794)

Institutional relations and cultural projects

(558)

(530)

Legal, administrative and arbitration proceedings

(543)

(520)

Unscheduled stoppages and pre-operating expenses

(506)

(614)

Inventory write-down to net realizable value

(390)

(556)

Collective bargaining agreement

(382)

(431)

Expenditures on health, safety and environment

(184)

(216)

Impairment

(1)

Government Grants

98

360

Gains on disposal of assets

827

Others

38

(84)

 

(2,282)

(3,386)

 

 

 

31 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

24.        Expenses by nature

 

Jan-Set/2013

Jan-Set/2012

Raw material / products for resale

(44,787)

(43,368)

Production taxes

(10,732)

(12,161)

Employee Compensation

(9,794)

(9,013)

Depreciation, depletion and amortization

(9,892)

(8,241)

Changes in inventories

1,786

1,026

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

(16,725)

(18,288)

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

(1,341)

(2,118)

Other taxes

(328)

(255)

Losses/Gains on legal, administrative and arbitration proceedings

(543)

(520)

Institutional relations and cultural projects

(558)

(530)

Unscheduled stoppages and pre-operating expenses

(506)

(614)

Expenditures on health, safety and environment

(184)

(216)

Inventory write-down to net realizable value (market value)

(390)

(556)

Impairment

(1)

Gains (losses) on disposal of non-current assets

827

 

(93,167)

(94,855)

 

 

 

Cost of sales

(80,135)

(79,920)

Selling expenses

(3,634)

(3,776)

General and Administrative expenses

(3,713)

(3,768)

Exploration costs

(2,193)

(2,949)

Research and development expenses

(882)

(801)

Other taxes

(328)

(255)

Other operating expenses, net

(2,282)

(3,386)

 

(93,167)

(94,855)

 

25.        Net finance income (expense)

 

Jan-Sep/2013

Jan-Sep/2012

Foreign exchange and inflation indexation charges on net debt (*)

(898)

(3,238)

Debt interest and charges

(4,062)

(3,860)

Income from investments and marketable securities

1,007

1,386

Financial result on net debt

(3,953)

(5,712)

 

 

 

Capitalized borrowing costs

2,869

2,856

Gains (losses) on derivatives

(120)

(47)

Interest income from marketable securities

6

170

Other finance expense and income, net

(48)

15

Other exchange and indexation charges, net

(219)

(563)

Finance income (expenses), net

(1,465)

(3,281)

 

 

 

Finance income (expenses), net

 

 

Income

1,453

1,995

Expenses

(1,761)

(1,473)

Foreign exchange and inflation indexation charges, net

(1,157)

(3,803)

 

(1,465)

(3,281)

 

 

 

(*) Includes indexation charges on debt in local currency indexed to the U.S. dollar.

 

 

 

 

 

32 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

26.        Supplementary statement of cash flows information

 

Jan-Sep/2013

Jan-Set/2012

Amounts paid and received during the period

 

 

Income taxes paid

873

719

Withholding income tax paid for third-party

1,128

1,586

 

 

 

Investing and financing transactions not involving cash

 

 

Purchase of property, plant and equipment on credit

89

144

 

 

 

 

 

 

33 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidates notes to the financial statements

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

 

27.        Segment Information

Consolidated assets by Business Area - 09.30.2013

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Biofuels

Distribution

International

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

 

 

Current assets

7,881

19,452

3,974

88

2,801

3,554

29,496

(5,701)

61,545

Non-current assets

146,148

73,827

24,436

1,061

5,036

14,322

14,083

(352)

278,561

Long-term receivables

5,959

4,670

2,075

3

2,028

2,404

10,533

(352)

27,320

Investments

93

2,505

780

837

5

2,512

42

6,774

Property, plant and equipment

105,738

66,509

21,213

221

2,680

8,843

3,158

208,362

Operating assets

64,325

32,007

17,293

201

2,012

4,225

2,134

122,197

Under construction

41,413

34,502

3,920

20

668

4,618

1,024

86,165

Intangible assets

34,358

143

368

323

563

350

36,105

Total Assets

154,029

93,279

28,410

1,149

7,837

17,876

43,579

(6,053)

340,106

 

 

 

 

 

 

 

 

 

 

Consolidated assets by Business Area - 12.31.2012

 

 

 

 

 

 

 

 

 

 

Current assets

6,565

20,362

3,610

117

3,176

3,517

27,382

(6,935)

57,794

Non-current assets

145,233

71,096

24,844

1,131

4,954

15,218

14,752

(368)

276,860

Long-term receivables

5,120

4,582

1,715

16

1,852

2,233

10,964

(368)

26,114

Investments

80

2,897

1,160

860

15

937

157

6,106

Property, plant and equipment

102,779

63,463

21,585

255

2,733

10,882

3,204

204,901

Operating assets

64,455

29,327

18,106

237

2,061

6,814

2,237

123,237

Under construction

38,324

34,136

3,479

18

672

4,068

967

81,664

Intangible assets

37,254

154

384

354

1,166

427

39,739

Total Assets

151,798

91,458

28,454

1,248

8,130

18,735

42,134

(7,303)

334,654

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  

34 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidates notes to the financial statements

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

 

Consolidated Statement of Income by Business Area - 2013

 

Jan-Sep/2013

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Biofuels

Distribution

International

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

 

 

Sales revenues

50,714

82,917

11,008

311

30,962

12,289

(82,332)

105,869

Intersegments

49,937

28,603

911

261

773

1,847

(82,332)

Third parties

777

54,314

10,097

50

30,189

10,442

105,869

Cost of sales

(25,468)

(88,985)

(9,307)

(357)

(28,072)

(10,297)

82,351

(80,135)

Gross profit (loss)

25,246

(6,068)

1,701

(46)

2,890

1,992

19

25,734

Income (expenses)

(3,438)

(2,785)

(872)

(82)

(1,805)

(243)

(3,935)

128

(13,032)

Selling, administrative and general expenses

(321)

(2,094)

(799)

(41)

(1,778)

(641)

(1,794)

121

(7,347)

Exploration costs

(2,073)

(120)

(2,193)

Research and development expenses

(442)

(162)

(42)

(19)

(1)

(2)

(214)

(882)

Other taxes

(34)

(50)

(61)

(1)

(14)

(105)

(63)

(328)

Other operating expenses, net

(568)

(479)

30

(21)

(12)

625

(1,864)

7

(2,282)

Income / (loss) before financial results and income taxes

21,808

(8,853)

829

(128)

1,085

1,749

(3,935)

147

12,702

Net finance income (expense)

(1,465)

(1,465)

Share of profit of equity-accounted investments

2

80

132

(18)

1

287

(2)

482

Income / (loss) before income taxes

21,810

(8,773)

961

(146)

1,086

2,036

(5,402)

147

11,719

Income taxes

(7,414)

3,011

(281)

44

(367)

(535)

2,090

(50)

(3,502)

Net income (Loss)

14,396

(5,762)

680

(102)

719

1,501

(3,312)

97

8,217

Net income attributable to:

 

 

 

 

 

 

 

 

 

Shareholders of Petrobras

14,369

(5,762)

636

(102)

719

1,448

(3,071)

97

8,334

Non-controlling interests

27

44

53

(241)

(117)

 

14,396

(5,762)

680

(102)

719

1,501

(3,312)

97

8,217

 

 

 

  

35 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidates notes to the financial statements

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

 

Consolidated Statement of Income by Business Area - 2012

 

Jan-Sep/2012

 

Exploration

and

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Biofuels

Distribution

International

Corporate

Eliminations

Total

 

 

 

 

 

 

 

 

 

 

Sales revenues

56,280

88,714

8,311

328

29,821

13,636

(88,647)

108,443

Intersegments

55,670

28,098

1,205

244

567

2,863

(88,647)

Third parties

610

60,616

7,106

84

29,254

10,773

108,443

Cost of sales

(25,039)

(98,623)

(6,668)

(346)

(27,183)

(10,640)

88,579

(79,920)

Gross profit (loss)

31,241

(9,909)

1,643

(18)

2,638

2,996

(68)

28,523

Income (expenses)

(4,266)

(3,452)

(841)

(86)

(1,653)

(1,047)

(3,722)

132

(14,935)

Selling, administrative and general expenses

(387)

(2,424)

(708)

(49)

(1,629)

(673)

(1,806)

132

(7,544)

Exploration costs

(2,742)

(207)

(2,949)

Research and development expenses

(376)

(158)

(19)

(27)

(1)

(220)

(801)

Other taxes

(41)

(49)

(30)

(1)

(10)

(68)

(56)

(255)

Other operating expenses, net

(720)

(821)

(84)

(9)

(13)

(99)

(1,640)

(3,386)

Income / (loss) before financial results and income taxes

26,975

(13,361)

802

(104)

985

1,949

(3,722)

64

13,588

Net finance income (expense)

(3,281)

(3,281)

Share of profit of equity-accounted investments

(1)

(153)

119

(34)

1

25

(2)

(45)

Income / (loss) before income taxes

26,974

(13,514)

921

(138)

986

1,974

(7,005)

64

10,262

Income taxes

(9,170)

4,541

(271)

36

(336)

(883)

3,000

(21)

(3,104)

Net income (Loss)

17,804

(8,973)

650

(102)

650

1,091

(4,005)

43

7,158

Net income attributable to:

 

 

 

 

 

 

 

 

 

Shareholders of Petrobras

17,808

(8,973)

618

(102)

650

1,025

(3,798)

43

7,271

Non-controlling interests

(4)

32

66

(207)

(113)

 

17,804

(8,973)

650

(102)

650

1,091

(4,005)

43

7,158

 

 

 

  

36 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidates notes to the financial statements

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

 

Consolidated Statement of Income by International Business Area

 

Jan-Sep/2013

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

Statement of income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales revenues

3,345

6,319

419

3,871

(1,665)

12,289

Intersegments

1,925

1,553

28

6

(1,665)

1,847

Third parties

1,420

4,766

391

3,865

10,442

 

 

 

 

 

 

 

 

Income before financial results, profit sharing and income taxes

1,855

(22)

42

75

(198)

(3)

1,749

Net income attributable to shareholders of Petrobras

1,653

(15)

31

69

(287)

(3)

1,448

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Jan-Sep/2012

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

Statement of income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sales revenues

4,020

6,977

456

3,850

(1,667)

13,636

Intersegments

2,845

1,651

28

6

(1,667)

2,863

Third parties

1,175

5,326

428

3,844

10,773

 

 

 

 

 

 

 

 

Income before financial results, profit sharing and income taxes

2,125

(123)

103

55

(225)

14

1,949

Net income attributable to shareholders of Petrobras

1,293

(117)

107

55

(325)

12

1,025

 

 

 

 

 

 

 

 

 

Exploration

&

Production

Refining,

Transportation

& Marketing

Gas

&

Power

Distribution

Corporate

Eliminations

Total

Consolidated assets by International Business Area

At 09.30.2013

13,590

2,809

608

1,078

1,167

(1,376)

17,876

At 12.31.2012

15,080

2,404

759

1,085

1,580

(2,173)

18,735

 

  

37 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

28.        Provisions for legal proceedings, contingent liabilities and contingent assets

The Company is a defendant in numerous legal proceedings involving tax, civil, labor, corporate and environmental issues, as a result of its normal course of business.  Based on legal advice and management’s best estimates, the Company reviews whether it is probable that an outflow of resources embodying economic benefits will be required to settle the obligations.

28.1.   Provisions for legal proceedings

The Company has recognized provisions for the best estimate of the costs of proceedings for which it is probable that an outflow of resources embodying economic benefits will be required and that can be reasonably estimated. These proceedings are mainly comprised of labor claims, withholding of income taxes for securities issued outside Brazil, losses and damages resulting from the cancellation of an assignment of excise tax (IPI) credits to a third party and fishermen seeking indemnification from the Company for a January 2000 oil spill in the State of Rio de Janeiro.

The Company has provisions for legal proceedings, in the amounts set out below:

Non-current liabilities

09.30.2013

12.31.2012

Labor claims

496

336

Tax claims

457

341

Civil claims

566

514

Environmental Claims

21

63

Other claims

8

11

 

1,548

1,265

 

 

 

09.30.2013

12.31.2012

Opening Balance

1,265

1,088

New provisions

565

647

Payments made

(160)

(440)

Accruals and charges

61

99

Others

(46)

(26)

Cumulative translation adjustment

(137)

(103)

Closing Balance

1,548

1,265

 

 

28.2.   Judicial Deposits

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

Non-current assets

09.30.2013

12.31.2012

Labor

829

869

Tax

1,235

1,117

Civil

545

638

Environmental

83

69

Others

8

3

 

2,700

2,696

 

 

38 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

28.3.   Contingent Liabilities

Contingent liabilities for which the likelihood of loss is considered to be possible are not recognized in the financial statements but are disclosed unless the expected outflow of resources embodying economic benefits is considered remote.

The estimated contingent liabilities for legal proceedings for which the likelihood of loss is considered to be possible is set out in the table below.

Nature

Estimate

Tax

27,545

Civil - General

2,336

Labor

2,019

Civil - Environmental

1,251

Others

7

 

33,158

 

 

 

A brief description of the nature of the main contingent liabilities (tax and civil) are set out in the tables below:

39 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

a)             Tax Proceedings

Description of tax proceedings

Estimate

Plaintiff: Secretariat of the Federal Revenue of Brazil

 

1) Deduction of expenses from the renegotiation of the Petros Plan from the calculation basis of income tax (IRPJ) and social contribution (CSLL) and penalty charged.

 

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

2,028

2) Profits of subsidiaries and associates domiciled abroad in the years of 2005, 2006, 2007 and 2008 not included in the calculation basis of IRPJ and CSLL.

 

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

1,606

3) Deduction from the calculation basis of IRPJ and CSLL of expenses incurred in 2007 and 2008 related to employee benefits and Petros.

 

Current status: This claim is being disputed at the administrative level, involving three lawsuits.

813

4) Non-payment of withhold income tax (IRRF) and Contribution of Intervention in the Economic Domain (CIDE) over remittances for payment of platforms' affreightment.

 

Current status: This claim involves lawsuits in different administrative and judicial stages, in which the Company is taking legal actions to ensure its rights.

4,195

5) Non payment of CIDE on imports of naphtha.

 

Current status: This claim is being discussed at the administrative level.

1,609

6) Non-payment of CIDE in the period from March 2002 until October 2003 in transactions with distributors and service stations that were holders of judicial injunctions that determined the sale of fuel without the gross-up of such tax.

 

Current status: Awaiting the hearing of a special appeal in the Higher Chamber of Tax Appeals (CSRF).

671

7) Non-payment of tax on financial operations (IOF) over intercompany loans with, PifCo, Brasoil and BOC.

 

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

1,679

8) Non-payment of withhold income tax (IRRF) over remittances abroad for payment of crude oil imports.

 

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

1,781

9) PIS and COFINS - Tax credits recovery denied due to failure to comply with an accessory obligation.

 

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

1,507

Plaintiff: State Finance Department of AM, BA, DF, ES, PA, PE and RJ

 

10)Non-payment of ICMS on crude oil and natural gas sales due to differences in measuring beginning and ending inventory.

 

Current status: This claim involves lawsuits in different administrative levels, in which the Company is taking legal actions to ensure its rights.

1,672

Plaintiff: State Finance Department of Rio de Janeiro

 

11) ICMS on exit operations of liquid natural gas (LNG) without issuance of tax document by the main establishment.

 

Current status: This claim involves lawsuits in different administrative and judicial stages, in which the Company is taking legal actions to ensure its rights.

1,390

12) Dispute over ICMS tax levy in operations of sale of jet fuel, as Decree 36,454/2004 was declared as unconstitutional.

 

Current status: This claim is being disputed at the administrative level and the Company has presented its defense.

799

Plaintiff: State Finance Department of São Paulo

 

13) Dispute over ICMS tax levy on the importing of a drilling rig – temporary admission in São Paulo and clearance in Rio de Janeiro and a fine for breach of accessory obligations.

 

Current status: One of the legal proceedings is in its administrative stage and the other one was submitted to judicial dispute, awaiting judgment on appeal by the State Finance.

1,992

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

 

14) Failure to withhold and collect tax on services provided offshore (ISSQN) in some municipalities located in the State of Espírito Santo, despite Petrobras having made the withholding and payment of these taxes to the municipalities where the respective service providers are established, in accordance with Complementary Law No. 116/03.

 

Current status: This claim involves lawsuits in different administrative and judicial stages, in which the Company is taking legal actions to ensure its rights.

955

Plaintiff: State Finance Departments of Rio de Janeiro and Sergipe

 

15) Use of ICMS tax credits on the purchase of drilling bits and chemical products used in formulating drilling fluid.

 

Current status: This claim involves lawsuits in different administrative and judicial stages, in which the Company is taking legal actions to ensure its rights.

424

16) Other tax proceedings

4,424

Total for tax proceedings

27,545

 

40 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

 

b)            Civil Proceedings – General

Description of civil proceedings

Estimate

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

 

1) Dispute on differences in the payment of special participation charge in fields of the Campos Basin. In addition, the plaintiff is claiming fines for alleged non-compliance with minimum exploratory programs. Administrative proceedings are in course in connection with alleged irregularities in the platforms' measurement system.

 

Current status: This claim involves proceedings in different administrative and/or judicial stages, in which the Company is taking legal actions to ensure its rights.

1,200

2) Other civil proceedings

1,136

Total for civil proceedings

2,336

 

 

 

c)             Environmental Proceedings – General

Description of environmental proceedings

Estimate

Plaintiff: Ministério Público Federal, Ministério Público Estadual do Paraná,

 

AMAR - Associação de Defesa do Meio Ambiente de Araucária e IAP - Instuituto Ambiental do Paraná

 

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

 

Current status: This claim involves proceedings in different judicial stages, in which the Company is taking legal actions to ensure its rights.

781

2) Other environmental proceedings

470

Total for environmental proceedings

1,251

 

 

 

28.4.   Joint Ventures – Frade field

In November 2011, an oil spill occurred in the Frade field located in the Campos Basin, which was operated by Chevron Brasil. Petrobras has a 30% interest in the Frade joint venture.

The Federal Public Attorney’s office filed a lawsuit claiming US$ 10 billion in environmental damages against Chevron Brasil, Chevron Latin America Marketing LLC and Transocean Brasil Ltda., which operated the rig at the time of this spill.

In April 2012, a new lawsuit was filed by the Federal Public Attorney’s Office against Chevron and Transocean, following new seabed leaks in the Frade field identified by underwater images. In this suit, a further US$ 10 billion is claimed as compensation for damages to the public.

The Federal Public Attorney’s Office reviewed the claims and proposed a Conduct Adjustment Term (CAT) in the amount of US$ 43, which was signed by Chevron Brasil, Chevron Latin America Marketing LLC, Transocean Brasil Ltda. and the Federal Public Attorney’s Office, as well as by IBAMA and ANP as intervening parties.

41 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

On September 27, 2013, the CAT was approved by the federal court where the two lawsuits of US$ 10 billion were filed, and as a result, both were dismissed. The CAT will become effective once formal adjudication of the two lawsuits is complete. Due to its 30% ownership interest in the Frade consortium, Petrobras may be contractually obligated to pay 30% of the total contingencies related to the incidents that occurred in the Frade field, although the Company is not part of the lawsuits or the CAT.

28.5.   Contingent assets

28.5.1.  Legal proceeding in the United States - P-19 and P-31

In 2002, Braspetro Oil Service Company (Brasoil) and Petrobras obtained  a favorable decision  in related lawsuits filed before U.S. courts by the insurance companies United States Fidelity & Guaranty Company and American Home Assurance Company in which they were seeking to obtain (since 1997 and regarding Brasoil) a judicial order exempting them from their payment obligations under the performance bond related to platforms P- 19 and P-31, and seeking reimbursement from Petrobras for any amounts for which they could ultimately be held liable in the context of the execution proceedings of such performance bond.

On July 21, 2006, the U.S. courts issued an executive decision, conditioning the payment of the amounts owed to Brasoil to a definitive dismissal of the legal proceedings involving identical claims that are currently in course before Brazilian courts.

Brasoil, Petrobras and the insurance companies already pleaded the dismissal of the Brazilian legal proceedings but their definitive dismissal is awaiting the hearing of an appeal filed by the platforms’ shipbuilding company before the Superior Court for Non-Constitutional Matters (STJ).

The Company is intensifying actions taken, in an attempt to settle this lawsuit. The amount of damages claimed is approximately US$ 245.

29.        Guarantees for concession agreements for petroleum exploration

The Company has guarantees for the Minimum Exploration Programs established in the concession agreements for exploration of areas by the Agência Nacional de Petróleo, Gás Natural e Biocombustíveis (“ANP”) in the total amount of US$ 3,158, of which US$ 2,817 are still in force, net of commitments that have been undertaken. The guarantees comprise crude oil from previously identified producing fields, pledged as security, for US$ 2,036 and bank guarantees in the amount of US$ 781.

30.        Risk management and derivative instruments

The Company is exposed to a variety of risks arising from its operations: market risk (including price risk related to crude oil and oil products), foreign exchange risk, interest rate risk, credit risk and liquidity risk.

30.1.   Risk management

The objective of the overall risk management policy of the Company, which considers all positions held and their respective risks in the analysis and decisions made, is to achieve an appropriate balance between growth, increased return on investments and risk exposure level, which can arise from its normal activities or from the context within which the Company operates, so that, through effective allocation of its physical, financial and human resources it may achieve its strategic goals.

42 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

30.2.   Market risk

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

Petrobras does not use derivative instruments to hedge exposures to commodity price cycles related to products purchased and sold to fulfill operational needs.

Derivatives are used as hedging instruments to manage the price risk of certain transactions carried out abroad, which are usually short-term transactions similar to commercial transactions.

The main risk management techniques used by the Company to manage price risk of crude oil and oil products, in the transactions carried out abroad are operating Cash Flow at Risk (CFAR), Value at Risk (VAR) and Stop Loss.      

a)             Notional amount, fair value and guarantees of crude oil and oil products derivatives

 

Notional value

(in thousands of bbl)*

Fair value**

Maturity

Statement of Financial Position

09.30.2013

12.31.2012

09.30.2013

12.31.2012

 

Futures contracts

(6,884)

(3,380)

4.5

(18)

2013/2014

Purchase commitments

58,651

16,500

 

 

 

Sale commitments

(65,535)

(19,880)

 

 

 

 

 

 

 

 

 

Options contracts

757

(2,050)

(1.5)

2013

 

 

 

 

 

 

Call

(1,750)

(1,080)

(0.5)

(1)

 

Long position

7,172

3,204

 

 

 

Short position

(8,922)

(4,284)

 

 

 

 

 

 

 

 

 

Put

2,507

(970)

0.5

(0.5)

 

Long position

11,402

2,029

 

 

 

Short position

(8,895)

(2,999)

 

 

 

 

 

 

 

 

 

Total recognized in other current assets and liabilities

 

 

4.5

(19.5)

 

 

 

 

 

 

 

* Negative notional values (in bbl) represent short positions.

** Negative fair values were recorded in liabilities and positive fair values in assets.

 

 

Finance income

Jan-Sep/2013

Jan-Sep/2012

Gain / (Loss) recognized in profit or loss for the period

(37)

(108)

 

 

Guarantees given as collateral

09.30.2013

12.31.2012

Generally consist of deposits

69

103

 

b)            Sensitivity analysis of crude oil and oil products derivatives

The probable scenario is the fair value at  September 30, 2013. The stressed scenarios consider price changes of 25% and 50% on the risk variable, respectively, comparatively to September 30, 2013.

43 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

Crude Oil and Oil Products

Risk

Probable Scenario at 09.30.2013

Stressed Scenario

(∆ of 25%)

Stressed Scenario

(∆ of 50%)

 

 

 

 

 

 

 

Brent

Derivative (Brent prices increase)

1

(126)

(252)

 

Inventories (Brent prices decrease)

(3)

124

250

 

 

 

 

(2)

(2)

(2)

Butane

Derivative (Butane prices decrease)

(2)

(4)

 

Inventories (Butane prices increase)

2

4

 

 

 

 

Diesel

Derivative (Diesel prices decrease)

(3)

(22)

(41)

 

Inventories (Diesel prices increase)

2

21.5

40

 

 

 

 

(1)

(0.5)

(1)

Freight

Derivative (Freight costs decrease)

(0.4)

(2)

(4)

 

Inventories (Freight costs increase)

3

6

 

 

 

 

2.6

(2)

2

Gasoline

Derivative (Gasoline prices increase)

(64)

(119)

(174)

 

Inventories (Gasoline prices decrease)

14

125

181

 

 

 

 

(50)

6

7

Jet Fuel

Derivative (Jet fuel prices decrease)

114

86

58

 

Inventories (Jet fuel prices increase)

(112)

(84)

(57)

 

 

 

 

2

2

1

LLS

Derivative (LLS prices decrease)

31

23

15

 

Inventories (LLS prices increase)

(31)

(23)

(15)

 

 

 

 

 

 

 

Naphtha

Derivative (Naphtha prices increase)

7.6

3.1

(1.8)

 

Inventories (Naphtha prices decrease)

(7.2)

(2.7)

2.2

 

 

 

 

0.4

0.4

0.4

Fuel Oil

Derivative (Fuel Oil prices increase)

(68)

(126)

(184)

 

Inventories (Fuel Oil prices decrease)

68

125

182

 

 

 

 

(1)

(2)

Propane

Derivative (Propane prices increase)

(1)

(10.3)

(19.7)

 

Inventories (Propane prices decrease)

0.4

9.9

19.3

 

 

 

 

(0.6)

(0.4)

(0.4)

WTI

Derivative (WTI prices increase)

4

13

19

 

Inventories (WTI prices decrease)

(4)

(18)

(32)

 

 

 

 

(5)

(13)

 

 

 

c)             Embedded derivatives – sale of ethanol

On March 8, 2013 the Company entered into an agreement to amend the ethanol sale contract, modifying prices and quantities. The selling price of each future ethanol shipment will be based on the price of ethanol in the Brazilian market (ESALQ) plus a spread. The amended agreement therefore no longer has a derivative instrument measured as an embedded derivative.

44 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The notional value, fair value and the sensitivity analysis of the swap are presented below:

 

 

Fair Value

Sensitivity analysis at 09.30.2013

Forward Contract

Notional value

(in thousands of m³)

09.30.2013

12.31.2012

Risk

Probable Scenario

Stressed

Scenario

(∆ 25%)

Stressed

Scenario

( ∆ 50%)

Long position (maturity in 2015)

 

36

Decrease in spread (Naphtha x Ethanol)

 

 

Finance Income

Jan-Sep/ 2013

Jan-Sep/ 2012

Gain/ (loss) recognized in profit or loss for the period

(37)

0.5

 

 

30.2.2.  Foreign exchange risk management

The Company is exposed to foreign exchange risk from its assets and liabilities, arising from the price levels and volatility of currency markets.

Petrobras seeks to identify and manage foreign exchange risk in an integrated manner, by recognizing and creating “natural hedges”, benefiting from the correlation between income and expenses. To mitigate short-term exchange risk exposure arising from transactions involving income and expenses in different currencies, the Company uses natural hedges by choosing the currency in which to hold cash, such as the Brazilian Real, US dollar or other currency.

Foreign exchange risk is managed based on the net exposure and reviewed periodically to support the Executive Board. The Company can use derivative instruments to hedge certain liabilities, minimizing foreign exchange exposure.

a)             Hedge Accounting

i) Cash Flow Hedge involving the Company’s future exports

Effective mid-May 2013, the Company formally documented and designated hedging relationships to account for the effects of the existing natural hedge between a portion of its obligations denominated in U.S. dollars and a portion of its future export revenues in U.S. dollars, relative to foreign currency rates risk. The foreign currency rates risk is related to the spot rates and the hedged future exports are those considered highly probable.

On September 30, 2013, there were principal amounts of long-term debt exposed to foreign currency risks related to the Brazilian Real vs. U.S. dollar spot rate designated as hedging instruments.

The Company has prepared formal documentation in order to support the designation, including an explanation of how the designation of the hedging relationship is aligned with the Company’s Risk Management Policy objective and strategy, identification of the hedging instrument, the hedged transactions, the nature of the risk being hedged and an analysis which demonstrates that the hedge is expected to be highly effective. The Company reassesses the prospective and retrospective effectiveness of the hedge on an ongoing basis comparing the foreign currency component of the carrying amount of the hedging instruments and of the highly probable future exports (spot-rate method).

The hedging relationships qualify for cash flow hedge accounting, which permits gains and losses arising from the effect of changes in the foreign currency exchange rate on derivative and non-derivative hedging instruments not to be immediately recognized in profit or loss, but be reclassified from equity to profit or loss in the same periods during which the future exports occur, thus allowing for a more appropriate presentation of the results for the period reflecting the strategy in the Company’s Risk Management Policy.

45 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The principal amounts and the carrying amount of the hedging instruments at September 30, 2013, along with the foreign currency losses recognized in other comprehensive income (shareholders’ equity) are set out below:

Hedging

Instrument

Hedged

Transactions

Nature

of the

Risk

Maturity

Date

Principal Amount (US$)

Carrying amount of the Hedging Instruments on 09.30.2013 (R$)

 

 

 

 

 

 

 

 

 

Non-Derivative

Financial

Instruments

Portion of

Highly Probable

Future Monthly

Export Revenues

Foreign Currency

– Real vs U.S. Dollar

Spot Rate

October 2013 to

August 2020

41,737

93,072

 

                 

 

 

 

Changes in the Principal Amount

 

Amounts designated in May 2013

43,859

New hedging instruments designated

1,631

Exports affecting profit or loss

(1,441)

Principal repayments / amortization

(2,312)

Amounts designated as of September 30, 2013

41,737

 

 

 

 

Finance income and shareholders' equity

Jan-Sep/2013

Jan-Sep/2012

Gain /(loss) recognized in profit or loss for the period

(162)

Gain/ (loss) recognized in other comprehensive income - shareholders' equity

(4,054)

 

 

 

 

ii)  Cash flow hedge involving swap contracts - Yen vs. Dollar

In September 2006 the Company entered into a cross currency swap to fix in U.S. dollars the payments related to bonds denominated in Japanese yen. The Company does not intend to settle these contracts before the maturity. The relationship between the derivative and the loan qualify as cash flow hedge and hedge accounting is applied.

The effective portion of changes in fair value, assessed on a quarterly basis, are recognized in accumulated other comprehensive income, in the shareholders’ equity and reclassified to profit or loss in the periods when the hedged transaction item affects profit or loss.

46 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

b)            Notional value, fair value and guarantees of derivative financial instruments

 

Notional value (in millions)

Fair Value

Statement of financial position

09.30.2013

12.31.2012

09.30.2013

12.31.2012

 

 

 

 

 

Cross Currency Swap (Maturity in 2016)

 

 

35

76

Long position (JPY) - 2.15% p.a.

JPY 35,000

JPY 35,000

376

434

Short position (USD) - 5.69% p.a.

USD 298

USD 298

(341)

(358)

U.S. dollar forward

 

 

0.9

0.5

U.S. dollar forward (long position)

USD 39

 

(0.4)

U.S. dollar forward (short position)

USD 118

USD 1,077

1.3

0.5

Total recognized in other current assets and liabilities

 

 

35.9

76.5

 

 

 

 

Finance income and shareholders' equity

Jan-Sep/ 2013

Jan-Sep/ 2012

Gain /(loss) recognized in profit or loss for the period

(46)

61

Gain/ (loss) recognized in other comprehensive income - shareholders' equity

7

6

 

 

 

Margin is not required for the operations the Company has entered into, related to foreign currency derivatives.

c)             Sensitivity analysis for foreign exchange risk on financial instruments

The Company has assets and liabilities subject to foreign exchange risk. The main exposure involves the Brazilian Real, relative to the U.S. dollar. Foreign exchange risk arises on financial instruments that are denominated in a currency other than the Brazilian Real. Assets and liabilities of foreign subsidiaries, denominated in a currency other than the Brazilian Real are not included in the sensitivity analysis set out below when transacted in a currency equivalent to their respective functional currencies.

The probable scenario, computed based on external data, as well as the stressed scenarios (a 25% and a 50% change in the foreign exchange rates) are set out below:

47 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

Financial Instruments

Exposure at 09.30.2013

Risk

Probable Scenario*

Stressed

Scenario

(∆ of 25%)

Stressed

Scenario

(∆ of 50%)

 

 

 

 

 

 

Assets

3,420

 

107

855

1,710

Liabilities

(52,623)

Dollar

(1,652)

(13,156)

(26,312)

Cash flow hedge on exports

41,736

 

1,310

10,434

20,868

Forward Derivative (Net short Position)

(79)

 

(3)

(20)

(39)

 

(7,546)

 

(238)

(1,887)

(3,773)

Assets

 

Liabilities

(968)

Yen

37

(242)

(484)

Cross-currency Swap

356

 

(13)

125

376

 

(612)

 

24

(117)

(108)

Assets

3,661

Euro

(116)

915

1,830

Liabilities

(9,180)

 

290

(2,295)

(4,590)

 

(5,519)

 

174

(1,380)

(2,760)

Assets

878

Pound

(37)

219

439

Liabilities

(2,617)

Sterling

111

(654)

(1,309)

 

(1,739)

 

74

(435)

(870)

Assets

375

Peso

(17)

94

187

Liabilities

(919)

 

41

(230)

(460)

 

(544)

 

24

(136)

(273)

 

(15,960)

 

58

(3,955)

(7,784)

 

 

 

 

 

 

(*) The probable scenario was computed based on the following changes for September, 30, 2013: Real x Dollar – a 2.51% appreciation of the Dollar relative to the Real / Dollar x Yen – a 3.89% depreciation of the Yen / Dollar x Euro: a 1.61% depreciation of the Euro / Dollar x Pound Sterling: a 0.74% depreciation of the Pound Sterling / Dollar x Peso: a 2.97% depreciation of the Peso. The data were obtained from the Focus Report of the Central Bank of Brazil and from Bloomberg.

 

The impact of foreign exchange depreciation / appreciation does not jeopardize the liquidity of the Company in the short term due to the balance between liabilities, assets, revenues and future commitments in foreign currency, since most of its debt mature in the long term.

30.2.3.  Interest rate risk management

The Company is mainly exposed to interest rate risk related to changes in the LIBOR rate, arising from debt issued in foreign currency and to changes in the Brazilian long-term interest rate (TJLP), arising from debt issued in Brazilian Real. An increase in interest rates causes a negative impact in the Company's finance expense and its financial position.

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

a)             Main transactions and future commitments hedged by interest rate derivatives

Swap contracts

Floating-to-fixed swap (Libor USD) vs. Fixed rate (USD)

In November 2010 the Company entered into an interest rate swap, in order to exchange a floating interest rate for a fixed rate, aiming at eliminating the mismatch between the cash flows of assets and liabilities from investment projects. The Company does not intend to settle the operation before the maturity date, and therefore, adopted hedge accounting for the relationship between the finance debt and the derivative.

48 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

Other positions held are set out in the table below.

b)            Notional value, fair value, guarantees and sensitivity analysis for interest rate derivatives

 

Notional value

Fair value

Statement of Financial Position

09.30.2013

12.31.2012

09.30.2013

12.31.2012

 

 

 

 

 

 

 

 

 

 

Swaps (maturity in 2020)

 

 

 

 

Short position

USD 440

USD 460

(21)

(42)

 

 

 

 

 

Swaps (maturity in 2015)

 

 

(0.7)

(1)

Long position – Euribor

EUR 11

EUR 15

0.5

Short position – 4.19% Fixed rate

EUR 11

EUR 15

(0.7)

(1.5)

 

 

 

 

 

Total recognized in other assets and liabilities

 

 

(21.7)

(43)

 

 

Finance income and shareholders' equity

Jan-Sep/2013

Jan-Sep/2012

Gain / (Loss) recognized in profit or loss for the period

(0.7)

Gain / (Loss) recognized in other comprehensive income - shareholders' equity

0.4

(8)

 

 

Interest Rate Derivatives

Risk

Probable

Scenario (*)

Stressed

Scenario

(∆ de 25%)

Stressed

Scenario

(∆ de 50%)

HEDGE (Derivative - Swap)

LIBOR decline

7

(1)

(1.3)

Debt

LIBOR increase

7

(1)

(1.3)

Net effect

 

14

(2)

(2.6)

 

 

 

 

 

 

HEDGE (Derivative - Swap)

Euribor decline

0.5

Debt

Euribor increase

0.5

Net effect

 

1

 

 

 

 

 

 

(*) The probable scenario was obtained based on LIBOR futures.

 

 

Margin is not required for the operations the Company has entered into, related to interest rate derivatives.

30.3.   Credit risk

Petrobras is exposed to the credit risk arising from commercial transactions and from cash management, related to financial institutions and to credit exposure to customers. Credit risk is the risk that a customer or financial institution will fail to pay amounts due, relating to outstanding receivables or to financial investments, guarantees or deposits with financial institutions.

Credit risk management in Petrobras is a portion of its financial risk management, which is performed by the Company’s officers, under a corporate policy of risk management. The Credit Commissions are, each, composed of executive Managers for Risk Management, Finance and Commercial Department.

The purpose of the Credit Commissions is to analyze credit management issues, relating to granting and managing credit; to encourage integration between the units that compose the Credit Commissions; and to identify recommendations to be applied in the units involved or to be submitted to the appreciation of higher jurisdictions.

49 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

The credit risk management policy is part of the Company’s global risk management policy and aims at reconciling the need for minimizing exposure to credit risk and maximizing the result of commercial and financial transactions, through an efficient credit analysis process and efficient credit granting and management processes.

The Company manages credit risk by applying quantitative and qualitative parameters that are appropriate for each of the market segments in which it operates.

The Company’s commercial credit portfolio is much diversified and the credits granted are divided between clients from the domestic market and from foreign markets.

Credit granted to financial institutions is spread among the major international banks rated by the international rating agencies as Investment Grade and highly-rated Brazilian banks.

The maximum exposure to credit risk is represented mainly by the balance of accounts receivable and derivative financial instruments outstanding.

30.4.   Liquidity risk

The Company's liquidity risk is represented by the possibility of a shortage of funds, cash or another financial asset in order to settle its obligations on the established dates.

The liquidity risk management policy adopted by the Company provides that the maturity of its debt continues to be lengthened, exploring the funding opportunities available in the domestic market and being significantly active in the international capital markets by broadening the investor’s base in fixed income.

Petrobras finances its working capital through a centralized cash management for the group and by assuming short-term debt, which is usually related to commercial transactions, such as export credit notes and advances on foreign exchange contracts. Investments in non-current assets are financed through long-term debt, such as bonds issued in the international market, funding from credit bureaus, financing and  pre-payment of exports, development banks in Brazil and abroad, and lines of credit with national and international commercial banks.

A maturity analysis of the long-term debt, including face value and interest payments is set out in the table below:

Maturity

 

2013

6,226

2014

8,786

2015

12,291

2016

15,569

2017

12,897

2018

18,936

2019 and thereafter

78,099

Balance at September 30, 2013

152,804

Balance at December 31, 2012

136,068

 

 

 

30.5.   Financial investments (derivative financial instruments)

Operations with derivatives are, both in the domestic and foreign markets, earmarked exclusively for the exchange of indices of the assets that comprise the portfolios, and their purpose is to provide flexibility to the managers in their quest for efficiency in the management of short-term financial assets.

The market values of the derivatives held in the exclusive investment funds at September 30, 2013 are set out below:

50 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

Contract

Number of

Contracts

(Thousands)

Notional

value

Fair

value

Maturity

Future DI (Interbank Deposit)

 

 

3

2013; 2014; 2015; 2016

Long position

9,192

373

 

Short position

(117,889)

(4,640)

3

 

DDI (Foreign Exchange Coupon) forward

 

 

0.4

2013 and 2014

Long position

209

10

 

Short position

(290)

(14)

0.4

 

U.S. dollar forward

 

 

(0.4)

2013

Long position

746

37

 

Short position

(280)

(14)

(0.4)

 

 

 

31.        Fair value of financial assets and liabilities

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

At September 30, 2013, the estimated fair value for the Company’s long term debt was US$ 106,667 and was computed based on the prevailing market rates for operations that have similar nature, maturity and risk to the contracts recognized and it may be compared to the carrying amount of US$ 104,258.

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

 

Fair value measured based on

 

 

Prices

quoted

on active

market

(Level I)

Valuation technique

supported by

observable prices

(Level II)

Valuation technique

without

use of

observable

prices  

(Level III)

Total

fair

value

recorded

Assets

 

 

 

 

Marketable securities

8,328

8,328

Commodity derivatives

4.5

4.5

Foreign currency derivatives

35.9

35.9

Balance at September 30, 2013

8,332.5

35.9

8,368.4

Balance at December 31, 2012

10,463.5

76

36

10,575.5

 

 

 

 

 

Liabilities

 

 

 

 

Commodity derivatives

Interest derivatives

(21.7)

(21.7)

Balance at September 30, 2013

(21.7)

(21.7)

Balance at December 31, 2012

(62)

(62)

 

 

51 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

32.        Subsequent events

Libra block auction results

On October 21, 2013, the joint venture comprised of Petrobras (10%), Shell (20%), Total (20%), CNPC (10%) and CNOOC (10%) was the winner in the first Pre-Salt bidding round for the Libra block held by the Brazilian National Petroleum Agency - Agência Nacional do Petróleo, Gás Natural e Biocombustíveis (ANP). As a result of the bid, Petrobras’ definite interest in the joint venture will be 40%, with proportionate rights and obligations.

The exploration and production agreement for the block will be a production sharing agreement, as established by Law n. 12,351 enacted December 2010.

The winning consortium offered 41.65% of the profit oil for the Federal Government. A signature bonus in the amount of US$ 7 billion is to be paid in a single payment, US$ 3 billion of which payable by Petrobras, related to its share in the consortium.

52 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

33.        Information Related to Guaranteed Securities Issued by Subsidiaries

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

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

33.2.   Petrobras International Finance Company – PiFCo

Petróleo Brasileiro S.A. - Petrobras has fully and unconditionally guaranteed the debt securities of Petrobras International Finance Company - PifCo, a 100-percent-owned subsidiary of Petrobras.

The following condensed consolidated financial information is provided for Petróleo Brasileiro S.A. – Petrobras, as guarantor, and for Petrobras International Finance Company – PifCo, as issuer, as an alternative to providing separate financial statements for the issuer in accordance with SEC Regulation SX 3-10 (c). The financial statements of Petrobras and PifCo are presented using the equity method of accounting for investments in subsidiaries.

53 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

09.30.2013

Consolidated Statement of Financial Position

Petrobras S.A. Guarantor

PifCo

All Other Consolidated Companies

Consolidating and Eliminating Adjustments

Consolidated

Assets

 

 

 

 

 

Current assets

52,342

4,042

48,595

(43,434)

61,545

Cash and cash equivalents

8,536

2,545

11,628

(5,063)

17,646

Marketable securities

15,312

39

367

(7,401)

8,317

Trade and other receivables

7,502

1

29,862

(27,715)

9,650

Inventories

12,388

3,728

(1,062)

15,054

Recoverable taxes

5,535

1,216

86

6,837

Advances to suppliers

535

73

608

Non-current assets held for sale

1,005

1,161

(219)

1,947

Others

1,529

35

560

(638)

1,486

Discontinued operations

1,422

(1,422)

 

 

 

 

 

 

 

Non-current assets

234,064

24,960

119,112

(99,575)

278,561

Long-term receivables

 

 

 

 

 

Trade receivables and loans

3,488

24,960

30,024

(54,075)

4,397

Marketable securities

115

7,141

(7,107)

149

Judicial deposits

2,225

476

(1)

2,700

Deferred taxes

6,474

2,297

649

9,420

Other tax assets

3,784

1,618

2

5,404

Advances to suppliers

1,028

2,413

3,441

Others

1,598

298

(87)

1,809

 

 

 

 

 

 

Investments

40,388

4,232

(37,846)

6,774

Property, plant and equipment, net

139,820

69,644

(1,102)

208,362

Intangible assets

35,144

969

(8)

36,105

 

 

 

 

 

 

Total assets

286,406

29,002

167,707

(143,009)

340,106

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current liabilities

42,669

860

17,881

(30,035)

31,375

Current debt

12,390

856

6,758

(11,865)

8,139

Trade payables

21,658

7,826

(17,863)

11,621

Taxes payable

4,200

765

4,965

Dividends payable

213

(213)

Employee compensation (payroll, profit sharing and related charges)

2,583

323

2,906

Pension and medical benefits

717

30

747

Non-current liabilities held for sale

110

347

457

Others

1,011

1,619

(90)

2,540

Discontinued operations

4

(4)

 

 

 

 

 

 

Non-current liabilities

90,682

28,335

97,693

(61,836)

154,874

Non-current debt

43,309

28,335

93,839

(61,225)

104,258

Deferred taxes

19,008

1,458

20,466

Pension and medical benefits

18,077

1,205

19,282

Provisions for legal proceedings

1,004

471

73

1,548

Provision for decomissioning cost

7,898

374

8,272

Others

1,386

346

(684)

1,048

 

 

 

 

 

 

Petrobras shareholder's equity

153,055

(193)

51,203

(51,010)

153,055

 

 

 

 

 

 

Non-controlling interests

930

(128)

802

 

 

 

 

 

 

Total liabilities and shareholder's equity

286,406

29,002

167,707

(143,009)

340,106

 

 

 

54 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

12.31.2012

Consolidated Statement of Financial Position

Petrobras
S.A.
Guarantor

PifCo

All Other
Consolidated
Companies

Consolidating
and
Eliminating
Adjustments

Consolidated

Assets

 

 

 

 

 

Current assets

47,077

1,797

36,292

(27,372)

57,794

Cash and cash equivalents

8,511

191

9,545

(4,727)

13,520

Marketable securities

11,441

3,391

(4,401)

10,431

Trade and other receivables

8,502

8

18,937

(16,348)

11,099

Inventories

12,189

3,237

(874)

14,552

Recoverable taxes

4,324

1,176

72

5,572

Advances to suppliers

823

104

927

Non-current assets held for sale

142

142

Others

1,145

177

(98)

327

1,551

Discontinued operations

1,421

(1,421)

 

 

 

 

 

 

 

Non-current assets

231,690

27,348

104,274

(86,452)

276,860

Long-term receivables

 

 

 

 

 

Trade receivables and loans

4,083

27,348

19,888

(46,878)

4,441

Marketable securities

141

4,429

(4,394)

176

Judicial deposits

2,288

409

(1)

2,696

Deferred taxes

6,126

1,797

612

8,535

Other tax assets

3,645

1,575

3

5,223

Advances to suppliers

1,011

2,145

3,156

Others

1,704

360

(177)

1,887

 

 

 

 

 

 

Investments

37,588

3,031

(34,513)

6,106

Property, plant and equipment, net

136,934

69,058

(1,091)

204,901

Intangible assets

38,170

1,582

(13)

39,739

 

 

 

 

 

 

Total assets

278,767

29,145

140,566

(113,824)

334,654

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Current liabilities

33,276

2,683

17,040

(18,929)

34,070

Current debt

1,187

2,569

5,530

(1,807)

7,479

Trade payables

15,998

11

11,792

(15,677)

12,124

Taxes payable

5,147

981

6,128

Dividends payable

3,011

566

(566)

3,011

Employee compensation (payroll, profit sharing and related charges)

1,860

303

2,163

Pension and medical benefits

743

45

788

Non-current liabilities held for sale

 

 

 

 

 

Others

5,330

101

(2,177)

(877)

2,377

Discontinued operations

 

2

(2)

 

 

 

 

 

 

 

Non-current liabilities

84,920

27,720

80,760

(54,539)

138,861

Non-current debt

37,321

27,720

76,252

(52,809)

88,484

Deferred taxes

17,218

1,995

19,213

Pension and medical benefits

18,429

1,171

19,600

Provisions for legal proceedings

736

447

82

1,265

Provision for decomissioning cost

9,000

441

9,441

Others

2,216

454

(1,812)

858

 

 

 

 

 

 

Petrobras shareholder's equity

160,571

(1,258)

41,810

(40,552)

160,571

 

 

 

 

 

 

Non-controlling interests

956

196

1,152

 

 

 

 

 

 

Total liabilities and shareholder's equity

278,767

29,145

140,566

(113,824)

334,654

 

 

 

55 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

September 30, 2013

Consolidated Statement of Income

Petrobras
S.A.
Guarantor

PifCo

All Other
Consolidated
Companies

Consolidating
and
Eliminating
Adjustments

Consolidated

 

 

 

 

 

 

Sales revenues

82,935

82,344

(59,410)

105,869

Third parties

43,662

62,207

105,869

Intercompany

39,273

20,137

(59,410)

Cost of sales

(64,351)

(71,877)

56,093

(80,135)

Gross profit

18,584

10,467

(3,317)

25,734

 

 

 

 

 

 

Income (expenses)

 

 

 

 

 

Selling expenses

(4,521)

(2,193)

3,080

(3,634)

General and Administrative expenses

(2,594)

(13)

(1,111)

5

(3,713)

Exploration costs

(2,072)

(121)

(2,193)

Research and development expenses

(858)

(24)

(882)

Other taxes

(114)

(291)

77

(328)

Other operating expenses, net

(2,799)

581

(64)

(2,282)

Net finance income (expense)

(160)

(450)

(1,307)

452

(1,465)

Share of profit of equity-accounted investments

4,691

652

(4,861)

482

Net income from discontinuing operations

Net income before income taxes

10,157

(463)

6,653

(4,628)

11,719

 

 

 

 

 

 

Income taxes

(1,823)

(1,403)

(276)

(3,502)

 

 

 

 

 

 

Net income (loss)

8,334

(463)

5,250

(4,904)

8,217

 

 

 

 

 

 

Net income (loss) attributable to:

 

 

 

 

 

Shareholders of Petrobras

8,334

(463)

5,162

(4,699)

8,334

Non-controlling interests

88

(205)

(117)

 

8,334

(463)

5,250

(4,904)

8,217

 

 

September 30, 2012

Consolidated Statement of Income

Petrobras
S.A.
Guarantor

PifCo

All Other
Consolidated
Companies

Consolidating
and
Eliminating
Adjustments

Consolidated

Sales revenues

83,050

87,350

(61,957)

108,443

Third parties

51,065

57,378

108,443

Intercompany

31,985

29,972

(61,957)

Cost of sales

(62,869)

(76,160)

59,109

(79,920)

Gross profit

20,181

11,190

(2,848)

28,523

 

 

 

 

 

 

Income (expenses)

 

 

 

 

 

Selling expenses

(4,651)

(2,103)

2,978

(3,776)

General and Administrative expenses

(2,640)

(8)

(1,137)

17

(3,768)

Exploration costs

(2,752)

(197)

(2,949)

Research and development expenses

(794)

(7)

(801)

Other taxes

(119)

(215)

79

(255)

Other operating expenses, net

(3,177)

(324)

115

(3,386)

Net finance income (expense)

(823)

(353)

(1,475)

(630)

(3,281)

Share of profit of equity-accounted investments

3,489

172

(3,706)

(45)

Net income from discontinuing operations

6

(6)

Net income before income taxes

8,714

(355)

5,904

(4,001)

10,262

 

 

 

 

 

 

Income taxes

(1,443)

(1,554)

(107)

(3,104)

Net income (loss)

7,271

(355)

4,350

(4,108)

7,158

 

 

 

 

 

 

Net income (loss) attributable to:

 

 

 

 

 

Shareholders of Petrobras

7,271

(355)

4,252

(3,897)

7,271

Non-controlling interests

98

(211)

(113)

 

7,271

(355)

4,350

(4,108)

7,158

 

 

56 


 
 

Petróleo Brasileiro S.A. – Petrobras

Consolidated notes to the financial statements

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

 

 

September 30, 2013

Statement of cash flows

Petrobras
S.A.
Guarantor

PifCo

All Other
Consolidated
Companies

Consolidating
and
Eliminating
Adjustments

Consolidated

Cash from operating activities – continuing operations

16,365

(948)

(512)

6,650

21,555

Cash from operating activities – discontinuing operations

3

(3)

Net cash provided by/(used in) operating activities

16,365

(945)

(512)

6,647

21,555

 

 

 

 

 

 

Cash flows from Investing activities

 

 

 

 

 

Investments in operating segments

(35,431)

477

5,960

(28,994)

Investments in Marketable securities

(4,124)

(38)

(520)

6,143

1,461

Net intercompany investing

2,681

(2,681)

Net cash provided by/(used in) investing activities

(39,555)

2,643

(43)

9,422

(27,533)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Capital issuance

1,520

9,669

(11,189)

Acquisition of non-controlling interest

62

(160)

(98)

Proceeds from long-term financing

9,386

24,521

33,907

Intercompany Financing Proceeds (Payments)

30,044

(424)

(33,263)

3,643

Repayments

(14,783)

(440)

6,604

(11,266)

(19,885)

Dividends paid

(2,790)

(1,081)

1,216

(2,655)

Net cash provided by/(used in) financing activities

21,857

656

6,512

(17,756)

11,269

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

1,358

(3,874)

1,351

(1,165)

Net increase/ (decrease) in cash and cash equivalents in the period

25

2,354

2,083

(336)

4,126

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the period

8,511

191

9,545

(4,727)

13,520

Cash and cash equivalents at the end of the period

8,536

2,545

11,628

(5,063)

17,646

 

 

 

September 30, 2012

Statement of cash flows

Petrobras
S.A.
Guarantor

PifCo

All Other
Consolidated
Companies

Consolidating
and
Eliminating
Adjustments

Consolidated

Cash from operating activities – continuing operations

16,758

(348)

5,699

104

22,213

Cash from operating activities – discontinuing operations

(50)

50

Net cash provided by/(used in) operating activities

16,758

(398)

5,699

154

22,213

 

 

 

 

 

 

Cash flows from Investing activities

 

 

 

 

 

Investments in operating segments

(26,683)

(7,264)

4,879

(29,068)

Investments in Marketable securities

2,235

5,169

(4,904)

(1,549)

951

Net intercompany investing

(13,500)

13,500

Net cash provided by/(used in) investing activities

(24,448)

(8,331)

(12,168)

16,830

(28,117)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Capital issuance

4,584

(4,584)

Acquisition of non-controlling interest

48

48

Proceeds from long-term financing

18,857

18,857

Intercompany Financing Proceeds (Payments)

20,195

6,519

(8,664)

(18,050)

Repayments

(10,857)

(656)

(5,105)

3,715

(12,903)

Dividends paid

(3,272)

(871)

871

(3,272)

Net cash provided by/(used in) financing activities

6,066

5,863

8,801

(18,000)

2,730

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

(1,081)

(319)

383

(1,017)

Net increase/ (decrease) in cash and cash equivalents in the period

(2,705)

(2,866)

2,013

(633)

(4,191)

 

 

 

 

 

 

Cash and cash equivalents at the beginning of the period

10,053

4,087

9,426

(4,509)

19,057

Cash and cash equivalents at the end of the period

7,348

1,221

11,440

(5,143)

14,866

 

 

 

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

Date: October 28, 2013
PETRÓLEO BRASILEIRO S.A--PETROBRAS
By:
/S/  Almir Guilherme Barbassa

 
Almir Guilherme Barbassa
Chief Financial Officer and Investor Relations Officer
 
 

 

 
FORWARD-LOOKING STATEMENTS

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