Indicate by check mark
whether the registrant files or will file annual reports under cover Form 20-F or 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.
INDEX
Petróleo Brasileiro S.A. – Petrobras
Unaudited Consolidated Statements of Financial Position
PETROBRAS
As of September 30, 2022 and December 31, 2021 (Expressed in
millions of US Dollars, unless otherwise indicated)
Assets |
Note |
09.30.2022 |
12.31.2021 |
|
Liabilities |
Note |
09.30.2022 |
12.31.2021 |
Current assets |
|
|
|
|
Current liabilities |
|
|
|
Cash and cash equivalents |
3.1 |
4,374 |
10,467 |
|
Trade payables |
|
5,209 |
5,483 |
Marketable securities |
3.2 |
2,411 |
650 |
|
Finance debt |
23.1 |
3,306 |
3,641 |
Trade and other receivables |
9.1 |
4,074 |
6,368 |
|
Lease liability |
24 |
5,337 |
5,432 |
Inventories |
10 |
9,770 |
7,255 |
|
Income taxes payable |
11.1 |
1,585 |
733 |
Recoverable income taxes |
11.1 |
178 |
163 |
|
Other taxes payable |
11.2 |
2,866 |
4,001 |
Other recoverable taxes |
11.2 |
1,258 |
1,183 |
|
Employee benefits |
12 |
2,205 |
2,144 |
Others |
|
2,099 |
1,573 |
|
Others |
|
2,953 |
1,875 |
|
|
24,164 |
27,659 |
|
|
|
23,461 |
23,309 |
|
|
|
|
|
Liabilities related to assets classified as held for sale |
22 |
1,658 |
867 |
Assets classified as held for sale |
22 |
5,305 |
2,490 |
|
|
|
25,119 |
24,176 |
|
|
29,469 |
30,149 |
|
|
|
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
Non-current assets |
|
|
|
|
Finance debt |
23.1 |
27,549 |
32,059 |
Long-term receivables |
|
|
|
|
Lease liability |
24 |
18,076 |
17,611 |
Trade and other receivables |
9.1 |
1,945 |
1,900 |
|
Income taxes payable |
11.1 |
297 |
300 |
Marketable securities |
3.2 |
49 |
44 |
|
Deferred income taxes |
11.1 |
6,561 |
1,229 |
Judicial deposits |
13.2 |
10,046 |
8,038 |
|
Employee benefits |
12 |
8,741 |
9,374 |
Deferred income taxes |
11.1 |
494 |
604 |
|
Provisions for legal proceedings |
13.1 |
2,519 |
2,018 |
Other recoverable taxes |
11.2 |
3,675 |
3,261 |
|
Provision for decommissioning costs |
14 |
14,890 |
15,619 |
Others |
|
940 |
487 |
|
Others |
|
2,315 |
2,150 |
|
|
17,149 |
14,334 |
|
|
|
80,948 |
80,360 |
|
|
|
|
|
Total liabilities |
|
106,067 |
104,536 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
|
|
|
|
|
|
|
Share capital (net of share issuance costs) |
25.1 |
107,101 |
107,101 |
Investments |
20 |
1,672 |
1,510 |
|
Capital reserve and capital transactions |
|
1,144 |
1,143 |
Property, plant and equipment |
15 |
124,120 |
125,330 |
|
Profit reserves |
|
67,562 |
72,811 |
Intangible assets |
16 |
2,852 |
3,025 |
|
Accumulated other comprehensive (deficit) |
|
(106,909) |
(111,648) |
|
|
145,793 |
144,199 |
|
Attributable to the shareholders of Petrobras |
|
68,898 |
69,407 |
|
|
|
|
|
Non-controlling interests |
|
297 |
405 |
|
|
|
|
|
|
|
69,195 |
69,812 |
|
|
|
|
|
|
|
|
|
Total assets |
|
175,262 |
174,348 |
|
Total liabilities and equity |
|
175,262 |
174,348 |
The notes form an integral part of these unaudited consolidated interim financial statements. |
Unaudited Consolidated Statements of Income
PETROBRAS
Three and nine-month periods ended September 30, 2022 and 2021
(Expressed in millions of US Dollars, unless otherwise indicated)
|
Note |
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
|
|
|
|
|
|
Sales revenues |
4 |
94,303 |
59,935 |
32,411 |
23,255 |
Cost of sales |
5.1 |
(43,894) |
(29,712) |
(15,875) |
(11,863) |
Gross profit |
|
50,409 |
30,223 |
16,536 |
11,392 |
|
|
|
|
|
|
Income (expenses) |
|
|
|
|
|
Selling expenses |
5.2 |
(3,638) |
(3,137) |
(1,213) |
(1,103) |
General and administrative expenses |
5.3 |
(956) |
(870) |
(334) |
(337) |
Exploration costs |
18 |
(230) |
(538) |
(107) |
(133) |
Research and development expenses |
|
(613) |
(415) |
(187) |
(151) |
Other taxes |
|
(245) |
(369) |
(93) |
(217) |
Impairment of assets |
17 |
(422) |
2,918 |
(255) |
3,098 |
Other income and expenses |
6 |
1,690 |
(550) |
(177) |
(157) |
|
|
(4,414) |
(2,961) |
(2,366) |
1,000 |
|
|
|
|
|
|
Income before net finance expense, results of equity-accounted investments and income taxes |
|
45,995 |
27,262 |
14,170 |
12,392 |
|
|
|
|
|
|
Finance income |
|
1,396 |
555 |
515 |
227 |
Finance expenses |
|
(2,506) |
(4,270) |
(790) |
(1,191) |
Foreign exchange gains (losses) and inflation indexation charges |
|
(3,016) |
(4,767) |
(1,249) |
(3,898) |
Net finance expense |
7 |
(4,126) |
(8,482) |
(1,524) |
(4,862) |
|
|
|
|
|
|
Results of equity-accounted investments |
20 |
373 |
1,500 |
32 |
291 |
|
|
|
|
|
|
Net income before income taxes |
|
42,242 |
20,280 |
12,678 |
7,821 |
|
|
|
|
|
|
Income taxes |
11.1 |
(13,763) |
(5,970) |
(3,888) |
(1,867) |
|
|
|
|
|
|
Net income for the period |
|
28,479 |
14,310 |
8,790 |
5,954 |
Net income attributable to shareholders of Petrobras |
|
28,378 |
14,239 |
8,763 |
5,938 |
Net income attributable to non-controlling interests |
|
101 |
71 |
27 |
16 |
Basic and diluted earnings per common and preferred share - in U.S. dollars |
25.3 |
2.18 |
1.09 |
0.67 |
0.46 |
|
|
|
|
|
|
The notes form an integral part of these unaudited consolidated interim financial statements. |
Unaudited Consolidated Statements of Comprehensive Income
PETROBRAS
Three and nine-month periods ended September 30, 2022 and 2021
(Expressed in millions of US Dollars, unless otherwise indicated)
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Net income for the period |
28,479 |
14,310 |
8,790 |
5,954 |
|
|
|
|
|
Items that will not be reclassified to the statement of income: |
|
|
|
|
|
|
|
|
|
Actuarial losses on post-employment defined benefit plans |
|
|
|
|
Recognized in equity |
− |
2,862 |
− |
1,143 |
Deferred income tax |
− |
(585) |
− |
− |
|
− |
2,277 |
− |
1,143 |
|
|
|
|
|
Items that may be reclassified subsequently to the statement of income: |
|
|
|
|
|
|
|
|
|
Unrealized gains (losses) on cash flow hedge - highly probable future exports |
|
|
|
|
Recognized in equity |
3,067 |
(2,456) |
(2,006) |
(4,907) |
Reclassified to the statement of income |
3,597 |
3,339 |
1,109 |
1,032 |
Deferred income tax |
(2,266) |
(299) |
305 |
1,318 |
|
4,398 |
584 |
(592) |
(2,557) |
|
|
|
|
|
Translation adjustments (*) |
|
|
|
|
Recognized in equity |
234 |
(835) |
(380) |
(1,704) |
Reclassified to the statement of income |
− |
41 |
− |
7 |
|
234 |
(794) |
(380) |
(1,697) |
|
|
|
|
|
Share of other comprehensive income in equity-accounted investments |
|
|
|
|
Recognized in equity |
120 |
32 |
(25) |
(109) |
|
|
|
|
|
Other comprehensive income (loss) |
4,752 |
2,099 |
(997) |
(3,220) |
|
|
|
|
|
Total comprehensive income |
33,231 |
16,409 |
7,793 |
2,734 |
Comprehensive income attributable to shareholders of Petrobras |
33,117 |
16,406 |
7,776 |
2,755 |
Comprehensive income (loss) attributable to non-controlling interests |
114 |
3 |
17 |
(21) |
(*) It includes cumulative translation adjustments in associates and joint ventures. |
The notes form an integral part of these unaudited consolidated interim financial statements. |
|
|
|
|
Unaudited Consolidated Statements of Cash Flows
PETROBRAS
Nine-month periods ended September 30, 2022 and 2021 (Expressed
in millions of US Dollars, unless otherwise indicated)
|
Note |
Jan-Sep/2022 |
Jan-Sep/2021 |
Cash flows from operating activities |
|
|
|
Net income for the period |
|
28,479 |
14,310 |
Adjustments for: |
|
|
|
Pension and medical benefits (actuarial expense) |
12 |
939 |
1,806 |
Results of equity-accounted investments |
20.2 |
(373) |
(1,500) |
Depreciation, depletion and amortization |
8 |
9,897 |
8,786 |
Impairment of assets (reversals) |
17 |
422 |
(2,918) |
Inventory write-down (write-back) to net realizable value |
10 |
7 |
(3) |
Allowance (reversals) for credit loss on trade and other receivables |
|
42 |
(14) |
Exploratory expenditure write-offs |
18 |
128 |
214 |
Results on disposal/write-offs of assets, remeasurement of investment retained with loss of control and reclassification of CTA |
|
(1,138) |
(182) |
Foreign exchange, indexation and finance charges |
|
4,735 |
8,232 |
Deferred income taxes, net |
11.1 |
2,239 |
3,998 |
Revision and unwinding of discount on the provision for decommissioning costs |
14 |
424 |
587 |
PIS and COFINS recovery - exclusion of ICMS (VAT tax) from the basis of calculation |
|
(1) |
(983) |
Results from co-participation agreements in bid areas |
16 |
(2,862) |
(667) |
Assumption of interest in concessions |
|
− |
(98) |
Early termination and cash outflows revision of lease agreements |
|
(558) |
(348) |
(Gains) losses with legal, administrative and arbitration proceedings |
6 |
821 |
545 |
Decrease (Increase) in assets |
|
|
|
Trade and other receivables |
|
729 |
(1,487) |
Inventories |
|
(2,595) |
(2,164) |
Judicial deposits |
|
(1,312) |
(835) |
Other assets |
|
(756) |
(125) |
Increase (Decrease) in liabilities |
|
|
|
Trade payables |
|
(341) |
850 |
Other taxes |
|
9,129 |
4,451 |
Pension and medical benefits |
|
(1,869) |
(2,055) |
Provisions for legal proceedings |
|
(254) |
(355) |
Short-term benefits |
|
(63) |
(139) |
Provision for decommissioning costs |
|
(442) |
(526) |
Other liabilities |
|
243 |
161 |
Income taxes paid |
|
(8,801) |
(946) |
Net cash provided by operating activities |
|
36,869 |
28,595 |
Cash flows from investing activities |
|
|
|
Acquisition of PP&E and intangible assets |
|
(6,020) |
(4,640) |
Investments in investees |
|
(20) |
(15) |
Proceeds from disposal of assets - Divestment |
|
3,915 |
2,906 |
Financial compensation from co-participation agreements |
16 |
5,334 |
2,938 |
Divestment (Investment) in marketable securities |
|
(1,615) |
117 |
Dividends received |
|
319 |
294 |
Net cash provided by investing activities |
|
1,913 |
1,600 |
Cash flows from financing activities |
|
|
|
Changes in non-controlling interest |
|
43 |
(11) |
Proceeds from financing |
23.3 |
2,530 |
1,754 |
Repayment of principal - finance debt |
23.3 |
(7,796) |
(20,490) |
Repayment of interest - finance debt |
23.3 |
(1,438) |
(1,870) |
Repayment of lease liability |
24 |
(4,006) |
(4,381) |
Dividends paid to Shareholders of Petrobras |
|
(33,671) |
(5,828) |
Dividends paid to non-controlling interests |
|
(68) |
(75) |
Net cash used in financing activities |
|
(44,406) |
(30,901) |
Effect of exchange rate changes on cash and cash equivalents |
|
(482) |
(94) |
Net change in cash and cash equivalents |
|
(6,106) |
(800) |
Cash and cash equivalents at the beginning of the period |
|
10,480 |
11,725 |
|
|
|
|
Cash and cash equivalents at the end of the period |
|
4,374 |
10,925 |
The notes form an integral part of these unaudited consolidated interim financial statements. |
|
Unaudited Consolidated Statements of Changes In Shareholders’
Equity
PETROBRAS
Nine-month periods ended September 30, 2022 and 2021 (Expressed
in millions of US Dollars, unless otherwise indicated)
|
Share capital (net of share issuance costs) |
|
Accumulated other comprehensive income (deficit) and deemed cost |
Profit Reserves |
|
|
|
|
|
Share Capital |
Share issuance costs |
Capital reserve, Capital Transactions and Treasury shares |
Cumulative translation adjustments |
Cash flow hedge - highly probable future exports |
Actuarial gains (losses) on defined benefit pension plans |
Other comprehensive income (loss) and deemed cost |
Legal |
Statutory |
Tax incentives |
Profit retention |
Additional dividends proposed |
Retained earnings (losses) |
Equity attributable to shareholders of Petrobras |
Non-controlling interests |
Total consolidated equity |
Balance at December 31, 2020 |
107,380 |
(279) |
1,064 |
(73,936) |
(24,590) |
(15,034) |
(1,174) |
8,813 |
2,900 |
1,102 |
51,974 |
1,128 |
− |
59,348 |
528 |
59,876 |
|
|
107,101 |
1,064 |
|
|
|
(114,734) |
|
|
|
|
65,917 |
− |
59,348 |
528 |
59,876 |
Capital increase with reserves |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
2 |
2 |
Capital transactions |
− |
− |
(691) |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(691) |
753 |
62 |
Net income |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
14,239 |
14,239 |
71 |
14,310 |
Other comprehensive income (loss) |
− |
− |
− |
(726) |
584 |
2,277 |
32 |
− |
− |
− |
− |
− |
− |
2,167 |
(68) |
2,099 |
Appropriations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(1,128) |
(6,086) |
(7,214) |
(69) |
(7,283) |
Balance at September 30, 2021 |
107,380 |
(279) |
373 |
(74,662) |
(24,006) |
(12,757) |
(1,142) |
8,813 |
2,900 |
1,102 |
51,974 |
− |
8,153 |
67,849 |
1,217 |
69,066 |
|
|
107,101 |
373 |
|
|
|
(112,567) |
|
|
|
|
64,789 |
8,153 |
67,849 |
1,217 |
69,066 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31, 2021 |
107,380 |
(279) |
1,143 |
(75,122) |
(24,169) |
(11,205) |
(1,152) |
9,769 |
3,084 |
1,220 |
52,050 |
6,688 |
− |
69,407 |
405 |
69,812 |
|
|
107,101 |
1,143 |
|
|
|
(111,648) |
|
|
|
|
72,811 |
− |
69,407 |
405 |
69,812 |
Capital transactions |
− |
− |
1 |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
1 |
(166) |
(165) |
Net income |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
28,378 |
28,378 |
101 |
28,479 |
Other comprehensive income |
− |
− |
− |
221 |
4,398 |
− |
120 |
− |
− |
− |
− |
− |
− |
4,739 |
13 |
4,752 |
Appropriations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(8,564) |
(6,688) |
(18,375) |
(33,627) |
(56) |
(33,683) |
Balance at September 30, 2022 |
107,380 |
(279) |
1,144 |
(74,901) |
(19,771) |
(11,205) |
(1,032) |
9,769 |
3,084 |
1,220 |
43,486 |
− |
10,003 |
68,898 |
297 |
69,195 |
|
|
107,101 |
1,144 |
|
|
|
(106,909) |
|
|
|
|
57,559 |
10,003 |
68,898 |
297 |
69,195 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes form an integral part of these unaudited consolidated interim financial statements. |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 1.1. | Statement of compliance and authorization
of unaudited condensed consolidated interim financial statements |
These unaudited condensed consolidated interim
financial statements of Petróleo Brasileiro S.A. (“Petrobras” or “Company”) have been prepared and presented
in accordance with IAS 34 – “Interim Financial Reporting” as issued by the International Accounting Standards Board
(IASB). They present the significant changes in the period, avoiding repetition of certain notes to the annual consolidated financial
statements previously reported. Hence, they should be read together with the Company’s audited annual consolidated financial statements
for the year ended December 31, 2021, which include the full set of notes (2021 Financial Statements).
These unaudited condensed consolidated interim
financial statements were approved and authorized for issue by the Company’s Board of Directors in a meeting held on November 3,
2022.
| 2. | Summary of significant accounting
policies |
The accounting policies and methods of computation
followed in these unaudited condensed consolidated interim financial statements are the same as those followed in the preparation of the
annual financial statements of the Company for the year ended December 31, 2021.
The IFRS standards that became effective on January
1, 2022 resulted in no material effects on these unaudited condensed consolidated interim financial statements.
Regarding the Interest Rate Benchmark Reform (IBOR
Reform), in order to prepare for the transition to alternative reference rates, the Company continues to monitor the pronouncements of
regulatory authorities, aimed at adapting its financial instruments to the new benchmark. The Company has debts indexed to Libor (London
Interbank Offered Rate), corresponding to 33.5% of total finance debt.
| 3. | Cash and cash equivalents and
Marketable securities |
| 3.1. | Cash and cash equivalents |
They include cash, available bank deposits and
short-term financial investments with high liquidity, which meet the definition of cash equivalents.
|
09.30.2022 |
12.31.2021 |
Cash at bank and in hand |
159 |
299 |
Short-term financial investments |
|
|
- In Brazil |
|
|
Brazilian interbank deposit rate investment funds and other short-term deposits |
671 |
1,951 |
Other investment funds |
207 |
163 |
|
878 |
2,114 |
- Abroad |
|
|
Time deposits |
1,638 |
4,310 |
Automatic investing accounts and interest checking accounts |
1,671 |
3,732 |
Other financial investments |
28 |
12 |
|
3,337 |
8,054 |
Total short-term financial investments |
4,215 |
10,168 |
Total cash and cash equivalents |
4,374 |
10,467 |
Short-term financial investments in Brazil primarily
consist of investments in funds holding Brazilian Federal Government Bonds that can be redeemed immediately, as well as reverse repurchase
agreements that mature within three months as of the date of their acquisition. Short-term financial investments abroad comprise time
deposits that mature in three months or less from the date of their acquisition, highly-liquid automatic investment accounts, interest
checking accounts and other short-term fixed income instruments.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 3.2. | Marketable securities |
|
09.30.2022 |
12.31.2021 |
Fair value through profit or loss |
655 |
650 |
Amortized cost |
1,805 |
44 |
Total |
2,460 |
694 |
Current |
2,411 |
650 |
Non-current |
49 |
44 |
Marketable securities classified as fair value
through profit or loss refer mainly to investments in Brazilian Federal Government Bonds. These financial investments have maturities
of more than three months and are generally classified as current assets due to their maturity or the expectation of their realization
in the short term. Securities classified as amortized cost refer to investments abroad in time deposits with maturities exceeding three
months from the contracting date and investments in floating-rate Bank Deposit Certificates with daily liquidity, with maturity of one
year.
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Diesel |
29,849 |
17,480 |
11,685 |
6,833 |
Gasoline |
12,143 |
8,148 |
4,109 |
3,383 |
Liquefied petroleum gas |
3,978 |
3,327 |
1,355 |
1,291 |
Jet fuel |
3,925 |
1,456 |
1,534 |
629 |
Naphtha |
1,964 |
1,219 |
629 |
526 |
Fuel oil (including bunker fuel) |
1,099 |
1,268 |
381 |
545 |
Other oil products |
4,373 |
3,080 |
1,484 |
1,197 |
Subtotal oil products |
57,331 |
35,978 |
21,177 |
14,404 |
Natural gas |
5,691 |
4,086 |
2,007 |
1,716 |
Oil |
6,418 |
80 |
1,975 |
26 |
Renewables and nitrogen products |
230 |
34 |
69 |
12 |
Breakage |
462 |
200 |
188 |
39 |
Electricity |
543 |
2,172 |
141 |
1,038 |
Services, agency and others |
799 |
568 |
254 |
238 |
Domestic market |
71,474 |
43,118 |
25,811 |
17,473 |
Exports |
20,620 |
16,103 |
5,696 |
5,607 |
Oil |
14,042 |
11,642 |
3,638 |
4,130 |
Fuel oil (including bunker fuel) |
5,904 |
3,624 |
1,743 |
1,169 |
Other oil products |
674 |
837 |
315 |
308 |
Sales abroad (*) |
2,209 |
714 |
904 |
175 |
Foreign market |
22,829 |
16,817 |
6,600 |
5,782 |
Sales revenues |
94,303 |
59,935 |
32,411 |
23,255 |
(*) Sales revenues from operations outside of Brazil, including trading and excluding exports. |
In the the nine-month period ended September 30,
2022, sales to two clients of the refining, transportation and marketing segment represented individually 15% and 11% of the Company’s
sales revenues. In the same period of 2021, one client of the same segment represented 15% of the Company’s sales revenues.
| 5. | Costs and expenses by nature |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Raw material, products for resale, materials and third-party services (*) |
(22,868) |
(13,505) |
(9,099) |
(5,895) |
Depreciation, depletion and amortization |
(7,993) |
(6,770) |
(2,649) |
(2,366) |
Production taxes |
(11,794) |
(7,962) |
(3,701) |
(2,978) |
Employee compensation |
(1,239) |
(1,475) |
(426) |
(624) |
Total |
(43,894) |
(29,712) |
(15,875) |
(11,863) |
(*) It Includes short-term leases and inventory turnover. |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Materials, third-party services, freight, rent and other related costs |
(2,921) |
(2,633) |
(973) |
(924) |
Depreciation, depletion and amortization |
(611) |
(448) |
(194) |
(159) |
Allowance for expected credit losses |
(34) |
13 |
(20) |
7 |
Employee compensation |
(72) |
(69) |
(26) |
(27) |
Total |
(3,638) |
(3,137) |
(1,213) |
(1,103) |
| 5.3. | General and administrative expenses |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Employee compensation |
(637) |
(637) |
(223) |
(261) |
Materials, third-party services, rent and other related costs |
(246) |
(168) |
(85) |
(56) |
Depreciation, depletion and amortization |
(73) |
(65) |
(26) |
(20) |
Total |
(956) |
(870) |
(334) |
(337) |
| 6. | Other income and expenses |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Unscheduled stoppages and pre-operating expenses |
(1,344) |
(993) |
(455) |
(342) |
Gains (losses) with legal, administrative and arbitration proceedings |
(821) |
(545) |
(264) |
(270) |
Pension and medical benefits - retirees (*) |
(795) |
(1,255) |
(304) |
(816) |
Performance award program |
(400) |
(347) |
(153) |
(152) |
Losses with commodities derivatives |
(135) |
(56) |
87 |
(14) |
Operating expenses with thermoelectric power plants |
(108) |
(63) |
(37) |
(16) |
Profit sharing |
(103) |
(93) |
(38) |
(35) |
Transfer of rights on concession agreements |
- |
298 |
- |
288 |
Results from co-participation agreements in bid areas (**) |
2,862 |
667 |
(10) |
667 |
Results on disposal/write-offs of assets and on remeasurement of investment retained with loss of control |
1,138 |
222 |
292 |
118 |
Early termination and changes to cash flow estimates of leases |
558 |
347 |
157 |
121 |
Reimbursements from E&P partnership operations |
448 |
425 |
294 |
134 |
Government grants |
330 |
30 |
124 |
26 |
Fines imposed on suppliers |
175 |
124 |
59 |
47 |
Recovery of taxes (***) |
53 |
543 |
12 |
37 |
Amounts recovered from Lava Jato investigation (****) |
34 |
222 |
22 |
26 |
Others |
(202) |
(76) |
37 |
24 |
Total |
1,690 |
(550) |
(177) |
(157) |
(*) In 2022, it includes US$ 67 referring to the payment of a contribution as provided for in the Pre-70 Term of Financial Commitment (TFC) for the administrative funding of the PPSP-R pre-70 and PPSP-NR pre-70 plans. |
(**) It mainly refers to the gain related to the Co-participation Agreement of Atapu and Sépia (see note 16.2). |
(***) In the nine-month period ended September 30, 2021, it includes the effects of the exclusion of ICMS (VAT tax) from the basis of calculation of sales taxes PIS and COFINS, except for the effects of inflation indexation. |
(****) The total amount recovered from Lava Jato Investigation through December 31, 2021 was US$ 1,522, recognized through collaboration and leniency agreements entered into with individuals and legal entities. |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 7. | Net finance income (expense) |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Finance income |
1,396 |
555 |
515 |
227 |
Income from investments and marketable securities (Government Bonds) |
872 |
174 |
340 |
100 |
Other income, net |
524 |
381 |
175 |
127 |
Finance expenses |
(2,506) |
(4,270) |
(790) |
(1,191) |
Interest on finance debt |
(1,786) |
(2,325) |
(563) |
(669) |
Unwinding of discount on lease liabilities |
(961) |
(895) |
(337) |
(303) |
Discount and premium on repurchase of debt securities |
(120) |
(1,098) |
(10) |
(249) |
Capitalized borrowing costs |
795 |
747 |
260 |
269 |
Unwinding of discount on the provision for decommissioning costs |
(394) |
(579) |
(127) |
(195) |
Other finance expenses , net |
(40) |
(120) |
(13) |
(44) |
Foreign exchange gains (losses) and indexation charges |
(3,016) |
(4,767) |
(1,249) |
(3,898) |
Foreign exchange gains (losses) (*) |
(1) |
(1,956) |
(782) |
(2,957) |
Reclassification of hedge accounting to the Statement of Income (*) |
(3,597) |
(3,339) |
(1,109) |
(1,032) |
Monetary restatement of dividends and dividends payable (**) |
118 |
7 |
398 |
20 |
Recoverable taxes inflation indexation income (***) |
74 |
489 |
29 |
15 |
Other foreign exchange gains (losses) and indexation charges, net |
390 |
32 |
215 |
56 |
Total |
(4,126) |
(8,482) |
(1,524) |
(4,862) |
(*) For more information, see notes 27.3a and 27.3c. |
(**) In 2022, it refers to the income on the monetary restatement of paid anticipated dividends, in the amount of US$ 417 (US$ 20 in 2021), and to the expense on the indexation charges on dividends payable, in the amount of US$ 299 (US$ 13 in 2021). |
(***) In 2021, includes PIS and Cofins inflation indexation income - exclusion of ICMS (VAT tax) from the basis of calculation. |
| 8. | Net income by operating segment |
Consolidated Statement of Income by operating segment |
Jul-Sep/2022 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
19,293 |
29,348 |
4,148 |
126 |
(20,504) |
32,411 |
Intersegments |
18,972 |
529 |
1,002 |
1 |
(20,504) |
− |
Third parties |
321 |
28,819 |
3,146 |
125 |
- |
32,411 |
Cost of sales |
(7,427) |
(26,607) |
(2,646) |
(137) |
20,942 |
(15,875) |
Gross profit (loss) |
11,866 |
2,741 |
1,502 |
(11) |
438 |
16,536 |
Income (expenses) |
(437) |
(675) |
(590) |
(661) |
(3) |
(2,366) |
Selling |
(7) |
(440) |
(760) |
(3) |
(3) |
(1,213) |
General and administrative |
(6) |
(48) |
(15) |
(265) |
- |
(334) |
Exploration costs |
(107) |
- |
- |
- |
- |
(107) |
Research and development |
(159) |
(1) |
(1) |
(26) |
- |
(187) |
Other taxes |
(8) |
10 |
(16) |
(79) |
- |
(93) |
Impairment of assets |
(4) |
(251) |
- |
- |
- |
(255) |
Other income and expenses |
(146) |
55 |
202 |
(288) |
- |
(177) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
11,429 |
2,066 |
912 |
(672) |
435 |
14,170 |
Net finance expense |
- |
- |
- |
(1,524) |
- |
(1,524) |
Results in equity-accounted investments |
46 |
(23) |
12 |
(3) |
- |
32 |
Net income / (loss) before income taxes |
11,475 |
2,043 |
924 |
(2,199) |
435 |
12,678 |
Income taxes |
(3,885) |
(703) |
(310) |
1,158 |
(148) |
(3,888) |
Net income (loss) for the period |
7,590 |
1,340 |
614 |
(1,041) |
287 |
8,790 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
7,591 |
1,340 |
595 |
(1,050) |
287 |
8,763 |
Non-controlling interests |
(1) |
− |
19 |
9 |
− |
27 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Consolidated Statement of Income by operating segment |
Jan-Sep/2022 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
60,917 |
85,989 |
11,247 |
402 |
(64,252) |
94,303 |
Intersegments |
59,918 |
1,460 |
2,872 |
2 |
(64,252) |
− |
Third parties |
999 |
84,529 |
8,375 |
400 |
- |
94,303 |
Cost of sales |
(23,279) |
(74,941) |
(7,897) |
(409) |
62,632 |
(43,894) |
Gross profit (loss) |
37,638 |
11,048 |
3,350 |
(7) |
(1,620) |
50,409 |
Income (expenses) |
2,049 |
(2,055) |
(2,295) |
(2,103) |
(10) |
(4,414) |
Selling |
(12) |
(1,309) |
(2,297) |
(10) |
(10) |
(3,638) |
General and administrative |
(30) |
(127) |
(49) |
(750) |
- |
(956) |
Exploration costs |
(230) |
- |
- |
- |
- |
(230) |
Research and development |
(524) |
(7) |
(4) |
(78) |
- |
(613) |
Other taxes |
(47) |
(15) |
(35) |
(148) |
- |
(245) |
Impairment of assets |
(127) |
(295) |
1 |
(1) |
- |
(422) |
Other income and expenses |
3,019 |
(302) |
89 |
(1,116) |
- |
1,690 |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
39,687 |
8,993 |
1,055 |
(2,110) |
(1,630) |
45,995 |
Net finance expense |
- |
- |
- |
(4,126) |
- |
(4,126) |
Results in equity-accounted investments |
154 |
153 |
71 |
(5) |
- |
373 |
Net income / (loss) before income taxes |
39,841 |
9,146 |
1,126 |
(6,241) |
(1,630) |
42,242 |
Income taxes |
(13,495) |
(3,058) |
(359) |
2,593 |
556 |
(13,763) |
Net income (loss) for the period |
26,346 |
6,088 |
767 |
(3,648) |
(1,074) |
28,479 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
26,349 |
6,088 |
696 |
(3,681) |
(1,074) |
28,378 |
Non-controlling interests |
(3) |
- |
71 |
33 |
- |
101 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Consolidated Statement of Income by operating segment |
Jul-Sep/2021 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
14,628 |
20,500 |
3,444 |
89 |
(15,406) |
23,255 |
Intersegments |
14,289 |
438 |
647 |
32 |
(15,406) |
− |
Third parties |
339 |
20,062 |
2,797 |
57 |
- |
23,255 |
Cost of sales |
(6,302) |
(18,274) |
(2,666) |
(91) |
15,470 |
(11,863) |
Gross profit (loss) |
8,326 |
2,226 |
778 |
(2) |
64 |
11,392 |
Income (expenses) |
3,706 |
(1,029) |
(772) |
(899) |
(6) |
1,000 |
Selling |
5 |
(416) |
(683) |
(3) |
(6) |
(1,103) |
General and administrative |
(51) |
(37) |
(19) |
(230) |
- |
(337) |
Exploration costs |
(133) |
- |
- |
- |
- |
(133) |
Research and development |
(113) |
(2) |
(2) |
(34) |
- |
(151) |
Other taxes |
(78) |
(36) |
(52) |
(51) |
- |
(217) |
Impairment of assets |
3,201 |
(13) |
(90) |
- |
- |
3,098 |
Other income and expenses |
875 |
(525) |
74 |
(581) |
- |
(157) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
12,032 |
1,197 |
6 |
(901) |
58 |
12,392 |
Net finance expense |
- |
- |
- |
(4,862) |
- |
(4,862) |
Results in equity-accounted investments |
29 |
257 |
12 |
(7) |
- |
291 |
Net income / (loss) before income taxes |
12,061 |
1,454 |
18 |
(5,770) |
58 |
7,821 |
Income taxes |
(4,090) |
(408) |
(2) |
2,652 |
(19) |
(1,867) |
Net income (loss) for the period |
7,971 |
1,046 |
16 |
(3,118) |
39 |
5,954 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
7,971 |
1,046 |
3 |
(3,121) |
39 |
5,938 |
Non-controlling interests |
- |
- |
13 |
3 |
- |
16 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Jan-Sep/2021 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Eliminations |
Total |
Sales revenues |
39,803 |
53,480 |
8,306 |
360 |
(42,014) |
59,935 |
Intersegments |
39,013 |
1,011 |
1,832 |
158 |
(42,014) |
− |
Third parties |
790 |
52,469 |
6,474 |
202 |
- |
59,935 |
Cost of sales |
(17,142) |
(46,848) |
(5,658) |
(355) |
40,291 |
(29,712) |
Gross profit (loss) |
22,661 |
6,632 |
2,648 |
5 |
(1,723) |
30,223 |
Income (expenses) |
2,728 |
(1,951) |
(2,183) |
(1,537) |
(18) |
(2,961) |
Selling |
- |
(1,154) |
(1,955) |
(10) |
(18) |
(3,137) |
General and administrative |
(111) |
(108) |
(52) |
(599) |
- |
(870) |
Exploration costs |
(538) |
- |
- |
- |
- |
(538) |
Research and development |
(304) |
(8) |
(19) |
(84) |
- |
(415) |
Other taxes |
(118) |
(100) |
(99) |
(52) |
- |
(369) |
Impairment of assets |
3,099 |
(13) |
(169) |
1 |
- |
2,918 |
Other income and expenses |
700 |
(568) |
111 |
(793) |
- |
(550) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
25,389 |
4,681 |
465 |
(1,532) |
(1,741) |
27,262 |
Net finance expense |
- |
- |
- |
(8,482) |
- |
(8,482) |
Results in equity-accounted investments |
85 |
885 |
85 |
445 |
- |
1,500 |
Net income / (loss) before income taxes |
25,474 |
5,566 |
550 |
(9,569) |
(1,741) |
20,280 |
Income taxes |
(8,630) |
(1,593) |
(158) |
3,819 |
592 |
(5,970) |
Net income (loss) for the period |
16,844 |
3,973 |
392 |
(5,750) |
(1,149) |
14,310 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
16,847 |
3,972 |
333 |
(5,764) |
(1,149) |
14,239 |
Non-controlling interests |
(3) |
1 |
59 |
14 |
- |
71 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The amount of depreciation, depletion and amortization
by segment is set forth as follows:
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Total |
|
|
Jan-Sep/2022 |
7,819 |
1,692 |
334 |
52 |
9,897 |
Jan-Sep/2021 |
6,690 |
1,640 |
326 |
130 |
8,786 |
|
|
|
|
|
|
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Total |
|
|
Jul-Sep/2022 |
2,561 |
578 |
127 |
1 |
3,267 |
Jul-Sep/2021 |
2,383 |
568 |
113 |
44 |
3,108 |
| 9. | Trade and other receivables |
| 9.1. | Trade and other receivables |
|
09.30.2022 |
12.31.2021 |
Receivables from contracts with customers |
|
|
Third parties |
4,760 |
4,839 |
Related parties |
|
|
Investees (note 28.1) |
89 |
385 |
Subtotal |
4,849 |
5,224 |
Other trade receivables |
|
|
Third parties |
|
|
Receivables from divestments (*) |
946 |
2,679 |
Lease receivables |
404 |
435 |
Other receivables |
732 |
872 |
Related parties |
|
|
Petroleum and alcohol accounts - receivables from Brazilian Federal Government |
572 |
506 |
Subtotal |
2,654 |
4,492 |
Total trade and other receivables, before ECL |
7,503 |
9,716 |
Expected credit losses (ECL) - Third parties |
(1,477) |
(1,428) |
Expected credit losses (ECL) - Related parties |
(7) |
(20) |
Total trade and other receivables |
6,019 |
8,268 |
Current |
4,074 |
6,368 |
Non-current |
1,945 |
1,900 |
(*) At September 30, 2022, it mainly refers to the receivables from the divestments of the company Breitener, and of the following fields: Rio Ventura, Roncador, Baúna, Miranga, Maromba, Pampo and Enchova, and Cricaré. |
Trade and other receivables are generally classified
as measured at amortized cost, except for receivables with final prices linked to changes in commodity price after their transfer of control,
which are classified as measured at fair value through profit or loss, amounting to US$ 434 as of September 30, 2022 (US$ 1,155 as
of December 31, 2021).
The change in Receivable from divestments was mainly
due to the receipt of US$ 950 related to the final installment for the sale of block BM-S-8, and to the receipt of US$ 1,000, related
to the final installment for the sale of the Company’s 90% interest in Nova Transportadora do Sudeste (NTS).
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 9.2. | Aging of trade and other receivables
– third parties |
|
09.30.2022 |
12.31.2021 |
|
Trade and other receivables |
Expected credit losses |
Trade and other receivables |
Expected credit losses |
Current |
5,124 |
(39) |
7,059 |
(77) |
Overdue: |
|
|
|
|
1-90 days |
127 |
(36) |
218 |
(26) |
91-180 days |
41 |
(27) |
40 |
(6) |
181-365 days |
38 |
(37) |
51 |
(29) |
More than 365 days |
1,512 |
(1,338) |
1,457 |
(1,290) |
Total |
6,842 |
(1,477) |
8,825 |
(1,428) |
| 9.3. | Changes in provision for expected
credit losses |
|
2022
Jan-Set |
2021
Jan-Set |
Opening balance |
1,448 |
1,596 |
Additions |
98 |
50 |
Write-offs |
(21) |
(40) |
Reversals |
(64) |
(64) |
Transfer of assets held for sale |
- |
(8) |
Translation adjustment |
23 |
(38) |
Closing balance |
1,484 |
1,496 |
Current |
215 |
155 |
Non-current |
1,269 |
1,341 |
|
09.30.2022 |
12.31.2021 |
Crude oil |
3,810 |
3,048 |
Oil products |
3,712 |
2,495 |
Intermediate products |
645 |
532 |
Natural gas and Liquefied Natural Gas (LNG) |
590 |
349 |
Biofuels |
27 |
19 |
Fertilizers |
1 |
8 |
Total products |
8,785 |
6,451 |
Materials, supplies and others (*) |
985 |
804 |
Total |
9,770 |
7,255 |
(*) It mainly comprises production supplies and operating materials used in the operations of the Company, stated at the average purchase cost, not exceeding replacement cost. |
In the nine-month period ended September 30, 2022,
the Company recognized a US$ 7 loss within cost of sales, adjusting inventories to net realizable value (a US$ 3 reversal of
cost of sales in the nine-month period ended September 30, 2021) primarily due to changes in international prices of crude oil and oil
products.
At September 30, 2022, the Company had pledged
crude oil and oil products volumes as collateral for the Term of Financial Commitment (TFC) related to plans PPSP-R, PPSP-R Pre-70 and
PPSP-NR Pre-70 signed by Petrobras and Petros Foundation in 2008, in the estimated amount of US$ 1,031, after deducting the partial
early settlement of the TFC relating to the Pension Difference and TFC Pre-70, made in February 2022, meeting the contractual conditions
of the debt coverage as stated in the TCF.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Current assets |
Current liabilities |
Non-current liabilities |
|
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
Taxes in Brazil |
|
|
|
|
|
|
Income taxes |
174 |
133 |
1,181 |
682 |
- |
- |
Income taxes - Tax settlement programs |
- |
- |
47 |
43 |
297 |
300 |
|
174 |
133 |
1,228 |
725 |
297 |
300 |
Taxes abroad |
4 |
30 |
357 |
8 |
- |
- |
Total |
178 |
163 |
1,585 |
733 |
297 |
300 |
|
|
|
|
|
|
|
Reconciliation between statutory
income tax rate and effective income tax rate
The following table provides the reconciliation
of Brazilian statutory tax rate to the Company’s effective rate on income before income taxes:
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Net income before income taxes |
42,242 |
20,280 |
12,678 |
7,821 |
Nominal income taxes computed based on Brazilian statutory corporate tax rates (34%) |
(14,361) |
(6,896) |
(4,310) |
(2,660) |
Adjustments to arrive at the effective tax rate: |
|
|
|
|
Tax benefits from the deduction of interest on capital distribution |
736 |
- |
353 |
- |
Different jurisdictional tax rates for companies abroad |
595 |
57 |
201 |
127 |
Brazilian income taxes on income of companies incorporated outside Brazil (*) |
(725) |
(353) |
(97) |
(154) |
Tax loss carryforwards (unrecognized tax losses) |
(11) |
82 |
(10) |
103 |
Non-taxable income (non-deductible expenses), net (**) |
92 |
265 |
24 |
22 |
Post-employment benefits |
(262) |
(427) |
(76) |
(337) |
Results of equity-accounted investments in Brazil and abroad |
130 |
381 |
10 |
102 |
Non-incidence of income taxes on indexation (SELIC interest rate) of undue paid taxes |
25 |
903 |
10 |
903 |
Others |
18 |
18 |
7 |
27 |
Income taxes |
(13,763) |
(5,970) |
(3,888) |
(1,867) |
Deferred income taxes |
(2,239) |
(3,998) |
(250) |
(115) |
Current income taxes |
(11,524) |
(1,972) |
(3,638) |
(1,752) |
Effective tax rate of income taxes |
32.6% |
29.4% |
30.7% |
23.9% |
(*) It relates to Brazilian income taxes on earnings of offshore investees, as established by Law No. 12,973/2014. |
(**) It includes provisions for legal proceedings and payment of an administrative contribution over the TFC Pre-70 for the administrative funding of the PPSP-R pre-70 and PPSP-NE pre-70 plans. |
Deferred income taxes - non-current
The composition of deferred tax assets and liabilities
is set out in the following table:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Nature |
Realization basis |
09.30.2022 |
12.31.2021 |
PP&E - Exploration and decommissioning costs |
Depreciation, amortization and write-offs of assets |
(584) |
(1,362) |
PP&E - Impairment |
Amortization, impairment reversals and write-offs of assets |
4,554 |
4,382 |
PP&E - depreciation methods and capitalized borrowing costs |
Depreciation, amortization and write-offs of assets |
(15,726) |
(12,924) |
Loans, trade and other receivables / payables and financing |
Payments, receipts and considerations |
1,909 |
3,490 |
Lease liabilities |
Appropriation of the considerations |
697 |
1,244 |
Provision for legal proceedings |
Payments and use of provisions |
724 |
605 |
Tax loss carryforwards |
30% of taxable income compensation |
647 |
1,827 |
Inventories |
Sales, write-downs and losses |
267 |
228 |
Employee Benefits |
Payments and use of provisions |
1,273 |
1,250 |
Others |
|
172 |
635 |
Total |
|
(6,067) |
(625) |
Deferred tax assets |
|
494 |
604 |
Deferred tax liabilities (*) |
|
(6,561) |
(1,229) |
(*) Changes in deferred tax liabilities are mainly due to the offsetting of the tax losses carryforwards and negative basis of CSLL, and to the use of the benefit of accelerated tax depreciation. |
The changes in the deferred income taxes are presented
as follows:
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Opening Balance |
(625) |
6,256 |
Recognized in the statement of income for the period |
(2,239) |
(3,998) |
Recognized in shareholders’ equity |
(2,266) |
(884) |
Translation adjustment |
178 |
(88) |
Use of tax loss carryforwards |
(1,119) |
(540) |
Others |
4 |
(9) |
Closing balance |
(6,067) |
737 |
|
|
Current assets |
Non-current assets |
Current liabilities |
Non-current liabilities (*) |
|
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
Taxes in Brazil |
|
|
|
|
|
|
|
|
Current / Non-current ICMS (VAT) |
925 |
665 |
402 |
379 |
425 |
995 |
- |
- |
Current / Non-current PIS and COFINS (**) |
235 |
418 |
2,370 |
2,030 |
38 |
499 |
76 |
45 |
Claim to recover PIS and COFINS |
- |
- |
628 |
594 |
- |
- |
- |
- |
CIDE |
1 |
6 |
- |
- |
2 |
42 |
- |
- |
Production taxes |
- |
- |
- |
- |
2,181 |
2,147 |
68 |
21 |
Withholding income taxes |
- |
- |
- |
- |
61 |
86 |
- |
- |
Tax Settlement Program |
- |
- |
- |
- |
24 |
67 |
7 |
6 |
Others |
37 |
48 |
264 |
249 |
114 |
142 |
78 |
70 |
Total in Brazil |
1,198 |
1,137 |
3,664 |
3,252 |
2,845 |
3,978 |
229 |
142 |
Taxes abroad |
60 |
46 |
11 |
9 |
21 |
23 |
- |
- |
Total |
1,258 |
1,183 |
3,675 |
3,261 |
2,866 |
4,001 |
229 |
142 |
(*) Other non-current taxes are classified as other non-current liabilities. |
(**) It includes US$ 55 (US$ 104 as of December 31, 2021) related to exclusion of ICMS (VAT tax) in the basis of calculation of sales taxes PIS and COFINS (contributions for the social security). |
Claim to recover PIS and COFINS
The Company filed four civil lawsuits, in the Regional
Federal Court of the Second Region, against the Brazilian Federal Government, claiming to recover PIS and COFINS paid over finance income
and foreign exchange variation gains, from February 1999 to January 2004.
The court granted to the Company, in all the lawsuits,
the definitive right to recover those taxes. Two lawsuits have resulted in judicialized debts (precatórios) in the amounts
claimed by the Company.
Regarding the two remaining cases, both had rulings
by the court favorable to the Company and, in one of them, the Brazilian Federal Government has already expressed its agreement.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
As of September 30, 2022, the Company had non-current
receivables of US$ 628 (US$ 594 as of December 31, 2021) related to PIS and COFINS, which are indexed to inflation.
Employee benefits are all forms of consideration
given by an entity in exchange for service rendered by employees or for the termination of employment. It also includes expenses with
directors and management. Such benefits include salaries, post-employment benefits, termination benefits and other benefits.
|
09.30.2022 |
12.31.2021 |
Liabilities |
|
|
Short-term employee benefits |
1,460 |
1,289 |
Termination benefits |
197 |
349 |
Post-employment benefits |
9,289 |
9,880 |
Total |
10,946 |
11,518 |
Current |
2,205 |
2,144 |
Non-current |
8,741 |
9,374 |
| 12.1. | Short-term employee benefits |
Short-term
benefits are expected to be settled wholly before twelve months after the end of the period in which the employees render the related
service.
|
09.30.2022 |
12.31.2021 |
Variable compensation program - PPP |
412 |
461 |
Accrued vacation and 13th salary |
703 |
440 |
Salaries and related charges and other provisions |
245 |
270 |
Profit sharing |
100 |
118 |
Total |
1,460 |
1,289 |
Current |
1,433 |
1,286 |
Non-current (*) |
27 |
3 |
(*) Remaining balance relating to the four-year deferral of 40% of the PPP portion of executive officers and the upper management |
In the three and nine-month periods ended September
30, 2022 and 2021, the Company recognized the following amounts in the statement of income:
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Salaries, accrued vacations and related charges |
(2,265) |
(2,052) |
(807) |
(741) |
Variable compensation program - PPP (*) |
(400) |
(347) |
(153) |
(152) |
Profit sharing (*) |
(103) |
(93) |
(38) |
(35) |
Management fees and charges |
− |
(3) |
5 |
3 |
Total |
(2,768) |
(2,495) |
(993) |
(925) |
(*) In 2022, it includes reversals of provisions related to previous year. |
| 12.1.1. | Variable compensation programs |
Performance award program (PPP)
On September 17, 2021, the Company’s Board
of Directors approved the pay-out criteria for granting PPP 2021 to employees.
The PPP 2021 model establishes that, in order to
trigger this payment, it is necessary to have net income for the year and a declaration and payment of distribution to shareholders.
On December 15, 2021, the Company’s Board
of Directors approved the pay-out criteria for the program for 2022, maintaining the criteria of the PPP 2021.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
In the nine-month period ended September 30, 2022,
the main changes related to the PPP were:
| · | payment of US$ 507 relating to the PPP provisioned
in 2021; |
| · | provision of US$ 400 for the PPP related to
2022, accounted for within other income and expenses. |
Profit Sharing (PLR)
At December 29, 2020, the 17 unions representing
onshore employees of Petrobras had signed the agreement for the PLR for 2021 and 2022, before the deadline determined by the Collective
Labor Agreement (ACT). Among the offshore employees, only one union had signed the agreement within the period defined by the ACT.
The current agreement for the PLR provides that
only employees without managerial functions will be entitled to receive profit sharing with individual limits according to their remuneration.
In order for the PLR to be paid for 2021 and 2022, the following requirements must be met: (i) dividend distribution to shareholders approved
at the Annual General Shareholders Meeting, (ii) net income for the year, and iii) achievement of the weighted average percentage of at
least 80% of a set of indicators.
The maximum amount of PLR to be distributed is
limited to 5% of Adjusted EBITDA (a non-GAAP measure defined as net income plus net finance income (expense); income taxes; depreciation,
depletion and amortization; results in equity-accounted investments; impairment of assets; results on disposal/write-offs of assets, remeasurement
of investment retained with loss of control and reclassification of CTA; and results from co-participation agreements in bid areas), to
6.25% of net income and to 25% of dividends distributed to shareholders, in each year, whichever is lower.
In the nine-month period ended September 30, 2022,
the main changes related to the PLR were:
| · | payment of US$ 129 relating to the PLR provisioned
in 2021; |
| · | provision of US$ 103 for the PLR related to
2022, accounted for within other income and expenses. |
| 12.2. | Termination benefits |
Termination benefits are employee benefits provided
in exchange for the termination of labor contract as a result of either: i) the Company’s decision to terminate the labor contract
before the employee’s normal retirement date; or ii) an employee’s decision to accept an offer of benefits in exchange for
the termination of their employment.
The Company has voluntary severance programs (PDV),
specific for employees of the corporate segment and of divestment assets, which provide for the same legal and indemnity advantages.
During the second quarter of 2022, the wholly-owned
subsidiary Transpetro launched a new voluntary severance program for its offshore employees, whose enrollment occurred between May 4,
2022 and July 14, 2022, and the deadline for the termination of employees will be December 3, 2022.
Thus, for the current programs, there are 11,565
adhesions accumulated through September 30, 2022 (11,418 through December 31, 2021).
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Opening Balance |
349 |
900 |
Effects in the statement of income |
5 |
(8) |
Enrollments |
6 |
30 |
Revision of provisions |
(1) |
(38) |
Effects in cash and cash equivalents |
(177) |
(375) |
Terminations in the period |
(177) |
(375) |
Translation adjustment |
20 |
(30) |
Closing Balance |
197 |
487 |
Current |
82 |
315 |
Non-current |
115 |
172 |
Recognition of the provision for expenses occur
as employees enroll to the programs.
The Company disburse the severance payments in
two installments, one at the time of termination and the remainder one year after the termination.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
As of September 30, 2022, from the balance of US$ 82,
US$ 30 refers to the second installment of 565 retired employees and US$ 167 refers to 1,666 employees enrolled in voluntary
severance programs with expected termination by September 2025.
| 12.3. | Post-employment benefits |
The Company maintains a health care plan for its
employees in Brazil (active and retiree) and their dependents (Saúde Petrobras), and five other major plans of post-employment
benefits (collectively referred to as “pension plans”).
The following table presents the balance of post-employment
benefits:
|
09.30.2022 |
12.31.2021 |
Liabilities |
|
|
Health Care Plan - Saúde Petrobras |
4,809 |
4,485 |
Petros Pension Plan - Renegotiated (PPSP-R) |
3,038 |
3,233 |
Petros Pension Plan - Non-renegotiated (PPSP-NR) |
685 |
658 |
Petros Pension Plan - Renegotiated - Pre-70 (PPSP-R Pré 70) |
310 |
817 |
Petros Pension Plan - Non-renegotiated - Pre-70 (PPSP-NR Pré 70) |
253 |
511 |
Petros 2 Pension Plan (PP-2) |
194 |
165 |
Other plans |
− |
11 |
Total |
9,289 |
9,880 |
Current |
691 |
651 |
Non-current |
8,598 |
9,229 |
Health Care Plan
The health care plan Saúde Petrobras
is managed by Petrobras Health Association (Associação Petrobras de Saúde – APS), a nonprofit civil
association, and includes prevention and health care programs. The plan covers all employees and retirees, and is open to future employees.
Benefits are paid by the Company based on the costs
incurred by the participants. The financial participation of the Company and the beneficiaries on the expenses are provided for in the
Collective Bargaining Agreement (ACT), being 60% by the Company and 40% by the participants.
Pension plans
The management of the Company's supplementary pension
plans is under the responsibility of Fundação Petrobras de Seguridade Social – Petros, which was established by Petrobras
as a non-profit, private legal entity with administrative and financial autonomy.
The net obligation with pension plans recorded
by the Company is measured in accordance with the requirements of IFRS which has a different measurement methodology to that applicable
to pension funds, regulated by the Post-Retirement Benefit Federal Council (Conselho Nacional
de Previdência Complementar – CNPC).
The table below presents the reconciliation of
the deficit of Petros Plan registered by Petros Foundation as of December 31, 2021 with the net actuarial liability registered by the
Company at the same date:
|
PPSP-R (*) |
PPSP-NR (*) |
Deficit registered by Petros |
1,388 |
139 |
Financial assumptions |
(1,120) |
(364) |
Ordinary and extraordinary sponsor contributions |
2,190 |
652 |
Changes in fair value of plan assets (**) |
1,447 |
543 |
Others (including Actuarial valuation method) |
145 |
200 |
Net actuarial liability recorded by the Company |
4,050 |
1,169 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(**) It includes balance of accounts receivable arising from the Term of Financial Commitment - TFC signed with Petrobras, which Petros recognizes as equity. |
On March 28, 2022, the Deliberative Council of
Petros approved the financial statements of the pension plans for the year ended December 31, 2021, sponsored by the Company.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 12.3.1. | Amounts related to net actuarial
liabilities (defined benefit plans) |
Net actuarial liabilities represent the obligations
of the Company related to defined benefit plans, net of the fair value of plan assets (when applicable), at present value, based on actuarial
calculations which are revised annually by an independent qualified actuary.
Changes in the actuarial liabilities is presented
as follows:
|
Pension Plans |
Health Care Plan |
Other plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Saúde Petrobras |
|
|
Balance at December 31, 2021 |
4,050 |
1,169 |
165 |
4,485 |
11 |
9,880 |
Recognized in the Statement of Income |
346 |
109 |
25 |
459 |
− |
939 |
Current service cost |
7 |
1 |
10 |
79 |
− |
97 |
Net interest |
339 |
108 |
15 |
380 |
− |
842 |
Cash effects |
(1,212) |
(389) |
− |
(268) |
− |
(1,869) |
Contributions paid |
(200) |
(65) |
− |
(268) |
− |
(533) |
Payments related to Term of financial commitment (TFC) (**) |
(1,012) |
(324) |
− |
− |
− |
(1,336) |
Other changes |
164 |
49 |
4 |
133 |
(11) |
339 |
Others |
− |
− |
1 |
1 |
(11) |
(9) |
Translation Adjustment |
164 |
49 |
3 |
132 |
− |
348 |
Balance at September 30, 2022 |
3,348 |
938 |
194 |
4,809 |
− |
9,289 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(**) It includes the payment of a portion of the TCF made on February 25, 2022. |
|
|
|
|
|
|
|
|
Pension Plans |
Health Care Plan |
Other
plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Saúde Petrobras |
|
|
Balance at December 31, 2020 |
7,524 |
2,696 |
477 |
5,356 |
16 |
16,069 |
Recognized in the Statement of Income |
361 |
133 |
56 |
1,255 |
1 |
1,806 |
Past service cost |
(1) |
− |
− |
852 |
− |
851 |
Present value of obligation |
(730) |
(33) |
− |
852 |
− |
89 |
Plan assets transferred to PP-3 |
496 |
22 |
− |
− |
− |
518 |
Sponsor contribution for PP-3 |
233 |
11 |
− |
− |
− |
244 |
Current service cost |
10 |
1 |
30 |
126 |
− |
167 |
Net interest |
334 |
127 |
26 |
277 |
1 |
765 |
Interest on the obligations with contribution for the revision of the lump sum death benefit |
18 |
5 |
− |
− |
− |
23 |
Recognized in Equity - other comprehensive income |
(1,343) |
(345) |
− |
(1,176) |
2 |
(2,862) |
Remeasurement effects recognized in other comprehensive income |
(1,343) |
(345) |
− |
(1,176) |
2 |
(2,862) |
Cash effects |
(1,253) |
(566) |
− |
(236) |
− |
(2,055) |
Contributions paid (***) |
(422) |
(68) |
− |
(236) |
− |
(726) |
Payments of obligations with contribution for the revision of the lump sum death benefit (**) |
(341) |
(102) |
− |
− |
− |
(443) |
Payments related to Term of financial commitment (TFC) |
(490) |
(396) |
− |
− |
− |
(886) |
Other changes |
(226) |
(85) |
(23) |
(195) |
(5) |
(534) |
Others |
− |
− |
− |
− |
(1) |
(1) |
Translation Adjustment |
(226) |
(85) |
(23) |
(195) |
(4) |
(533) |
Balance at September 30, 2021 |
5,063 |
1,833 |
510 |
5,004 |
14 |
12,424 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(**) On June 30, 2021, the Company prepaid the remaining balance of US$ 447. |
(***) On September 30, 2021, the Company made a contribution to the PP-3 plan relating to the participants who migrated from the PPSP-R and PPSP-NR plans. |
The net expense with pension and health plans is
presented below:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Pension Plans |
Health Care Plan |
Other Plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Saúde Petrobras |
Related to active employees (cost of sales and expenses) |
(25) |
(4) |
(15) |
(167) |
− |
(211) |
Related to retirees (other income and expenses) |
(321) |
(105) |
(10) |
(292) |
− |
(728) |
Net costs for Jan-Sep/2022 |
(346) |
(109) |
(25) |
(459) |
− |
(939) |
Related to active employees (cost of sales and expenses) |
(40) |
(7) |
(45) |
(458) |
(1) |
(551) |
Related to retirees (other income and expenses) |
(303) |
(121) |
(11) |
(797) |
− |
(1,232) |
Obligations with contribution for the revision of the lump sum death benefit |
(18) |
(5) |
− |
− |
− |
(23) |
Net costs for Jan-Sep/2021 |
(361) |
(133) |
(56) |
(1,255) |
(1) |
(1,806) |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
|
|
|
|
|
|
|
|
|
Pension Plans |
Health Care Plan |
Other Plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Saúde Petrobras |
Related to active employees (cost of sales and expenses) |
(8) |
(1) |
(5) |
(55) |
− |
(69) |
Related to retirees (other income and expenses) |
(105) |
(34) |
(3) |
(95) |
− |
(237) |
Net costs for Jul-Sep/2022 |
(113) |
(35) |
(8) |
(150) |
− |
(306) |
Related to active employees (cost of sales and expenses) |
(13) |
(3) |
(15) |
(320) |
(1) |
(352) |
Related to retirees (other income and expenses) |
(100) |
(43) |
(4) |
(670) |
1 |
(816) |
Obligations with contribution for the revision of the lump sum death benefit |
− |
− |
− |
− |
− |
− |
Net costs for Jul-Sep/2021 |
(113) |
(46) |
(19) |
(990) |
− |
(1,168) |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
In the nine-month period ended September 30, 2022,
the Company contributed with US$ 1,869 to the defined benefit plans (reducing the balance of obligations of these plans, as presented
in note 12.13.1), which includes the payment of the Term of Financial Commitment, in the amount of US$ 1,336.
In addition, the Company contributed with US$ 135
and US$ 1, respectively, to the defined contribution portions of PP-2 and PP-3 plans (US$ 77 for PP-2 in 2021), whose amounts
were expensed in the nine-month period ended September 30, 2022.
The collection of contributions for PP-3 started
August 31, 2021.
13. |
Provisions for legal proceedings, judicial deposits and contingent
liabilities |
| 13.1. | Provisions for legal proceedings |
The Company recognizes provisions for legal, administrative
and arbitral proceedings based on the best estimate of the costs for which it is probable that an outflow of resources embodying economic
benefits will be required and that can be reliably estimated. These proceedings mainly include:
| · | Labor claims, in particular: (i) several individual
and collective labor claims; (ii) opt-out claims related to a review of the methodology by which the minimum compensation based on an
employee's position and work schedule (Remuneração Mínima por Nível e Regime - RMNR) is calculated;
and (iii) actions of outsourced employees. |
| · | Tax claims including: (i) claims relating to benefits
previously taken for Brazilian federal tax credits applied that were subsequently alleged to be disallowable; (ii) tax notices for alleged
non-compliance with ancillary obligations; and (iii) claims for alleged non-payment of CIDE on imports of propane and butane. |
| · | Civil claims, in particular: (i) lawsuits related
to contracts; (ii) royalties and special participation charges; and (iii) penalties applied by ANP, mainly relating to production
measurement systems. |
| · | Environmental claims, specially: (i) fines relating
to an environmental accident in the State of Paraná in 2000; (ii) fines relating to the Company’s offshore operation; and
(iii) public civil action for oil spill in 2004 in Serra do Mar-São Paulo State Park. |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Provisions for legal proceedings are set out as
follows:
Non-current liabilities |
09.30.2022 |
12.31.2021 |
Labor claims |
744 |
716 |
Tax claims |
389 |
306 |
Civil claims |
1,135 |
820 |
Environmental claims |
251 |
176 |
Total |
2,519 |
2,018 |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Opening Balance |
2,018 |
2,199 |
Additions, net of reversals |
552 |
416 |
Use of provision |
(356) |
(383) |
Revaluation of existing proceedings and interest charges |
264 |
74 |
Others |
- |
9 |
Translation adjustment |
41 |
(111) |
Closing Balance |
2,519 |
2,204 |
In preparing its unaudited consolidated interim
financial statements for the nine-month period ended September 30, 2022, the Company considered all available information concerning legal
proceedings in which the Company is a defendant, in order to estimate the amounts of obligations and probability that outflows of resources
will be required.
In the nine-month period ended September 30, 2022,
the increase in liabilities arises mainly from changes in the following cases: (i) US$ 376 in the provision for civil claims involving
contractual matters; (ii) US$ 77 in the provision for tax claims for alleged non-compliance with ancillary obligations; partially
offset by: (iii) US$ 91 decrease related to an agreement in arbitration for the collection of royalties on shale extraction.
Non-current assets |
09.30.2022 |
12.31.2021 |
Tax |
7,158 |
5,790 |
Labor |
863 |
796 |
Civil |
1,847 |
1,275 |
Environmental |
106 |
101 |
Others |
72 |
76 |
Total |
10,046 |
8,038 |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Opening Balance |
8,038 |
7,281 |
Additions |
1,314 |
827 |
Use |
(98) |
(67) |
Accruals and charges |
635 |
153 |
Others |
(6) |
2 |
Translation adjustment |
163 |
(348) |
Closing Balance |
10,046 |
7,848 |
In the nine-month period ended September 30, 2022,
the Company made judicial deposits in the amount of US$ 1,314, mainly: (i) US$ 429 relating to the unification of Fields (Cernambi,
Tupi, Tartaruga Verde and Tartaruga Mestiça); (ii) US$ 196 referring to IRPJ and CSLL for not adding profits of subsidiaries
and affiliates domiciled abroad to the IRPJ and CSLL calculation basis; (iii) US$ 219 related to CIDE and PIS/COFINS on the chartering
of platforms; and (iv) US$ 102 referring to IRPJ and CSLL in the deduction of expenses with Petros.
| 13.3. | Contingent liabilities |
The estimates of contingent liabilities for legal
proceedings are indexed to inflation and updated by applicable interest rates. Estimated contingent liabilities for which the possibility
of loss is classified as possible are set out in the following table:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Nature |
09.30.2022 |
12.31.2021 |
Tax |
28,799 |
24,785 |
Labor |
7,719 |
7,172 |
Civil - General |
6,579 |
5,720 |
Civil - Environmental |
1,329 |
1,192 |
Total |
44,426 |
38,869 |
The main contingent liabilities are:
| · | Tax matters comprising: i) withholding income tax
(IRRF), Contribution of Intervention in the Economic Domain (CIDE), Social Integration Program (PIS) and Contribution to Social Security
Financing (COFINS) on remittances for payments of vessel charters; (ii) income from foreign subsidiaries and associates located outside
Brazil not included in the computation of taxable income (IRPJ and CSLL); (iii) requests to compensate federal taxes disallowed by the
Brazilian Federal Tax Authority; (iv) collection and crediting of ICMS by several states; (v) collection of social security contributions
over payments of bonuses; and (vi) collection of customs taxes and fines related to imports under the Repetro regime in the Frade consortium. |
| · | Labor matters comprising mainly actions requiring
a review of the methodology by which the minimum compensation based on an employee's position and work schedule (Remuneração
Mínima por Nível e Regime - RMNR) is calculated. |
| · | Civil matters comprising mainly: (i) administrative
and legal proceedings challenging an ANP order requiring Petrobras to pay additional special participation fees and royalties (production
taxes) with respect to several fields; (ii) regulation agencies fines; and (iii) lawsuits related to contracts. |
| · | Environmental matters comprising indemnities for
damages and fines related to the Company operation. |
In the nine-month period ended September 30, 2022,
the increase in the balance of contingent liabilities is mainly due to: (i) US$ 2,316 relating to the notice of infraction for the
collection, by joint liability, of customs taxes and fines arising from imports under the Repetro regime, for use in the Frade consortium;
(ii) US$ 734 in lawsuits in administrative and judicial stages discussing the difference in special interest and royalties in different
fields, including unitization; (iii) US$ 437 referring to CIDE and PIS/COFINS on the chartering of platforms; (iv) US$ 331 in
proceedings related to federal tax deductions taken that were subsequently challenged; and (v) US$ 295 referring to lawsuits involving
ICMS collection on imports in operations with liquified petroleum gas derived from natural gas.; (vi) US$ 276 lawsuits requesting
a review of the methodology by which the minimum compensation based on an employee's position and work schedule (Remuneração
Mínima por Nível e Regime - RMNR) is calculated; and (vii) US$ 292 in civil matters involving contractual issues.
These effects were partially offset by: (i) US$ 1,206
transferred to remote loss relating to tax on services provided offshore; and (ii) US$ 292 for the write-off due to the conclusion
of an agreement and review of amounts in lawsuits in which the state monopoly of piped gas services was discussed.
| 13.4. | Minimum Compensation Based on
Employee's Position and Work Schedule (Remuneração Mínima por Nível e Regime - RMNR) |
As of September 30, 2022, there are lawsuits related
to the Minimum Compensation Based on Employee's Position and Work Schedule (RMNR), with the objective of reviewing its calculation criteria.
The RMNR consists of a minimum remuneration guaranteed
to employees, based on salary level, work schedule and geographic location. This policy was created and implemented by Petrobras in 2007
through collective bargaining with union representatives, and was approved at employee meetings, and started being the subject of lawsuits
three years after its implementation.
In 2018, the Brazilian Superior Labor Court (TST)
ruled against the Company, which filed extraordinary appeals against its decision. Therefore, the Brazilian Supreme Federal Court (STF)
suspended the effects of the decision issued by the TST and determined the national suspension of the ongoing proceedings related to the
RMNR.
On July 29, 2021, a monocratic decision was published
in which the STF’s Judge-Rapporteur granted an extraordinary appeal filed, accepting the Company's thesis and recognizing the validity
of the collective bargaining agreement freely signed between Petrobras and the unions, reversing the decision of the TST.
In February 2022, the judgment of the appeals filed
by the plaintiff and several amicus curiae was started. The judgment is currently underway in the First Panel of the Supreme Federal
Court, with 3 votes in favor of the Company, confirming that there is an understanding of recognizing the merit of the collective bargaining
agreement signed between Petrobras and the unions. Considering that the last minister to vote requested additional time for analysis,
the trial was suspended, and is pending the presentation of the vote by this last minister.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
As of September 30, 2022, the balance of provisioned
proceedings regarding RMNR amounts to US$ 150, while the contingent liabilities amount to US$ 6,389. During the period from July
to September 2022, one of these actions became final in the Company’s favor and therefore there was a decrease in contingent liabilities
related to this claim.
| 13.5. | Class action and related proceedings |
On May 26, 2021, the District Court of Rotterdam
decided that the class action against Petróleo Brasileiro S.A. – Petrobras, Petrobras International Braspetro B.V. (PIB BV),
Petrobras Global Finance B.V. (PGF), Petrobras Oil & Gas B.V. (PO&G) and some former Petrobras managers must proceed and that
the arbitration clause of Petrobras' bylaws does not prevent the Company's shareholders from having access to the Dutch Judiciary and
being represented by the Stichting Petrobras Compensation Foundation (“Foundation”). However, investors who have already started
arbitration against Petrobras or who are parties to legal proceedings in which the applicability of the arbitration clause has been definitively
recognized are excluded from the action. The class action is in the merit discussion stage.
In relation to the arbitration in Argentina, the
Argentine Supreme Court has not yet judged the appeal filed by the Consumidores Financieros Asociación Civil para su Defensa ("Association").
This arbitration discusses Petrobras' liability for an alleged loss of market value of Petrobras' shares in Argentina, as a result of
the Lava Jato Operation.
Regarding criminal proceeding in Argentina related
to an alleged fraudulent offer of securities, aggravated by the fact that Petrobras allegedly declared false data in its financial statements
prior to 2015, the Court of Appeals revoked on October 21, 2021, the lower court decision that had recognized Petrobras' immunity from
jurisdiction and recommended that the lower court judge take steps to certify whether the Company could be considered criminally immune
in Argentina for further reassessment of the issue. Petrobras appealed against this decision, but the higher courts upheld the decision
of the Court of Appeals, thus the immunity will have to be reassessed by the lower court. The Court of Appeals recognized that the Association
could not act as a representative of financial consumers, due to the loss of its registration with the competent Argentine bodies, which
was also the subject of an appeal upheld by the Court of Appeals on September 15, 2022, recognizing the Association the right to represent
financial consumers. Petrobras presented other procedural defenses, still subject to assessment by the Argentine Court of Appeals. This
criminal action is being processed before the Economic Criminal Court No. 2 of the City of Buenos Aires.
As for the other criminal action for alleged non-compliance
with the obligation to publish “press release” in the Argentine market about the existence of a class action filed by Consumidores
Financieros Asociación Civil para su Defensa before the Commercial Court, there are no developments during the nine-month period
ended September 30, 2022.
The EIG Energy Fund XIV, L.P. and affiliates (“EIG”)
filed a lawsuit against Petrobras, before the District Court of Columbia, United States, to recover alleged losses related to its investment
in Sete Brasil Participações S.A. On August 8, 2022, the judge upheld EIG's claim as to Petrobras' responsibility for the
alleged losses, which are recorded as provisions for legal proceedings, but denied the motion for summary judgment with respect to damages,
whereby the award of compensation will be subject to the proof of damages by EIG at a hearing and to the consideration of the defenses
by the Company. In the same decision, the judge denied the request to dismiss the case based on Petrobras' immunity from jurisdiction,
which is why an appeal was filed with the Federal Court of Appeals for the District of Columbia.
| 13.6. | Arbitrations in Brazil |
In the nine-month period ended September 30, 2022,
there were no events that changed the assessment and information on arbitrations in Brazil.
| 13.7. | Legal proceedings - Compulsory
Loan – Eletrobrás |
In the nine-month period ended September 30, 2022,
there were no events that changed the assessment on this proceeding.
| 13.8. | Lawsuits brought by natural gas
distributors and others |
In the nine-month period ended September 30, 2022,
the Company obtained a favorable decision from the Superior Court of Justice (Superior Tribunal de Justiça - STJ) suspending
the interim decision in favor of CEGÁS, which granted the extension of its gas supply contract for 6 months. With the loss of effectiveness
of the preliminary decision due to the passage of time, the suspension previously granted became unnecessary, being extinguished. In another
decision, the injunction that had been obtained by SC GÁS and that had extended, until April 2022, the price of the gas supply
contract that was terminated on December 31, 2021, was revoked in a lower court judgement handed down on June 29, 2022. In relation to
the lawsuit filed by the State of Minas Gerais, a request was granted to grant a suspensive effect to the appeal filed by Petrobras in
view of the preliminary decision.
In October, 2022, agreements were signed between
Petrobras, CEGÁS and SCGÁS, with the objective of ceasing the litigation and controversial issues in relation to the price
of natural gas supplied, following the current economic conditions of this market.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The commercialization of gas by Petrobras, in the
states of Espírito Santo, Rio de Janeiro and Sergipe, has been taking place under the terms of the injunctions granted.
| 14. | Provision for decommissioning
costs |
The following table details the amount of the decommissioning
provision by producing area:
|
09.30.2022 |
12.31.2021 |
Onshore |
483 |
873 |
Shallow waters |
3,689 |
3,732 |
Deep and ultra-deep post-salt |
8,086 |
8,420 |
Pre-salt |
2,632 |
2,594 |
|
14,890 |
15,619 |
Non-current liabilities |
2022
Jan-Sep |
2021
Jan-Sep |
Opening balance |
15,619 |
18,780 |
Adjustment to provision |
38 |
7 |
Transfers related to liabilities held for sale (*) |
(1,075) |
(536) |
Payments and use of provisions |
(629) |
(526) |
Interest accrued |
362 |
551 |
Others |
(1) |
3 |
Translation adjustment |
576 |
(827) |
Closing balance |
14,890 |
17,452 |
(*) In the nine-month period ended September 30, 2022, it refers to the Golfinho and Camarupim Group (US$ 103), in Espírito Santo; the Albacora Leste Field (US$ 374), in Rio de Janeiro; the Norte Capixaba Group (US$ 32), in Espírito Santo state; and the Potiguar Group (US$ 566), in Rio Grande do Norte state, as set out in note 22. In the nine-month period ended September 30, 2021, it includes transfers to held for sale mainly related to: Alagoas Group (US$ 153), Papa-Terra Field (US$ 148), Peroá Group (US$ 109), Miranga Group (US$ 97) and Búzios Field (US$ 31). |
| 15. | Property, plant and equipment |
|
Land, buildings
and
improvement |
Equipment and other assets (*) |
Assets under
construction (**) |
Exploration and development costs (***) |
Right-of-use assets |
Total |
Balance at December 31, 2021 |
2,383 |
53,126 |
16,922 |
35,847 |
17,052 |
125,330 |
Cost |
4,080 |
98,085 |
25,954 |
61,906 |
26,382 |
216,407 |
Accumulated depreciation and impairment (****) |
(1,697) |
(44,959) |
(9,032) |
(26,059) |
(9,330) |
(91,077) |
Additions |
- |
656 |
4,943 |
47 |
5,580 |
11,226 |
Decommissioning costs - Additions to / review of estimates |
- |
- |
- |
11 |
- |
11 |
Capitalized borrowing costs |
- |
- |
787 |
- |
- |
787 |
Signature Bonuses Transfers (*****) |
- |
- |
- |
1,177 |
- |
1,177 |
Write-offs |
(2) |
(758) |
(990) |
(614) |
(1,464) |
(3,828) |
Transfers (******) |
83 |
3,713 |
(6,682) |
3,016 |
- |
130 |
Transfers to assets held for sale |
(11) |
(1,977) |
(342) |
(1,418) |
(27) |
(3,775) |
Depreciation, amortization and depletion |
(65) |
(3,561) |
- |
(3,938) |
(3,344) |
(10,908) |
Impairment recognition (note 17) |
- |
(53) |
(269) |
(42) |
- |
(364) |
Impairment reversal (note 17) |
- |
12 |
2 |
11 |
- |
25 |
Translation adjustment |
71 |
1,933 |
595 |
1,240 |
470 |
4,309 |
Balance at September 30, 2022 |
2,459 |
53,091 |
14,966 |
35,337 |
18,267 |
124,120 |
Cost |
4,187 |
100,792 |
24,267 |
63,236 |
27,953 |
220,435 |
Accumulated depreciation and impairment (****) |
(1,728) |
(47,701) |
(9,301) |
(27,899) |
(9,686) |
(96,315) |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Balance at December 31, 2020 |
3,043 |
58,680 |
15,443 |
31,166 |
15,869 |
124,201 |
Cost |
5,450 |
107,199 |
27,544 |
60,902 |
23,780 |
224,875 |
Accumulated depreciation and impairment (****) |
(2,407) |
(48,519) |
(12,101) |
(29,736) |
(7,911) |
(100,674) |
Additions |
- |
997 |
4,307 |
2 |
5,304 |
10,610 |
Decommissioning costs - Additions to / review of estimates |
- |
- |
- |
1 |
- |
1 |
Capitalized borrowing costs |
- |
- |
744 |
- |
- |
744 |
Signature Bonuses Transfers (****) |
- |
- |
- |
11,625 |
- |
11,625 |
Write-offs |
- |
(638) |
(372) |
(1,641) |
(128) |
(2,779) |
Transfers (******) |
(44) |
557 |
(2,981) |
2,521 |
3 |
56 |
Transfers to assets held for sale |
(2) |
(1,521) |
(569) |
(623) |
2 |
(2,713) |
Depreciation, amortization and depletion |
(76) |
(3,131) |
- |
(3,136) |
(3,163) |
(9,506) |
Impairment recognition |
- |
(186) |
- |
(8) |
- |
(194) |
Impairment reversal |
- |
1,374 |
100 |
1,784 |
32 |
3,290 |
Translation adjustment |
(101) |
(2,679) |
(686) |
(1,665) |
(802) |
(5,933) |
Balance at September 30, 2021 |
2,820 |
53,453 |
15,986 |
40,026 |
17,117 |
129,402 |
Cost |
4,294 |
99,757 |
27,030 |
68,191 |
26,244 |
225,516 |
Accumulated depreciation and impairment (****) |
(1,474) |
(46,304) |
(11,044) |
(28,165) |
(9,127) |
(96,114) |
(*) It is composed of production platforms, refineries, thermoelectric power plants, natural gas processing plants, pipelines, and other operating, storage and production plants, including subsea equipment for the production and flow of oil and gas, depreciated based on the units of production method. |
(**) See note 21 for assets under construction by operating segment. |
(***) It is composed of exploration and production assets related to wells, abandonment and dismantling of areas, signature bonuses associated with proved reserves and other costs directly associated with the exploration and production of oil and gas (oil and gas production properties). |
(****) In the case of land and assets under construction, it refers only to impairment losses. |
(*****) Transfer from intangible assets related to Atapu, Sepia and Itapu fields in 2022 (related to Búzios in 2021). |
(*****) It includes mainly transfers between classes of assets and transfers from advances to suppliers. |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
The useful life of assets depreciated by the linear
method are shown below:
Asset |
Weighted average useful life in years |
Buildings and improvement |
40 (25 to 50) (except land) |
Equipment and other assets |
20 (3 to 31) (except assets by the units of production method) |
Right-of-use |
8 (2 to 47) |
The right-of-use assets comprise the following
underlying assets:
|
Platforms |
Vessels |
Properties |
Total |
Balance at September 30, 2022 |
9,071 |
7,976 |
1,220 |
18,267 |
Cost |
12,410 |
13,809 |
1,734 |
27,953 |
Accumulated depreciation and impairment |
(3,339) |
(5,833) |
(514) |
(9,686) |
Balance at December 31, 2021 |
9,840 |
5,997 |
1,215 |
17,052 |
Cost |
13,362 |
11,267 |
1,753 |
26,382 |
Accumulated depreciation and impairment |
(3,522) |
(5,270) |
(538) |
(9,330) |
| 15.2. | Unitization agreements |
Petrobras has Production Individualization Agreements
(AIP) signed in Brazil with partner companies in E&P consortia. These agreements result in reimbursements payable to (or receivable
from) partners regarding expenses and production volumes related to Atapu, Berbigão, Sururu, Albacora Leste, Tartaruga Verde and
other fields.
The table below presents changes on the reimbursements
payable by Petrobras relating to AIPs submitted for approval by the ANP, presented within trade payables. This estimate reflects the best
available estimate of the assumptions used in calculating the calculation base and the sharing of relevant assets in areas to be equalized.
|
|
|
|
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Opening balance |
|
|
|
|
364 |
370 |
Additions/(Write-offs) on PP&E |
|
|
|
|
(26) |
(80) |
Other income and expenses |
|
|
|
|
12 |
36 |
Translation adjustments |
|
|
|
|
10 |
(14) |
Closing balance |
|
|
|
|
360 |
312 |
| 15.3. | Capitalization rate used to determine
the amount of borrowing costs eligible for capitalization |
The capitalization rate used to determine the amount
of borrowing costs eligible for capitalization was the weighted average of the borrowing costs applicable to the borrowings that were
outstanding during the period, other than borrowings made specifically for the purpose of obtaining a qualifying asset. For the nine-month
period ended September 30, 2022, the capitalization rate was 6.62% p.a. (6.24% p.a. for the nine-month period ended September 30, 2021).
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Rights and Concessions (*) |
Software |
Goodwill |
Total |
Balance at December 31, 2021 |
2,695 |
308 |
22 |
3,025 |
Cost |
2,744 |
1,321 |
22 |
4,087 |
Accumulated amortization and impairment |
(49) |
(1,013) |
− |
(1,062) |
Addition |
895 |
129 |
− |
1,024 |
Capitalized borrowing costs |
− |
8 |
− |
8 |
Write-offs |
(12) |
(1) |
− |
(13) |
Transfers |
(9) |
(1) |
− |
(10) |
Signature Bonuses Transfers (**) |
(1,177) |
− |
− |
(1,177) |
Amortization |
(3) |
(53) |
− |
(56) |
Impairment recognition |
− |
(1) |
− |
(1) |
Translation adjustment |
46 |
5 |
1 |
52 |
Balance at September 30, 2022 |
2,435 |
394 |
23 |
2,852 |
Cost |
2,488 |
1,488 |
23 |
3,999 |
Accumulated amortization and impairment |
(53) |
(1,094) |
− |
(1,147) |
Estimated useful life in years |
(***) |
5 |
Indefinite |
|
|
|
|
|
|
Balance at December 31, 2020 |
14,714 |
210 |
24 |
14,948 |
Cost |
14,803 |
1,245 |
24 |
16,072 |
Accumulated amortization and impairment |
(89) |
(1,035) |
− |
(1,124) |
Addition |
3 |
98 |
− |
101 |
Addition - Signature Bonuses |
98 |
− |
− |
98 |
Capitalized borrowing costs |
− |
3 |
− |
3 |
Write-offs |
(10) |
− |
− |
(10) |
Transfers |
(92) |
3 |
− |
(89) |
Signature Bonuses Transfers (**) |
(11,625) |
− |
− |
(11,625) |
Amortization |
(5) |
(41) |
− |
(46) |
Translation adjustment |
(314) |
(13) |
(1) |
(328) |
Balance at September 30, 2021 |
2,769 |
260 |
23 |
3,052 |
Cost |
2,819 |
1,290 |
23 |
4,132 |
Accumulated amortization and impairment |
(50) |
(1,030) |
− |
(1,080) |
Estimated useful life in years |
(***) |
5 |
Indefinite |
|
(*) It comprises mainly signature bonuses (amounts paid in concession contracts for oil or natural gas exploration and production sharing), in addition to public service concessions, trademarks and patents and others. |
(**) Transfer to PP&E relating to Sépia, Atapu and Itapu in 2022 (Búzios in 2021). |
(***) Mainly composed of assets with indefinite useful lives, which are reviewed annually to determine whether events and circumstances continue to support an indefinite useful life assessment. |
| 16.2. | Surplus volumes of Transfer of
Rights Agreement |
Búzios
Expenses incurred by Petrobras in the ordinary
operations of the bidding area for the benefit of the consortium, in the amount of US$ 61, made prior to the start of the Co-Participation
Agreement and not included in the total compensation amount, were reimbursed to Petrobras by the partners CNODC Brasil Petróleo
e Gás Ltda. (CNODC) and CNOOC Petroleum Brasil Ltda. (CPBL) in February 2022.
In addition, on March 4, 2022, Petrobras signed
an agreement with its partner CPBL for the transfer of 5% of its interest in the Production Sharing Contract for the Surplus Volume of
the Transfer of Rights Agreement of the Búzios field, in the pre-salt layer of the Santos basin, to this company. The agreement
results from the call option exercised by CNOOC on September 29, 2021.
The amount to be received by Petrobras at the closing
of the operation is US$ 2,120, referring to the compensation and reimbursement of the signature bonus of CNOOC's additional interest,
subject to price adjustments and to the fulfillment of conditions precedent, such as CADE, ANP and Ministry of Mines and Energy (MME)
approval.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
After the transaction becomes effective, Petrobras
will hold an 85% interest in the Production Sharing Contract of the Surplus Volume of the Transfer of Rights Agreement of the Búzios
field, CNOOC will hold a 10% interest and CNODC a 5% interest. The total participation in this Búzios Co-participation Agreement,
including the portions of the Transfer of Rights Agreement and of the BS-500 Concession Agreement (100% of Petrobras) will be 88.99% of
Petrobras, 7.34% of CNOOC and 3.67% of CNODC.
At September 30, 2022, the assets and liabilities
related to the transfer of 5% of its interest in the Production Sharing Contract to the Transfer of Rights Agreement are classified as
held for sale.
Atapu and Sépia
On April 27, 2022, Petrobras signed the Production
Sharing Contract for the surplus volume of the Transfer of Rights Agreement related to the Atapu field, in partnership with Shell Brasil
Petróleo Ltda (Shell, 25%) and TotalEnergies EP Brasil Ltda. (TotalEnergies, 22.5%), and related to the Sépia field in consortium
with TotalEnergies (28%), Petronas Petróleo Brasil Ltda. (Petronas, 21%) and QP Brasil Ltda. (QP, 21%), according to the results
of the Second Bidding Round for the Surplus Volume of the Transfer of Rights Agreement in the Production Sharing regime, which was held
on December 17, 2021.
Also on April 27, 2022, the Company signed the
Co-participation Agreements and the Amendments to the Agreement for the Individualization of Atapu and Sépia Production (AIPs),
which are necessary to manage the coexisting deposits of the Transfer of Rights Agreement and the Production Sharing Contract (related
to the surplus volume) of these areas.
The compensation to Petrobras for Atapu and Sépia,
including an estimate of the gross-up of the taxes levied, pursuant to Ordinance No. 8 of April 19, 2021 of the MME, were paid by the
partners in April 2022, totaling US$ 2,093 for Atapu and US$ 3,059 for Sépia.
The agreements became effective on May 2, 2022,
when Pré-Sal Petróleo S.A. (PPSA) confirmed there was no settlement pending for this transaction, in accordance with the
provisions of Ordinance No. 519 of May 21, 2021.
On the same date, a partial write-off of the assets
associated with these fields was carried out, in exchange for the financial compensation, resulting in a transaction similar to a sale.
Furthermore, the Company accounted for an additional
US$ 129 gain corresponding to the difference between the estimate and the final calculation of the gross-up of taxes levied on the
gain on the transfer of assets to the Production Sharing regime, as provided for in the mentioned ordinance (US$ 60 for Atapu and US$
69 for Sépia). These amounts were paid to Petrobras in July 2022.
The total gain in this operation was US$ 2,861
(US$ 1,018 for Atapu and US$ 1,843 for Sépia), accounted for within other income and expenses.
The signature bonus corresponding to the Company's
participation in the Production Sharing Contract was US$ 416 for Atapu and US$ 424 for Sépia.
Since these agreements relate to the surplus volume
of fields with technical and commercial feasibility already identified, the signature bonuses paid by the Company in the first quarter
of 2022, totaling US$ 840, were transferred from intangible assets to property, plant and equipment after the Co-participation Agreements
came into effect.
(Losses) / reversals |
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Property, plant and equipment |
(339) |
3,096 |
(256) |
3,202 |
Intangible assets |
(1) |
− |
− |
− |
Assets classified as held for sale |
(82) |
(178) |
1 |
(104) |
Impairment losses |
(422) |
2,918 |
(255) |
3,098 |
Investments |
(8) |
383 |
2 |
(8) |
Net effect within the statement of income |
(430) |
3,301 |
(253) |
3,090 |
Losses |
(475) |
(427) |
(256) |
(115) |
Reversals |
45 |
3,728 |
3 |
3,205 |
The Company annually tests its assets for impairment
or when there is an indication that their carrying amount may not be recoverable, or that there may be a reversal of impairment losses
recognized in previous years.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
In the nine-month period ended September 30, 2022,
the Company recognized net impairment losses amounting to US$ 422, mainly due to:
| · | postponement of the beginning of operations of the
Natural Gas Processing Unit (UPGN) of the Gaslub plant in Itaboraí, in the state of Rio de Janeiro, due to the termination of the
agreement with the contractor responsible for the works, resulting in the recognition of a US$ 251 impairment loss in the CGU Itaboraí
Utilities (taking into account a discount rate in constant currency of 5.40% p.a.); |
| · | definitive cessation of the operations of platform
P-35, in the Marlim field, which led to the exclusion of this asset from the CGU North group and classification as a separate asset, resulting
in the recognition of a US$ 52 impairment loss; |
| · | approval for the disposal of Golfinho group of fields,
which comprises Golfinho field (which produces oil), Canapu field, which produces non-associated gas, and the exploratory block BM-ES-23.
As a result, the Company assessed the recoverability of the carrying amount of these assets, considering the fair value net of disposal
expenses, resulting in the recognition of a US$ 51 impairment loss; |
| · | approval for the disposal of LUBNOR Refinery, in
the state of Ceará, separating it from the Downstream CGU. As a result, the Company assessed the recoverability of the carrying
amount of the refinery, considering the fair value net of disposal expenses, resulting in the recognition of a US$ 44 impairment loss. |
In the nine-month period ended September 30, 2021,
impairment reversals were recognized in the amount of US$ 2,918 (US$ 3,098 of impairment reversals in the third quarter of 2021),
mainly relating to:
| · | producing properties relating to oil and gas activities
in Brazil: US$ 3,262 impairment reversal, mainly in the following CGUs: Roncador (US$ 860 impairment reversal), North group
(US$ 714 impairment reversal), and Berbigão-Sururu group (US$ 388 impairment reversal), due to the changes in short-term
Brent assumptions; and |
| · | oil and gas production and drilling equipment abroad:
the Company decided to use in producing fields in the Santos basin, certain equipment that were previously part of platforms P-72 and
P-73. Thus, considering estimated future cash flows for these assets, the Company recognized a US$ 27 impairment reversal. |
These effects were partially offset by:
| · | oil and gas production and drilling equipment in
Brazil: the Company decided on the definitive discontinuation of use of platforms P-33 and P-26, in the Marlim field, resulting in their
exclusion of CGU North group and testing for impairment as separate assets, with the recognition of a US$ 190 impairment loss; |
| · | approval of the sale of the company Breitener Energética
S.A., located in Manaus, in the state of Amazonas, resulting in the recognition of a US$ 90 impairment loss; and |
| · | approval for the sale of thermoelectric power plants
Arembepe, Muryci and Bahia 1, located in Camaçari, in the state of Bahia, resulting in a US$ 79 impairment loss, considering
fair value net of selling expenses. |
| 17.1. | Investment in publicly traded
associate (Petrobras Distribuidora S.A. – BR Distribuidora) |
On August 26, 2020 the Company’s Board of
Directors approved the disposal of the remaining interest in BR Distribuidora and, on June 30, 2021, approved the price per common share
of BR Distribuidora in the amount of US$ 5.20 (R$ 26.00) for the secondary public offering (follow on) of these shares, totaling US$ 2,252
(R$ 11,264 million), net of transaction costs.
Accordingly, considering the sale of the shares
and the cash flows arising from this sale, a US$ 404 impairment reversal was accounted for in the nine-month period ended September 30,
2021. The transaction was closed in July 2021.
| 18. | Exploration and evaluation of
oil and gas reserves |
Changes in the balances of capitalized costs directly
associated with exploratory wells pending determination of proved reserves and the balance of amounts paid for obtaining rights and concessions
for exploration of oil and natural gas (capitalized acquisition costs) are set out in the following table:
|
|
|
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (*) |
Jan-Sep/2022 |
Jan-Sep/2021 |
Property plant and equipment |
|
|
Opening Balance |
1,994 |
3,024 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Additions |
246 |
292 |
Write-offs |
(14) |
(158) |
Transfers |
(85) |
(147) |
Translation adjustment |
66 |
117 |
Closing Balance |
2,207 |
3,128 |
Intangible Assets |
2,322 |
2,647 |
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs |
4,529 |
5,775 |
(*) Amounts capitalized and subsequently expensed in the same period have been excluded from this table. |
|
|
Exploration costs recognized in the statement of
income and cash used in oil and gas exploration and evaluation activities are set out in the following table:
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Exploration costs recognized in the statement of income |
|
|
|
|
Geological and geophysical expenses |
(240) |
(254) |
(105) |
(100) |
Exploration expenditures written off (includes dry wells and signature bonuses) |
(128) |
(214) |
(34) |
(27) |
Contractual penalties on local content requirements |
140 |
(49) |
32 |
(5) |
Other exploration expenses |
(2) |
(21) |
(1) |
- |
Total expenses |
(230) |
(538) |
(108) |
(132) |
Cash used in: |
|
|
|
|
Operating activities |
241 |
275 |
106 |
101 |
Investment activities |
1,102 |
449 |
122 |
204 |
Total cash used |
1,343 |
724 |
228 |
305 |
Term of Conduct Adjustment with
the ANP
In the nine-month period ended September 30, 2022,
Petrobras approved the execution, with the ANP, of a Term of Conduct Adjustment (TAC) to offset local content fines related to:
| • | 22 concessions in which Petrobras has a 100% interest,
located in the Barreirinhas, Campos, Espírito Santo, Parecis, Potiguar, Recôncavo, Santos, Sergipe-Alagoas and Solimões
basins; |
| • | 5 concessions in which Petrobras operates in partnership
with other companies, located in the Espírito Santo, Mucuri, Pernambuco-Paraíba and Potiguar basins. |
The TAC provides for the conversion of fines into
investment commitments in the Exploration and Production segment with local content. Under the terms of the agreement, Petrobras is committed
to investing US$ 187 (R$ 1,011 million) in local content by December 31, 2026. As a result, all administrative proceedings related
to the collection of fines arising from alleged non-compliance with local content in these concessions will be closed, resulting in a
US$ 135 gain for the reversal of this liability as of September 30, 2022.
| 19. | Collateral for crude oil exploration
concession agreements |
The Company has granted collateral to ANP in connection
with the performance of the Minimum Exploration Programs established in the concession agreements for petroleum exploration areas in the
total amount of US$ 2,169 (US$ 1,574 as of December 31, 2021), which is still in force as of September 30, 2022, net of commitments
undertaken. As of September 30, 2022, the collateral comprises crude oil from previously identified producing fields, pledged as collateral,
in the amount of US$ 1,590 (US$ 1,243 as of December 31, 2021) and bank guarantees of US$ 579 (US$ 331 as of December 31, 2021).
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 20.1. | Investments in associates and
joint ventures |
0 |
Joint Ventures |
Associates (*) |
Total |
Balance at December 31, 2021 |
509 |
1,001 |
1,510 |
Investments |
15 |
5 |
20 |
Transfer to assets held for sale |
1 |
(58) |
(57) |
Restructuring, capital decrease and others |
(2) |
(14) |
(16) |
Results of equity-accounted investments |
220 |
153 |
373 |
Translation adjustment |
1 |
(1) |
− |
Other comprehensive income |
1 |
119 |
120 |
Dividends |
(173) |
(105) |
(278) |
Balance at September 30, 2022 |
572 |
1,100 |
1,672 |
|
Joint Ventures |
Associates (*) |
Total |
Balance at December 31, 2020 |
813 |
2,460 |
3,273 |
Investments |
6 |
9 |
15 |
Transfer to assets held for sale |
(339) |
(2,139) |
(2,478) |
Restructuring, capital decrease and others |
- |
(173) |
(173) |
Results of equity-accounted investments |
149 |
1,351 |
1,500 |
Translation adjustment |
3 |
(32) |
(29) |
Other comprehensive income |
(1) |
33 |
32 |
Dividends |
(104) |
(152) |
(256) |
Balance at September 30, 2021 |
527 |
1,357 |
1,884 |
(*) It includes Braskem and other investments. |
| 21. | Assets by operating segment |
The segment information reflects the financial
information used in the decision-making process for resource allocation and performance evaluation carried out by the Company’s
Board of Executive Officers (as Chief Operating Decision Makers).
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas
&
Power (G&P) |
Corporate and other business |
Elimina-tions |
Total |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 09.30.2022 |
|
|
|
|
|
|
|
Current assets |
8,362 |
17,514 |
3,641 |
9,476 |
(9,524) |
29,469 |
Non-current assets |
106,322 |
22,395 |
7,450 |
9,626 |
− |
145,793 |
Long-term receivables |
6,201 |
2,797 |
599 |
7,552 |
− |
17,149 |
Investments |
400 |
1,076 |
165 |
31 |
− |
1,672 |
Property, plant and equipment |
97,316 |
18,416 |
6,615 |
1,773 |
− |
124,120 |
Operating assets |
87,185 |
15,881 |
4,652 |
1,436 |
− |
109,154 |
Under construction |
10,131 |
2,534 |
1,963 |
338 |
− |
14,966 |
Intangible assets |
2,405 |
106 |
71 |
270 |
− |
2,852 |
Total Assets |
114,684 |
39,909 |
11,091 |
19,102 |
(9,524) |
175,262 |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 12.31.2021 |
|
|
|
|
|
|
|
Current assets |
6,034 |
12,691 |
3,838 |
13,259 |
(5,673) |
30,149 |
Non-current assets |
107,112 |
21,697 |
6,751 |
8,639 |
− |
144,199 |
Long-term receivables |
5,042 |
2,212 |
322 |
6,758 |
− |
14,334 |
Investments |
393 |
970 |
119 |
28 |
− |
1,510 |
Property, plant and equipment |
99,033 |
18,419 |
6,241 |
1,637 |
− |
125,330 |
Operating assets |
87,210 |
16,086 |
3,739 |
1,373 |
− |
108,408 |
Under construction |
11,823 |
2,333 |
2,502 |
264 |
− |
16,922 |
Intangible assets |
2,644 |
96 |
69 |
216 |
− |
3,025 |
Total Assets |
113,146 |
34,388 |
10,589 |
21,898 |
(5,673) |
174,348 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 22. | Disposal of assets and other
changes in organizational structure |
The Company has an active partnership and divestment
portfolio, which takes into account opportunities for disposal of non-strategic assets in several areas in which it operates, whose development
of transactions also depends on conditions beyond the control of the Company. The divestment projects and strategic partnerships follow
the procedures aligned with the guidelines of the Brazilian Federal Auditor’s Office (Tribunal de Contas da União –
TCU) and the current legislation.
The major classes of assets and related liabilities
classified as held for sale are shown in the following table:
|
|
|
|
|
09.30.2022 |
12.31.2021 |
|
E&P |
RT&M |
Gas & Power |
Corporate and other business |
Total |
Total |
Assets classified as held for sale |
|
|
|
|
|
|
Cash and cash equivalents |
- |
− |
− |
− |
- |
13 |
Trade receivables |
- |
− |
− |
− |
- |
31 |
Inventories |
- |
115 |
− |
− |
115 |
73 |
Investments |
- |
− |
− |
− |
- |
210 |
Property, plant and equipment |
5,031 |
153 |
− |
4 |
5,188 |
1,975 |
Others |
- |
2 |
− |
− |
2 |
188 |
Total |
5,031 |
270 |
− |
4 |
5,305 |
2,490 |
Liabilities on assets classified as held for sale |
|
|
|
|
|
|
Trade payables |
- |
- |
- |
- |
- |
2 |
Finance debt |
- |
- |
- |
134 |
134 |
1 |
Provision for decommissioning costs |
1,524 |
- |
- |
- |
1,524 |
833 |
Others |
- |
- |
- |
- |
- |
31 |
Total |
1,524 |
− |
− |
134 |
1,658 |
867 |
| 22.1. | Transactions pending closing
at September 30, 2022 |
The significant transactions signed prior to January
1, 2022 and pending closing at September 30, 2022 are: (i) sale of the Company’s entire interest in Papa-Terra producing field;
(ii) sale of onshore fields in the state of Sergipe; (iii) sale of Isaac Sabbá refinery (REMAN); (iv) sale of interest in Unidade
de Industrialização de Xisto - SIX (a shale processing plant); and (v) the Transfer of Rights Agreement and the Production
Sharing Contract for the surplus volume of the Búzios field (more information is presented in note 16).
Regarding the divestment of the REMAN refinery,
on August 30, 2022, the Administrative Council for Economic Defense (CADE) approved this sale to Ream Participações S.A.,
following the signature of a Concentration Control Agreement. This transaction is still subject to some other conditions precedent, as
provided for in the agreement signed in August 2021.
On October 1, 2022, the assets of REMAN and SIX,
as well as its associated logistics assets, were transferred to Refinaria de Manaus S.A. and Paraná Xisto S.A., respectively, starting
the operational phases of these companies.
The following table presents the transactions for
which agreements were signed in the nine-month period ended September 30, 2022:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Transaction |
Acquirer |
Date of approval / signing |
Transaction amount (*) |
Further information |
Sale of the Company's entire interest (100%) in a set of 22 production onshore and shallow water field concessions, together with its associated infrastructure, located in the Potiguar Basin, in the state of Rio Grande do Norte, jointly called the Potiguar group of fields. |
3R Potiguar SA, subsidiary of 3R Petroleum Óleo e Gás SA |
January 2022 |
1,385 |
a |
Sale of the Company's entire interest in a set of four onshore production fields, with integrated facilities, located in the state of Espírito Santo, jointly called Norte Capixaba group of fields. |
Seacrest Petróleo SPE Norte Capixaba Ltda., a wholly owned subsidiary of Seacrest Exploração e Produção de Petróleo Ltda. |
February 2022 |
478 |
b |
Sale of the Company's entire interest in the Albacora Leste concession, located predominantly in deep waters in the Campos Basin. |
Petro Rio Jaguar Petróleo Ltda. (PetroRio), subsidiary of Petro Rio S.A. |
April 2022 |
1,951 |
c |
Sale of the Lubrificantes e Derivados de Petróleo do Nordeste (LUBNOR) refinery and its associated logistics assets, located in the state of Ceará. |
Grepar Participações Ltda. |
May 2022 |
34 |
d |
Sale of the Company's entire interest in a set of maritime concessions called Golfinho and Camarupim groups of fields, in deep waters of the post-salt layer, located in the Espírito Santo Basin. |
BW Energy Maromba do Brasil Ltda (BWE) |
June 2022 |
15 |
e |
(*) Amounts considered at the signing of the transaction, not including contingent assets. Transactions signed in Brazilian reais are translated to U.S. dollars with the closing exchange rate of the period. |
These transactions may provide for price adjustments
until the closing of the transaction and be also subject to the fulfillment of conditions precedent, such as approval by the Brazilian
Agency of Petroleum, Natural Gas and Biofuels (ANP) and CADE.
| a) | Sale of Potiguar group of fields
and related assets |
The agreement provides for the receipt of US$ 110
on the transaction signing date, US$ 1,040 at the transaction closing, and US$ 235 to be paid in 4 annual installments of US$
58.75, starting in March 2024.
| b) | Sale of Norte Capixaba group
of fields |
The agreement provides for the receipt of US$ 36
on the transaction signing date, and US$ 442 at the transaction closing and up to US$ 66 in contingent payments provided for
in the contract, depending on future Brent prices.
| c) | Sale of Albacora Leste concession |
The agreement provides for the receipt of US$ 293
on the transaction signing date, US$ 1,658 at the transaction closing, and up to US$ 250 in contingent payments provided for
in the contract, depending on future Brent prices.
| d) | Sale of LUBNOR refinery |
The agreement provides for the receipt of US$ 3
on the transaction signing date, US$ 10 at the transaction closing, and 3 annual installments of US$ 7 expected to occur from
2024 to 2026.
| e) | Sale of interest in Golfinho
and Camarupim concessions |
The agreement provides for the receipt of US$ 3
on the transaction signing date, and US$ 12 at the transaction closing and up to US$ 60 in contingent payments provided for
in the contract, depending on future Brent prices and the development of these assets.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 22.2. | Transactions closed the nine-month
period ended September 30, 2022 |
Transaction |
Acquirer |
Signature date (S)
Closing date (C) |
Sale amount (*) |
Gain/ (loss) (**) |
Further infor-mation |
Sale of the Company's entire interest in a set of seven onshore and shallow water fields called Alagoas group of fields, and of Alagoas Natural Gas Processing Unit, in the state of Alagoas. |
Petromais Global Exploração e Produção S.A. (renamed Origem Energia S.A.) |
July 2021 (S)
February 2022 (C) |
300 |
335 |
a |
Sale of the Company's entire interest in 14 onshore production fields (Recôncavo group of fields), in the state of Bahia |
3R Candeias S.A, a wholly owned subsidiary of 3R Petroleum Óleo e Gás S.A. |
December 2020 (S)
May 2022 (C) |
256 |
215 |
b |
Sale of the Company's entire interest (27.88%) in Deten Química S.A (Deten), a petrochemical plant located in the industrial hub of Camaçari, in the state of Bahia. |
Cepsa Química S.A. |
April 2022 (S)
July 2022 (C) |
103 |
50 |
c |
Sale of the Company’s entire interest (51%) in Petrobras Gas S.A (Gaspetro) |
Compass Gas e Energia S.A. |
July 2021 (S)
July 2022 (C) |
391 |
173 |
d |
Sale of the Company’s entire interest in Peroá group of fields, in the state of Espírito Santo |
DBO Energia and OP Energia, currently 3R Offshore |
January 2021 (S)
August 2022 (C) |
13 |
24 |
e |
Sale of the Company's entire interest in Fazenda Belém and Icapuí onshore fields , named Fazenda Belém group of fields, located in the Potiguar Basin, in the state of Ceará |
SPE Fazenda Belém S.A., a wholly owned subsidiary of 3R Petroleum e Participações S.A. |
August 2020 (S)
August 2022 (C) |
23 |
40 |
f |
Total |
|
|
1,086 |
837 |
|
(*) The amount of "Proceeds from disposal of assets" in the Statement of Cash Flows is composed of amounts received this period, including installments of operations from previous years, and advances referring to operations not completed. |
(**) Recognized in “Results on disposal/write-offs of assets and on remeasurement of investment retained with loss of control” within other income and expenses (note 6). |
The operations were concluded after the fulfillment
of conditions precedent.
| a) | Sale of Alagoas group of fields
and related assets |
The transaction was closed with the payment of
US$ 240 to Petrobras in February 2022, in addition to the US$ 60 paid to Petrobras on the transaction signing date.
| b) | Sale of Recôncavo group
of onshore fields |
The transaction was closed with the payment of
US$ 246 to Petrobras in May 2022, in addition to the US$ 10 paid to Petrobras on the transaction signing date.
| c) | Sale of Deten petrochemical plant |
The transaction was closed with the payment of
U$ 96 to Petrobras, including price adjustments such as the effects of inflation indexation and compensation of dividends received,
in addition to the US$ 6 paid to Petrobras on the transaction signing date. In addition, US$ 1 was paid to Petrobras in September
2022 referring to the receipt of earn outs (tax credits) as provided for in the contract.
The full amount was paid to Petrobras on the transaction
closing date.
| e) | Sale of Peroá group of
fields |
The operation was closed with the payment of US$
8, including price adjustments, in addition to the US$ 5 paid to Petrobras on the transaction signing date.
In addition to these amounts, Petrobras expects
to receive up to US$ 43 in contingent payments, depending on future Brent prices and the development of these assets.
| f) | Sale of Fazenda Belém
group of fields |
The operation was closed with the payment of US$ 5,
including price adjustments, in addition to the US$ 9 paid to Petrobras on the transaction signing date.
Petrobras expects to receive the remaining balance
in August 2023, including price adjustments.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 22.3. | Price adjustments – transactions
closed in previous periods |
| a) | Sale of RLAM refinery assets |
The transaction closed in November 2021 included
price adjustments provided for in the contract, for which the Company recognized US$ 68 in January 2022 within other income and expenses.
| 22.4. | Contingent assets from disposed
investments |
Some disposed assets provide for receipts subject
to contractual clauses, especially related to the Brent variation in sales related to E&P assets.
The divestments that may generate revenue recognition,
accounted for within other income and expenses, are presented below:
Transaction |
Closing date |
Amounts subject to recognition |
Assets recognized in Jan-Sep/2022 |
Assets
recognized in previous periods |
|
|
|
Sales in previous years |
|
|
|
|
|
Riacho da Forquilha group of fields |
December 2019 |
62 |
18 |
− |
|
Pampo and Enchova group of fields |
July 2020 |
650 |
125 |
36 |
|
Baúna field |
November 2020 |
285 |
95 |
17 |
|
Frade field |
February 2021 |
20 |
− |
− |
|
Ventura group of fields |
July 2021 |
43 |
− |
43 |
|
Miranga group of fields |
December 2021 |
85 |
33 |
15 |
|
Cricare group of fields |
December 2021 |
118 |
20 |
− |
|
Sales in the period |
|
|
|
|
|
Peroá group of fields |
August 2022 |
43 |
− |
− |
|
Total |
|
|
291 |
111 |
|
|
|
|
|
On March 23, 2022, the dissolution of Participações
em Complexos Bioenergéticos S.A. – PCBios, in which Petrobras held 50%, was concluded, after approval at this company's Extraordinary
General Meeting. There were no accounting effects arising from this transaction.
On August 18, 2022, Petrobras concluded an agreement
with Edison S.p.A for the purchase of an additional 50% interest in the company Ibiritermo S.A., for the amount of U$ 1 (R$ 2,5 million),
which became a wholly owned subsidiary. This transaction was classified as a business combination, with recognition of gain on bargain
purchase of US$ 2.
| 22.6. | Cash flows from sales of interest
with loss of control |
In the nine-month periods ended September 30, 2022
and 2021, the Company disposed of its interest in certain subsidiaries over which control was lost. The following table summarizes cash
flows arising from losing control in these subsidiaries:
|
Cash received |
Cash in subsidiary before losing control |
Net Proceeds |
Jan-Sep/2022 |
|
|
|
Gaspetro |
391 |
(22) |
369 |
Total |
391 |
(22) |
369 |
Jan-Sep/2021 |
|
|
|
PUDSA |
62 |
(15) |
47 |
Total |
62 |
(15) |
47 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 23.1. | Balance by type of finance debt |
In Brazil |
09.30.2022 |
12.31.2021 |
Banking Market |
1,218 |
1,237 |
Capital Market |
2,510 |
2,504 |
Development banks (*) |
721 |
769 |
Others |
6 |
7 |
Total |
4,455 |
4,517 |
Abroad |
|
|
Banking Market |
9,495 |
8,525 |
Capital Market |
14,290 |
19,527 |
Export Credit Agency |
2,452 |
2,951 |
Others |
163 |
180 |
Total |
26,400 |
31,183 |
Total finance debt |
30,855 |
35,700 |
Current |
3,306 |
3,641 |
Non-current |
27,549 |
32,059 |
(*) It includes BNDES, FINAME and FINEP |
Current finance debt is composed of:
|
09.30.2022 |
12.31.2021 |
Short-term debt |
120 |
108 |
Current portion of long-term debt |
2,749 |
3,063 |
Accrued interest on short and long-term debt |
437 |
470 |
Total |
3,306 |
3,641 |
The capital market balance is mainly composed of
US$ 13,732 in global notes issued abroad by the wholly owned subsidiary PGF, as well as US$ 1,779 in debentures and US$ 559
in commercial notes issued by Petrobras in reais in Brazil.
The balance in global notes has maturities between
2024 to 2115 and does not require collateral. Such financing was carried out in dollars, euros and pounds, 88%, 2% and 10%, of the total
global notes, respectively.
The debentures and the commercial notes, with maturities
between 2024 and 2034, do not require collateral and are not convertible into shares or equity interests.
At September 30, 2022, there was no default, breach
of covenants or change in collateral provided or clauses that would result in change in payment terms compared December 31, 2021.
| 23.2. | Changes in finance debt |
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2021 |
4,517 |
31,183 |
35,700 |
Proceeds from financing |
572 |
1,958 |
2,530 |
Repayment of principal (*) |
(931) |
(6,561) |
(7,492) |
Repayment of interest (*) |
(259) |
(1,128) |
(1,387) |
Accrued interest (**) |
296 |
1,399 |
1,695 |
Foreign exchange/ inflation indexation charges |
96 |
(602) |
(506) |
Translation adjustment |
164 |
151 |
315 |
Balance at September 30, 2022 |
4,455 |
26,400 |
30,855 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2020 |
8,854 |
45,035 |
53,889 |
Proceeds from financing |
- |
1,754 |
1,754 |
Repayment of principal (*) |
(4,213) |
(14,894) |
(19,107) |
Repayment of interest (*) |
(245) |
(1,613) |
(1,858) |
Accrued interest (**) |
241 |
1,970 |
2,211 |
Foreign exchange/ inflation indexation charges |
173 |
82 |
255 |
Translation adjustment |
(228) |
(200) |
(428) |
Balance at September 30, 2021 |
4,582 |
32,134 |
36,716 |
(*) It includes pre-payments. |
(**) It includes premium and discount over notional amounts, as well as gains and losses by modifications in contractual cash flows. |
In the nine-month period ended September 30, 2022,
the Company repaid several finance debts, in the amount of US$ 9,234 notably US$ 4,962 to repurchase and withdraw global bonds
previously issued by the Company in the capital market.
In the nine-month period ended September 30, 2022,
the Company raised funds in the amount of US$ 2,530, of which (i) US$ 1,244 through a Sustainability-Linked Loan, in the international
banking market, maturing in 2027, and (ii) US$ 573 through the issuance of commercial notes in the Brazilian capital market due in
2030 and 2032.
| 23.3. | Reconciliation with cash flows
from financing activities |
|
|
|
Jan-Sep/2022 |
|
|
Jan-Sep/2021 |
|
Proceeds from financing |
Repayment of principal |
Repayment of interest |
Proceeds from financing |
Repayment of principal |
Repayment of interest |
Changes in finance debt |
2,530 |
(7,492) |
(1,387) |
1,754 |
(19,107) |
(1,858) |
Repurchase of debt securities |
− |
(120) |
− |
− |
− |
− |
Deposits linked to finance debt (*) |
− |
(184) |
(51) |
− |
− |
− |
Net cash used in financing activities |
2,530 |
(7,796) |
(1,438) |
1,754 |
(19,107) |
(1,858) |
(*) Deposits linked to finance debt with China Development Bank, with semiannual settlements in June and December. |
| 23.4. | Summarized information on current
and non-current finance debt |
Maturity in |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total (*) |
Fair Value |
|
|
|
|
|
|
|
|
|
Financing in U.S.Dollars (US$): |
1,329 |
2,639 |
3,236 |
2,569 |
1,529 |
12,927 |
24,229 |
23,644 |
Floating rate debt (**) |
1,126 |
2,558 |
2,677 |
1,934 |
1,143 |
2,390 |
11,828 |
|
Fixed rate debt |
203 |
81 |
559 |
635 |
386 |
10,537 |
12,401 |
|
Average interest rate p.a. |
4.5% |
6.6% |
6.5% |
6.2% |
6.4% |
6.6% |
6.4% |
|
Financing in Brazilian Reais (R$): |
150 |
467 |
650 |
216 |
423 |
2,548 |
4,454 |
4,311 |
Floating rate debt (***) |
25 |
274 |
272 |
134 |
134 |
1,066 |
1,905 |
|
Fixed rate debt |
125 |
193 |
378 |
82 |
289 |
1,482 |
2,549 |
|
Average interest rate p.a. |
5.5% |
6.9% |
6.8% |
6.4% |
6.2% |
6.6% |
6.4% |
|
Financing in Euro (€): |
- |
24 |
12 |
265 |
- |
531 |
832 |
790 |
Fixed rate debt |
- |
24 |
12 |
265 |
- |
531 |
832 |
|
Average interest rate p.a. |
- |
4.7% |
4.7% |
4.7% |
- |
4.7% |
4.7% |
|
Financing in Pound Sterling (£): |
26 |
22 |
- |
- |
512 |
780 |
1,340 |
1,168 |
Fixed rate debt |
26 |
22 |
- |
- |
512 |
780 |
1,340 |
|
Average interest rate p.a. |
6.0% |
6.2% |
- |
- |
6.2% |
6.4% |
6.3% |
|
Total as of September 30, 2022 |
1,505 |
3,152 |
3,898 |
3,050 |
2,464 |
16,786 |
30,855 |
29,913 |
Average interest rate |
4.7% |
6.6% |
6.4% |
6.2% |
6.3% |
6.6% |
6.4% |
|
Total as of December 31, 2021 |
3,641 |
2,973 |
3,988 |
3,449 |
2,832 |
18,817 |
35,700 |
37,891 |
Average interest rate |
5.2% |
5.3% |
5.5% |
5.6% |
5.9% |
6.5% |
6.2% |
|
(*)The average maturity of outstanding debt as of September 30, 2022 is 12.04 years (13.39 years as of December 31, 2021). |
(**) Operations with variable index + fixed spread. |
(***) Operations with variable index + fixed spread, if applicable. |
The fair value of the Company's finance debt is
mainly determined and categorized into a fair value hierarchy as follows:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Level 1- quoted prices in active markets for identical
liabilities, when applicable, amounting to US$ 12,765 of September 30, 2022 (US$ 20,770 of December 31, 2021); and
Level 2 – discounted cash flows based on
discount rate determined by interpolating spot rates considering financing debts indexes proxies, taking into account their currencies
and also Petrobras’ credit risk, amounting to US$ 17,148 as of September 30, 2022 (US$ 17,121 as of December 31, 2021).
The sensitivity analysis for financial instruments
subject to foreign exchange variation is set out in note 27.3.
A maturity schedule of the Company’s finance
debt (undiscounted), including face value and interest payments is set out as follows:
Maturity |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 and thereafter |
09.30.2022 |
12.31.2021 |
Principal |
1,129 |
3,087 |
3,990 |
3,136 |
2,550 |
17,645 |
31,537 |
36,557 |
Interest |
461 |
1,855 |
1,661 |
1,381 |
1,235 |
18,740 |
25,332 |
30,557 |
Total |
1,590 |
4,942 |
5,651 |
4,517 |
3,785 |
36,385 |
56,869 |
67,114 |
A maturity schedule of the lease arrangements (nominal
amounts) is set out in note 24.
|
|
|
|
|
|
09.30.2022 |
Company |
Financial
institution |
Date |
Maturity |
Available
(Lines of Credit) |
Used |
Balance |
Abroad |
|
|
|
|
|
|
PGT BV |
Syndicate of banks |
12/16/2021 |
11/16/2026 |
5,000 |
− |
5,000 |
PGT BV (*) |
Syndicate of banks |
3/27/2019 |
2/27/2024 |
3,250 |
− |
3,250 |
Total |
|
|
|
8,250 |
− |
8,250 |
|
|
|
|
|
|
|
In Brazil |
|
|
|
|
|
|
Petrobras |
Banco do Brasil |
3/23/2018 |
9/26/2026 |
370 |
− |
370 |
Petrobras |
Bradesco |
6/1/2018 |
5/31/2023 |
370 |
− |
370 |
Petrobras |
Banco do Brasil |
10/4/2018 |
9/5/2025 |
370 |
− |
370 |
Transpetro |
Caixa Econômica Federal |
11/23/2010 |
Not defined |
61 |
− |
61 |
Total |
|
|
|
1,171 |
− |
1,171 |
(*) In April 2021, the subsidiary PGT BV extended part of the Revolving Credit Facility. As such, US$ 2,050 will be available for withdrawal from February 28, 2024 until February 27, 2026. |
Changes in the balance of lease liabilities are
presented below:
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2021 |
4,604 |
18,439 |
23,043 |
Remeasurement / new contracts |
1,869 |
1,688 |
3,557 |
Payment of principal and interest |
(1,209) |
(2,797) |
(4,006) |
Interest expenses |
257 |
732 |
989 |
Foreign exchange gains and losses |
(59) |
(595) |
(654) |
Translation adjustment |
84 |
535 |
619 |
Transfers |
− |
(135) |
(135) |
Balance at September 30, 2022 |
5,546 |
17,867 |
23,413 |
Current |
|
|
5,337 |
Non-current |
|
|
18,076 |
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2020 |
4,340 |
17,310 |
21,650 |
Remeasurement / new contracts |
549 |
4,267 |
4,816 |
Payment of principal and interest |
(1,162) |
(3,218) |
(4,380) |
Interest expenses |
174 |
731 |
905 |
Foreign exchange gains and losses |
97 |
794 |
891 |
Translation adjustment |
(180) |
(833) |
(1,013) |
Transfers |
20 |
(17) |
3 |
Balance at September 30, 2021 |
3,838 |
19,034 |
22,872 |
Current |
|
|
5,690 |
Non-current |
|
|
17,182 |
A maturity schedule of the lease arrangements (nominal
amounts) is set out as follows:
Nominal Future Payments |
2022 |
2023 |
2024 |
2025 |
2026 |
2027 onwards |
Total |
Balance at September 30, 2022 |
1,549 |
5,108 |
4,119 |
3,048 |
2,252 |
15,853 |
31,929 |
Balance at December 31, 2021 |
5,567 |
3,944 |
3,027 |
2,309 |
1,972 |
14,608 |
31,427 |
Payments in certain lease agreements vary due to
changes in facts or circumstances occurring after their inception other than the passage of time. Such payments are not included in the
measurement of the lease obligations. Variable lease payments in the nine-month period ended September 30, 2022, amounted to US$ 864,
representing 22% in relation to fixed payments (US$ 606 and 14% in the same period of 2021).
In the nine-month period ended September 30, 2022,
the Company recognized lease expenses in the amount of US$ 108 relating to short-term leases (US$ 74 in the same period of 2021).
At September 30, 2022, the nominal amounts of lease
agreements for which the lease term has not commenced, as they relate to assets under construction or not yet available for use, is US$ 77,055
(US$ 79,557 at December 31, 2021).
The sensitivity analysis of financial instruments
subject to exchange variation is presented in note 27.3.
| 25.1. | Share capital (net of share issuance
costs) |
As of September 30, 2022 and December 31, 2021,
subscribed and fully paid share capital, net of issuance costs, was US$ 107,101, represented by 7,442,454,142 common shares and 5,602,042,788
preferred shares, all of which are registered, book-entry shares with no par value.
Preferred shares have priority on returns of capital,
do not grant any voting rights and are non-convertible into common shares.
As of September 30, 2022 and December 31, 2021,
the Company held treasury shares, of which 222,760 are common shares and 72,909 are preferred shares.
| 25.2. | Distributions to shareholders |
Dividends payable relating to 2021
On April 13, 2022, the Annual General Shareholders
Meeting approved dividends relating to 2021, amounting to US$ 18,541 (corresponding to US$ 1.4215 per outstanding share), of
which US$ 11,853 was anticipated during 2021 (updated by SELIC interest rate from the date of each payment to December 31, 2021) and US$
6,688 of complementary dividends.
These complementary dividends of US$ 6,688 were
reclassified from shareholders' equity to liabilities on the date of approval on the Annual General Shareholders Meeting and paid on May
16, 2022 in the amount of US$ 6,987, equivalent to US$ 0.5356 per outstanding share, including the updated by the Selic interest rate
from December 31, 2021 to the payment date, in the amount of US$ 299.
Anticipation of distribution to shareholders relating
to 2022
In the nine-month period ended September 30, 2022,
the Company’s Board of Directors approved the anticipation of distribution to shareholders, in the amount of US$ 26,522 (equivalent
to US$ 2.0332 dollars per common and preferred outstanding share), based on the
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
use of a portion of profit retention reserve account
(intermediate) and on the net income for the period from January to June 2022 (interim), as shown in the following table:
|
Date of approval |
Date of record |
Amount per Share |
Amount |
1st intermediate dividends |
05.05.2022 |
05.23.2022 |
0.1152 |
1,503 |
2nd intermediate dividends |
07.28.2022 |
08.11.2022 |
0.5413 |
7,061 |
Total intermediate dividends by use of a portion of profit retention reserve |
|
|
0.6565 |
8,564 |
|
|
|
|
|
1st interim dividends |
05.05.2022 |
05.23.2022 |
0.5412 |
7,059 |
1st interim interest on capital |
05.05.2022 |
05.23.2022 |
0.0859 |
1,121 |
2nd interim dividends |
07.28.2022 |
08.11.2022 |
0.6677 |
8,710 |
2nd interim interest on capital |
07.28.2022 |
08.11.2022 |
0.0819 |
1,068 |
Total interim dividends based on the net income of Jan-Jun/2022 |
|
|
1.3767 |
17,958 |
|
|
|
|
|
Total approved anticipations of dividends as of September 30, 2022 |
|
|
2.0332 |
26,522 |
|
|
|
|
|
Monetary restatement on paid anticipations |
|
|
0.032 |
417 |
|
|
|
|
|
Total anticipations of dividends monetarily restated |
|
|
2.0652 |
26,939 |
Amounts translated into U.S. dollars based on the exchange rate prevailing at the date of approval by the Company's Board of Directors. |
The anticipation of distribution to shareholders
were paid according to the date of record:
| · | May 23, 2022 – US$ 9,683 paid in 2 equal
installments of US$ 4,841.50 in June and July 2022; and |
| · | August 11, 2022 – US$ 16,839 paid in 2 equal
installments of US$ 8,419.50 in August and September 2022. |
According to the Company’s by-laws, these
amounts are indexed to the Selic interest rate, from the date of the payment to the end of the fiscal year (US$ 417 as of September 30,
2022), and will be considered when determining the remaining dividends to be paid relating to 2022 when the annual amounts are calculated.
The interest on capital anticipated for the year
2022 resulted in a deductible expense which reduced the income tax expense by US$ 736. This amount was subject to withholding income
tax (IRRF) of 15%, except for immune and exempt shareholders, as established in applicable law.
|
|
Jan-Sep/2022 |
|
Jan-Sep/2021 |
|
Common |
Preferred |
Total |
Common |
Preferred |
Total |
Net income attributable to shareholders of Petrobras |
16,191 |
12,187 |
28,378 |
8,124 |
6,115 |
14,239 |
Weighted average number of outstanding shares |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
Basic and diluted earnings per share - in U.S. dollars |
2.18 |
2.18 |
2.18 |
1.09 |
1.09 |
1.09 |
Basic and diluted earnings (losses) per ADS equivalent - in U.S. dollars (*) |
4.36 |
4.36 |
4.36 |
2.18 |
2.18 |
2.18 |
|
|
|
Jul-Sep/2022 |
|
Jul-Sep/2021 |
|
Common |
Preferred |
Total |
Common |
Preferred |
Total |
Net income attributable to shareholders of Petrobras |
5,000 |
3,763 |
8,763 |
3,388 |
2,550 |
5,938 |
Weighted average number of outstanding shares |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
7,442,231,382 |
5,601,969,879 |
13,044,201,261 |
Basic and diluted earnings per share - in U.S. dollars |
0.67 |
0.67 |
0.67 |
0.46 |
0.46 |
0.46 |
Basic and diluted earnings (losses) per ADS equivalent - in U.S. dollars (*) |
1.34 |
1.34 |
1.34 |
0.92 |
0.92 |
0.92 |
(*) Petrobras' ADSs are equivalent to two shares. |
Basic earnings per share are calculated by dividing
the net income attributable to shareholders of Petrobras by the weighted average number of outstanding shares during the period.
Diluted earnings per share are calculated by adjusting
the net income attributable to shareholders of Petrobras and the weighted average number of outstanding shares during the period taking
into account the effects of all dilutive potential shares (equity instrument or contractual arrangements that are convertible into shares).
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Basic and diluted earnings are identical as the
Company has no potentially dilutive shares.
| 26. | Fair value of financial assets
and liabilities |
|
Level I |
Level II |
Level III |
Total fair
value
recorded |
Assets |
|
|
|
|
Marketable securities |
655 |
- |
- |
655 |
Commodity derivatives |
16 |
4 |
- |
20 |
Interest rate derivatives |
- |
9 |
- |
9 |
Balance at September 30, 2022 |
671 |
13 |
- |
684 |
Balance at December 31, 2021 |
650 |
23 |
− |
673 |
|
|
|
|
|
Liabilities |
|
|
|
|
Foreign currency derivatives |
- |
(481) |
- |
(481) |
Commodity derivatives |
− |
(3) |
- |
(3) |
Balance at September 30, 2022 |
− |
(484) |
- |
(484) |
Balance at December 31, 2021 |
(1) |
(272) |
− |
(273) |
The estimated fair value for the Company’s
non-current debt, computed based on the prevailing market rates, is set out in note 23.
Certain receivables are classified as fair value
through profit or loss, as presented in note 9.
The fair values of cash and cash equivalents, current
debt and other financial assets and liabilities are equivalent or do not differ significantly from their carrying amounts.
| 27.1. | Derivative financial instruments |
A summary of the positions of the derivative financial
instruments held by the Company and recognized in other current assets and liabilities as of September 30, 2022 , as well as the amounts
recognized in the statement of income and other comprehensive income and the guarantees given is set out as follows:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Statement of Financial Position |
|
|
|
|
Fair value |
|
|
Notional value |
Asset Position (Liability) |
Maturity |
|
09.30.2022 |
12.31.2021 |
09.30.2022 |
12.31.2021 |
|
Derivatives not designated for hedge accounting |
|
|
|
|
|
Future contracts - total (*) |
(2,395) |
(1,308) |
16 |
(1) |
|
Long position/Crude oil and oil products |
6,781 |
1,380 |
- |
- |
2022 |
Short position/Crude oil and oil products |
(9,176) |
(2,688) |
- |
- |
2022 |
Swap (**) |
|
|
|
|
− |
Long put/ Soybean oil (**) |
3 |
- |
− |
− |
2022 |
Long put/ Soybean oil (**) |
(7) |
(11) |
1 |
- |
2022 |
Options |
|
|
|
|
|
Long put/ Soybean oil (**) |
11 |
- |
3 |
- |
2022 |
Long put/ Soybean oil (**) |
(21) |
− |
(2) |
- |
2022 |
Forward contracts |
|
|
|
|
|
Long position/Foreign currency forwards (BRL/USD) (***) |
US$ 5 |
− |
- |
− |
2022 |
Short position/Foreign currency forwards (BRL/USD) (***) |
US$ 26 |
US$ 15 |
(1) |
- |
2022 |
Swap |
|
|
|
|
|
Foreign currency / Cross-currency Swap (***) |
GBP 583 |
GBP 583 |
(140) |
23 |
2026 |
Foreign currency / Cross-currency Swap (***) |
GBP 442 |
GBP 442 |
(237) |
(50) |
2034 |
Swap - IPCA |
R$ 3,008 |
R$ 3,008 |
9 |
(1) |
2029/2034 |
Foreign currency / Cross-currency Swap (***) |
US$ 729 |
US$ 729 |
(102) |
(221) |
2024/2029 |
Total recognized in the Statement of Financial Position |
|
|
(453) |
(250) |
|
(*) Notional value in thousands of bbl. |
|
|
|
|
|
(**) Notional value in thousands of tons. |
(***) Amounts in US$, GBP and R$ are presented in million.
|
|
Gains/ (losses) recognized in the statement of income |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Commodity derivatives |
|
|
|
|
Other commodity derivative transactions - 27.2 (a) |
(135) |
(56) |
87 |
(14) |
Recognized in Other Income and Expenses |
(135) |
(56) |
87 |
(14) |
Currency derivatives |
|
|
|
|
Swap Pounds Sterling x Dollar - 27.3 (b) |
(390) |
(94) |
(234) |
(91) |
NDF – Pounds Sterling x Dollar - 27.3 (b) |
− |
9 |
− |
− |
Swap CDI x Dollar - 27.3 (b) |
170 |
2 |
23 |
(54) |
Others |
− |
1 |
− |
− |
|
(220) |
(82) |
(211) |
(145) |
Interest rate derivatives |
|
|
|
|
Swap - CDI X IPCA |
(25) |
(36) |
(9) |
(26) |
|
(25) |
(36) |
(9) |
(26) |
Cash flow hedge on exports - 27.3 (a) |
(3,597) |
(3,339) |
(1,109) |
(1,032) |
Recognized in Net finance income (expense) |
(3,842) |
(3,457) |
(1,329) |
(1,203) |
Total |
(3,977) |
(3,513) |
(1,242) |
(1,217) |
|
Gains/ (losses) recognized in other comprehensive income |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Jul-Sep/2022 |
Jul-Sep/2021 |
Cash flow hedge on exports - 27.3 (a) |
6,664 |
883 |
(897) |
(3,875) |
|
|
|
|
|
|
|
|
Guarantees given as collateral |
|
|
|
09.30.2022 |
12.31.2021 |
Commodity derivatives |
|
|
82 |
15 |
Currency derivatives |
|
|
417 |
27 |
Total |
|
|
499 |
42 |
A sensitivity analysis of the derivative financial
instruments for the different types of market risks as of September 30, 2022 is set out as follows:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Financial Instruments |
Risk |
Probable Scenario |
Reasonably possible
scenario |
Remote
Scenario |
Derivatives not designated for hedge accounting |
|
|
|
|
Future and forward contracts |
Crude oil and oil products - price changes |
- |
(146) |
(291) |
Future and forward contracts |
Soybean oil - price changes |
1 |
− |
− |
Option |
Soybean oil |
1 |
5 |
13 |
Non-deliverable forwards (NDF) |
Foreign currency - depreciation BRL x USD |
(1) |
2 |
2 |
|
|
1 |
(139) |
(276) |
The probable scenario uses market references, used
in pricing models for oil, oil products and natural gas markets, and takes into account the closing price of the asset on September 30,
2022. Therefore, no variation is considered arising from outstanding operations in this scenario. The reasonably possible and remote scenarios
reflect the potential effects on the statement of income from outstanding transactions, considering a variation in the closing price of
25% and 50%, respectively. To simulate the most unfavorable scenarios, the variation was applied to each asset according to open transactions:
price decrease for long positions and increase for short positions.
| 27.2. | Risk management of products prices |
The Company is usually exposed to commodity price
cycles, although it may use derivative instruments to hedge exposures related to prices of products purchased and sold to fulfill operational
needs and in specific circumstances depending on business environment analysis and assessment of whether the targets of the Strategic
Plan are being met.
| a) | Other commodity derivative transactions |
Petrobras, by use of its assets, positions and
market knowledge from its operations in Brazil and abroad, occasionally seeks to optimize some of its commercial operations in the international
market, with the use of commodity derivatives to manage price risk.
| 27.3. | Foreign exchange risk management |
| a) | Cash Flow Hedge involving the
Company’s future exports |
The carrying amounts, the fair value as of September
30, 2022, and a schedule of expected reclassifications to the statement of income of cumulative losses recognized in other comprehensive
income (shareholders’ equity) based on a US$ 1.00 / R$ 5.4066 exchange rate are set out below:
|
|
|
Present value of hedging instrument notional
value at
09.30.2022 |
Hedging Instrument |
Hedged Transactions |
Nature
of the Risk |
Maturity
Date |
US$ million |
R$ million |
Foreign exchange gains and losses on proportion of non-derivative financial instruments cash flows |
Foreign exchange gains and losses of highly probable future monthly exports revenues |
Foreign Currency
– Real vs U.S. Dollar
Spot Rate |
October 2022 to September 2032 |
64,058 |
346,336 |
Changes in the present value of hedging instrument notional value |
US$ million |
R$ million |
Amounts designated as of December 31, 2021 |
72,640 |
405,370 |
Additional hedging relationships designated, designations revoked and hedging instruments re-designated |
10,826 |
56,434 |
Exports affecting the statement of income |
(8,598) |
(43,848) |
Principal repayments / amortization |
(10,810) |
(55,364) |
Foreign exchange variation |
- |
(16,256) |
Amounts designated as of September 30, 2022 |
64,058 |
346,336 |
Nominal value of hedging instrument (finance debt and lease liability) at September 30, 2022 |
74,496 |
402,768 |
In the nine-month period ended September 30, 2022,
the Company recognized a US$ 160 loss within foreign exchange gains (losses) due to ineffectiveness (a US$ 15 gain in the same period
of 2021).
The average ratio of future exports for which cash
flow hedge accounting was designated to the highly probable future exports is 64.91%.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
A roll-forward schedule of cumulative foreign exchange
losses recognized in other comprehensive income as of September 30, 2022 is set out below:
|
Exchange rate variation |
Tax effect |
Total |
Balance at December 31, 2021 |
(36,621) |
12,452 |
(24,169) |
Recognized in Other comprehensive income |
3,067 |
(1,043) |
2,024 |
Reclassified to the statement of income - occurred exports |
3,597 |
(1,223) |
2,374 |
Balance at September 30, 2022 |
(29,957) |
10,186 |
(19,771) |
|
|
|
|
|
Exchange rate variation |
Tax effect |
Total |
Balance at December 31, 2020 |
(37,257) |
12,667 |
(24,590) |
Recognized in Other comprehensive income |
(2,456) |
835 |
(1,621) |
Reclassified to the statement of income - occurred exports |
3,339 |
(1,134) |
2,205 |
Balance at September 30, 2021 |
(36,374) |
12,368 |
(24,006) |
Additional hedging relationships may be revoked
or additional reclassification adjustments from equity to the statement of income may occur as a result of changes in forecasted export
prices and export volumes following a revision of the Company’s strategic plan. Based on a sensitivity analysis considering a US$ 10/barrel
decrease in Brent prices stress scenario, when compared to the Brent price projections in the Strategic Plan 2022-2026, would not indicate
a reclassification from equity to the statement of income.
A schedule of expected reclassification of cumulative
foreign exchange losses recognized in other comprehensive income to the statement of income as of September 30, 2022 is set out below:
|
2022 |
2023 |
2024 |
2025 |
2026 |
2027 |
2028 a 2031 |
Total |
Expected realization |
(2,354) |
(7,307) |
(5,591) |
(3,708) |
(3,187) |
(3,338) |
(4,472) |
(29,957) |
|
|
|
|
|
|
|
|
|
| b) | Information on ongoing contracts |
As of September 30, 2022, the Company has outstanding
swap contracts - IPCA x CDI and CDI x Dollar, as well as Swap - Pound sterling x Dollar.
Swap contracts – IPCA x
CDI and CDI x Dollar
Changes in future interest rate curves (CDI) may
have an impact on the Company's results, due to the market value of these swap contracts. The parallel shock was estimated from the average
term of swap contracts (25% of the future interest rate). A sensitivity analysis on CDI through a parallel shock keeping all other variables
remaining constant, would result in the impacts shown in the following table:
Sensitivity Analysis |
Result |
Parallel increase of 300 basis points |
(8) |
Parallel reduction of 300 basis points |
16 |
| c) | Sensitivity analysis for foreign
exchange risk on financial instruments |
A sensitivity analysis is set out below, showing
the probable scenario for foreign exchange risk on financial instruments, computed based on external data along with reasonably possible
and remote scenarios (25% and 50% changes in the foreign exchange rates prevailing on September 30, 2022, respectively), except for assets
and liabilities of foreign subsidiaries, when transacted in a currency equivalent to their respective functional currencies. This analysis
only covers the exchange rate variation and maintains all other variables constant.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
Financial Instruments |
Exposure at 09.30.2022 |
Risk |
Probable Scenario (*) |
Reasonably possible
scenario |
Remote
Scenario |
Assets |
6,198 |
|
(237) |
1,550 |
3,099 |
Liabilities |
(97,364) |
Dollar/Real |
3,720 |
(24,341) |
(48,682) |
Exchange rate - Cross currency swap |
(556) |
|
21 |
(139) |
(278) |
Cash flow hedge on exports |
64,058 |
|
(2,448) |
16,015 |
32,029 |
|
(27,664) |
|
1,056 |
(6,915) |
(13,832) |
Assets |
841 |
Euro/Dollar |
(7) |
210 |
421 |
Liabilities |
(1,705) |
|
14 |
(426) |
(853) |
|
(864) |
|
7 |
(216) |
(432) |
Assets |
1,343 |
|
(33) |
336 |
672 |
Liabilities |
(2,682) |
Pound/Dollar |
65 |
(671) |
(1,341) |
Non Deliverable Forward (NDF) |
1,140 |
|
(28) |
285 |
570 |
|
(199) |
|
4 |
(50) |
(99) |
Assets |
2 |
Pound/Real |
− |
1 |
1 |
Liabilities |
(18) |
|
1 |
(5) |
(9) |
|
(16) |
|
1 |
(4) |
(8) |
Assets |
4 |
Euro/Real |
− |
1 |
2 |
Liabilities |
(16) |
|
1 |
(4) |
(8) |
|
(12) |
|
1 |
(3) |
(6) |
Total at September 30, 2022 |
(28,755) |
|
1,069 |
(7,188) |
(14,377) |
(*) At September 30, 2022, the probable scenario was computed based on the following risks: R$ x U.S. Dollar - a 3.82% appreciation of the Real; Euro x Dollar: a 0.8 depreciation of the Euro; Pound Sterling x U.S. Dollar: a 2.51% depreciation of the Pound Sterling; Real x Euro: a 4.6% appreciation of the Real; and Real x Pound Sterling - a 6.2% appreciation of the Real. Source: Focus and Thomson Reuters. |
| 27.4. | Interest rate risk management |
The Company considers that interest rate risk does
not create a significant exposure and therefore, preferably does not use derivative financial instruments to manage interest rate risk,
except for specific situations faced by certain subsidiaries of Petrobras.
The sensitivity analysis of interest rate risk
presented in the table below is carried out for a 12-month term. Amounts referring to reasonably possible and remote scenarios mean the
total floating interest expense if there is a variation of 25% and 50% in these interest rates, respectively, maintaining all other variables
constant.
Risk |
|
Probable Scenario (*) |
Reasonably possible
scenario |
Remote
Scenario |
LIBOR 3M |
|
11 |
14 |
16 |
LIBOR 6M |
|
589 |
672 |
755 |
CDI |
|
170 |
212 |
255 |
TJLP |
|
66 |
83 |
99 |
IPCA |
|
80 |
100 |
120 |
|
|
916 |
1,081 |
1,245 |
(*) The probable scenario was calculated considering the quotations of currencies and floating rates to which the debts are indexed. |
| 27.5. | Liquidity risk management |
The possibility of a shortage of cash or other
financial assets in order to settle the Company’s obligations on the agreed dates is managed by the Company. Following its liability
management strategy, the Company regularly evaluates market conditions and may enter into transactions to repurchase its own securities
or those of its affiliates, through a variety of means, including tender offers, make whole exercises and open market repurchases, in
order to improve its debt repayment profile and cost of debt.
| 28. | Related-party transactions |
The Company has a policy for related-party transactions, which
is annually revised and approved by the Board of Directors in accordance with the Company’s by-laws.
This policy also aims to ensure adequate and diligent decision-making
process by the Company's key management.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 28.1. | Transactions with joint ventures,
associates, government entities and pension plans |
The Company has engaged, and expects to continue
to engage, in the ordinary course of business in numerous transactions with joint ventures, associates, pension plans, as well as with
the Company’s controlling shareholder, the Brazilian Federal Government, which include transactions with banks and other entities
under its control, such as financing and banking, asset management and other transactions.
The balances of significant transactions are set
out in the following table:
|
|
09.30.2022 |
|
12.31.2021 |
|
Assets |
Liabilities |
Assets |
Liabilities |
Joint ventures and associates |
|
|
|
|
State-controlled gas distributors (joint ventures) |
− |
− |
255 |
42 |
Petrochemical companies (associates) |
16 |
1 |
26 |
12 |
Other associates and joint ventures |
73 |
27 |
104 |
13 |
Subtotal |
89 |
28 |
385 |
67 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
1,717 |
- |
1,446 |
- |
Banks controlled by the Brazilian Government |
10,254 |
1,186 |
8,417 |
1,267 |
Petroleum and alcohol account - receivables from the Brazilian Government |
572 |
- |
506 |
- |
Pré-Sal Petróleo S.A. – PPSA |
- |
167 |
− |
− |
Others |
50 |
92 |
28 |
54 |
Subtotal |
12,593 |
1,445 |
10,397 |
1,321 |
Pension plans |
52 |
33 |
51 |
61 |
Total |
12,734 |
1,506 |
10,833 |
1,449 |
Current |
2,505 |
506 |
2,110 |
315 |
Non-Current |
10,229 |
1,000 |
8,723 |
1,134 |
Total |
12,734 |
1,506 |
10,833 |
1,449 |
The income/expenses of significant transactions
are set out in the following table:
|
2022 |
2021 |
2022 |
2021 |
|
Jan-Sep |
Jan-Sep |
Jul-Sep |
Jul-Sep |
Joint ventures and associates |
|
|
|
|
BR Distribuidora (now called Vibra Energia) |
− |
12,745 |
− |
5,137 |
Natural Gas Transportation Companies |
− |
(362) |
− |
(58) |
State-controlled gas distributors (joint ventures) |
1,196 |
1,719 |
− |
685 |
Petrochemical companies (associates) |
3,631 |
2,622 |
1,174 |
1,032 |
Other associates and joint ventures |
92 |
272 |
3 |
153 |
Subtotal |
4,919 |
16,996 |
1,177 |
6,949 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
151 |
38 |
58 |
18 |
Banks controlled by the Brazilian Government |
24 |
(140) |
54 |
(47) |
Receivables from the Electricity sector |
− |
127 |
− |
15 |
Petroleum and alcohol account - receivables from the Brazilian Government |
53 |
37 |
7 |
15 |
Brazilian Federal Government - dividends |
37 |
− |
114 |
4 |
Pré-Sal Petróleo S.A. – PPSA |
(438) |
(81) |
(267) |
(14) |
Others |
2 |
(63) |
7 |
(30) |
Subtotal |
(171) |
(82) |
(27) |
(39) |
Total |
4,748 |
16,914 |
1,150 |
6,910 |
Revenues, mainly sales revenues |
4,983 |
17,647 |
1,183 |
7,043 |
Purchases and services |
(1) |
(547) |
(6) |
(61) |
Income (expenses) |
(509) |
(188) |
(264) |
(41) |
Foreign exchange and inflation indexation charges, net |
9 |
(73) |
40 |
(28) |
Finance income (expenses), net |
266 |
75 |
197 |
(3) |
Total |
4,748 |
16,914 |
1,150 |
6,910 |
The liability related to pension plans of the Company's
employees and managed by the Petros Foundation, including debt instruments, is presented in note 12.
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
| 28.2. | Compensation of key management
personnel |
The criteria for compensation of members of
the Board of Directors and the Board Executive Officers is based on the guidelines established by the Secretariat of Management and Governance
of the State-owned Companies (SEST) of the Ministry of Economy, and by the MME. The total compensation is set out as follows:
|
|
Jan-Sep/2022 |
|
Jan-Sep/2021 |
|
Executive Officers |
Board of Directors |
Total |
Executive Officers |
Board of Directors |
Total |
Wages and short-term benefits |
1.9 |
− |
1.9 |
1.9 |
− |
1.9 |
Social security and other employee-related taxes |
0.6 |
− |
0.6 |
0.5 |
− |
0.5 |
Post-employment benefits (pension plan) |
0.3 |
− |
0.3 |
0.2 |
− |
0.2 |
Variable compensation |
2.0 |
- |
2.0 |
− |
- |
− |
Benefits due to termination of tenure |
0.2 |
- |
0.2 |
0.5 |
- |
0.5 |
Total compensation recognized in the statement of income |
5.0 |
− |
5.0 |
3.1 |
− |
3.1 |
Total compensation paid (*) |
5.1 |
− |
5.1 |
5.5 |
− |
5.5 |
Monthly average number of members in the period |
9.00 |
11.00 |
20.00 |
9.00 |
10.44 |
19.44 |
Monthly average number of paid members in the period |
9.00 |
3.33 |
12.33 |
9.00 |
4.89 |
13.89 |
(*) The variable compensation (PPP) paid to management is included in the Executive Officers columns. |
In the nine-month period ended September 30, 2022,
expenses related to compensation of the board members and executive officers of Petrobras amounted to US$ 10.4 (US$ 9.5 for
the same period of 2021).
On April 13, 2022, the Company’s Annual Shareholders’
Meeting set the threshold for the overall compensation for executive officers and board members at US$ 8 (R$ 39.59 million)
from April 2022 to March 2023.
The compensation of the Advisory Committees to
the Board of Directors is separate from the fixed compensation set for the Board Members and, therefore, has not been classified under
compensation of Petrobras’ key management personnel.
In accordance with Brazilian regulations applicable
to companies controlled by the Brazilian Federal Government, Board members who are also members of the Statutory Audit Committees are
only compensated with respect to their Audit Committee duties. The total compensation concerning these members was US$ 469 thousand
for the nine-month period ended September 30, 2022 (US$ 563 thousand with tax and social security costs). For the same period of
2021, the total compensation concerning these members was US$ 391 thousand (US$ 460 thousand with tax and social security costs).
| 29. | Supplemental information on statement
of cash flows |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Amounts paid/received during the period: |
|
|
Withholding income tax paid on behalf of third-parties |
1,133 |
548 |
Transactions not involving cash |
|
|
Purchase of property, plant and equipment on credit |
19 |
- |
Lease |
5,439 |
5,290 |
Provision/(reversals) for decommissioning costs |
10 |
1 |
Use of tax credits and judicial deposit for the payment of contingency |
87
|
540 |
Assets received due to the increase of interest in concessions without disbursement |
- |
99 |
Remeasurement of property, plant and equipment acquired in previous periods |
24 |
- |
The final balance of Cash and cash equivalents
in the Statements of Cash Flows includes amounts related to assets classified as held for sale, as shown in the reconciliation below:
Table of Contents |
|
NOTES TO THE UNAUDITED CONSOLIDATED INTERIM FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Jan-Sep/2022 |
Jan-Sep/2021 |
Reconciliation of the balance at the beginning of the period |
|
|
Cash and cash equivalents in statements of financial position |
10,467 |
11,711 |
Cash and cash equivalents classified as assets held for sale (note 22) |
13 |
14 |
Cash and cash equivalents according to Statements of Cash Flows (opening balance) |
10,480 |
11,725 |
Reconciliation of the balance at the end of the period |
|
|
Cash and cash equivalents in statements of financial position |
4,374 |
10,919 |
Cash and cash equivalents classified as assets held for sale (note 22) |
− |
6 |
Cash and cash equivalents according to Statements of Cash Flows (closing balance) |
4,374 |
10,925 |
On October 18, 2022, Petrobras signed a Debt Confession
Instrument formalizing its commitment to pay extraordinary contributions related to the Deficit Settlement Plan - 2015 (PED 2015), implemented
in 2017, for the Renegotiated and Non Renegotiated Petros Plans (PPSP-R and PPSP-NR). Payments of extraordinary contributions were not
previously made because of court injunctions.
The amount owed by Petrobras is US$ 206 (R$ 1,114
million) and refers to the amounts not charged from July 2020 to December 2021. From this total, on October 28, 2022, the Company paid
US$ 42 (R$ 229 million), and the remainder US$ 164 (R$ 885 million), will be paid in installments, on a parity basis with the
payments of the participants of the plan.
The effects of this settlement plan have already
been recognized in the Company’s financial statements in the years in which they were implemented.
On October 31, 2022, the Company released to the
market a public offering for the distribution of real estate receivables certificates (CRI), in the amount ranging from US$ 277 (R$
1,500 million) to US$ 333 (R$1,800 million). The CRIs are backed by book-entry commercial notes of the 2nd issue of Petrobras,
without real or personal guarantee, in up to three series (Commercial Notes), for private placement.
In October 2022, as a result of leniency and collaboration
agreements signed with the Brazilian Public Prosecutor’s Office (Ministério Público Federal), the General Federal
Inspector’s Office (Controladoria Geral da União) and the Federal Attorney General's Office (Advocacia-Geral da
União), the Company recovered US$ 60 (R$ 324 million).
On November 3, 2022, Petrobras’s Board of
Directors approved the distribution of remuneration to shareholders in the amount of US$ 8,507, or R$ 43,684 million (US$ 0.6370
per outstanding preferred and common shares, or R$ 3.3489), of which US$ 7,988, or R$ 41,021 million, as an anticipation
based on the net income for the three-month period ended September 30, 2022, and US$ 519, or R$ 2,663 million, as an intermediate
distribution by use of a portion of the profit retention reserve, as presented in the following table:
These dividends and interest on capital will be
paid in two equal installments, on December 20, 2022 and January 19, 2023, and will be deducted from the remuneration that will be distributed
to shareholders relating to the fiscal year 2022.
For the purpose of calculating the total dividends
to be paid relating to the fiscal year 2022, the amount related to the first installment will be adjusted by the Selic rate from the date
of payment to the end of the fiscal year, and the amount related to the second installment will be adjusted by the Selic rate from December
31, 2022 until payment on January 19, 2023.