Petrobras – Clarification on news: Business in Benin

Petrobras – Clarification on news: Business in Benin

10/14/2015

Rio de Janeiro, October 14, 2015 – Petróleo Brasileiro S.A. – Petrobras hereby complies with OFFICIAL LETTER 405/2015/CVM/SEP/GEA-1, which requests clarifications as follows:

OFFICIAL LETTER No 405/2015/CVM/SEP/GEA-1

“We refer to the news article published on October 11, 2015 in the O Globo newspaper, O País [The Country] section, entitled “Estatal investiu US$ 66 milhões para explorar poço seco em negócio suspeito” [State owned oil company invested US$66 million to explore dry well through suspicious business deal], which features the following information, among others:

The purchase of the operations of an oil field in Benin proved a terrible business for Petrobras, according to sources familiar with the matter. The transaction lies in the origin of the payment of bribe to Eduardo Cunha (PMDB-RJ), president of the Brazilian Chamber of Deputies, who allegedly received deposits totaling US$1.3 million from lobbyist João Augusto Rezende Henriques in the same month in which the investment decision was made.

In 2011, Petrobras paid US$34.5 million for 50% of the so-called Block 4 – a 7,400 square kilometers area located 60 kilometers from the coast in up to 3,200 meters of water depth – owned by Companie Beninoise des Hydrocarbures Sarl (CBH), a subsidiary of Lusitania Group, from the Portuguese entrepreneur Idalécio de Oliveira. At that time, José Sérgio Gabrielli was the head of Petrobras, with Jorge Luiz Zelada as the international manager. They both left the company in 2012.

After Petrobras paid up the transaction, Lusitania passed on, in May 2011, US$10 million to a company owned by Henriques as “success fee” for securing the deal.

CUNHA DENIES THE CHARGES

As soon as the transaction was concluded, Petrobras started to perform seismic studies in part of the block. The area was internally classified by the company as “of high exploratory risk”. Consequently, the company began looking for partners to invest in the area, and entered into an agreement with Shell, which bought a 35% interest in the block in 2012 (15% from Petrobras and 20% from CBH). As a result, Petrobras’ stake fell to 35% and CBH’s stake to 30%.

In June 2014, the first well turned out to be dry, in other words, no oil was found in it. Petrobras alone had already spent approximately US$66 million, according to a source who preferred to remain anonymous.

Since the agreement established that the second well would only be explored if the first well had enough oil so as to be commercially viable, Petrobras and Shell decided to leave the project, which became a process involving one year of talks with CBH and was finally concluded last July, according to a source.

Today Lusitania Group has only two major assets: Block 4 and an iron ore exploration project in Carajás, state of Pará. According to sources, Idalécio de Oliveira also lived in Rio.

The Benin operation belonged to Petrobras Oil & Gas BV, a subsidiary of Petrobras International Braspetro, which is based in Rotterdam, the Netherlands. Since the deal was performed by means of subsidiaries, Petrobras did not have to disclose the transaction price to the Brazilian market, according to an informant.

The magnitude of the “success fee” paid to the lobbyist – virtually one third of the transaction price – called attention from specialists. According to the Secretary General of Associação Contas Abertas (a nonprofit organization that tracks income and expenditure information of the Brazilian government at the federal, state and municipal levels), Gil Castello Branco, the Petrobras scandal shows that the systems for controlling state-backed companies have failed and need to be reconsidered.

Petrobras used to have internal control bodies, hire external audit firms, send information to the Brazilian Securities and Exchange Commission (CVM) and the Ministry of Planning, and was audited by the Court of Federal Accounts (TCU). None of these instances detected the systemic corruption. Perhaps the precise dimension of how much money was embezzled, how many projects were involved and how many people benefited from the scheme is still unknown, the informant said.

The president of the Brazilian Chamber of Deputies released a statement in which he denies receiving any advantage related to Petrobras or any state owned company or body. Cunha’s lawyers intend to file a petition with the Supreme Federal Court on Tuesday, asking immediate access to the documents of the prosecutor’s office. Cunha states that the Attorney General of the Republic has disclosed information which, in theory, should be covered by confidentiality, without giving him the right to a full defense. He considers the episode “a leak of political data”.

He also reiterates he will not step aside or resign. The statement inquires the whereabouts of the data related to the other people under investigation and who might benefit from a biased action by the prosecution.

“We have come from a past in which the attorney general of the Republic was accused of turning a blind eye to all charges to a present in which the attorney general accuses the government,” says the statement. The newspaper contacted Petrobras but the company did want to make any comments on this matter.

In view of the above, we request that you clarify whether the news is true, and, if veracity is conformed, please explain the reasons why you did not consider it a material fact.”

Clarification

As disclosed to the market on January 22, 2011, Petrobras acquired a 50% interest in Block 4, located off the coast of Benin – a West African coastal country – together with Compagnie Béninoise des Hydrocarbures (CBH), a subsidiary of Lusitania Petroleum, which held the remaining 50%.

At the time, this area, denominated as the Equatorial Atlantic Margin, attracted great interest from the oil industry, especially following the 2007 discovery of the Jubilee Field in the neighboring country of Ghana.

The expectation was to find light crude, as with other discoveries made during exploratory activities on the African continent. Petrobras was seeking areas with high exploratory potential in order to generate synergies with its Brazilian portfolio and obtain competitive advantages through its special expertise (turbidite reservoirs and deepwater production).

The investments of US$34.5 million in acquiring the exploratory block refer to the signature bonus and the reimbursement of previous costs. There were also other expenditures related to the acquisition, processing and interpretation of 3D seismic studies, as well as administrative costs and taxes, totaling around US$66 million, all of which were necessary for the drilling of the well.

In 2012, Shell manifested an interest in acquiring a share of the Block. The divestment benefited Petrobras, resulting in the sharing of costs and risks and the consequent reduction in its financial exposure.

Drilling of the Houmelan-1 well began on September 23, 2013 and operations were concluded on April 4, 2014, as it proved to be a dry well.

The lack of success and the information obtained from the drilling of Houmelan-1 substantially increased the risks of the prospect. Following negotiations between representatives of Petrobras, Shell, CBH and the Benin Government, the withdrawal of the Consortium from the Block 4 Exploration and Production Agreement was agreed upon.

Currently, Petrobras has no businesses in Benin.

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