Rio de Janeiro, May 06, 2016 – Petróleo Brasileiro S.A. – Petrobras hereby answers to the Official Letter No. 194/2016/CVM/SEP/GEA-1, which requests the following clarifications:
Official Letter No. 194/2016-CVM/SEP/GEA-1
1. We refer to the news item published on May 04, 2016, in the newspaper O Estado de São Paulo, Business & Economy section, under the title: “State-owned Comes to Blows with Partner”, which contained the following statements:
Petrobras is in conflict with its partner White Martins, with whom it created the Gemini Consortium in 2004 to operate in the liquefied natural gas (LNG) market. A year ago, the Administrative Council for Economic Defense (Cade – Conselho Administrativo de Defesa Econômica) preventively (temporary suspension) determined the end of the ban of a favorable treatment of gas supply prices by the State-owned to the consortium. However, White Martins filed a lawsuit to block the decision of the antitrust agency. Cade appealed to the Superior Court, which must rule on the case today.
The state found that Petrobras itself is trying to review the price agreement with White Martins, but has not yet succeeded. “The state-owned is not part of the lawsuit in which White Martins questions the decision of Cade. It was a unilateral decision. Petrobras had informed, when asked about the case, that it was trying to enforce the decision (of Cade), but it was facing some resistance from its partner,” said a source with knowledge on the subject.
In view of the above, we request that you clarify whether the information in question is true, and if so, why it was not disclosed through a Material Fact, as well as comment on other information deemed relevant to the issue.”
Since 2004, Petrobras participates in the Gemini Consortium, which is also composed by White Martins and Gaslocal.
There is an administrative process under way in the Administrative Council for Economic Defense (CADE), which investigates the alleged practice of anti-competitive conduct by the Gemini Consortium in the natural gas market, as reported in section 126.96.36.199 of Petrobras’ Reference Form. So far, there is no final decision by CADE on this matter.
Thus, CADE higher court determined, through a preventive measure, that while there is no final decision on the administrative process, the supply of natural gas by Petrobras within the Consortium must be done in the same terms of the pricing policy used by the Company in the general market of commercialization of natural gas to the distribution firms. This preventive measure was challenged in court by White Martins and no final decision has being made by the Superior Court of Justice (SCJ) regarding this subject.
Besides that, as the operating agreement governing the Gemini Consortium stipulates a revision of the consortium compensation rules when the tenth year of contract was reached (which happened in December 22, 2014) and, until now, no agreement between the parties has been reached, there is an ongoing arbitration procedure about this review. It is worth mentioning that the compensation of Petrobras, as part of the consortium, is based on the price of the natural gas delivered.
Facts deemed relevant on the subject will be timely announced to the market.