Rio de Janeiro, November 21, 2016 – Petróleo Brasileiro S.A. – Petrobras responds to Official Letter No. 543/2016 / CVM / SEP / GEA-1 requesting clarification, as follows:

Official Letter No. 543/2016/CVM/SEP/GEA-1

“Dear Officer,

1. We refer to the news published on 11.19.2016, in the Market section of Folha de São Paulo newspaper, under the heading “Petrobras to negotiate pre-salt areas with French group Total”, which includes the following statements:

Petrobras is negotiating the sale of a stake in the most coveted pre-salt areas – near mega-fields Lula and Sapinhoá – to French group Total.

The transaction is part of a strategic partnership agreement announced by the two companies in October and is also expected to include two thermal power plants and the lease of a gasification plant in Bahia.

The transaction is due to be completed by the end of this year, thereby helping Petrobras obtain US$ 15.1 billion from the sale of Assets by December. Such funds will be used to reduce the level of indebtedness of the state-owned company.
[…]

The fields being negotiated with Total are located in blocks BMS-9 and BMS-11, in the Santos basin – a region considered as the “crown-jewel” in the pre-salt as it includes the two largest producing fields in the country.

Lula and Sapinhoá will not be included in the transaction, but the infrastructure set up in these fields for the outflow of natural gas can be shared, thus reducing the costs of new investments.

In addition, the operation in the area allows the joint use of such resources as the logistics for transporting supplies and workforce to the platforms.
[…]

Iara, Berbigão, Sururu and Oeste de Atapu fields (located in block BMS-11, where Lula field is located) can be included in the package to the French party, as well as Lapa field (in BMS-9 block, adjacent to Sapinhoá).

The expectation is that there will be a dispute between Total and Shell over those fields located in block BMS-11. Shell and Portugal-based Galp are already Petrobras partners in that block, with 25% and 10% stake, respectively. As partners, they are entitled to preemptive right and may cover the proposal submitted by Total.

THERMAL POWER PLANTS

The agreement with Total will also include two thermal power plants and the lease of a regasification terminal in Bahia. This is a small business regarded by the state-owned company as a kind of laboratory designed to test this partnership model and offer it to other companies in the future.

2. Considering the foregoing, we request you to clarify whether the news is true, and, if the veracity of it be confirmed, explain the reasons for considering the event not to be a relevant fact, as well as comment on any other information deemed relevant to the subject.”

Clarification

Petrobras clarifies that the Memorandum of Understanding, signed on October 24, 2016, between Total and Petrobras, with the goal of establishing a strategic partnership, includes several initiatives, such as technological cooperation agreements, development of joint studies in areas in Brazil and abroad, and negotiation of partnerships in certain assets of common interest.

The negotiations of the terms and conditions related to potential transactions involving such assets are at initial stage.

Facts considered relevant on this issue will be timely communicated to the market.