UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C.
20549
FORM 6-K
Report of Foreign Private
Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange
Act of 1934
For the month of
March, 2024
Commission File Number
1-15106
PETRÓLEO BRASILEIRO
S.A. – PETROBRAS
(Exact name of registrant
as specified in its charter)
Brazilian Petroleum
Corporation – PETROBRAS
(Translation of Registrant's
name into English)
Avenida Henrique Valadares, 28 – 19th floor
20231-030 – Rio de Janeiro, RJ
Federative Republic of Brazil
(Address of principal
executive office)
Indicate by check mark
whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form
40-F _______
Indicate by check mark
whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission
pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No___X____
INDEX
Petróleo Brasileiro
S.A. – Petrobras
Consolidated Statements of Financial Position
PETROBRAS
As of December 31, 2023 and December 31, 2022 (Expressed in
millions of US Dollars, unless otherwise indicated)
Assets |
Note |
12.31.2023 |
12.31.2022 |
|
|
|
|
Cash and cash equivalents |
8 |
12,727 |
7,996 |
Marketable securities |
8 |
2,819 |
2,773 |
Trade and other receivables |
14 |
6,135 |
5,010 |
Inventories |
15 |
7,681 |
8,779 |
Recoverable income taxes |
17 |
218 |
165 |
Other recoverable taxes |
17 |
960 |
1,142 |
Others |
21 |
1,570 |
1,777 |
|
|
32,110 |
27,642 |
Assets classified as held for sale |
31 |
335 |
3,608 |
Current assets |
|
32,445 |
31,250 |
|
|
|
|
Trade and other receivables |
14 |
1,847 |
2,440 |
Marketable securities |
8 |
2,409 |
1,564 |
Judicial deposits |
19 |
14,746 |
11,053 |
Deferred income taxes |
17 |
965 |
832 |
Other recoverable taxes |
17 |
4,516 |
3,778 |
Others |
21 |
2,315 |
1,553 |
Long-term receivables |
|
26,798 |
21,220 |
Investments |
30 |
1,358 |
1,566 |
Property, plant and equipment - PP&E |
24 |
153,424 |
130,169 |
Intangible assets |
25 |
3,042 |
2,986 |
Non-current assets |
|
184,622 |
155,941 |
|
|
|
|
Total assets |
|
217,067 |
187,191 |
Liabilities |
Note |
12.31.2023 |
12.31.2022 |
|
|
|
|
Trade payables |
16 |
4,813 |
5,464 |
Finance debt |
32 |
4,322 |
3,576 |
Lease liability |
33 |
7,200 |
5,557 |
Income taxes payable |
17 |
1,300 |
2,883 |
Other taxes payable |
17 |
4,166 |
3,048 |
Dividends payable |
34 |
3,539 |
4,171 |
Provision for decommissioning costs |
20 |
2,032 |
− |
Employee benefits |
18 |
2,932 |
2,215 |
Others |
21 |
3,015 |
3,001 |
|
|
33,319 |
29,915 |
Liabilities related to assets classified as held for sale |
31 |
541 |
1,465 |
Current liabilities |
|
33,860 |
31,380 |
|
|
|
|
Finance debt |
32 |
24,479 |
26,378 |
Lease liability |
33 |
26,599 |
18,288 |
Income taxes payable |
17 |
299 |
302 |
Deferred income taxes |
17 |
10,910 |
6,750 |
Employee benefits |
18 |
15,579 |
10,675 |
Provisions for legal proceedings |
19 |
3,305 |
3,010 |
Provision for decommissioning costs |
20 |
21,171 |
18,600 |
Others |
21 |
1,890 |
1,972 |
Non-current liabilities |
|
104,232 |
85,975 |
Current and non-current liabilities |
|
138,092 |
117,355 |
|
|
|
|
Share capital (net of share issuance costs) |
34 |
107,101 |
107,101 |
Capital reserve and capital transactions |
|
410 |
1,144 |
Profit reserves |
34 |
72,641 |
66,434 |
Accumulated other comprehensive deficit |
|
(101,569) |
(105,187) |
Attributable to the shareholders of Petrobras |
|
78,583 |
69,492 |
Non-controlling interests |
30 |
392 |
344 |
Equity |
|
78,975 |
69,836 |
|
|
|
|
Total liabilities and equity |
|
217,067 |
187,191 |
The notes form an integral part of these financial statements. |
Consolidated Statements of Income
PETROBRAS
Years ended December 31, 2023, 2022 and 2021 (Expressed in millions
of US Dollars, unless otherwise indicated)
|
Note |
2023 |
2022 |
2021 |
Sales revenues |
9 |
102,409 |
124,474 |
83,966 |
Cost of sales |
10 |
(48,435) |
(59,486) |
(43,164) |
Gross profit |
|
53,974 |
64,988 |
40,802 |
|
|
|
|
|
Income (expenses) |
|
|
|
|
Selling expenses |
10 |
(5,038) |
(4,931) |
(4,229) |
General and administrative expenses |
10 |
(1,594) |
(1,332) |
(1,176) |
Exploration costs |
27 |
(982) |
(887) |
(687) |
Research and development expenses |
|
(726) |
(792) |
(563) |
Other taxes |
|
(890) |
(439) |
(406) |
Impairment (losses) reversals, net |
26 |
(2,680) |
(1,315) |
3,190 |
Other income and expenses, net |
11 |
(4,031) |
1,822 |
653 |
|
|
(15,941) |
(7,874) |
(3,218) |
|
|
|
|
|
Income before net finance expense, results of equity-accounted investments and income taxes |
|
38,033 |
57,114 |
37,584 |
|
|
|
|
|
Finance income |
|
2,169 |
1,832 |
821 |
Finance expenses |
|
(3,922) |
(3,500) |
(5,150) |
Foreign exchange gains (losses) and inflation indexation charges |
|
(580) |
(2,172) |
(6,637) |
Net finance expense |
12 |
(2,333) |
(3,840) |
(10,966) |
|
|
|
|
|
Results of equity-accounted investments |
30 |
(304) |
251 |
1,607 |
|
|
|
|
|
Net income before income taxes |
|
35,396 |
53,525 |
28,225 |
|
|
|
|
|
Income taxes |
17 |
(10,401) |
(16,770) |
(8,239) |
|
|
|
|
|
Net income for the year |
|
24,995 |
36,755 |
19,986 |
Net income attributable to shareholders of Petrobras |
|
24,884 |
36,623 |
19,875 |
Net income attributable to non-controlling interests |
|
111 |
132 |
111 |
Basic and diluted earnings per common and preferred share - in U.S. dollars |
34 |
1.91 |
2.81 |
1.52 |
|
|
|
|
|
The notes form an integral part of these financial statements. |
|
Consolidated Statements of Comprehensive Income
PETROBRAS
Years ended December 31, 2023, 2022 and 2021 (Expressed in millions
of US Dollars, unless otherwise indicated)
|
Note |
2023 |
2022 |
2021 |
Net income for the year |
|
24,995 |
36,755 |
19,986 |
|
|
|
|
|
Items that will not be reclassified to the statement of income: |
|
|
|
|
|
|
|
|
|
Actuarial gains (losses) on post-employment defined benefit plans |
18 |
|
|
|
Recognized in equity |
|
(3,574) |
(1,583) |
5,169 |
Deferred income tax |
|
271 |
212 |
(1,340) |
|
|
(3,303) |
(1,371) |
3,829 |
|
|
|
|
|
Items that may be reclassified subsequently to the statement of income: |
|
|
|
|
|
|
|
|
|
Unrealized gains (losses) on cash flow hedge - highly probable future exports |
35 |
|
|
|
Recognized in equity |
|
4,554 |
5,223 |
(3,949) |
Reclassified to the statement of income |
|
3,763 |
4,871 |
4,585 |
Deferred income tax |
|
(2,830) |
(3,432) |
(215) |
|
|
5,487 |
6,662 |
421 |
|
|
|
|
|
Translation adjustments (1) |
|
|
|
|
Recognized in equity |
|
1,186 |
975 |
(1,314) |
Reclassified to the statement of income |
|
− |
− |
41 |
|
|
1,186 |
975 |
(1,273) |
|
|
|
|
|
Share of other comprehensive income (loss) in equity-accounted investments |
30 |
|
|
|
Recognized in equity |
|
267 |
219 |
22 |
|
|
|
|
|
Other comprehensive income (loss) |
|
3,637 |
6,485 |
2,999 |
|
|
|
|
|
Total comprehensive income |
|
28,632 |
43,240 |
22,985 |
Comprehensive income attributable to shareholders of Petrobras |
|
28,502 |
43,084 |
22,961 |
Comprehensive income attributable to non-controlling interests |
|
130 |
156 |
24 |
(1) It includes cumulative translation adjustments in associates and joint ventures. |
The notes form an integral part of these financial statements. |
|
Consolidated Statements of Cash Flows
PETROBRAS
Years ended December 31, 2023, 2022 and 2021 (Expressed in millions
of US Dollars, unless otherwise indicated)
|
Note |
2023 |
2022 |
2021 |
Cash flows from operating activities |
|
|
|
|
Net income for the year |
|
24,995 |
36,755 |
19,986 |
Adjustments for: |
|
|
|
|
Pension and medical benefits |
18 |
1,542 |
1,228 |
2,098 |
Results of equity-accounted investments |
30 |
304 |
(251) |
(1,607) |
Depreciation, depletion and amortization |
37 |
13,280 |
13,218 |
11,695 |
Impairment of assets (reversals), net |
26 |
2,680 |
1,315 |
(3,190) |
Inventory write down (write-back) to net realizable value |
15 |
(7) |
11 |
(1) |
Allowance (reversals) for credit loss on trade and other receivables, net |
|
40 |
65 |
(30) |
Exploratory expenditure write-offs |
27 |
421 |
691 |
248 |
Gain on disposal/write-offs of assets |
11 |
(1,295) |
(1,144) |
(1,900) |
Foreign exchange, indexation and finance charges |
|
2,498 |
4,557 |
10,795 |
Income taxes |
17 |
10,401 |
16,770 |
8,239 |
Revision and unwinding of discount on the provision for decommissioning costs |
|
2,052 |
745 |
661 |
PIS and COFINS recovery - exclusion of ICMS (VAT tax) from the basis of calculation |
|
− |
(1) |
(986) |
Results from co-participation agreements in bid areas |
11 |
(284) |
(4,286) |
(631) |
Assumption of interest in concessions |
|
− |
− |
(164) |
Early termination and cash outflows revision of lease agreements |
|
(415) |
(629) |
(545) |
Losses with legal, administrative and arbitration proceedings, net |
11 |
797 |
1,362 |
740 |
Decrease (Increase) in assets |
|
|
|
|
Trade and other receivables |
|
88 |
355 |
(2,075) |
Inventories |
|
1,564 |
(1,217) |
(2,334) |
Judicial deposits |
|
(1,723) |
(1,709) |
(1,141) |
Other assets |
|
324 |
(413) |
(289) |
Increase (Decrease) in liabilities |
|
|
|
|
Trade payables |
|
(954) |
(359) |
1,073 |
Other taxes payable |
|
(431) |
(2,441) |
2,835 |
Pension and medical benefits |
|
(927) |
(2,130) |
(2,239) |
Provisions for legal proceedings |
|
(591) |
(380) |
(643) |
Other employee benefits |
|
356 |
(182) |
(312) |
Provision for decommissioning costs |
|
(902) |
(602) |
(730) |
Other liabilities |
|
(569) |
(95) |
376 |
Income taxes paid |
|
(10,032) |
(11,516) |
(2,138) |
Net cash provided by operating activities |
|
43,212 |
49,717 |
37,791 |
Cash flows from investing activities |
|
|
|
|
Acquisition of PP&E and intangible assets |
|
(12,114) |
(9,581) |
(6,325) |
Acquisition of equity interests |
|
(24) |
(27) |
(24) |
Proceeds from disposal of assets - Divestment |
|
3,606 |
4,846 |
4,783 |
Financial compensation from co-participation agreements |
|
391 |
7,284 |
2,938 |
Divestment (Investment) in marketable securities |
|
98 |
(3,328) |
4 |
Dividends received |
|
88 |
374 |
781 |
Net cash (used in) provided by investing activities |
|
(7,955) |
(432) |
2,157 |
Cash flows from financing activities |
|
|
|
|
Changes in non-controlling interest |
|
1 |
63 |
(24) |
Proceeds from finance debt
|
32 |
2,210 |
2,880 |
1,885 |
Repayment of principal - finance debt |
32 |
(4,193) |
(9,334) |
(21,413) |
Repayment of interest - finance debt |
32 |
(1,978) |
(1,850) |
(2,229) |
Repayment of lease liability |
33 |
(6,286) |
(5,430) |
(5,827) |
Dividends paid to Shareholders of Petrobras |
34 |
(19,670) |
(37,701) |
(13,078) |
Share repurchase program |
34 |
(735) |
− |
− |
Dividends paid to non-controlling interests |
|
(49) |
(81) |
(105) |
Net cash used in financing activities |
|
(30,700) |
(51,453) |
(40,791) |
Effect of exchange rate changes on cash and cash equivalents |
|
174 |
(316) |
(402) |
Net change in cash and cash equivalents |
|
4,731 |
(2,484) |
(1,245) |
Cash and cash equivalents at the beginning of the year |
|
7,996 |
10,480 |
11,725 |
|
|
|
|
|
Cash and cash equivalents at the end of the year |
|
12,727 |
7,996 |
10,480 |
The notes form an integral part of these financial statements. |
|
Consolidated Statements of Changes In Shareholders’
Equity
PETROBRAS
Years ended December 31, 2023, 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 January 1, 2021 |
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 |
− |
− |
79 |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
79 |
(40) |
39 |
Net income |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
19,875 |
19,875 |
111 |
19,986 |
Other comprehensive income (loss) |
− |
− |
− |
(1,186) |
421 |
3,829 |
22 |
− |
− |
− |
− |
− |
− |
3,086 |
(87) |
2,999 |
Appropriations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional dividends proposed last year approved this year |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(1,128) |
− |
(1,128) |
− |
(1,128) |
Transfer to reserves |
− |
− |
− |
− |
− |
− |
− |
956 |
184 |
118 |
388 |
− |
(1,646) |
− |
− |
− |
Dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(312) |
6,688 |
(18,229) |
(11,853) |
(109) |
(11,962) |
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 |
(146) |
(145) |
Net income |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
36,623 |
36,623 |
132 |
36,755 |
Other comprehensive income (loss) |
− |
− |
− |
951 |
6,662 |
(1,371) |
219 |
− |
− |
− |
− |
− |
− |
6,461 |
24 |
6,485 |
Expired unclaimed dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
11 |
11 |
− |
11 |
Appropriations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional dividends proposed last year approved this year |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(6,688) |
− |
(6,688) |
− |
(6,688) |
Transfer to reserves |
− |
− |
− |
− |
− |
− |
− |
1,805 |
197 |
457 |
71 |
− |
(2,530) |
− |
− |
− |
Dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(9,083) |
6,864 |
(34,104) |
(36,323) |
(71) |
(36,394) |
Balance at December 31, 2022 |
107,380 |
(279) |
1,144 |
(74,171) |
(17,507) |
(12,576) |
(933) |
11,574 |
3,281 |
1,677 |
43,038 |
6,864 |
− |
69,492 |
344 |
69,836 |
|
|
107,101 |
1,144 |
|
|
|
(105,187) |
|
|
|
|
66,434 |
− |
69,492 |
344 |
69,836 |
Treasury shares |
− |
− |
(735) |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(735) |
− |
(735) |
Capital transactions |
− |
− |
1 |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
1 |
1 |
2 |
Net income |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
24,884 |
24,884 |
111 |
24,995 |
Other comprehensive income (loss) |
− |
− |
− |
1,167 |
5,487 |
(3,303) |
267 |
− |
− |
− |
− |
− |
− |
3,618 |
19 |
3,637 |
Expired unclaimed dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
7 |
7 |
− |
7 |
Appropriations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional dividends proposed last year approved this year |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
(6,864) |
− |
(6,864) |
− |
(6,864) |
Transfer to reserves |
− |
− |
− |
− |
− |
− |
− |
1,272 |
8,544 |
321 |
− |
− |
(10,137) |
− |
− |
− |
Dividends |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
− |
2,934 |
(14,754) |
(11,820) |
(83) |
(11,903) |
Balance at December 31, 2023 |
107,380 |
(279) |
410 |
(73,004) |
(12,020) |
(15,879) |
(666) |
12,846 |
11,825 |
1,998 |
43,038 |
2,934 |
− |
78,583 |
392 |
78,975 |
|
|
107,101 |
410 |
|
|
|
(101,569) |
|
|
|
|
72,641 |
− |
78,583 |
392 |
78,975 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The notes form an integral part of these financial statements. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
1. | The Company and its operations |
Petróleo Brasileiro S.A. (Petrobras), hereinafter
referred to as “Petrobras” or “Company,” is a partially state-owned enterprise, controlled by the Brazilian Federal
Government, of indefinite duration, governed by the terms and conditions under the Brazilian Corporate Law (Law 6,404 of December 15,
1976), Law 13,303 of June 30, 2016 and its Bylaws.
Petrobras’ shares are listed on the Brazilian
stock exchange (B3) in the Level 2 of Corporate Governance special listing segment and, therefore, the Company, its shareholders, its
managers and fiscal council members are subject to provisions under its regulation (Level 2 Regulation - Regulamento de Listagem do
Nível 2 de Governança Corporativa da Brasil Bolsa Balcão – B3). The provisions of the Level 2 Regulation
shall prevail over statutory provisions in the event of harm to the rights of public offers investors provided for in the Company's Bylaws,
except when otherwise determined by other regulation.
The Company is dedicated to prospecting, drilling,
refining, processing, trading and transporting crude oil from producing onshore and offshore oil fields and from shale or other rocks,
as well as oil products, natural gas and other liquid hydrocarbons. In addition, Petrobras carries out energy related activities, such
as research, development, production, transport, distribution and trading of all forms of energy, as well as other related or similar
activities.
Petrobras may perform any of the activities related
to its corporate purpose, directly, through its wholly-owned subsidiaries, controlled companies, alone or through joint ventures with
third parties, in Brazil or abroad.
The economic activities linked to its business
purpose shall be undertaken by the Company in free competition with other companies according to market conditions, in compliance with
the other principles and guidelines of Laws no. 9,478/97 and 14,134/21 (oil and gas regulations, respectively). However, Petrobras may
have its activities, provided they are in compliance with its corporate purpose, guided by the Brazilian Federal Government to contribute
to the public interest that justified its creation, aiming to meet national energy policy objectives when:
I – established by law or regulation, as
well as under agreements provisions with a public entity that is competent to establish such obligation, abiding with the broad publicly
stated of such instruments; and
II – the cost and revenues thereof have been
broken down and disseminated in a transparent manner.
In this case, the Company’s Investment Committee
and Minority Shareholders Committee, exercising their advisory role to the Board of Directors, shall assess and measure the difference
between such market conditions and the operating result or economic return of the transaction, based on technical and economic criteria
for investment valuation and specific operating costs and results under the Company's operations. In case a difference is identified,
for every financial year, the Brazilian Federal Government shall compensate the Company.
2.1. | Statement of compliance and authorization
of consolidated financial statements |
These consolidated financial statements have been
prepared and are being presented in accordance with the International Financial Reporting Standards (IFRS) as issued by the International
Accounting Standards Board (IASB).
The consolidated financial statements have been
prepared under the historical cost convention, except when otherwise indicated. The significant accounting policies used in the preparation
of these financial statements are set out in their respective explanatory notes.
The preparation of the financial statements requires
the use of estimates based on assumptions and judgements, which may affect the application of accounting policies and reported amounts
of assets, liabilities, revenues and expenses. Actual results may differ from these estimates. Relevant estimates and judgments with a
higher level of complexity are disclosed in explanatory note 4.
These consolidated financial statements were approved
and authorized for issue by the Company’s Board of Directors in a meeting held on March 7, 2024.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
2.2. | Functional and presentation currency |
The functional currency of Petrobras and all of
its Brazilian subsidiaries is the Brazilian Real. The functional currency of the Petrobras direct subsidiaries that operate outside Brazil
is the U.S. dollar.
Petrobras has selected the U.S. dollar as its presentation
currency to facilitate a more direct comparison to other oil and gas companies. The financial statements have been translated from the
functional currency (Brazilian real) into the presentation currency (U.S. dollar). All assets and liabilities are translated into U.S.
dollars at the closing exchange rate at the date of the financial statements; income and expenses, as well as cash flows are translated
into U.S. dollars using the average exchange rates prevailing during the period. All exchange differences arising from the translation
of the consolidated financial statements from the functional currency into the presentation currency are recognized as cumulative translation
adjustments (CTA) within accumulated other comprehensive income in the consolidated statements of changes in shareholders’ equity.
Brazilian Real x U.S. Dollar |
Dec/23 |
Sep/23 |
Jun/23 |
Mar/23 |
Dec/22 |
Sep/22 |
Jun/22 |
Mar/22 |
Dec/21 |
Sep/21 |
Jun/21 |
Mar/21 |
Quarterly average exchange rate |
4.96 |
4.88 |
4.95 |
5.20 |
5.26 |
5.25 |
4.93 |
5.23 |
5.59 |
5.23 |
5.29 |
5.48 |
Period-end exchange rate |
4.84 |
5.01 |
4.82 |
5.08 |
5.22 |
5.41 |
5.24 |
4.74 |
5.58 |
5.44 |
5.00 |
5.70 |
3. | Material accounting policies |
To aid cohesion and comprehension, the significant
accounting policies are set out at the end of each explanatory note to which they relate.
4. | Judgments and sources of estimation
uncertainty |
The preparation of the consolidated financial information
requires the use of estimates and judgments for certain transactions. Next is presented key judgments and the main sources of estimation
uncertainty with a significant risk of causing material adjustments to the Company's key accounting estimates over the next fiscal year.
4.1. | Recognition of exploration costs
and oil and natural gas reserves estimates |
After obtaining the legal rights to explore a specific
area, the Company uses the successful efforts method to recognize costs incurred in connection with the exploration and evaluation of
mineral resources, before demonstrating technical and commercial feasibility of extracting those resources. This method requires a direct
relationship between costs incurred and mineral resources for these costs to be characterized as assets. The types of exploration costs
and their respective recognition are presented in note 27.
The moment in which the technical and commercial
feasibility of extracting a mineral resource is determined requires management judgments. An internal commission of technical executives
of the Company periodically reviews the conditions of each well, by analysis of geological, geophysical and engineering data, as well
as economic conditions, operating methods and government regulations.
The Company considers that the technical and commercial
feasibility of a mineral resource can be demonstrated when the project has all the necessary information to characterize the reservoir
as a proved reserve. Costs associated with non-commercial mineral resources are recognized as expenses in the period when identified.
According to the definitions prescribed by the
SEC, proved oil and natural gas reserves are those quantities of oil and gas which, by analysis of geoscience and engineering data, can
be estimated with reasonable certainty to be economically feasible from a given date, from known reservoirs and under existing economic
conditions, operating methods and government regulation.
The Company also determines reserves according
to the criteria of the ANP/SPE (National Agency for Petroleum, Natural Gas and Biofuels / Society of Petroleum Engineers). The main differences
between these criteria and the SEC criterion are related to the use of different economic assumptions and the possibility of considering
as reserves, in the ANP/SPE criteria, the volumes expected to be produced beyond the concession contract expiration date in fields in
Brazil, according to the ANP technical reserves regulations.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
4.2.1. | Sources of estimation uncertainty
related to impairment testing |
Impairment testing involves uncertainties mainly
related to: (a) the average Brent prices and to the Brazilian real/U.S. dollar average exchange rate, whose estimates are relevant to
virtually all of the Company's operating segments; (b) discount rates; and (c) estimated proved and probable reserves (according
to the criteria established by the ANP/SPE, as described in note 4.1). A significant number of interdependent variables are derived from
these key assumptions and there is a high degree of complexity in their application in determining value in use for impairment testing.
A sensitivity analysis for assets or CGUs most
sensitive to future impairment losses or reversals in the next year is presented in note 26.
Average Brent prices and average exchange rate
The markets for crude oil and natural gas have
a history of significant price volatility and, although prices can drop or increase precipitously, industry prices over the long term
tends to continue being driven by market supply and demand fundamentals.
Brent prices and exchange rate projections are
derived from the Strategic Plan and are consistent with market evidence, such as independent macro-economic forecasts, industry analysts
and experts. Backtesting analysis and feedback processes in order to continually improve forecast techniques are also performed.
The Company’s oil price forecast model is
based on a nonlinear relationship between variables reflecting market supply and demand fundamentals. This model also takes into account
other relevant factors, such as the effects of the Organization of the Petroleum Exporting Countries (OPEC) decisions on the oil market,
industry costs, idle capacity, oil and gas production forecasted by specialized firms, and the relationship between the oil price and
the Brazilian Real/U.S. dollar exchange rate.
The process of projecting Brazilian Real/U.S. dollar
exchange rate is based on econometric models that consider long-term assumptions involving observable inputs, such as commodity prices,
country risk, interest rates in the U.S. and the value of the U.S. dollar relative to a basket of foreign currencies (U.S. Dollar Index
– USDX).
Changes in the economic environment may result
in changing assumptions and, consequently, the recognition of impairment losses or reversals on certain assets or CGUs. For example, the
Company’s sales revenues and refining margins are directly impacted by Brent price variations, as well as Brazilian Real/U.S. dollar
exchange rate variations, which also impacts our capital and operating expenditures.
Note 26 presents Brent prices and exchange rate
estimates.
Discount rates
The discount rates used in impairment tests reflect
specific risks associated with the estimated cash flows of the assets or CGUs. For example, changes in the economic and political environment
may result in higher country risk projections, causing increases in the discount rates used in impairment tests, as well as investment
decisions that result in the postponement or interruption of projects considering specific risks related to non-completion or delayed
start of operations.
Note 26 presents the main discount rates applied
in impairment tests.
Estimated proved and probable reserves
Reserves estimates, according to the criteria established
by the ANP/SPE (as set out in note 4.1) are revised at least annually, based on updated geological and production data of reservoirs,
as well as on changes in prices and costs used in these estimates. Revisions may also result from significant changes in the Company’s
strategy for development projects or in the production capacity.
Although the Company is reasonably certain that
proved reserves will be produced, the timing and amount recovered can be affected by a sort of factors including completion of development
projects, reservoir performance, regulatory aspects and significant changes in long-term oil and gas price levels.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 4.2.2. | Identifying cash-generating units
for impairment testing |
A cash-generating unit (CGU) represents the smaller
identifiable group of assets that generate cash inflows, which are largely independent of the cash inflows of other assets or groups of
assets. Identifying CGUs requires management assumptions and judgment, based on the Company’s business and management model. The
level of asset disaggregation in CGUs can reach the limit of assets being tested individually.
Changes in CGUs resulting from the review of investment,
strategic or operational factors, may result in changes in the interdependencies of assets and, consequently, alter the aggregation or
breakdown of assets that were part of certain CGUs, which may influence their ability to generate cash and cause additional losses or
reversals in the recovery of such assets. If the approval for the sale of a CGU’s component occurs between the reporting date and
the date of the issuance of the consolidated financial statements, the Company reassesses whether the value in use of this component,
estimated with the information existing at the reporting date, reasonably represents its fair value, net of disposal expenses. Such information
must include evidence of the stage at which management was committed to the sale of the CGU’s component.
The primary considerations in identifying the CGUs
are set out as follows:
| a) | Exploration and Production CGUs: |
| i) | Crude oil and natural gas producing properties -
individual CGUs: comprise assets related to exploration and production development of a field or a cluster (group of two or more fields)
in Brazil and abroad. At December 31, 2023, there are 33 fields and 15 clusters representing different Exploration and Production CGUs
in Brazil. |
| ii) | Equipment not related to crude oil and natural gas
producing properties: comprise platforms, drilling rigs and other assets which are not part of any CGU and are assessed for impairment
separately. |
| b) | Refining, transportation and marketing CGUs: |
i) Downstream CGU: comprises refineries and associated
assets, terminals and pipelines, as well as logistics assets operated by Transpetro, with a combined and centralized operation of such
assets in Brazil. These assets are managed with a common goal of serving the market at the lowest overall cost, preserving the strategic
value of the whole set of assets in the long term. The operational planning is made in a centralized manner and these assets are not managed,
measured or evaluated by their individual results. Refineries do not have autonomy to choose the oil to be processed, the mix of oil products
to produce, the markets in which these products will be traded, which amounts will be exported, which intermediaries will be received
and to decide the sale prices of oil products. Operational decisions are analyzed through an integrated model of operational planning
for market supply, considering all the options for production, imports, exports, logistics and inventories, seeking to maximize the Company’s
global performance. The decision on new investments is not based on the profitability of the project where the asset will be installed,
but on the additional result for the CGU as a whole. The model that supports the entire planning, used in technical and economic feasibility
studies of new investments in refining and logistics, seeks to allocate a certain type of oil, or a mix of oil products, define market
supply (area of influence), aiming at achieving the best integrated results. Pipelines and terminals are a complementary and interdependent
portion of the refining assets, required to supply the market.
ii) CGU Itaboraí Utilities: composed of
assets that will support the natural gas processing plant (UPGN) of the route 3 integrated project;
iii) CGU GasLub: set of assets that remain in hibernation
and are being evaluated for use in other projects.
iv) CGU Second Refining Unit of RNEST: comprises
assets of the second refining unit of Abreu e Lima refinery;
v) Transportation CGU: comprises assets relating
to Transpetro’s fleet of vessels;
vi) Hidrovia CGU: comprises the fleet of vessels
under construction of the Hidrovia project (transportation of ethanol along the Tietê River);
vii) CGU nitrogen fertilizer plants: formed by
hibernated nitrogen fertilizer plants; and
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
viii) Other operations abroad defined as the smallest
group of assets that generates independent cash flows.
| c) | Gas and Low Carbon Energies CGUs: |
i) CGU Integrated Processing System: set of assets
formed by natural gas processing plants in Itaboraí, Cabiúnas and Caraguatatuba, grouped together due to the contractual
characteristics of the Integrated Processing System and the Integrated Transportation System;
ii) CGUs of Natural Gas Processing Plants: each
remaining natural gas processing plant represents a separate CGU.
iii) CGU Power: comprises the thermoelectric power
generation plants (UTEs). The operation and trade of energy of this CGU are carried out and coordinated in an integrated manner. The economic
results of each of the plants in the integrated portfolio are highly dependent on each other, due to operational optimization aimed at
maximizing the overall result.
iv) Other CGUs: operations abroad defined as the
smallest group of assets that generates largely independent cash flows.
v) Biodiesel CGU: an integrated unit of biodiesel
plants defined based on the production planning and operation process, that takes into consideration domestic market conditions, the production
capacity of each plant, as well as the results of biofuels auctions and raw materials supply.
vi) Quixadá CGU: comprises the assets of
Quixadá Biofuel Plant.
Further information on impairment testing is set
out in note 26.
| 4.3. | Sources of estimation uncertainty
related to depreciation, depletion and amortization |
As presented in note 24, assets directly related
to the oil and gas production are depleted using the units of production method, based on monthly production in relation to the respective
developed proved reserves, except for the signature bonuses, where total proved reserves are used.
Proved developed reserves are those for which recovery
can be expected: (i) through existing wells, equipment and operating methods, or in which the cost of the required equipment is relatively
minor compared to the cost of a new well; and (ii) through extraction equipment and operational infrastructure installed at the time of
the reserves estimate, if the extraction is carried out by means that do not involve a well.
Estimates of proved reserves volumes used in the
unit-of-production method are prepared by Company’s technicians according to the SEC definitions (as described in note 4.1). Revisions
to the Company’s proved developed and undeveloped reserves impact prospectively the amounts of depreciation, depletion and amortization
recognized in the statement of income and the carrying amounts of oil and gas properties assets. Information on uncertainties related
to reserve volume estimates are presented in note 4.1.
Therefore, considering all other variables being
constant, a decrease in estimated proved reserves would increase, prospectively, depreciation, depletion and amortization expense, while
an increase in reserves would reduce depreciation, depletion and amortization.
| 4.4. | Sources of estimation uncertainty
related to pension plan and other post-employment benefits |
The net actuarial liability represents the Company's
actuarial obligations, net of fair value of plan assets (when applicable), at present value, as described in note 18.3.2.
The actuarial obligations and net expenses related
to defined benefit pension and health care post-employment plans are computed based on several financial and demographic assumptions,
of which the most significant are:
a) Discount rate: comprises the projected future
inflation in addition to an equivalent discounted interest rate that matches the duration of the pension and health care obligations with
the future yield curve of long-term Brazilian Government Bonds; and
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
b) Medical costs: comprise the projected growth
rates based on per capita health care benefits paid over the last five years, which are used as a basis for projections, converged to
the general price inflation index within 30 years.
These and other assumptions are revised at least
annually and may differ materially from actual results due to changing market and financial conditions, as well as actual results of actuarial
assumptions.
The measurement uncertainties associated with the
defined benefit obligation and a sensitivity analysis of discount rates and changes in medical costs are disclosed in notes 18.3.6 and
18.3.7, respectively.
| 4.5. | Sources of estimation uncertainty
related to provisions for legal proceedings and contingencies |
The Company is part in arbitrations and in legal
and administrative proceedings involving civil, tax, labor and environmental issues arising from the normal course of its business and
makes use of estimates to recognize the amounts and the probability of outflow of resources, based on reports and technical assessments
from legal advisors and on management’s assessment.
These estimates are performed individually, or
aggregated if there are cases with similar characteristics, primarily considering factors such as assessment of the plaintiff’s
demands, consistency of the existing evidence, jurisprudence on similar cases and doctrine on the subject. Specifically for lawsuits by
outsourced employees, the Company estimates the expected loss based on a statistical procedure, due to the number of actions with similar
characteristics.
Arbitral, legal and administrative decisions against
the Company, new jurisprudence and changes of existing evidence can result in changes on the probability of outflow of resources and on
the estimated amounts, according to the assessment of the legal basis.
Note 19 provides further detailed information about
contingencies and legal proceedings.
| 4.6. | Sources of estimation uncertainty
related to decommissioning costs |
The Company has legal obligations to remove equipment
and restore onshore and offshore areas at the end of operations. Its most significant asset removal obligations relate to offshore areas.
Estimates of costs for future environmental cleanup and remediation activities are based on current information about costs and expected
plans for remediation. The timing of abandonment and dismantling of areas is based on the length of reserves depletion, in accordance
with the ANP/SPE definitions (as described in note 4.1). Therefore, revisions to reserves estimates that result in changes in the timing
of reserves depletion may impact the provision for decommissioning cost. For additional information about revisions to the Company’s
reserves estimates, see note 4.1.
These obligations are recognized at present value,
using a risk-free discount rate, adjusted to the Company's credit risk. Changes in the discount rate can cause significant variations
in the recognized amount, due to the long-term nature until abandonment. A sensitivity analysis of discount rates used in the calculation
of the provision for decommissioning costs is presented in note 20.
The calculation to determine the amounts to be
provisioned are complex, since: i) the obligations are long-term; ii) the contracts and regulations contain subjective definitions of
the removal and remediation practices and criteria involved when the events occur; and iii) asset removal technologies and costs are constantly
changing, along with regulations, environmental, safety and public relations considerations.
The Company constantly conducts studies to incorporate
technologies and procedures to optimize the process of abandonment, considering industry best practices. However, the timing and amounts
of future cash flows are subject to significant uncertainty.
Note 20 provides further information about provision
for decommissioning costs.
| 4.7. | Sources of estimation uncertainty
related to leases |
The Company uses incremental borrowing rates to
determine the present value of the lease payments, when the interest rate implicit in the lease cannot be readily determined.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The determination of incremental rates requires
estimates based on corporate funding rates (obtained from the yields on bonds issued by Petrobras), which take into account the risk-free
rate and the Company's credit risk premium, adjusted to also reflect the specific conditions and characteristics of the lease, such as
the risk of the country's economic environment, guarantees, currency and duration of the payment flow.
The present value of lease liabilities is determined
based on the incremental rates estimated at the start date of each lease. Therefore, even in cases where lease agreements have similar
characteristics, their cash flows may be discounted at significantly different incremental rates depending on the Company's corporate
funding rates on the start date of each lease.
Note 33 presents information on lease arrangements
by class of underlying assets.
| 4.8. | Sources of estimation uncertainty
related to cash flow hedge accounting involving the Company’s future exports |
The Company determines its future exports as “highly
probable future exports” based on its current Strategic Plan and on short-term estimates on a monthly basis. The highly probable
future exports are determined by a percentage of projected exports revenues.
The estimate of the amount of highly probable future
exports considers future uncertainty regarding the Brent oil prices, oil production and demand for products in a model which optimizes
the Company's operations and investments, in addition to considering the historical profile of exported volume in relation to total oil
production.
As described in note 35.2.2, foreign exchange gains
and losses relating to the effective portion of hedging instrument are recognized in other comprehensive income and reclassified to the
statement of income within finance income (expense) in the periods when the hedged item affects the statement of income. However, if future
exports for which foreign exchange gains and losses hedging relationship has been designated is no longer expected to occur, any related
cumulative foreign exchange gains or losses that have been recognized in other comprehensive income from the date the hedging relationship
was designated to the date the Company revoked the designation is immediately recycled from other comprehensive income to the statement
of income.
For the long-term, future exports forecasts are
reviewed whenever the Company reviews its Strategic Plan assumptions, while for the short-term future exports are reviewed monthly. The
approach for determining exports as highly probable future exports is reviewed annually, at least.
See note 35.2.2 for more detailed information about
cash flow hedge accounting and a sensitivity analysis of the cash flow hedge involving future exports.
| 4.9. | Sources of estimation uncertainty
related to income taxes |
Income taxes rules and regulations may be interpreted
differently by tax authorities, and situations may arise in which the tax authorities' interpretations differ from the Company's understanding.
Uncertainties over income taxes treatments represent
the risks that the tax authority does not accept a certain tax treatment applied by the Company, mainly related to different interpretations
of deductions and additions to the income taxes (Imposto de Renda sobre Pessoa Jurídica - IRPJ and Contribuição
Social sobre Lucro Líquido - CSLL calculation basis. The Company evaluates each uncertain tax treatment separately or in a
group where there is interdependence in relation to the expected result.
The Company estimates the probability of acceptance
of an uncertain tax treatment by the tax authority based on technical assessments by its legal advisors, considering precedent jurisprudence
applicable to current tax legislation, which may be impacted mainly by changes in tax rules or court decisions which may affect the analysis
of the fundamentals of uncertainty. The tax risks identified are evaluated, treated and, when applicable, follows a pre-determined tax
risk management methodology.
If it is probable that the tax authorities will
accept an uncertain tax treatment, the amounts recorded in the financial statements are consistent with the tax records and, therefore,
no uncertainty is reflected in the measurement of current or deferred income taxes. If it is not probable that the tax authorities will
accept an uncertain tax treatment, the uncertainty is reflected in the measurement of current or deferred income taxes in the financial
statements.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The effect of uncertainty for each uncertain tax
treatment is estimated by using the method that provides the best prediction of the resolution of the uncertainty. The most probable amount
method provides as an estimate the single most probable amount in a set of possible outcomes, while the expected amount method represents
the sum of the amounts weighted by the probability in relation to a range of possible outcomes.
Additional information on uncertainty over income
taxes treatments is disclosed in Note 17.1.
| 4.10. | Sources of estimation uncertainty
related to expected credit losses |
Credit losses correspond to the difference between
all contractual cash flows owed to the Company and all cash flows that the entity expects to receive, discounted at the original effective
interest rate. The expected credit loss of a financial asset corresponds to the average of expected credit losses weighted by the respective
default risks.
Expected credit losses on financial assets are
based on assumptions relating to risk of default, the determination of whether or not there has been a significant increase in credit
risk, expectation of recovery, among others. The Company uses judgment for such assumptions in addition to information from credit rating
agencies and inputs based on collection delays.
Notes 14.2 and 14.3 provide details on the expected
credit losses recognized by the Company.
| 4.11. | Sources of estimation uncertainty
related to the compensation for the surplus volume for the Transfer of Rights Agreement |
As a result of the Second Bidding Round for the
Surplus Volume of the Transfer of Rights Agreement under the Production Sharing regime, the Company signed amendments and new agreements
in 2022 with partners in the Atapu and Sépia fields. Such agreements provide, in addition to the compensation already received
upon signature, supplementary amounts that may be owed to the Company, according to the conditions described in note 25.2.
Additionally, over the last few years the Company
has sold assets considered non-strategic and established partnerships in E&P assets aiming, among other objectives, at sharing risks
and developing new technologies. Such transactions were carried out through partnerships (note 29) and divestments, with procedures aligned
with current legislation and regulatory bodies. In some of these transactions, contingent receipts are also provided for, subject to contractual
clauses (note 31.4).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Climate change may result in both negative and
positive effects for the Company. Potential negative effects of climate change for the Company are referred to as climate-related risks
(climate risks). Conversely, potential positive effects arising from climate change for the Company are referred to as climate-related
opportunities.
Climate risks are categorized as: (i) climate-related
transition risks (transition risks); and (ii) climate-related physical risks (physical risks).
Transition risks arise from efforts to the transition
to a low-carbon economy. In this category, the Company has identified the following risks that can reasonably be expected to affect its
cash flows, access to financing or cost of capital:
Risk |
Description |
Time length (2) |
Market |
Worldwide: increasing demand for energy and
products with lower carbon intensity leading to a reduction in oil demand, a consequent decline in prices of fossil fuel products. Preference
for fossil fuel products with lower Greenhouse Gas (GHG) intensity in production processes.
In Brazil: the demand for our products may
be affected, especially by the increase in demand for alternative fuels, also stimulated by public policies such as the RENOVABIO(1)
program, among others. |
Medium to long-term |
Technological |
Loss of competitiveness due to the non-implementation or implementation of inefficient or non-effective technologies to reduce emissions from our operations and products. |
Medium to long-term |
Regulatory |
Increased requirements for controls over GHG
emissions in licensing processes, which may cause operational restrictions and financial penalties for our activities.
Supplementing regulation for the adoption of
a carbon pricing instrument in Brazil, considering its various aspects and possible formats. |
Medium to long-term |
Legal and Reputational |
Litigation and/or reputational damage due to non-compliance with climate commitments. |
Medium-term |
(1) National Policy for Biofuels, aiming at
increasing the production and use of biofuels in the Brazilian energy chain.
|
(2) Criteria adopted for the time horizon: short term (1 year), medium term (between 1 and 5 years), and long term (more than 5 years). |
Physical risks result from climate change that
can be event-driven (acute physical risk) or from long-term shifts in climate patterns (chronic physical risk). In this category, the
Company has identified the following risks that can reasonably be expected to affect its cash flows, access to financing, or cost of capital:
Risk |
Description |
Time length(1) |
Water shortage |
Reduction in water availability affecting onshore facilities. |
Medium to long-term |
Meteoceanografic changes |
Changes in patterns of wind, waves and currents may alter the operational conditions of our assets. |
Long-term |
(1) Criteria adopted for the time horizon: short term (1 year), medium term (between 1 and 5 years), and long term (more than 5 years). |
| 5.1. | Potential effects of climate
risks on accounting estimates |
Accounting estimates are monetary amounts in financial
statements that are subject to measurement uncertainty.
The following information used in relevant accounting
estimates of the Company is largely determined based on the assumptions and projections of the Petrobras Strategic Plan (Strategic Plan):
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| • | value
in use for impairment of assets testing purposes (note 4.2.1); |
| • | timing
and costs used in measuring the provision for decommissioning costs (note 4.6); |
| • | highly
probable future exports used in cash flow hedge accounting involving the Company’s future exports (note 4.8); and |
| • | useful
life of PP&E and intangible assets used in measuring depreciation, depletion and amortization expenses (notes 24 and 25). |
As presented in the following topic, the
Company considered the effects related to climate risks in its Strategic Plan approved by the Board of Directors, which is updated annually,
including actions to achieve its climate commitments and its long-term ambition to neutralize GHG emissions in activities under its control
(scopes 1 and 2) by 2050.
The aforementioned ambition and commitments are
not guarantees of future performance by the Company and are subject to assumptions that may prove incorrect and to risks and uncertainties
that are difficult to predict.
| a) | Transition risk to low carbon economy |
The transition to a low-carbon economy brings market,
technological, regulatory, legal and reputational risks, which were considered in the development of the Company's Strategic Plan. Such
consideration was based on the following external environment assumptions that reflect the dynamics of the energy sector:
| • | Moderate
economic growth compared to the recent past; |
| • | Shifts
in consumption habits and behaviors; |
| • | Public
policies focusing on mobility, air quality and adaptation of urban infrastructure to climate change; |
| • | International
coordination in efforts to reduce GHG emissions; |
| • | Reduction
in the GHG emissions; |
| • | Reduction
in the consumption of fossil fuels; and |
| • | Diffusion
of end-use technologies that reduce the need for fossil fuel consumption. |
As a result of this, demand and prices, both domestic
and international, of the main products considered in the Strategic Plan are negatively affected.
In 2023, the Company adopted three distinct scenarios
that are used for different purposes in its planning activities. These scenarios are called Adaptation, Negotiation, and Commitment. In
all of them, there is a slowdown and subsequent contraction of fossil fuel sources. The Negotiation scenario, which is used as reference
scenario for quantifying the Company's Strategic Plan, considers that fossil fuels, which currently represent approximately 80% of primary
energy sources, will represent around 55% by 2050. The share of oil will decrease from the current 29% to around 21%.
The Brent price considered in the reference scenario
of the Strategic Plan decreases from US$80 per barrel in 2024 to US$65 per barrel in 2050. For additional information about the behavior
of the Brent price, considered in the Company's Strategic Plan reference scenario, please see note 26. The following table compares the
oil price used in the reference scenario of the Strategic Plan for the years 2030 and 2050 with those projected in the Announced Pledges
Scenario (APS) and Net Zero Emission (NZE) scenarios by the International Energy Agency (IEA):
Brent price US$/Barrel |
2030 |
2050 |
Strategic Plan |
65 |
65 |
APS |
74 |
60 |
NZE |
42 |
25 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
According to the IEA, the APS scenario considers
that all climate commitments made by governments around the world, including Nationally Determined Contributions (NDCs), as well as long-term
net-zero targets, will be met in full and on time, with an increase of approximately 1.7oC in temperature by 2100 (with a 50%
probability of occurrence). As for the NZE scenario, according to the IEA, it presents a pathway for the global energy sector to achieve
net-zero CO2 emissions by 2050, consistent with limiting the temperature increase to 1.5 °C (with at least a 50% probability
of occurrence).
The Strategic Plan also includes Company's actions
to achieve the carbon sustainability commitments, such as low-carbon Research and Development (R&D) projects and decarbonization projects
for operations. These actions aim to address transition risks as well as reflect climate opportunities.
The Company's accounting estimates did not incorporate
the effect of carbon price. Currently, there are uncertainties regarding the structure and dynamics of a future carbon market in Brazil,
and there is no sufficient and reliable information available to assess the effects of carbon price.
a.1) Potential effects on the
value in use in impairment tests
When measuring the value in use of its assets,
the Company bases its cash flow projections on reasonable and supportable assumptions that represent management's best estimate of the
range of economic conditions.
A faster transition to a low-carbon economy than
projected in the Strategic Plan could result in Brent prices and demand for the Company’s products that are lower than the ones
considered to estimate the value in use of the Company’s assets for impairment testing purposes.
Additionally, progress in the establishment of
a regulated carbon market in Brazil may lead to the inclusion of the carbon price in calculations of the value in use of the Company’s
assets for impairment testing purposes.
The reduction in the value in use of the Company's
assets may result in the recognition of losses due to the non-recoverability of the carrying amounts of these assets.
Given that the oil price is a variable that decisively
influences the recoverable amount of assets, the Company carried out a sensitivity analysis of the effect of using the Brent prices considered
in the APS and NZE scenarios, for the impairment test of the Company's E&P assets in Brazil.
Using the prices in the APS and NZE scenarios to
perform a sensitivity analysis on projected gross revenues deducted of production taxes, net of income taxes, and keeping unchanged all
other components, variables, assumptions and data for calculating the recoverable amount, the Company's E&P segment, regarding the
impairment loss recognized by the Company, as disclosed in note 26, would have additional impairment reversal of US$ 696 in the APS scenario
and additional impairment losses US$ 6,611ind the NZE scenario, concentrated in the Campos basin fields.
The Company does not consider this sensitivity
analysis, based on APS and NZE Brent price scenarios, to be the best estimates to determine expected effects on the recoverable amount
of assets, sales revenues or net income.
Considering that the Company did not incorporate
in its accounting estimates the carbon price effects, the Company carried out a sensitivity analysis of the effect of GHG emissions pricing
costs on the impairment test of assets in the E&P segment in Brazil, considering a monetary charge per ton of CO2 emission
starting from 2028, and the existence of free emission allowances.
In this context, using a base price of US$ 10/CO2
from 2024 to 2030, US$ 31/CO2 in 2035, US$ 52/CO2 in 2040, US$ 73/CO2 in 2045, and US$ 95/CO2
in 2050, including gradual emission exemptions, to simulate additional cash outflows (net of income taxes), and keeping all other components,
variables, assumptions and data for the calculation of recoverable amount unchanged, the E&P segment would have an additional US$ 182
impairment loss.
The Company does not consider this sensitivity
analysis of the effect of greenhouse gas emissions pricing costs on the impairment test of assets to be the best estimate to determine
expected effects on the recoverable amount, neither the estimated effects on expenses nor net income.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
a.2) Potential effects on decommissioning
costs
Due to its operations, the Company has legal obligations
to remove equipment and restore onshore and offshore areas. On December 31, 2023, the provision for decommissioning costs recognized by
the Company totaled US$ 23,202, as set out in Note 20. On an undiscounted basis the nominal amount would be US$ 48,787.
The estimated timing used by the Company to account
for decommissioning costs are consistent with the useful lives of the related assets. The average decommissioning period of oil and gas
assets weighted by the carrying amounts of such assets is 14 years.
During 2023, there were no issuance of government
regulations related to climate matters that changed or had potential to change the period for decommissioning the Company's assets, as
well as not identifying any triggers that would accelerate the expected dates for decommissioning the Company's assets due to the Company’s
climate goals and ambition to neutralize GHG emissions in activities under its control (scopes 1 and 2) by 2050.
A transition to a low-carbon economy that is faster
than it was anticipated by the Company may accelerate the timing to remove equipment and restore onshore or offshore areas. Such acceleration
would increase the present value of the decommissioning obligations recognized by the Company.
To illustrate the effect of a possible acceleration
of the transition to a low-carbon economy, the Company estimates that the provision for decommissioning costs would increase by US$ 1,101,
US$ 3,385 and US$ 5,478 if the timing currently used were brought forward by one, three and five years, respectively. This sensitivity
analysis assumed that all other components, variables, assumptions and data for calculating the provision remained unchanged. The year
ranges used are not intended to be predictions of likely future events or outcomes.
a.3) Potential effects on “highly
probable future exports” used in cash flow hedge accounting involving the Company's future exports
A transition to a low-carbon economy that is faster
than it was anticipated by the Company may negatively effect the Company's future exports. Such effect may result in certain exports,
whose foreign exchange gains or losses were designated for hedge accounting, no longer be considered highly probable, but remain forecasted,
or, depending on the magnitude of the transition and its speed, cease to be considered forecasted. Further details on the consequences
of such effects are described in note 35.2.2 (a) involving the Company's future exports (accounting policy).
The calculation of “highly probable future
exports” is based on the projected exports in the Strategic Plan, as set out in note 4.8. The Company considers only a portion of
its projected exports as “highly probable future exports”. When determining future exports as highly probable, and therefore
eligible as a hedged item for application of cash flow hedge accounting, the Company considers the effects related to the transition to
a low-carbon economy. Carbon prices were not incorporated in such estimates.
Using the prices in the APS and NZE scenarios we
carried out a sensitivity analysis to simulate the need to reclassify the foreign exchange gains or losses recorded in equity to the statement
of income. Such sensitivity simulated a new future cash flow from exports, changing only the oil price, keeping all other components,
variables, assumptions and data unchanged. In such sensitivity, there is no need to reclassify the foreign exchange (gains or losses)
recorded in equity to the statement of income in any of the simulated scenarios.
The simulations used to perform such sensitivity
analysis, based on Brent prices of the scenarios APS and NZE, are not considered by the Company as the best estimates to determine expected
effects of the reclassification of foreign exchange variation recorded in equity to the statement of income.
a.4) Potential effects on the
useful lives of PP&E
A transition to a low-carbon economy that is faster
than the Company anticipates may reduce the useful life of its assets, which could lead to an increase in annual depreciation, depletion
and amortization expenses.
Assets directly related to the production of oil
and gas in a contracted area are depleted using the units of production method and depreciated or amortized using the straight-line method.
As of December 31, 2023, the carrying amount of these assets in operation in Brazil is US$ 105,498. Out of such assets, the ones
that are depreciated or amortized by the straight-line method do not have a useful life ending in or after 2050. As for assets depleted
using the units of production method, it is estimated that 4 fields in the State of Bahia, with carrying amount of US$ 234
as of December 31, 2023, have production curves used to estimate its useful lives extending beyond 2050 (based on its proved developed
reserves).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
As mentioned in item “Transition risk to
low carbon economy”, the reference scenario of the Strategic Plan indicates that there will be persistent global demand for oil
in the coming decades. Additionally, calculations of expected production and oil and gas reserves in this scenario consider the effects
of the transition to a low-carbon economy.
The Company's refining plants consist of 10 refineries
in Brazil. Based on the current depreciation rates of the assets in operation applied to the respective carrying amounts at December 31,
2023, which amounts to US$ 11,055, and assuming no additional investment, all refineries would be fully depreciated prior to 2050.
The Company estimates persistent demand for oil
products in the coming decades, although decreasing, which should be progressively supplied by models with lower carbon intensity. Thus,
the depreciation rates used by the Company for the refining plants are in line with the transition to a low-carbon economy.
The Gas and Energy assets in Brazil, including
thermoelectric power plants, are depreciated using the linear method. Based on the current depreciation rates of the assets in operation
applied to their respective carrying amounts as of December 31, 2023, totaling US$ 3,004, and assuming no additional investment, these
assets would be fully depreciated prior to 2050.
In this context, based on available information,
the Company does not foresee significant changes in the useful life of its refineries, assets directly related to oil and gas production
and those related to the Gas and Energy arising from the transition to a low-carbon economy. Such assets represent 91% of the Company's
total assets in operation.
The operating conditions of the Company’s
assets are subject to physical risks associated with climate change. The variables considered most susceptible to these changes include
the patterns of waves, winds and ocean currents in the areas in which the Company operates offshore, as well as the availability of freshwater
for our onshore operations.
The Company estimates that the offshore structures
in the Brazilian Southeastern basins, which account for the highest percentage of Petrobras’ production (96%), are adequately sized
to the expected changes in the patterns of waves, winds and ocean currents in that region.
Regarding the availability of freshwater for the
operations of our facilities, the risks related to this subject are monitored, managed and mitigated by the Company. Such risks may arise
from various factors that collectively put pressure on water availability, such as population growth, intensification of consumption patterns,
inadequate infrastructure, pollution, resource misallocation and climate change.
As a result, the Company's water risk management
covers both climatic and non-climatic risks and, based on the Company's assessment, the potential impacts of climate change on the availability
of fresh water for our facilities are not representative of all the risks involved.
Consequently, regarding physical risks, as of December
31, 2023, the Company does not foresee that changes caused by climate change will have a material effect on accounting estimates, either
from the perspective of meteoceanographic variables or the reduction in freshwater availability.
However, the circumstances that served as the basis
for the Company's analyses of climate change scenarios may change, so the approaches used by the Company to conduct these analyses may
also be improved over time.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
6. | New standards and interpretations |
| 6.1. | New International Financial Reporting
Standards not yet adopted |
Standard |
Description |
Effective on |
Lease Liability in a Sale and Leaseback - Amendments to IFRS 16 |
The amendments add requirements that specify that the seller-lessee must subsequently measure the lease liability arising from the transfer of an asset - which meets the requirements of IFRS 15 to be accounted for as a sale - and sale and leaseback, so that no gain or loss is recognized related to the right of use retained in the transaction. |
January 1, 2024, retrospective application. |
Classification of Liabilities as Current or Non-current
/
Non-current Liabilities with Covenants- Amendments
to IAS 1 |
The amendments establish that the liability should be classified
as current when the entity does not have the right, at the end of the reporting period, to defer the settlement of the liability for at
least twelve months after the reporting period.
Among other guidelines, the amendments provide that the
classification of a liability is not affected by the likelihood of exercising the right to defer the settlement of the liability. Additionally,
according to the amendments, only covenants whose compliance is mandatory before or at the end of the reporting period should affect the
classification of a liability as current or non-current.
Additional disclosures are also required by the amendments,
including information on non-current liabilities with covenants, whose compliance is mandatory within 12 months after the reporting date |
January 1, 2024, retrospective application. |
Supplier Finance Arrangements - Amendments to IAS 7 and IFRS 7 |
The amendments establish the characteristics of finance arrangements involving suppliers and that certain information related to such arrangements must be disclosed in order to enable the assessment of their effects on liabilities, cash flows and exposure to liquidity risk. |
January 1, 2024, with specific transition rules. |
Lack of Exchangeability - Amendments to IAS 21 |
The amendments establish that when one currency is not
exchangeable for another on the measurement date, the spot exchange rate must be estimated. In addition, they provide guidance on how
to assess interchangeability between currencies and how to determine the spot exchange rate when interchangeability is absent.
When the spot exchange rate is estimated because a currency
is not exchangeable for another currency, information must be disclosed to allow the understanding of how the currency not exchangeable
for another currency affects, or is expected to affect, the statements of income, the statement of financial position and the statements
of cash flows. |
January 1, 2025, with specific transition rules. |
Regarding the amendments to IFRS 16 and to IAS
1, effective as of January 1, 2024, according to the assessment made, the Company estimates that there will be no significant impact with
the initial application on its consolidated financial statements. In relation to the amendments to IAS 7 and IFRS 7, the Company expects
additional disclosure.
As for the amendment that will be effective as
of January 1, 2025, the Company is assessing the impacts that it will have on the financial statements.
The Company’s objective in its capital management
is to maintain its capital structure at an adequate level in order to continue as a going concern, maximizing value to shareholders and
investors. In 2023 and 2022, its main source of funding was cash provided by its operating activities.
The financial strategy of the Strategic Plan 2024-2028
is focused on:
| • | investments and business decisions respecting the
ideal capital structure; |
| • | solid governance in decision-making processes ensuring
profitability, rationality and value creation for all stakeholders; and |
| • | distribution of value created through dividends and
share repurchase. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The target for the gross debt (composed of current
and non-current finance debt and lease liability) is to be maintained below US$ 65,000 and the reference level for Adjusted Cash
and cash equivalents is US$ 8,000 (which is composed of Cash and cash equivalents, and investments in securities in domestic and international
markets that have high liquidity, i.e., convertible into cash within 3 months, even if maturity is longer than 12 months, held for the
purpose of complying with cash commitments).
As of December 31, 2023, gross debt increased to
US$ 62,600, from US$ 53,799 as of December 31, 2022, remaining within the range defined in the Company’s Strategic Plan.
8. | Cash and cash equivalents and
marketable securities |
| 8.1. | 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.
|
12.31.2023 |
12.31.2022 |
Cash at bank and in hand |
103 |
216 |
Short-term financial investments |
|
|
- In Brazil |
|
|
Brazilian interbank deposit rate investment funds and other short-term deposits |
1,742 |
2,763 |
Other investment funds |
279 |
244 |
|
2,021 |
3,007 |
- Abroad |
|
|
Time deposits |
7,737 |
2,388 |
Automatic investing accounts and interest checking accounts |
2,852 |
2,365 |
Other financial investments |
14 |
20 |
|
10,603 |
4,773 |
Total short-term financial investments |
12,624 |
7,780 |
Total cash and cash equivalents |
12,727 |
7,996 |
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.
The main resources constituted were substantially
provided by cash provided by operating activities of US$ 43,212, proceeds from disposal of assets - divestment of US$ 3,606, proceeds
from finance debt of US$ 2,210 and financial compensation from co-participation agreements of US$ 391.
The main use of these funds in 2023 were for payment
of dividends and share repurchase program of US$ 20,454, repayment of principal and interests related to finance debt and repayment of
lease liability, amounting US$ 12,457, as well as for acquisition of PP&E and intangible assets in the amount of US$ 12,114.
Accounting policy for cash
and cash equivalents
Cash and cash equivalents comprise cash on hand,
term deposits with banks and short-term highly-liquid financial investments that are readily convertible to known amounts of cash, are
subject to insignificant risk of changes in value and have a maturity of three months or less from the date of acquisition.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 8.2. | Marketable securities |
|
|
|
12.31.2023 |
|
|
12.31.2022 |
|
In Brazil |
Abroad |
Total |
In Brazil |
Abroad |
Total |
Fair value through profit or loss |
926 |
− |
926 |
713 |
− |
713 |
Amortized cost - Bank Deposit Certificates and time deposits |
4,249 |
− |
4,249 |
2,548 |
1,026 |
3,574 |
Amortized cost - Others |
53 |
− |
53 |
50 |
− |
50 |
Total |
5,228 |
− |
5,228 |
3,311 |
1,026 |
4,337 |
Current |
2,819 |
− |
2,819 |
1,747 |
1,026 |
2,773 |
Non-current |
2,409 |
− |
2,409 |
1,564 |
− |
1,564 |
Marketable securities classified as fair value
through profit or loss refer mainly to investments in Brazilian Federal Government Bonds (amounts determined by level 1 of the fair value
hierarchy). These financial investments have maturities of more than three months.
Securities classified as amortized cost refer to
investments in Brazil in post-fixed Bank Deposit Certificates with daily liquidity, with maturities between one and two years, and to
investments abroad in time deposits with maturities of more than three months from the contracting date.
Accounting policy for marketable
securities
The amounts invested in operations with terms of
more than three months, as from the date of the agreement, are initially measured at fair value and subsequently according to their respective
classifications, which are based on the way in which these funds are managed and their features of contractual cash flows:
| · | Amortized cost – financial assets that give
rise, on specified dates, to cash flows represented exclusively by payments of principal and interest on the outstanding principal amount,
the purpose of which is to receive its contractual cash flows. They are presented in current and in non-current asset according to their
maturity term. Interest income from these investments is calculated using the effective interest rate method. |
| · | Fair value through profit or loss – financial
assets whose purpose is to receive from its sale. They are presented in current assets due to the expectation of realization within 12
months of the reporting date. |
| 9.1. | Revenues from contracts with
customers |
As an integrated energy company, revenues from
contracts with customers derive from different products sold by the Company’s operating segments, taking into consideration specific
characteristics of the markets where they operate. For additional information about the operating segments of the Company, its activities
and its respective products sold, see note 13.
The determination of transaction prices derives
from methodologies and policies based on the parameters of these markets, reflecting operating risks, level of market share, changes in
exchange rates and international commodity prices, including Brent oil prices, oil products such as diesel and gasoline, and the Henry
Hub Index.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
2023 |
2022 |
2021 |
Diesel |
32,260 |
40,149 |
24,236 |
Gasoline |
14,309 |
16,175 |
11,910 |
Liquefied petroleum gas |
3,506 |
5,121 |
4,491 |
Jet fuel |
5,015 |
5,423 |
2,271 |
Naphtha |
1,837 |
2,396 |
1,699 |
Fuel oil (including bunker fuel) |
1,158 |
1,411 |
1,775 |
Other oil products |
4,428 |
5,536 |
4,261 |
Subtotal oil products |
62,513 |
76,211 |
50,643 |
Natural gas |
5,632 |
7,673 |
5,884 |
Crude oil |
5,475 |
7,719 |
671 |
Renewables and nitrogen products |
94 |
283 |
40 |
Breakage |
860 |
669 |
243 |
Electricity |
657 |
694 |
2,902 |
Services, agency and others |
1,059 |
1,043 |
808 |
Domestic market |
76,290 |
94,292 |
61,191 |
|
|
|
|
Exports |
25,012 |
27,497 |
21,491 |
Crude oil |
18,447 |
19,332 |
14,942 |
Fuel oil (including bunker fuel) |
5,114 |
7,399 |
5,480 |
Other oil products and other products |
1,451 |
766 |
1,069 |
Sales abroad (1) |
1,107 |
2,685 |
1,284 |
Foreign market |
26,119 |
30,182 |
22,775 |
Sales revenues |
102,409 |
124,474 |
83,966 |
(1) Sales revenues from operations outside of Brazil, including trading and excluding exports. |
|
As of December 31, 2023, the composition of sales
revenues by shipping destination is presented as follows:
|
2023 |
2022 |
2021 |
Domestic market |
76,290 |
94,292 |
61,191 |
China |
7,232 |
6,389 |
7,053 |
Americas (except United States) |
4,846 |
7,166 |
4,702 |
Europe |
5,534 |
5,932 |
3,110 |
Asia (except China and Singapore) |
1,447 |
1,505 |
1,671 |
United States |
3,924 |
4,914 |
2,162 |
Singapore |
3,063 |
4,271 |
3,913 |
Others |
73 |
5 |
164 |
Foreign market |
26,119 |
30,182 |
22,775 |
Sales revenues |
102,409 |
124,474 |
83,966 |
In 2023, sales to two clients of the refining,
transportation and marketing segment represented individually 16% and 11% of the Company’s sales revenues; in 2022, sales to
two clients of the same segment individually represented 15% and 11% of the Company’s sales revenues; and in 2021 one client of
the same segment individually represented 10% of the Company’s sales revenues.
| 9.2. | Remaining performance obligations |
The Company is party to sales contracts signed
until December 31, 2023 with original expected duration of more than 1 year, which define the volume and timing of goods or services to
be delivered during the term of the contract, and the payment terms for these future sales.
The estimated remaining values of these contracts
in 2023 presented below are based on the contractually agreed future sales volumes, as well as prices prevailing at December 31, 2023
or practiced in recent sales reflecting more directly observable information:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Expected recognition within 1 year |
Expected recognition after 1 year |
Total |
Domestic market |
|
|
|
Gasoline |
12,161 |
178 |
12,339 |
Diesel |
27,325 |
- |
27,325 |
Natural gas |
7,715 |
38,986 |
46,701 |
Liquefied petroleum gas |
3,120 |
- |
3,120 |
Services and others |
740 |
3,607 |
4,347 |
Naphtha |
1,497 |
1,497 |
2,994 |
Electricity |
529 |
4,919 |
5,448 |
Other oil products |
3,013 |
3,756 |
6,769 |
Jet fuel |
1,335 |
- |
1,335 |
Foreign market |
|
|
|
Exports |
2,732 |
5,337 |
8,069 |
Total |
60,167 |
58,280 |
118,447 |
Revenues are recognized once goods are transferred
and services are provided to the customers and their measurement and timing of recognition will be subject to future demands, changes
in commodities prices, exchange rates and other market factors.
The table above does not include information on
contracts with original expected duration of less than one year, such as spot-market contracts, variable considerations which are constrained,
and information on contracts only establishing general terms and conditions (Master Agreements), for which volumes and prices will only
be defined in subsequent contracts.
In addition, electricity sales are mainly driven
by demands to generate electricity from thermoelectric power plants, as and when requested by the Brazilian National Electric System Operator
(ONS). These requests are substantially affected by Brazilian hydrological conditions. Thus, the table above presents mainly fixed amounts
for the electricity to be available to customers in these operations.
The balance of contract liabilities carried on
the statement of financial position in 2023 amounted to US$ 115 (US$ 48 in 2022). This amount is classified as other current
liabilities and primarily comprises advances from customers in ship and take or pay contracts to be recognized as revenue based on future
sales of natural gas or following the non-exercise of the right by the customer.
Accounting policy for revenues
The Company evaluates contracts with customers
for the sale of oil and oil products, natural gas, electricity, services and other products, which will be subject to revenue recognition,
and identifies the distinct goods and services promised in each of them.
Sales revenues are recognized when control is transferred
to the client, which usually occurs upon delivery of the product or when the service is provided. At this moment, the company satisfies
the performance obligation.
Performance obligations are considered to be promises
to transfer to the client: (i) good or service (or group of goods or services) that is distinct; and (ii) a series of distinct goods or
services that have the same characteristics or are substantially the same and that have the same pattern of transfer to the client.
Revenue is measured based on the amount of consideration
to which the Company expects to be entitled in exchange for transfers of promised goods or services to the customer, excluding amounts
collected on behalf of third parties. Transaction prices are based on contractually stated prices, which reflect the Company's pricing
methodologies and policies based on market parameters.
Invoicing occurs in periods very close to deliveries
and rendering of services, therefore, significant changes in transaction prices are not expected to be recognized in revenues for periods
subsequent to satisfaction of the performance obligation, except for some exports in which final price formation occurs after the transfer
of control of the products and are subject to the variation in the value of the commodity.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Sales are carried out in short terms of receipt,
thus there are no significant financing components.
10. | Costs and expenses by nature |
|
2023 |
2022 |
2021 |
Raw material, products for resale, materials and third-party services (1) |
(23,858) |
(32,354) |
(20,869) |
Depreciation, depletion and amortization |
(10,779) |
(10,514) |
(9,277) |
Production taxes |
(12,108) |
(14,953) |
(11,136) |
Employee compensation |
(1,690) |
(1,665) |
(1,882) |
Total |
(48,435) |
(59,486) |
(43,164) |
(1) It Includes short-term leases and inventory turnover. |
|
|
|
|
2023 |
2022 |
2021 |
Materials, third-party services, freight, rent and other related costs |
(4,296) |
(3,987) |
(3,542) |
Depreciation, depletion and amortization |
(609) |
(789) |
(610) |
Allowance for expected credit losses |
(22) |
(58) |
12 |
Employee compensation |
(111) |
(97) |
(89) |
Total |
(5,038) |
(4,931) |
(4,229) |
| 10.3. | General and administrative expenses |
|
2023 |
2022 |
2021 |
Employee compensation |
(1,036) |
(865) |
(834) |
Materials, third-party services, rent and other related costs |
(435) |
(362) |
(256) |
Depreciation, depletion and amortization |
(123) |
(105) |
(86) |
Total |
(1,594) |
(1,332) |
(1,176) |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
11. | Other income and expenses, net |
|
2023 |
2022 |
2021 |
Stoppages for asset maintenance and pre-operating expenses |
(2,205) |
(1,834) |
(1,362) |
Gains (losses) on decommissioning of returned/abandoned areas |
(1,195) |
(225) |
99 |
Pension and medical benefits - retirees (1) |
(1,172) |
(1,015) |
(1,467) |
Losses with legal, administrative and arbitration proceedings |
(797) |
(1,362) |
(740) |
Profit sharing |
(595) |
(131) |
(125) |
Variable compensation programs |
(416) |
(547) |
(469) |
Compensation for the termination of vessel charter agreements (2) |
(331) |
(13) |
(9) |
Collective bargaining agreement |
(217) |
- |
- |
Expenses with contractual fines received |
(199) |
(91) |
(57) |
Operating expenses with thermoelectric power plants |
(189) |
(150) |
(88) |
Institutional relations and cultural projects |
(156) |
(103) |
(96) |
Gains (losses) with commodities derivatives |
11 |
(256) |
(79) |
Amounts recovered from Lava Jato investigation |
109 |
96 |
235 |
Results of non-core activities |
170 |
168 |
170 |
Ship/take or pay agreements and fines imposed to suppliers |
238 |
105 |
96 |
Fines imposed on suppliers |
239 |
228 |
163 |
Results from co-participation agreements in bid areas (3) |
284 |
4,286 |
631 |
Government grants |
315 |
471 |
154 |
Early termination and changes to cash flow estimates of leases |
415 |
629 |
545 |
Reimbursements from E&P partnership operations |
571 |
683 |
485 |
Results on disposal/write-offs of assets |
1,295 |
1,144 |
1,941 |
Others |
(206) |
(261) |
626 |
Total |
(4,031) |
1,822 |
653 |
(1) In 2022, this 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 pension plans.
|
(2) It includes, in 2023, expenses with compensation for the termination of a vessel charter agreement in the amount of US$ 317. |
(3) In 2022, it mainly refers to income with the results of the co-participation agreements related to the transfer of rights surplus of Sépia and Atapu fields. In 2021, it refers to the agreement of the Búzios field. |
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
12. | Net finance income (expense) |
|
2023 |
2022 |
2021 |
Finance income |
2,169 |
1,832 |
821 |
Income from investments and marketable securities (Government Bonds) |
1,657 |
1,159 |
315 |
Other finance income |
512 |
673 |
506 |
Finance expenses |
(3,922) |
(3,500) |
(5,150) |
Interest on finance debt |
(2,264) |
(2,363) |
(2,870) |
Unwinding of discount on lease liability |
(1,785) |
(1,340) |
(1,220) |
Discount and premium on repurchase of debt securities |
(4) |
(121) |
(1,102) |
Capitalized borrowing costs |
1,290 |
1,032 |
976 |
Unwinding of discount on the provision for decommissioning costs |
(857) |
(519) |
(761) |
Other finance expenses |
(302) |
(189) |
(173) |
Foreign exchange gains (losses) and indexation charges |
(580) |
(2,172) |
(6,637) |
Foreign exchange gains (losses) (1) |
2,268 |
1,022 |
(2,737) |
Reclassification of hedge accounting to the Statement of Income (1) |
(3,763) |
(4,871) |
(4,585) |
Indexation to the Selic interest rate of anticipated dividends and dividends payable (2) |
(299) |
994 |
108 |
Legal agreement with Eletrobras - compulsory loans (3) |
236 |
− |
− |
Recoverable taxes inflation indexation income |
204 |
86 |
518 |
Other foreign exchange gains and indexation charges, net |
774 |
597 |
59 |
Total |
(2,333) |
(3,840) |
(10,966) |
(1) For more information, see notes 35.2a and 35.2c. |
(2) In 2023, it refers to the income on the indexation to the Selic interest rate of paid anticipated dividends, in the amount of US$ 215 (US$ 1,293 in 2022 and US$ 121 in 2021), and to the expense on the indexation to the Selic interest rate on dividends payable, in the amount of US$ 514 (US$ 299 in 2022 and US$ 13 in 2021). |
(3) For more information, see note 19.6. |
13. | Information by operating
segment |
On November 23, 2023, the Board of Directors approved,
in the context of the Strategic Plan 2024-2028, a new approach in relation to capital expenditures that will be made by the Company, changing
the vision of the segment from “Gas & Power” to “Gas and Low Carbon Energies”, in addition to new strategic
business drivers for:
| · | Biofuels: previously presented in Corporate and other
businesses, they are now integrated in the Gas and Low Carbon Energies (G&LCE) segment; |
| · | Fertilizers: previously presented in Gas & Power,
they are now integrated in the Refining, Transportation and Marketing segment. |
As of December 31, 2023, the presentation of information
by operation segment reflects the updated management model used by the Board of Executive Officers (Chief Operating Decision Maker - CODM)
to make decisions regarding resource allocation and performance evaluation.
In this context, the information by segment for
the years 2022 and 2021 were not reclassified for comparability purposes due to the fact that the total of assets and statement of income
balances involved are immaterial.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 13.1. | Net income by operating segment |
Consolidated statement of income by operating segment |
2023 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas and Low Carbon Energies (G&LCE) |
Corporate and other businesses |
Eliminations |
Total |
Sales revenues |
66,880 |
94,868 |
11,109 |
365 |
(70,813) |
102,409 |
Intersegments |
66,113 |
1,404 |
3,285 |
11 |
(70,813) |
− |
Third parties |
767 |
93,464 |
7,824 |
354 |
- |
102,409 |
Cost of sales |
(27,239) |
(85,699) |
(5,685) |
(370) |
70,558 |
(48,435) |
Gross profit (loss) |
39,641 |
9,169 |
5,424 |
(5) |
(255) |
53,974 |
Income (expenses) |
(5,615) |
(4,086) |
(3,384) |
(2,857) |
1 |
(15,941) |
Selling expenses |
(12) |
(2,156) |
(2,838) |
(33) |
1 |
(5,038) |
General and administrative expenses |
(74) |
(327) |
(80) |
(1,113) |
- |
(1,594) |
Exploration costs |
(982) |
- |
- |
- |
- |
(982) |
Research and development expenses |
(569) |
(16) |
(3) |
(138) |
- |
(726) |
Other taxes |
(454) |
(27) |
(49) |
(360) |
- |
(890) |
Impairment (losses) reversals, net |
(2,105) |
(524) |
(81) |
30 |
- |
(2,680) |
Other income and expenses, net |
(1,419) |
(1,036) |
(333) |
(1,243) |
- |
(4,031) |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
34,026 |
5,083 |
2,040 |
(2,862) |
(254) |
38,033 |
Net finance income (expense) |
- |
- |
- |
(2,333) |
- |
(2,333) |
Results of equity-accounted investments |
(7) |
(318) |
10 |
11 |
- |
(304) |
Net income / (loss) before income taxes |
34,019 |
4,765 |
2,050 |
(5,184) |
(254) |
35,396 |
Income taxes |
(11,571) |
(1,729) |
(693) |
3,506 |
86 |
(10,401) |
Net income (loss) for the year |
22,448 |
3,036 |
1,357 |
(1,678) |
(168) |
24,995 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
22,453 |
3,036 |
1,286 |
(1,723) |
(168) |
24,884 |
Non-controlling interests |
(5) |
- |
71 |
45 |
- |
111 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
2022 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas and Low Carbon Energies (G&LCE) |
Corporate and other businesses |
Eliminations |
Total |
Sales revenues |
77,890 |
113,531 |
15,068 |
511 |
(82,526) |
124,474 |
Intersegments |
76,579 |
1,950 |
3,991 |
6 |
(82,526) |
− |
Third parties |
1,311 |
111,581 |
11,077 |
505 |
- |
124,474 |
Cost of sales |
(30,465) |
(99,154) |
(10,518) |
(522) |
81,173 |
(59,486) |
Gross profit (loss) |
47,425 |
14,377 |
4,550 |
(11) |
(1,353) |
64,988 |
Income (expenses) |
907 |
(3,132) |
(2,965) |
(2,671) |
(13) |
(7,874) |
Selling expenses |
(22) |
(1,841) |
(2,979) |
(76) |
(13) |
(4,931) |
General and administrative expenses |
(46) |
(275) |
(62) |
(949) |
- |
(1,332) |
Exploration costs |
(887) |
- |
- |
- |
- |
(887) |
Research and development expenses |
(678) |
(6) |
(5) |
(103) |
- |
(792) |
Other taxes |
(79) |
(31) |
(44) |
(285) |
- |
(439) |
Impairment (losses) reversals, net |
(1,218) |
(97) |
1 |
(1) |
- |
(1,315) |
Other income and expenses, net |
3,837 |
(882) |
124 |
(1,257) |
- |
1,822 |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
48,332 |
11,245 |
1,585 |
(2,682) |
(1,366) |
57,114 |
Net finance expense |
- |
- |
- |
(3,840) |
- |
(3,840) |
Results of equity-accounted investments |
170 |
3 |
83 |
(5) |
- |
251 |
Net income / (loss) before income taxes |
48,502 |
11,248 |
1,668 |
(6,527) |
(1,366) |
53,525 |
Income taxes |
(16,433) |
(3,822) |
(540) |
3,559 |
466 |
(16,770) |
Net income (loss) for the year |
32,069 |
7,426 |
1,128 |
(2,968) |
(900) |
36,755 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
32,073 |
7,426 |
1,038 |
(3,014) |
(900) |
36,623 |
Non-controlling interests |
(4) |
- |
90 |
46 |
- |
132 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
2021 |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas and Low Carbon Energies (G&LCE) |
Corporate and other businesses |
Eliminations |
Total |
|
|
|
|
|
|
|
Sales revenues |
55,584 |
74,524 |
12,051 |
504 |
(58,697) |
83,966 |
Intersegments |
54,479 |
1,416 |
2,564 |
238 |
(58,697) |
− |
Third parties |
1,105 |
73,108 |
9,487 |
266 |
- |
83,966 |
Cost of sales |
(23,673) |
(65,620) |
(9,494) |
(503) |
56,126 |
(43,164) |
Gross profit (loss) |
31,911 |
8,904 |
2,557 |
1 |
(2,571) |
40,802 |
Income (expenses) |
3,240 |
(1,805) |
(2,890) |
(1,741) |
(22) |
(3,218) |
Selling expenses |
- |
(1,539) |
(2,668) |
- |
(22) |
(4,229) |
General and administrative expenses |
(152) |
(245) |
(73) |
(706) |
- |
(1,176) |
Exploration costs |
(687) |
- |
- |
- |
- |
(687) |
Research and development expenses |
(415) |
(11) |
(25) |
(112) |
- |
(563) |
Other taxes |
(192) |
(122) |
(38) |
(54) |
- |
(406) |
Impairment (losses) reversals, net |
3,107 |
289 |
(208) |
2 |
- |
3,190 |
Other income and expenses, net |
1,579 |
(177) |
122 |
(871) |
- |
653 |
Income (loss) before net finance income (expense), results of equity-accounted investments and income taxes |
35,151 |
7,099 |
(333) |
(1,740) |
(2,593) |
37,584 |
Net finance expense |
- |
- |
- |
(10,966) |
- |
(10,966) |
Results of equity-accounted investments |
119 |
941 |
98 |
449 |
- |
1,607 |
Net income / (loss) before income taxes |
35,270 |
8,040 |
(235) |
(12,257) |
(2,593) |
28,225 |
Income taxes |
(11,949) |
(2,415) |
113 |
5,129 |
883 |
(8,239) |
Net income (loss) for the year |
23,321 |
5,625 |
(122) |
(7,128) |
(1,710) |
19,986 |
Attributable to: |
|
|
|
|
|
|
Shareholders of Petrobras |
23,324 |
5,625 |
(219) |
(7,145) |
(1,710) |
19,875 |
Non-controlling interests |
(3) |
- |
97 |
17 |
- |
111 |
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 and Low Carbon Energies (G&LCE) |
Corporate and other businesses |
Total |
|
|
2023 |
10,230 |
2,410 |
525 |
115 |
13,280 |
2022 |
10,415 |
2,248 |
448 |
107 |
13,218 |
2021 |
9,005 |
2,167 |
430 |
93 |
11,695 |
|
|
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 13.2. | Assets by operating segment |
|
Exploration and Production (E&P) |
Refining, Transportation & Marketing (RT&M) |
Gas and Low Carbon Energies (G&LCE) |
Corporate and other business |
Elimina-tions |
Total |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 12.31.2023 |
|
|
|
|
|
|
|
Current assets |
2,804 |
11,002 |
370 |
23,547 |
(5,278) |
32,445 |
Non-current assets |
136,064 |
23,800 |
6,406 |
18,352 |
− |
184,622 |
Long-term receivables |
9,028 |
2,068 |
83 |
15,619 |
− |
26,798 |
Investments |
344 |
811 |
145 |
58 |
− |
1,358 |
Property, plant and equipment |
124,254 |
20,786 |
6,101 |
2,283 |
− |
153,424 |
Operating assets |
108,405 |
18,128 |
3,605 |
1,770 |
− |
131,908 |
Under construction |
15,849 |
2,658 |
2,496 |
513 |
− |
21,516 |
Intangible assets |
2,438 |
135 |
77 |
392 |
− |
3,042 |
Total Assets |
138,868 |
34,802 |
6,776 |
41,899 |
(5,278) |
217,067 |
|
|
|
|
|
|
|
Consolidated assets by operating segment - 12.31.2022 |
|
|
|
|
|
|
|
Current assets |
5,224 |
12,035 |
391 |
18,864 |
(5,264) |
31,250 |
Non-current assets |
111,110 |
22,396 |
7,193 |
15,242 |
− |
155,941 |
Long-term receivables |
6,351 |
1,811 |
94 |
12,964 |
− |
21,220 |
Investments |
379 |
977 |
173 |
37 |
− |
1,566 |
Property, plant and equipment |
101,875 |
19,496 |
6,851 |
1,947 |
− |
130,169 |
Operating assets |
92,087 |
16,851 |
4,808 |
1,585 |
− |
115,331 |
Under construction |
9,788 |
2,645 |
2,043 |
362 |
− |
14,838 |
Intangible assets |
2,505 |
112 |
75 |
294 |
− |
2,986 |
Total Assets |
116,334 |
34,431 |
7,584 |
34,106 |
(5,264) |
187,191 |
Accounting policy for operating
segments
The information related to the Company’s
operating segments is prepared based on available financial information directly attributable to each segment, or items that can be allocated
to each segment on a reasonable basis. This information is presented by business activity, as used by the Company’s Board of Executive
Officers (Chief Operating Decision Maker – CODM) in the decision-making process of resource allocation and performance evaluation.
The measurement of segment results includes transactions
carried out with third parties, including associates and joint ventures, as well as transactions between operating segments. Transfers
between operating segments are recognized at internal transfer prices derived from methodologies that considers market parameters and
are eliminated only to provide reconciliations to the consolidated financial statements.
The Company's business segments disclosed separately
are:
Exploration and Production (E&P): this
segment covers the activities of exploration, development and production of crude oil, NGL (natural gas liquid) and natural gas in Brazil
and abroad, for the primary purpose of supplying its domestic refineries. The E&P segment also operates through partnerships with
other companies and includes holding interest in foreign entities operating in this segment.
As an energy Company with a focus on oil and gas,
intersegment sales revenue refers mainly to oil transfers to the Refining, Transportation and Marketing segment, aiming to supply the
Company's refineries and meet the domestic demand for oil products. These transactions are measured by internal transfer prices based
on international oil prices and their respective exchange rate impacts, taking into account the specific characteristics of the transferred
oil stream.
In addition, the E&P segment revenues include
transfers of natural gas to the natural gas processing plants within Gas and Low Carbon Energies segment. These transactions are measured
at internal transfer prices based on the international prices of this commodity.
Revenue from sales to third parties mainly reflects
services rendered relating to E&P activities, sales of the E&P’s natural gas processing plants, as well as the oil and natural
gas operations carried out by subsidiaries abroad.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Refining, Transportation and Marketing (RT&M):
this segment covers the refining, logistics, transport, acquisition and exports of crude oil, as well as trading of oil products, in Brazil
and abroad. This segment also includes the petrochemical operations (which comprehends holding interests in petrochemical companies in
Brazil), and fertilizer production.
This segment carries out the acquisition of crude
oil from the E&P segment, imports oil for refinery slate, and acquires oil products in international markets taking advantage of the
existing price differentials between the cost of processing domestic oil and that of importing oil products. This segment also performs
the acquisition of natural gas from the G&LCE segment.
Intersegment revenues primarily reflect the sale
of oil products to the distribution business at market prices and the operations for the G&LCE and E&P segments at internal transfer
price.
Revenues from sales to third parties primarily
reflect the trading of oil products in Brazil and the export and trade of oil and oil products by foreign subsidiaries.
Gas and Low Carbon Energies (G&LCE):
this segment covers the activities of logistic and trading of natural gas and electricity, the transportation and trading of liquefied
natural gas (LNG), the generation of electricity by means of thermoelectric power plants, as well as natural gas processing. It also includes
renewable energy businesses, low carbon services (carbon capture, utilization and storage) and the production of biodiesel and its co-products.
Intersegment revenues primarily reflect the transfers
of natural gas processed, liquefied petroleum gas (LPG) and NGL to the RT&M segment. These transactions are measured at internal transfer
prices.
This segment purchases national natural gas from
the E&P segment, from partners and third parties, imports natural gas from Bolivia and LNG to meet national demand.
Revenues from sales to third parties primarily reflect
natural gas processed to distributors and to free consumers, as well as generation and trading of electricity.
Corporate and other businesses: comprise
items that cannot be attributed to business segments, including those with corporate characteristics, in addition to distribution business.
Corporate items mainly include those related to corporate financial management, trade and other receivables, allowance for credit losses,
gains (losses) with derivatives (except those with commodity derivatives included in their respective segments), corporate overhead and
other expenses, including actuarial expenses related to pension and health care plans for beneficiaries. Other businesses include the
distribution of oil products abroad (South America). In 2021, the results of other businesses included the equity interest in the associate
Vibra Energia, formerly Petrobras Distribuidora, until the date of sale of the remaining interest in this associate, which took place
in July 2021.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
14. | Trade and other receivables |
| 14.1. | Trade and other receivables |
|
12.31.2023 |
12.31.2022 |
Receivables from contracts with customers |
|
|
Third parties |
6,038 |
5,210 |
Related parties |
|
|
Investees (note 36.1) |
140 |
93 |
Subtotal |
6,178 |
5,303 |
Other trade receivables |
|
|
Third parties |
|
|
Receivables from divestments and Transfer of Rights Agreement |
2,162 |
1,922 |
Lease receivables |
352 |
394 |
Other receivables |
627 |
765 |
Related parties |
|
|
Petroleum and alcohol accounts - receivables from Brazilian Federal Government |
278 |
602 |
Subtotal |
3,419 |
3,683 |
Total trade and other receivables, before ECL |
9,597 |
8,986 |
Expected credit losses (ECL) - Third parties |
(1,613) |
(1,533) |
Expected credit losses (ECL) - Related parties |
(2) |
(3) |
Total trade and other receivables |
7,982 |
7,450 |
Current |
6,135 |
5,010 |
Non-current |
1,847 |
2,440 |
|
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$ 503 as of December 31, 2023 (US$ 470 as of
December 31, 2022).
The balance of receivables from divestments is
mainly related to the Earn Out of the Atapu and Sépia fields, totaling US$ 611(US$ 693 in 2022), from the sale of the
Roncador field for US$ 360 (US$ 393 in 2022), the Carmópolis group of fields for US$ 296 (US$ 275 in 2022),
and the Potiguar group of fields for US$ 265.
On September 8, 2023, the Company received US$ 362,
net of withholding income taxes, relating to the first installment of Petroleum and Alcohol Accounts. The second and final installment
in the amount of US$ 278 is still in a judicial account and awaits court clearance to work as a guarantee in a tax enforcement proceeding
in the 11th Execution Court.
In 2023, the average term for trade receivables
from third parties in the domestic market is approximately 2 days (same term in 2022) for the sale of derivatives and 20 to 27 days for
the sale of crude oil (same term as in 2022). Fuel oil exports have an average receipt term between 11 and 14 days, while oil exports
have a term between 8 and 12 days (in 2022, exports have average terms ranging from 12 days to 26 days for fuel oil and from 7 to 16 days
for oil).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 14.2. | Aging of trade and other receivables
– third parties |
|
12.31.2023 |
12.31.2022 |
|
Trade and other receivables |
Expected credit losses |
Trade and other receivables |
Expected credit losses |
Current |
6,948 |
(34) |
6,474 |
(39) |
Overdue: |
|
|
|
|
1-90 days (1) |
472 |
(43) |
189 |
(48) |
91-180 days |
19 |
(10) |
30 |
(27) |
181-365 days |
63 |
(57) |
63 |
(51) |
More than 365 days |
1,677 |
(1,469) |
1,535 |
(1,368) |
Total |
9,179 |
(1,613) |
8,291 |
(1,533) |
(1) On January 10, 2024, Petrobras received US$ 298 from Carmo Energy as the last installment relating to the sale of the Carmópolis cluster, due on December 20, 2023. |
| 14.3. | Changes in provision for expected
credit losses – third parties and related parties |
|
31.12.2023 |
31.12.2022 |
Opening balance |
1,536 |
1,448 |
Additions |
170 |
136 |
Write-offs |
(66) |
(21) |
Reversals |
(94) |
(81) |
Translation adjustment |
69 |
54 |
Closing balance |
1,615 |
1,536 |
Current |
285 |
245 |
Non-current |
1,330 |
1,291 |
Accounting policy for
trade and other receivables
Trade and other receivables are generally classified
at amortized cost, except for certain receivables classified at fair value through profit or loss, whose cash flows are distinct from
the receipt of principal and interest, including receivables with final prices linked to changes in commodity price after their transfer
of control.
When the Company is the lessor in a finance lease,
a receivable is recognized at the amount of the net investment in the lease, consisting of the lease payments receivable and any unguaranteed
residual value accruing to the Company, discounted at the interest rate implicit in the lease.
The Company measures expected credit losses (ECL)
for short-term trade receivables using a provision matrix which is based on historical observed default rates adjusted by current and
forward-looking information when applicable and available without undue cost or effort.
ECL is the weighted average of historical credit
losses with the respective default risks, which may occur according to the weightings. The credit loss on a financial asset is measured
by the difference between all contractual cash flows due to the Company and all cash flows the Company expects to receive, discounted
at the original effective interest rate.
The Company measures the allowance for ECL of other
trade receivables based on their 12-month expected credit losses unless their credit risk increases significantly since their initial
recognition, in which case the allowance is based on their lifetime ECL.
When determining whether there has been a significant
increase in credit risk, the Company compares the risk of default on initial recognition and at the reporting date.
Regardless of the assessment of significant increase
in credit risk, a delinquency period of 30 days past due triggers the definition of significant increase in credit risk on a financial
asset, unless otherwise demonstrated by reasonable and supportable information.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The Company assumes that the credit risk on the
trade receivable has not increased significantly since initial recognition if the receivable is considered to have low credit risk at
the reporting date. Low credit risk is determined based on external credit ratings or internal methodologies.
In the absence of controversy or other issues that
may result in the suspension of collection, the Company assumes that a default occurs whenever the counterparty does not comply with the
legal obligation to pay its debts when due or, depending on the instrument, when it is at least 90 days past due.
|
12.31.2023 |
12.31.2022 |
Crude oil |
3,375 |
3,738 |
Oil products |
2,196 |
3,278 |
Intermediate products |
635 |
587 |
Natural gas and Liquefied Natural Gas (LNG) |
78 |
135 |
Biofuels |
13 |
14 |
Fertilizers |
1 |
4 |
Total products |
6,298 |
7,756 |
Materials, supplies and others |
1,383 |
1,023 |
Total |
7,681 |
8,779 |
|
Crude oil and LNG inventories can be traded or
used for production of oil products.
Intermediate products are those product streams
that have been through at least one of the refining processes, but still need further treatment, processing or converting to be available
for sale.
Biofuels mainly include ethanol and biodiesel inventories.
Materials, supplies and others mainly comprise
production supplies and operating materials used in the operations of the Company, stated at the average purchase cost, not exceeding
replacement cost.
In 2023, the Company recognized a US$ 7
reversal of cost of sales, adjusting inventories to net realizable value (a US$ 11 loss within cost of sales in 2022), primarily
due to changes in international prices of crude oil and oil products.
At December 31, 2023, the Company had pledged crude
oil and oil products volumes as collateral for the Term of Financial Commitment (TFC) related to Pension Plans PPSP-R, PPSP-R Pre-70 and
PPSP-NR Pre-70 signed by Petrobras and Fundação Petrobras de Seguridade Social – Petros Foundation in 2008,
in the estimated amount of US$ 986.
Accounting policy for inventories
Inventories are determined by the weighted average
cost method adjusted to the net realizable value when it is lower than its carrying amount.
Net realizable value is the estimated selling price
of inventory in the ordinary course of business, less estimated cost of completion and estimated expenses to complete its sale, considering
the purpose for which the inventories are held. Inventories with identifiable sales contracts have a net realizable value based on the
contracted price, as, for example, in offshore operations (without physical tanking, with loading onto the ship and direct unloading at
the customer) or auctions. Other items in inventory have a net realizable value based on general selling prices, considering the most
reliable evidence available at the time of the estimate.
The net realizable value of inventories is determined
by grouping similar items with the same characteristic or purpose. Changes in sales prices after the reporting date of the financial statements
are considered in the calculation of the net realizable value if they confirm the conditions existing on that reporting date.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
12.31.2023 |
12.31.2022 |
Third parties in Brazil |
3,624 |
3,497 |
Third parties abroad |
1,176 |
1,935 |
Related parties (note 36.1) |
13 |
32 |
Total |
4,813 |
5,464 |
|
|
|
Forfaiting
The Company has a program to encourage the development
of the oil and gas production chain called “Mais Valor” (More Value), operated by a partner company on a 100% digital
platform.
By using this platform, the suppliers who want
to anticipate their receivables may launch a reverse auction, in which the winner is the financial institution which offers the lowest
discount rate. The financial institution becomes the creditor of invoices advanced by the supplier, and Petrobras pays the invoices on
the same date and under the conditions originally agreed with the supplier.
Invoices are advanced in the “Mais Valor”
program exclusively at the discretion of the suppliers and do not change the terms, prices and commercial conditions contracted by Petrobras
with such suppliers, as well as it does not add financial charges to the Company, therefore, the classification is maintained as Trade
payables in Statements of Cash Flows (Cash flows from operating activities).
As of December 31, 2023, the balance advanced by
suppliers, within the scope of the program, is US$ 110 (US$ 130 as of December 31, 2022) and has a payment term from 7 to 92
days and a weighted average term of 57 days (24 days as of December 31, 2022), after the contracted commercial conditions have been met.
|
Current assets |
Current liabilities |
Non-current liabilities |
|
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
Taxes in Brazil |
|
|
|
|
|
|
Income taxes |
199 |
160 |
989 |
2,505 |
− |
− |
Income taxes - Tax settlement programs |
− |
− |
58 |
50 |
299 |
302 |
|
199 |
160 |
1,047 |
2,555 |
299 |
302 |
Taxes abroad |
19 |
5 |
253 |
328 |
− |
− |
Total |
218 |
165 |
1,300 |
2,883 |
299 |
302 |
|
|
|
|
|
|
|
Income taxes are calculated based on a 15% rate
plus additional 10% on the taxable income for the IRPJ, and 9% on taxable income for the CSLL, considering the offset of tax loss carryforwards
and negative basis of the CSLL, limited to 30% of the taxable income of the year. As of the 2015, due to the release of Law No. 12,973/2014,
the net income obtained abroad by a direct or indirect subsidiary, or by an associated company, adjusted by dividends and by the result
of equity accounted investments, multiplied by the income taxes rates existing in Brazil, comprise the income taxes expenses.
Income taxes assets refer mainly to tax credits
resulting from the monthly process for estimation and payment of income taxes, in addition to the negative balance of IRPJ and CSLL related
to 2017, 2018, 2019 and 2021. Income taxes within current liabilities refer to the current portion of IRPJ and CSLL to be paid.
Tax settlement programs amounts relate mainly to
a notice of deficiency issued by the Brazilian Federal Revenue Service due to the treatment of expenses arising from the Terms of
Financial Commitment (TFC) as deductible in determining taxable profit for the calculation of income taxes. The payment
term is 145 monthly installments, indexed by the Selic interest rate, as of January 2018.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
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:
|
2023 |
2022 |
2021 |
Net income before income taxes |
35,396 |
53,525 |
28,225 |
Nominal income taxes computed based on Brazilian statutory corporate tax rates (34%) |
(12,036) |
(18,197) |
(9,597) |
Adjustments to arrive at the effective tax rate: |
|
|
|
Tax benefits from the deduction of interest on capital distributions |
1,329 |
1,234 |
843 |
Different jurisdictional tax rates for companies abroad |
579 |
822 |
296 |
Brazilian income taxes on income of companies incorporated outside Brazil (1) |
(530) |
(763) |
(546) |
Tax incentives |
303 |
187 |
50 |
Tax loss carryforwards (unrecognized tax losses) |
23 |
221 |
59 |
Non-taxable income (non-deductible expenses), net (2) |
322 |
(15) |
234 |
Post-employment benefits |
(348) |
(394) |
(802) |
Results of equity-accounted investments in Brazil and abroad |
(88) |
87 |
318 |
Non-incidence of income taxes on indexation (SELIC interest rate) of undue paid taxes |
54 |
33 |
903 |
Others |
(9) |
15 |
3 |
Income taxes |
(10,401) |
(16,770) |
(8,239) |
Deferred income taxes |
(876) |
(906) |
(4,058) |
Current income taxes |
(9,525) |
(15,864) |
(4,181) |
Effective tax rate of income taxes |
29.4% |
31.3% |
(29.2)% |
(1) It relates to Brazilian income taxes on earnings of offshore investees, as established by Law No. 12,973/2014. |
(2) 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 changes in the deferred income taxes are presented
as follows:
|
2023 |
2022 |
Opening balance |
(5,918) |
(625) |
Recognized in the statement of income for the period |
(876) |
(906) |
Recognized in shareholders’ equity |
(2,559) |
(3,220) |
Translation adjustment |
(602) |
(45) |
Use of tax loss carryforwards |
− |
(1,123) |
Others |
10 |
1 |
Closing balance |
(9,945) |
(5,918) |
|
The composition of deferred tax assets and liabilities
is set out in the following table:
Nature |
Realization basis |
12.31.2023 |
12.31.2022 |
PP&E - Exploration and decommissioning costs |
Depreciation, amortization and write-offs of assets |
(6,296) |
(6,587) |
PP&E - Impairment |
Amortization, impairment reversals and write-offs of assets |
4,203 |
3,602 |
PP&E - Right-of-use assets |
Depreciation, amortization and write-offs of assets |
(9,369) |
(5,611) |
PP&E - depreciation methods and capitalized borrowing costs |
Depreciation, amortization and write-offs of assets |
(18,784) |
(15,438) |
Loans, trade and other receivables / payables and financing |
Payments, receipts and considerations |
(2,479) |
810 |
Leasings |
Appropriation of the considerations |
9,240 |
6,045 |
Provision for decommissioning costs |
Payments and use of provisions |
8,010 |
6,745 |
Provision for legal proceedings |
Payments and use of provisions |
954 |
885 |
Tax loss carryforwards |
Taxable income compensation |
1,140 |
914 |
Inventories |
Sales, write-downs and losses |
411 |
333 |
Employee Benefits |
Payments and use of provisions |
2,036 |
1,518 |
Others |
|
989 |
866 |
Total |
|
(9,945) |
(5,918) |
Deferred tax assets |
|
965 |
832 |
Deferred tax liabilities |
|
(10,910) |
(6,750) |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Timing of reversal of deferred
income taxes
Deferred tax assets were recognized based on projections
of taxable profit in future periods supported by the assumptions within the Company’s Strategic Plan 2024-2028, whose pillars are
the preservation of financial strength, financial and environment resilience of projects, and focus on value creation.
Management considers that the deferred tax assets
will be realized to the extent the deferred tax liabilities are reversed and expected taxable events occur based on its Strategic Plan
2024-2028.
The estimated schedule of recovery/reversal of
net deferred tax assets (liabilities) as of December 31, 2023 is set out in the following table:
|
Assets |
Liabilities |
2024 |
138 |
(1,646) |
2025 |
58 |
2,540 |
2026 |
61 |
402 |
2027 |
73 |
744 |
2028 |
71 |
(255) |
2029 and thereafter |
564 |
9,125 |
Recognized deferred tax assets |
965 |
10,910 |
In addition, the Company has tax loss carryforwards
arising from offshore subsidiaries, for which no deferred taxes were recognized.
|
|
Assets |
|
12.31.2023 |
12.31.2022 |
Brazil |
368 |
- |
Abroad |
780 |
987 |
Unrecognized deferred tax assets |
1,148 |
987 |
These unrecognized deferred tax assets arise mainly
from subsidiaries operating in the oil and gas exploration and production and refining activities in the United States. In 2023, the Company
recognized US$ 26 of previously unrecognized deferred tax assets due to a reassessment of their recoverability related to expected future
taxable income arising from business operations.
An aging of the unrecognized deferred tax assets
from companies abroad is set out below:
|
2030 - 2032 |
2033 - 2035 |
2036 -2038 |
Undefined expiration |
Total |
Unrecognized deferred tax assets |
285 |
299 |
141 |
55 |
780 |
Uncertain tax treatments on
income taxes
As of December 31, 2023, the Company had US$ 6,982
(US$ 6,043 as of December 31, 2022) of uncertain tax treatments on income taxes, related to judicial and administrative proceedings
(see note 19.3). Additionally, as of December 31, 2023, the Company has other positions that can be considered as uncertain tax treatments
on income taxes amounting to US$ 4,063 (US$ 30,020 as of December 31, 2022), given the possibility of different interpretation
by the tax authority. These uncertain tax treatments are supported by technical assessments and tax risk assessment methodology. Therefore,
Petrobras believes that such positions are likely to be accepted by the tax authorities (including judicial courts).
Uncertain treatments on Corporate
Income Tax (CIT)
In 2023, the Company received additional charges
from the Dutch tax authority, due to a final assessment on the calculation of the Corporate Income Tax (CIT) of subsidiaries in the Netherlands
from 2018 to 2020, arising from the valuation for tax purposes of platforms and equipment nationalized under the Repetro tax regime, in
the amount of US$ 595, updated by applicable interest rate.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Tax treatments of certain subsidiaries from 2020
to 2022 have not yet been assessed by this tax authority. Any charges by the Dutch tax authority for those years, on a similar basis to
the periods already assessed, could reach the amount of US$ 242. Thus, as of December 31, 2023, the total amount of these uncertain
tax treatments is US$ 837, updated by applicable interest rate.
The Company continues to defend its position but
understands that it is not probable that the tax authority will fully accept this tax treatment. Thus, a liability was recognized with
a corresponding effect in income taxes within the statement of income for the period, by means of the expected value method, constituted
by the sum of amounts weighted by the probability of loss.
Accounting policy for income
taxes
The Company calculates income taxes in accordance
with current legislation and applying the rates in effect at the end of reporting period. Income taxes expense for the period are recognized
in the statement of income of the period, except when the tax arises from a transaction or event which is recognized directly in equity.
Current income taxes are offset when they relate
to income taxes levied on the same taxable entity and by the same tax authority, when there is a legal right and the entity has the intention
to set off current tax assets and current tax liabilities, simultaneously.
Uncertain tax treatments are periodically assessed,
considering the probability of acceptance by the tax authority.
Deferred income taxes are generally recognized
on temporary differences between the tax base of an asset or liability and its carrying amount. They are measured at the tax rates that
are provided for in the specific legislation to apply to the period when the asset is realized or the liability is settled.
Deferred tax assets and liabilities are recognized
for all deductible temporary differences and carryforward of unused tax losses or credits to the extent that it is probable that taxable
profit will be available against which those deductible temporary differences can be utilized. When there are insufficient taxable temporary
differences relating to the same taxation authority and the same taxable entity, a deferred tax is recognized to the extent that it is
probable that the entity will have sufficient taxable profit in future periods, based on projections approved by management and supported
by the Company’s Strategic Plan.
Deferred tax assets and liabilities are offset
when they relate to income taxes levied on the same taxable entity, when a legally enforceable right to set off current tax assets and
current tax liabilities exists and when the deferred tax assets and deferred tax liabilities relate to taxes levied by the same tax authority
on the same taxable entity.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Current assets |
Non-current assets |
Current liabilities |
Non-current liabilities (1) |
|
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
Taxes in Brazil |
|
|
|
|
|
|
|
|
Current / Non-current ICMS (VAT) |
592 |
716 |
607 |
473 |
1,032 |
699 |
− |
− |
Current / Non-current PIS and COFINS |
304 |
378 |
2,876 |
2,362 |
265 |
28 |
141 |
89 |
Claim to recover PIS and COFINS |
− |
− |
733 |
657 |
− |
− |
− |
− |
CIDE |
− |
1 |
− |
− |
− |
5 |
− |
− |
Production taxes |
− |
− |
− |
− |
2,094 |
1,996 |
145 |
114 |
Withholding income taxes |
− |
− |
− |
− |
272 |
149 |
− |
− |
Others |
58 |
40 |
290 |
273 |
443 |
152 |
90 |
90 |
Total in Brazil |
954 |
1,135 |
4,506 |
3,765 |
4,106 |
3,029 |
376 |
293 |
Taxes abroad |
6 |
7 |
10 |
13 |
60 |
19 |
− |
− |
Total |
960 |
1,142 |
4,516 |
3,778 |
4,166 |
3,048 |
376 |
293 |
(1) Other non-current taxes are classified within other non-current liabilities in the statement of financial position. |
Current and non-current ICMS (VAT) credits arise
from requests for extemporaneous and overpaid tax, offset in accordance with the legislation of each state. They also arise on the acquisition
of assets for property, plant and equipment, which are offset in a straight line over 4 years.
Current and non-current PIS/COFINS credits mainly
refer to the acquisition of goods and services for assets under construction, since their use is permitted only after these assets enter
into production, as well as to extemporaneous tax credits.
Production taxes are financial compensation due
to the Brazilian Federal Government by companies that explore and produce oil and natural gas in Brazilian territory. They are composed
of royalties, special participations, signature bonuses and payment for retention or occupation of area. They include the amounts referring
to an agreement with the ANP to close a legal proceeding involving the recalculation of royalties and special participations relating
to oil production in the Jubarte field, from August 2009 to February 2011 and from December 2012 to February 2015.
From March 1 to June 30, 2023, Export Tax was charged
on the exports of crude oil, for which the Company recognized US$ 285 as other taxes within the statement of income.
Claim to recover PIS and
COFINS
The Company filed four civil lawsuits 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. Regarding two actions relating to Petroquisa, a former subsidiary that had been incorporated
by the Company, the corresponding amounts were paid by the Brazilian Federal Government in 2023. In relation to 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 and there was a decision in favor of the Company, still subject to appeal. Regarding the other lawsuit, there is no court decision
at this point.
Pillar Two - Global Minimum
Top-up Tax
In December 2021, the Organization for Economic
Cooperation and Development (OECD) released the Pillar Two model rules to reform international corporate taxation that aim to ensure that
multinationals with revenues exceeding €750 million pay a minimum top up tax on profits of its subsidiaries that are taxed at an
effective tax rate of less than 15% per jurisdiction (Global Minimum Top-up Tax).
If the Parent Entity is located in a jurisdiction
that has not implemented the top-up tax, this tax will be levied on the next entity in the organizational structure located in a jurisdiction
that has implemented it, following a top-down approach. On December 19, 2023, the Netherlands enacted the Pillar Two income taxes legislation
effective on January 1, 2024.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Petrobras is in the process of assessing if there
is any exposure arising from Pillar Two legislation. Based on a preliminary assessment of the new rules, Petrobras does not expect a material
exposure. Considering that the information for a comprehensive analysis is still being evaluated and due to the complexity of the new
legislation, Petrobras expects to complete the assessment during 2024.
Petrobras applied the temporary exemption described
in the amendments to IAS 12, issued by the IASB in May 2023, on the accounting for income taxes. Accordingly, the Company neither recognizes
nor discloses information about deferred tax assets or liabilities related to the Pillar Two.
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.
|
12.31.2023 |
12.31.2022 |
Liabilities |
|
|
Short-term employee benefits |
1,986 |
1,452 |
Termination benefits |
143 |
192 |
Post-employment benefits |
16,382 |
11,246 |
Total |
18,511 |
12,890 |
Current |
2,932 |
2,215 |
Non-current |
15,579 |
10,675 |
| 18.1. | Short-term employee benefits |
|
12.31.2023 |
12.31.2022 |
Variable compensation programs |
464 |
489 |
Accrued vacation |
574 |
505 |
Salaries and related charges and other provisions |
343 |
327 |
Profit sharing |
605 |
131 |
Total |
1,986 |
1,452 |
Current |
1,944 |
1,421 |
Non-current (1) |
42 |
31 |
(1) Remaining balance relating to the four-year deferral of 40% of the PPP portion of executive officers and the upper management. |
The Company recognized the following amounts in
the statement of income:
Expenses recognized in the statement of income |
2023 |
2022 |
2021 |
Salaries, accrued vacations and related charges |
(3,478) |
(3,006) |
(2,665) |
Variable compensation programs (1) |
(416) |
(547) |
(469) |
Profit sharing (1) |
(595) |
(131) |
(125) |
Management fees and charges |
(14) |
(14) |
(15) |
Total |
(4,503) |
(3,698) |
(3,274) |
(1) It includes adjustments to provisions related to previous years. |
|
| 18.1.1. | Variable compensation programs |
Performance award programs (Programa
de Prêmio por Desempenho - PPP and Programa de Prêmio por Performance - PRD)
In 2023, the Company paid US$ 562 in relation
to the PPP for 2022, since the metrics relating to the Company’s and individual performances were achieved in 2022.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
For 2023, Petrobras revised its variable compensation
program, implementing the PRD in replacement of the PPP. In the new model, the PRD is aimed at employees with and without managerial function,
as a complementary program to the Profit Sharing (PLR).
The PRD intends to recognize the effort and individual
performance of each employee to achieve the Company’s results. The amounts to be paid to each employee continues to be defined by
the achievement of the key metrics (which currently are Delta Valor Petrobras - VALOR, Greenhouse Gas Emissions Target Achievement Indicator
- IAGEE, and Oil Leak Volume Indicator - VAZO) and of the individual goals (performance management score for all employees, with exception
of executive managers, for whom the scorecard of their respective departments will be considered).
The PRD establishes that, in order to trigger this
payment, it is necessary to have a declaration and payment of distribution to shareholders approved by the Company’s Board of Directors,
as well as net income for the year.
The total amount is limited to a percentage of
the net income or the Adjusted EBITDA for the year (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; and results from co-participation agreements in bid areas). For 2023, the PRD is limited to 5% of the adjusted EBITDA.
In 2023, the Company provisioned US$ 415 relating
to the PRD (US$ 553 for 2022), recorded in other income and expenses, including variable compensation programs from consolidated companies.
Profit Sharing (Participações
nos lucros ou resultados - PLR)
In 2023, the Company settled US$ 134 related
to the PLR 2022, considering the agreement for the PLR 2021 and 2022, approved by the Secretariat of Management and Governance of State-owned
Companies (SEST), which provided that only employees without managerial functions would be entitled to receive profit sharing with individual
limits according to their remuneration.
For 2023, considering the change implemented in
the Company's variable compensation programs, the PLR will also include employees with managerial functions, and it becomes the main variable
compensation program of the Company.
For the payment of PLR relating to 2023, the Company
needs to meet the following triggers: declaration and payment of distribution to shareholders approved by the Company’s Board of
Directors, net income for the year, as well as achieving at least 80% of the weighted average of a set of proposed indicators.
For 2023, the total amount is limited to the lower
of 6.25% of the net income and to 25% of the distribution to shareholders.
In 2023, the Company provisioned US$ 591 referring
to PLR for 2023 (US$ 132 for 2022), recorded in other income and expenses.
Accounting policy for
variable compensation programs (PRD, PPP and PLR)
The provisions for variable compensation programs
are recognized on an accrual basis, during the periods in which the employees provided services. They represent the estimates of future
disbursements arising from past events, based on the criteria and metrics of the PRD, PPP and PLR, provided that the requirements for
activating these programs are met and that the obligation can be reliably estimated.
| 18.2. | 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.
Voluntary severance programs
The Company has voluntary severance programs specific
for employees of the corporate segment and of divested assets, which provide for the same legal and indemnity advantages.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
In 2023, 481 employees retired through these programs,
while there were 55 enrollments and 179 withdrawals. Changes to the provisions for termination benefits are presented as follows:
|
2023 |
2022 |
Opening Balance |
192 |
349 |
Effects in the statement of income |
(10) |
16 |
Enrollments |
6 |
18 |
Revision of provisions |
(16) |
(2) |
Effects in cash and cash equivalents |
(53) |
(199) |
Settlements in the period |
(53) |
(199) |
Translation adjustment |
14 |
26 |
Closing Balance |
143 |
192 |
Current |
81 |
75 |
Non-current |
62 |
117 |
The provision for expenses is recognized 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.
As of December 31, 2023, from the balance of US$ 143,
US$ 26 refers to the second installment of 494 retired employees and US$ 117 refers to 1,046 employees enrolled in voluntary severance
programs with expected termination by September 2025.
| 18.3. | Post-employment benefits |
The Company maintains a health care plan for its
employees in Brazil (active and retiree) and their dependents (Saúde Petrobras - AMS), 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:
|
12.31.2023 |
12.31.2022 |
Liabilities |
|
|
Health Care Plan - Saúde Petrobras - AMS |
9,662 |
5,813 |
Petros Pension Plan - Renegotiated (PPSP-R) |
4,221 |
3,606 |
Petros Pension Plan - Non-renegotiated (PPSP-NR) |
1,338 |
1,041 |
Petros Pension Plan - Renegotiated - Pre-70 (PPSP-R Pre 70) |
519 |
284 |
Petros Pension Plan - Non-renegotiated - Pre-70 (PPSP-NR Pre 70) |
461 |
339 |
Petros 2 Pension Plan (PP-2) |
181 |
163 |
Total |
16,382 |
11,246 |
Current |
907 |
719 |
Non-current |
15,475 |
10,527 |
| 18.3.1. | Nature and risks associated with
defined benefit plans |
Health Care Plan
The health care plan Saúde Petrobras
– AMS is managed and run by Petrobras Health Association (Associação Petrobras de Saúde –
APS), a nonprofit civil association, and includes prevention and health care programs. The plan offers assistance to all employees, retirees,
pensioners and eligible family members, according to the rules of the plan, and is open to new employees.
Currently sponsored by Petrobras, Transpetro, PBIO,
TBG and Termobahia, this plan is primarily exposed to the risk of increase in medical costs due to inflation, new technologies, new types
of coverage and an increase in the utilization of medical benefits. The Company continuously improves the quality of its technical and
administrative processes, as well as the health programs offered to beneficiaries in order to mitigate such risks.
Employees, retirees and pensioners make monthly
fixed contributions to cover high-risk procedures and variable contributions for the cost of medical procedures, both based on the contribution
tables of the plan, which are determined based on certain parameters, such as salary and age levels. The plan also includes assistance
towards the purchase of certain medicines through reimbursement or acquisition and home delivery, with co-participation of beneficiaries.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Benefits are paid by the Company based on the costs
incurred by the beneficiaries. 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.
As provided in clause 37, paragraph 2 of the Collective
Bargaining Agreement 2023-2025, if the resolutions No. 42/2022 and No. 49/2023 of the Commission on Corporate Governance and the Administration
of Corporate Holdings of the Brazilian Federal Government (Comissão de Governança Corporativa e de Administração
de Participações Societárias da União – CGPAR) are revoked or amended, allowing adjustments in the
cost-sharing of health care plans, the Company and the labor unions will meet to implement a new cost-sharing arrangement, in order to
minimize the impact on the income of its beneficiaries.
Annual revision of the health
care plan
At December 31, 2023, this obligation was revised
using the revised actuarial assumptions, which results are shown in note 18.3.2.
Pension plans
The Company’s post-retirement plans are managed
by Petros Foundation (Fundação Petrobras de Seguridade Social), a nonprofit legal entity governed by private law
with administrative and financial autonomy.
Pension plans in Brazil are regulated by the National
Council for Supplementary Pension (Conselho Nacional de Previdência Complementar – CNPC), which establishes all guidelines
and procedures to be adopted by the plans for their management and relationship with stakeholders.
Petros Foundation periodically carries out revisions
of the plans and, when applicable, establishes measures aiming at maintaining the financial sustainability of the plans.
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).
On March 29, 2023, the Deliberative Council of
Petros Foundation approved the financial statements of the pension plans for the year ended December 31, 2022, sponsored by the Company.
The following table below presents the reconciliation
of the deficit of Petros Plan registered by Petros Foundation as of December 31, 2022 with the net actuarial liability registered by the
Company at the same date (an updated reconciliation with the results of the plans as of December 31, 2023 will be disclosed in the first
quarter of 2024, after the approval of Petros Foundation Deliberative Council of its financial statements for the year):
|
PPSP-R (1) |
PPSP-NR (1) |
Deficit registered by Petros |
330 |
341 |
Ordinary and extraordinary future contributions - sponsor |
4,212 |
1,079 |
Contributions related to the TFC - sponsor |
691 |
391 |
Financial assumptions (interest rate and inflation), changes in fair value of plan assets and actuarial valuation method |
(1,343) |
(431) |
Net actuarial liability recorded by the Company |
3,890 |
1,380 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
| · | Sponsor Contributions – in the calculation
of the obligation, Petros considers the future cash flow of ordinary and extraordinary sponsor and participants contributions, discounted
to present value, according to the CNPC criteria, while the Company only considers them as they are made. |
| · | Financial Assumptions - the main difference is the
definition of the real interest rate established by Petros, which is according to the expected profitability of the current investment
portfolios and the parameters published by the CNPC, considering a moving average of recent
years in setting safety limits. On the other hand, the Company determines the real interest rates through an equivalent rate that combines
the maturity profile of pension and healthcare obligations with the future yield curve of long-term Brazilian Federal Government securities
(“Tesouro IPCA”, formerly known as NTN).
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| · | Changes in the fair value of plan assets –
Petros measures government securities based on its curve, with a portfolio immunization strategy, while in the Company measures at market
value. |
The major post-retirement pension benefits sponsored
by the Company are:
. Petros Plan - Renegotiated (PPSP-R)
. Petros Plan - Renegotiated - Pre-70 (PPSP-R Pre-70)
. Petros Plan - Non-renegotiated (PPSP-NR)
. Petros Plan - Non-renegotiated - Pre-70 (PPSP-NR
Pre-70)
. Petros 2 Plan (PP-2)
. Petros 3 Plan (PP-3)
Currently, PPSP-R, PPSP-NR, PPSP-R Pre-70, PPSP-NR
Pre-70 and PP-3 are sponsored by Petrobras, and PP-2 by Petrobras, Transpetro, PBIO, TBG, Termobahia and Termomacaé.
The PPSP-R and PPSP-NR were created in 2018 as
a split of Petros Plan (PPSP) originally established by the Company in July 1970. On January 1, 2020, PPSP-R Pre-70 and PPSP-NR Pre-70
were created as a split of PPSP-R and PPSP-NR, respectively.
Pension plans supplement the income of their participants
during retirement, in addition to guaranteeing a pension for the beneficiaries in case of the death of a participant. The benefit consists
of a monthly income supplementing the benefit granted by the Brazilian Social Security Institute.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The following table provides other characteristics
of these plans:
|
PPSP-R |
PPSP-R |
PPSP-NR |
PPSP-NR |
PP-2 |
PP-3 |
Pre-70 |
Pre-70 |
Modality |
Defined Benefit |
Defined Benefit |
Defined Benefit |
Defined Benefit |
Variable Contribution (defined benefit and defined contribution portions) |
Defined Contribution |
Participants of the plan |
Generally covers employees and former employees who joined the company after 1970 that agreed with changes proposed by the Company in its original pension plan (P0) and amendments. |
Generally covers employees and former employees hired prior
to July 1, 1970, who enrolled in the P0 until January 1, 1996 and remained continuously linked to the original sponsor obtaining the condition
of assisted.
|
Generally covers employees and former employees who joined the company after 1970 that did not agree with changes proposed by the Company in its original pension plan (P0) and amendments |
Generally covers employees and former employees hired prior to July 1, 1970, who enrolled in the P0 until January 1, 1996 and remained continuously linked to the original sponsor obtaining the condition of assisted and did not agreed with changes in in its original pension plan (P0) and amendments. |
This Plan was established in 2007, also covering employees and former employees that moved from other existing plans. |
This plan was implemented in 2021, exclusive option for voluntary migration of employees and retirees from the PPSP-R and PPSP-NR plans. |
New enrollments |
Closed |
Closed |
Closed |
Closed |
Open |
Closed |
Retirement payments |
Lifetime monthly payments supplementing the benefit granted by the Brazilian National Institute of Social Security. |
Lifetime defined benefit monthly payments or non- defined benefit monthly payments in accordance with the participant's election. |
Undefined benefit with monthly payments, in accordance with the participant election. |
Other general benefits |
Lump sum death benefit (insured capital) and monthly payments related to the following events: death, disability, sickness, and seclusion. |
Lump sum death benefit (insured capital) and monthly payments related to the following events: death, disability, sickness, and seclusion. |
Indexation of Retirement payments by the plan |
Based on the Nationwide Consumer Price Index. |
Based on the current index levels applicable to active employees’ salaries and the indexes set out by the Brazilian National Institute of Social Security. |
Lifetime monthly payments: based on the Nationwide Consumer Price Index |
Undefined benefit monthly payments: based on the variation of individual account quota. |
|
Parity contributions made by participants and the Company to the plans |
It is comprised of: |
It is comprised of: |
It is comprised of: |
It is comprised of: |
It is comprised of: |
Regular contributions during the employment relationship, saving for the undefined benefit, accumulated in individual accounts |
i) normal contributions that covers expected cost of the plans in the long term; and |
normal contributions that covers expected cost of the plans in the long term. |
i) normal contributions that covers expected cost of the plans in the long term; and |
normal contributions that covers expected cost of the plans in the long term. |
i) normal contributions that covers expected cost of the plans in the long term; and |
ii) extraordinary contributions that covers additional costs that are generally derived from actuarial deficits. |
Participants are exempt from paying any extraordinary contributions in case of deficit until the settlement of the TFC. |
ii) extraordinary contributions that covers additional costs that are generally derived from actuarial deficits. |
Participants are exempt from paying any extraordinary contributions in case of deficit until the settlement of the TFC. |
ii) extraordinary contributions that covers additional costs that are generally derived from actuarial deficits (these contributions are not currently being made but may occur in the future). |
Terms of Financial Commitment - TFC (debt agreements) assumed by the Company to settle the deficits. Amounts to be paid to Petros Foundation (1). |
Financial obligations with a principal amounting to US$131 at 12/31/2023. |
Financial obligations with a principal amounting to US$390 at 12/31/2023. |
Financial obligations settled early in 2021. |
Financial obligations with a principal amounting to US$267 at 12/31/2023. |
N/A |
N/A |
Annually remeasured in accordance with actuarial assumptions, with semi-annual payment of interest based on the updated balance and maturing in 2028. |
(1) This obligation is recorded in these financial statements, within actuarial liabilities. |
Debt Assumption Instrument relating
to Deficit Settlement Plan 2015 (PED 2015)
On October 18, 2022, the Company assumed its commitment
for the payment of extraordinary sponsor’s contributions in the scope of PED 2015, implemented in 2017, together with the PPSP-R
and the PPSP-NR. These contributions were not previously made due to court injunctions.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The amount owed by Petrobras is US$ 230 (R$
1,114 million) and refers to amounts not charged from July 2020 to December 2021. The Company paid US$ 44 on October 28, 2022, and
the remaining balance will be paid according to the payroll in return for the collection of the portion of participants and assisted.
The effects of this plan have already been recognized
in the financial statements in the years in which they were implemented.
At December 31, 2023, the balance of this instrument,
recorded within actuarial liabilities, is US$ 165 (US$ 168 at December 31, 2022).
Deficit Settlement Plan 2021 referring
to the PPSP-R plan (PED 2021)
On November 10, 2022, Petros' Foundation Deliberative
Council approved a plan to settle the deficit registered by the PPSP-R in 2021. On April 1, 2023, this plan was implemented, following
a favorable decision held on March 17, 2023 by the SEST.
This deficit, amounting to US$ 1,759 (R$ 8,515
million) as of December 31, 2023, is being settled on an equal basis between sponsors and participants (except in certain situations
where it is self-sponsored by the participants) of which US$ 829 (R$ 4,012 million) paid by Petrobras, during the lifetime of the
plan.
Deficit Settlement Plan 2022 referring
to the PPSP-NR plan (PED 2022)
On December 22, 2023, the Company's Board of Directors
approved a plan to settle the deficit registered by the PPSP-NR in 2022 (PED 2022), which was submitted for review by the SEST.
The PED 2022 provides for the settlement of a US$
298 deficit (R$1,557 million) as of December 31, 2022, which meets the solvency needs of the plan, according to studies conducted by the
Petros Foundation. This deficit, updated by the actuarial target of the plan until December 2023, amounts to US$ 367 (R$ 1,775 million).
According to Supplementary Laws 108/2001 and 109/2001,
as well as Resolution No. 30/2018 of the CNPC, the deficit must be settled in equal parts among sponsors and participants of the PPSP-NR.
Therefore, the Company will contribute with US$ 171 (R$ 827 million) of the deficit updated until December 2023.
Before the implementation of extraordinary collections
of the PED 2022 by the Petros Foundation, scheduled to begin in April 2024, this settlement plan must receive a favorable assessment from
the SEST.
The disbursement by the sponsors will decrease
over the life of the plan, with an estimated additional average annual flow of US$ 12 (R$ 60 million) in the first 5 years.
The actuarial liability of the PPSP-NR as of December
31, 2023 reflects the effects of implementing new extraordinary contributions following the implementation of the PED 2022.
Annual revision of the pension
plans
At December 31, 2023, this obligation was revised
using the actuarial assumptions in force, which results are shown in note 18.3.2.
| 18.3.2. | Net actuarial liabilities and
expenses, and fair value of plans assets |
| a) | Changes in the actuarial liabilities
recognized in the statement of financial position |
Net actuarial liabilities represent the obligations
of the Company, net of the fair value of plan assets (when applicable), at present value.
For information on actuarial assumptions used to
determine the defined benefit obligation, see the table in Note 18.3.6.
Changes in the actuarial liabilities related to
pension and healthcare plans with defined benefit characteristics is presented as follows:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
|
|
|
2023 |
|
Pension Plans |
Health Care Plan |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde Petrobras-AMS |
|
Amounts recognized in the Statement of Financial Position |
|
|
|
|
|
Present value of obligations |
14,941 |
4,806 |
1,357 |
9,662 |
30,766 |
( -) Fair value of plan assets |
(10,201) |
(3,007) |
(1,176) |
− |
(14,384) |
Net actuarial liability as of December 31, 2023 |
4,740 |
1,799 |
181 |
9,662 |
16,382 |
Changes in the net actuarial liability |
|
|
|
|
|
Balance as of January 1, 2023 |
3,890 |
1,380 |
163 |
5,813 |
11,246 |
Recognized in the Statement of Income |
490 |
169 |
30 |
853 |
1,542 |
Current service cost |
11 |
2 |
10 |
144 |
167 |
Net interest |
479 |
167 |
20 |
709 |
1,375 |
Recognized in Equity - other comprehensive income |
433 |
253 |
(14) |
2,902 |
3,574 |
Remeasurement effects (2) |
433 |
253 |
(14) |
2,902 |
3,574 |
Cash effects |
(385) |
(115) |
(12) |
(415) |
(927) |
Contributions paid |
(357) |
(103) |
(12) |
(415) |
(887) |
Payments related to Term of financial commitment (TFC) |
(28) |
(12) |
− |
− |
(40) |
Other changes |
312 |
112 |
14 |
509 |
947 |
Others |
− |
− |
− |
1 |
1 |
Translation Adjustment |
312 |
112 |
14 |
508 |
946 |
Balance at December 31, 2023 |
4,740 |
1,799 |
181 |
9,662 |
16,382 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(2) It includes a complement of US$ 109 related to 2022. |
|
|
|
|
|
|
2022 |
|
Pension Plans |
Health
Care Plan |
Other
plans |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde
Petrobras-AMS |
|
|
Amounts recognized in the Statement of Financial Position |
|
|
|
|
|
|
Present value of obligations |
12,771 |
4,119 |
1,102 |
5,813 |
− |
23,805 |
( -) Fair value of plan assets |
(8,881) |
(2,739) |
(939) |
− |
− |
(12,559) |
Net actuarial liability as of December 31, 2022 |
3,890 |
1,380 |
163 |
5,813 |
− |
11,246 |
|
|
|
|
|
|
|
Changes in the net actuarial liability |
|
|
|
|
|
|
Balance as of January 1, 2022 (2) |
4,050 |
1,169 |
165 |
4,485 |
11 |
9,880 |
Recognized in the Statement of Income |
457 |
129 |
33 |
609 |
− |
1,228 |
Current service cost |
10 |
1 |
13 |
105 |
− |
129 |
Net interest |
447 |
128 |
20 |
504 |
− |
1,099 |
Recognized in Equity - other comprehensive income |
420 |
417 |
(45) |
791 |
− |
1,583 |
Remeasurement effects recognized in other comprehensive income |
420 |
417 |
(45) |
791 |
− |
1,583 |
Cash effects |
(1,325) |
(421) |
− |
(384) |
− |
(2,130) |
Contributions paid |
(304) |
(94) |
− |
(384) |
− |
(782) |
Payments related to Term of financial commitment (TFC) |
(1,021) |
(327) |
− |
− |
− |
(1,348) |
Other changes |
288 |
86 |
10 |
312 |
(11) |
685 |
Others |
− |
− |
− |
1 |
(10) |
(9) |
Translation Adjustment |
288 |
86 |
10 |
311 |
(1) |
694 |
Balance at December 31, 2022 |
3,890 |
1,380 |
163 |
5,813 |
− |
11,246 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(2) It includes the payment of US$ 1,324 of a portion of the TFC made on February 25, 2022. |
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| b) | Changes in present value of the
obligation |
|
|
|
|
|
2023 |
|
Pension Plans |
Health Care Plan |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde Petrobras-AMS |
|
Present value of obligations at the beginning of the year |
12,771 |
4,119 |
1,102 |
5,813 |
23,805 |
Recognized in the Statement of Income |
1,559 |
496 |
141 |
853 |
3,049 |
Interest expense |
1,548 |
494 |
131 |
709 |
2,882 |
Service cost |
11 |
2 |
10 |
144 |
167 |
Recognized in Equity - other comprehensive income |
737 |
274 |
73 |
2,902 |
3,986 |
Remeasurement: Experience (gains) / losses (2) |
(318) |
(107) |
(94) |
54 |
(465) |
Remeasurement: (gains) / losses - demographic assumptions |
929 |
80 |
(1) |
127 |
1,135 |
Remeasurement: (gains) / losses - financial assumptions (2) |
126 |
301 |
168 |
2,721 |
3,316 |
Others |
(126) |
(83) |
41 |
94 |
(74) |
Benefits paid, net of assisted contributions |
(1,165) |
(413) |
(61) |
(413) |
(2,052) |
Contributions paid by participants |
25 |
6 |
9 |
− |
40 |
Translation Adjustment |
1,014 |
324 |
93 |
507 |
1,938 |
Present value of obligations at the end of the year |
14,941 |
4,806 |
1,357 |
9,662 |
30,766 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
(2) It includes a complement of US$ 109 related to 2022. |
|
|
|
|
|
|
2022 |
|
Pension Plans |
Health
Care Plan |
Other
plans |
Total |
|
PPSP-R (*) |
PPSP-NR (*) |
Petros 2 |
Saúde
Petrobras-AMS |
|
|
Present value of obligations at the beginning of the year |
11,481 |
3,485 |
987 |
4,485 |
9 |
20,447 |
Recognized in the Statement of Income |
1,277 |
382 |
129 |
609 |
− |
2,397 |
Interest expense |
1,267 |
381 |
116 |
504 |
− |
2,268 |
Service cost |
10 |
1 |
13 |
105 |
− |
129 |
Recognized in Equity - other comprehensive income |
281 |
380 |
(6) |
791 |
− |
1,446 |
Remeasurement: Experience (gains) / losses |
1,367 |
687 |
95 |
(277) |
− |
1,872 |
Remeasurement: (gains) / losses - demographic assumptions |
− |
4 |
6 |
(25) |
− |
(15) |
Remeasurement: (gains) / losses - financial assumptions |
(1,086) |
(311) |
(107) |
1,093 |
− |
(411) |
Others |
(268) |
(128) |
(8) |
(72) |
(9) |
(485) |
Benefits paid, net of assisted contributions |
(1,088) |
(379) |
(72) |
(384) |
− |
(1,923) |
Contributions paid by participants |
23 |
6 |
− |
− |
− |
29 |
Others |
− |
− |
1 |
− |
(9) |
(8) |
Translation Adjustment |
797 |
245 |
63 |
312 |
− |
1,417 |
Present value of obligations at the end of the year |
12,771 |
4,119 |
1,102 |
5,813 |
− |
23,805 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
|
| c) | Changes in the fair value of
plan assets |
Petrobras has four pension plans (PPSP-R, PPSP-NR,
PPSP-R Pre-70) which are currently making use of plan assets, and one plan (PP-2) in which most of participants are in the phase of accumulating
funds.
Therefore, changes to the fair value of plan assets
reflect these effects, including inflows of contributions, outflows of funds for payment of benefits, and the return of these assets.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
|
|
|
2023 |
|
Pension Plans |
Health Care Plan |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde Petrobras-AMS |
|
Fair value of plan assets at the beginning of the year |
8,881 |
2,739 |
939 |
− |
12,559 |
Recognized in the Statement of Income |
1,069 |
327 |
111 |
− |
1,507 |
Interest income |
1,069 |
327 |
111 |
− |
1,507 |
Recognized in Equity - other comprehensive income |
304 |
21 |
87 |
− |
412 |
Remeasurement: Higher/(lower) return on plan assets compared to discount rate |
304 |
21 |
87 |
− |
412 |
Cash effects |
385 |
115 |
12 |
415 |
927 |
Contributions paid by the sponsor (Company) |
357 |
103 |
12 |
415 |
887 |
Term of financial commitment (TFC) paid by the Company |
28 |
12 |
− |
− |
40 |
Other Changes |
(438) |
(195) |
27 |
(415) |
(1,021) |
Contributions paid by participants |
25 |
6 |
9 |
− |
40 |
Benefits paid, net of assisted contributions |
(1,165) |
(413) |
(61) |
(413) |
(2,052) |
Translation Adjustment |
702 |
212 |
79 |
(2) |
991 |
Fair value of plan assets at the end of the year |
10,201 |
3,007 |
1,176 |
− |
14,384 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
|
|
|
|
|
|
2022 |
|
Pension Plans |
Health
Care Plan |
Other
plans |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde
Petrobras-AMS |
|
|
Fair value of plan assets at the beginning of the year |
7,431 |
2,316 |
822 |
− |
(2) |
10,567 |
Recognized in the Statement of Income |
820 |
253 |
96 |
− |
− |
1,169 |
Interest income |
820 |
253 |
96 |
− |
− |
1,169 |
Recognized in Equity - other comprehensive income |
(139) |
(37) |
39 |
− |
− |
(137) |
Remeasurement: Higher/(lower) return on plan assets compared to discount rate |
(139) |
(37) |
39 |
− |
− |
(137) |
Cash effects |
1,325 |
421 |
− |
384 |
− |
2,130 |
Contributions paid by the sponsor (Company) |
304 |
94 |
− |
384 |
− |
782 |
Term of financial commitment (TFC) paid by the Company |
1,021 |
327 |
− |
− |
− |
1,348 |
Other Changes |
(556) |
(214) |
(18) |
(384) |
2 |
(1,170) |
Contributions paid by participants |
23 |
6 |
− |
− |
− |
29 |
Benefits paid, net of assisted contributions |
(1,088) |
(379) |
(72) |
(384) |
− |
(1,923) |
Transfer and contribution for PP-3 |
− |
− |
− |
− |
2 |
2 |
Translation Adjustment |
509 |
159 |
54 |
− |
− |
722 |
Fair value of plan assets at the end of the year |
8,881 |
2,739 |
939 |
− |
− |
12,559 |
(*) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
Investment management of pension
plan assets
Petros Foundation annually prepares Investment
Policies (PI) specific to each plan, following two models:
| (i) | for Petros 2, the achievement of the actuarial goal
with the lowest value at risk; and |
| (ii) | for defined benefit plans, the minimal mismatch in
net cash flows, conditioned to the achievement of the actuarial target. |
Pension plans assets follow a long-term investment
strategy based on the risks assessed for each different class of assets and provide for diversification, in order to lower portfolio risk.
The portfolio profile must comply with the Brazilian National Monetary Council (Conselho Monetário Nacional – CMN)
regulations.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Petros Foundation establishes investment policies
for 5-year periods, reviewed annually, using an asset liability management model (ALM) to address net cash flow mismatches of the benefit
plans, based on liquidity and solvency parameters, simulating a 30-year period.
Pension plan assets by type of asset are set out
as follows:
|
|
|
|
2023 |
|
2022 |
Type of asset |
Quoted prices in active markets |
Unquoted prices |
Total fair
value
|
% |
Total fair value
|
% |
Receivables |
− |
1,466 |
1,466 |
10% |
1,353 |
11% |
Fixed income |
3,212 |
7,698 |
10,910 |
75% |
8,845 |
70% |
Government bonds |
1,756 |
7,694 |
9,450 |
− |
7,450 |
− |
Fixed income funds |
786 |
− |
786 |
− |
864 |
− |
Other investments |
670 |
4 |
674 |
− |
531 |
− |
Variable income |
735 |
210 |
945 |
5% |
1,427 |
9% |
Common and preferred shares |
735 |
− |
735 |
− |
1,184 |
− |
Other investments |
− |
210 |
210 |
− |
243 |
− |
Structured investments |
185 |
31 |
216 |
4% |
159 |
4% |
Real estate properties |
− |
541 |
541 |
4% |
490 |
4% |
|
4,132 |
9,946 |
14,078 |
98% |
12,274 |
98% |
Loans to participants |
− |
306 |
306 |
2% |
285 |
2% |
Fair value of plan assets at the end of the year |
4,132 |
10,252 |
14,384 |
100% |
12,559 |
100% |
|
|
|
|
|
|
|
|
There is no plan asset for the health care plan.
Loans to participants of pension plans are measured at amortized cost, which is considered an appropriate estimate of fair value.
As of December 31, 2023, the investment portfolio
included Company’s common shares in the amount of US$ 1
(US$ 1 in 2022) and real estate properties leased by the Company in the amount of US$ 26 (US$ 2 in 2022).
| d) | Net expenses relating to benefit
plans |
|
|
Pension Plans |
Health Care Plan |
Other Plans |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde Petrobras-AMS |
Related to active employees (cost of sales and expenses) |
(48) |
(9) |
(14) |
(299) |
− |
(370) |
Related to retirees (other income and expenses) |
(442) |
(160) |
(16) |
(554) |
− |
(1,172) |
Net expenses for 2023 |
(490) |
(169) |
(30) |
(853) |
− |
(1,542) |
Net expenses for 2022 |
(457) |
(129) |
(33) |
(609) |
− |
(1,228) |
Net expenses for 2021 |
(469) |
(178) |
(72) |
(1,388) |
9 |
(2,098) |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
In 2023, the Company contributed US$ 927 to
the defined benefit plans (US$ 2,130 in 2022), reducing the balance of obligations of these plans, as presented in note 18.3.2. In
addition, the Company contributed with US$ 232 and US$ 2, respectively, to the defined contribution portions of PP-2 and PP-3
plans (US$ 197 for PP-2 and US$ 2 for PP-3 in 2022), which were recognized in the statement of income.
For 2024, the expected contributions for the PPSP-R,
PPSP-NR, PPSP-R pre-70, PPSP-NR pre-70 and for the defined benefit portion of PP-2, amounts to US$ 524, while for the defined contribution
portion of PP-2 amounts to US$ 238.
The contribution to the defined benefit portion
of the PP-2, which had been suspended since July 2012, was reestablished in April 2023, according to the decision of the Petros Foundation's
Deliberative Council, Thus, a portion of the monthly contribution became allocated to risk coverage
(mainly for the payment of benefits such as lump sum death benefit and for the coverage of minimum guarantees), reducing the balance of
the actuarial obligation as contributions are made.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 18.3.4. | Expected future cash flows |
The estimate below reflects only the expected future
cash flows to meet the defined benefit obligation recognized at the end of the reporting period.
|
2023 |
2022 |
|
Pension Plan |
Health Care Plan |
Total |
Total |
|
PPSP-R (1) |
PPSP-NR (1) |
Petros 2 |
Saúde
Petrobras-AMS |
|
|
Up to 1 Year |
225 |
387 |
84 |
388 |
1,084 |
1,728 |
1 to 5 Years |
4,915 |
1,602 |
361 |
2,077 |
8,955 |
7,021 |
6 to 10 Years |
3,579 |
1,125 |
276 |
1,990 |
6,970 |
5,367 |
11 To 15 Years |
2,514 |
747 |
205 |
1,646 |
5,112 |
3,762 |
Over 15 Years |
3,708 |
945 |
431 |
3,561 |
8,645 |
5,927 |
Total |
14,941 |
4,806 |
1,357 |
9,662 |
30,766 |
23,805 |
(1) It includes the balance of PPSP-R pre-70 and PPSP-NR pre-70. |
| 18.3.5. | Future payments to participants
of defined benefit plans that are closed to new members |
The following table provides the period during
which the defined benefit obligation associated with these plans are expected to continue to affect the Company's financial statements.
|
PPSP-R |
PPSP-R
Pré-70 |
PPSP-NR |
PPSP-NR
Pré-70 |
Number of years during which benefits must be paid to participants of defined benefit plans. |
11.18 |
7.29 |
10.92 |
7.22 |
| 18.3.6. | Measurement uncertainties associated
with the defined benefit obligation |
The significant financial and demographic
actuarial assumptions used to determine the defined benefit obligation are presented in the following table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
|
|
|
Pension Plans |
2023
Health
Care Plan |
Assumptions |
PPSP-R |
PPSP-NR |
PPSP-R
Pré-70 |
PPSP-NR
Pré-70 |
PP2 |
Saúde
Petrobras-AMS |
Nominal discount rate (including inflation)(1) |
9.53% |
9.52% |
9.46% |
9.46% |
9.56% |
9.56% |
Real discount rate |
5.42% |
5.41% |
5.35% |
5.35% |
5.45% |
5.45% |
Nominal expected salary growth (including inflation) (2) |
4.89% |
4.63% |
4.89% |
4.63% |
7.07% |
n/a |
Expected changes in medical and hospital costs (3) |
n/a |
n/a |
n/a |
n/a |
n/a |
13.11% a 3.75% p.a. |
Mortality table |
Petros Experience 2016 |
Petros Experiences 2025 |
Petros Experiences 2020 |
Petros Experiences 2023 |
AT-2012 IAM basic fem 10% smoothed |
Employees: according to pension plan
Assisted: PPSP-R: Ex Petros 2016 |
Disability table |
American group |
American group |
n/a |
n/a |
Disability Experience PP-2 2022 |
Assets: PP-2: Disability Experience PP-2 2022 Assisted: n/a |
Mortality table for disabled participants |
AT-49 male |
AT-83 Basic by gender |
MI 2006, by gender, 20% smoothed |
Petros Experience 2014 |
IAPB-57 strong, 30% smoothed |
PPSP-R: AT-49 male |
Age of retirement |
Male, 56 years / Female, 55 years |
Male, 58 years / Female, 56 years |
Male, 56 years / Female, 55 years |
Male, 58 years / Female, 56 years |
1st eligibility according to RGPS Male, 65 years / Female, 60 years |
Male, 56 years / Female, 55 years |
|
|
|
|
|
|
|
(1) Inflation reflects market projections: 3.90% for 2024 and converging to 3.75% in 2031 onwards. |
(2) Expected salary growth only of Petrobras, the sponsor, based on the Salaries and Benefits Plan. |
(3) Decreasing rate, converging in 30 years to the long-term expected inflation. Refers only to Petrobras (sponsor) rate. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
|
|
|
Pension Plans |
2022 Health Care Plan |
Assumptions |
PPSP-R |
PPSP-NR |
PPSP-R Pre-70 |
PPSP-NR Pre-70 |
PP2 |
Saúde
Petrobras-AMS |
Nominal discount rate (including inflation)(1) |
11,95% |
11,95% |
11.93% |
11.93% |
11.97% |
11,97% |
Real discount rate |
6.16% |
6.16% |
6.15% |
6.15% |
6.18% |
6.18% |
Nominal expected salary growth (including inflation) (2) |
6.27% |
6.16% |
6.27% |
6.16% |
7.74% |
n/a |
Expected changes in medical and hospital costs (3) |
n/a |
n/a |
n/a |
n/a |
n/a |
9.87% a 3.25% p.a. |
Mortality table |
Petros Experience 2013 |
Petros Experiences 2020 |
Petros Experiences 2016 |
Petros Experiences 2020 |
AT-2012 IAM basic fem 10% smoothed |
Employees: according to pension plan
Assisted: Ex Petros 2013 |
Disability table |
American group |
American group |
n/a |
n/a |
Disability Experience PP-2 2022 |
Assets: PP-2: Disability Experience PP-2 2022 Assisted: n/a |
Mortality table for disabled participants |
AT-49 male |
AT-83 Basic by gender |
MI 2006, by gender, 20% smoothed |
Petros Experience 2014 |
IAPB-57 strong, 30% smoothed |
AT-49 male |
Age of retirement |
Male, 56 years / Female, 55 years |
Male, 58 years / Female, 56 years |
n/a |
n/a |
1st eligibility |
Male, 56 years / Female, 55 years |
|
|
|
|
|
|
|
(1) Inflation reflects market projections: 5.45% for 2023 and converging to 3.25% in 2027 onwards. |
(2) Expected salary growth only of Petrobras, the sponsor, based on the Salaries and Benefits Plan. |
(3) Decreasing rate, converging in 30 years to the long-term expected inflation. Refers only to Petrobras (sponsor) rate. |
The most significant assumptions are described
in Note 4.4.
| 18.3.7. | Sensitivity analysis of the defined
benefit plans |
The effect of a 100 basis points (bps) change in the discount rate and in the
estimated future medical costs is set out below:
|
|
|
|
|
|
|
|
Discount Rate |
Expected changes in medical and hospital
costs
|
|
Pension Benefits |
Medical Benefits |
Medical Benefits |
|
+100 bps |
-100 bps |
+100 bps |
-100 bps |
+100 bps |
-100 bps |
Pension Obligation |
(1,804) |
2,357 |
(1,102) |
1,364 |
1,388 |
(1,133) |
Current Service cost and interest cost |
(31) |
73 |
(67) |
82 |
198 |
(157) |
|
|
|
|
|
|
|
Accounting policy for post-employment
defined benefits
The obligations related to post-employment defined
benefit plans and health-care plans are recognized as liabilities in the statement of financial position based on actuarial calculations
which are revised annually by an independent qualified actuary (updating for material changes in actuarial assumptions and estimates of
expected future benefits), using the projected credit unit method, net of the fair value of plan assets, when applicable, from which the
obligations are to be directly settled.
Under the projected credit unit method, each period
of service gives rise to an additional unit of benefit entitlement and each unit is measured separately to determine the final obligation.
Actuarial assumptions include demographic and financial assumptions, medical costs estimate, historical data related to benefits paid
and employee contributions, as set out in note 4.
Service cost is accounted for within the
statement of income and comprises: (i) current service cost, which is the increase in the present value of the defined benefit
obligation resulting from employee service in the current period; (ii) past service cost, which is the change in the present value
of the defined benefit obligation for employee service in prior periods, resulting from a plan amendment (the introduction,
modification, or withdrawal of a defined benefit plan) or a curtailment (a significant reduction by the entity in the number of
employees covered by a plan); and (iii) any gain or loss on settlement.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Net interest on the net defined benefit liability
is the change during the period in the net defined benefit liability that arises from the passage of time. Such interest is accounted
for in the statement of income.
Remeasurement of the net defined benefit liability
is recognized in shareholders’ equity, in other comprehensive income, and comprises: (i) actuarial gains and losses and; (ii) return
on plan assets, excluding net interest on the net defined liability, net of defined benefit plan assets.
The Company also contributes to defined contribution
plans, on a parity basis in relation to the employee's contribution, that are expensed when incurred.
19. | Provisions for legal proceedings,
judicial deposits and contingent liabilities |
| 19.1. | 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) tax notices for alleged
non-compliance with ancillary obligations; (ii) claims relating to benefits previously taken for Brazilian federal tax credits applied
that were subsequently alleged to be disallowable; (iii) claims for alleged non-payment of CIDE on imports of propane and butane; and
(iv) claims for alleged non-payment of social security contributions on allowances and bonuses. |
| · | Civil claims, in particular: (i) lawsuits related
to contracts; (ii) legal and administrative proceedings involving fines applied by the ANP - Brazilian Agency of Petroleum, Natural Gas
and Biofuels (Agência Nacional de Petróleo, Gás Natural e Biocombustíveis), mainly relating to production
measurement systems; and (iii) legal and administrative proceedings that discuss differences of royalties and special participation charges
in several fields. |
| · | 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. |
Provisions for legal proceedings are set out as
follows:
Non-current liabilities |
12.31.2023 |
12.31.2022 |
Labor claims |
806 |
737 |
Tax claims |
544 |
466 |
Civil claims |
1,614 |
1,504 |
Environmental claims |
341 |
303 |
Total |
3,305 |
3,010 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
2023 |
2022 |
Opening Balance |
3,010 |
2,018 |
Additions, net of reversals |
389 |
1,072 |
Use of provision |
(709) |
(487) |
Revaluation of existing proceedings and interest charges |
376 |
273 |
Others |
(5) |
(2) |
Translation adjustment |
244 |
136 |
Closing Balance |
3,305 |
3,010 |
In preparing its consolidated financial statements
of 2023, 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.
The Company makes deposits in judicial phases,
mainly to suspend the chargeability of the tax debt and to maintain its tax compliance. Judicial deposits are set out in the table below
according to the nature of the corresponding lawsuits:
Non-current assets |
12.31.2023 |
12.31.2022 |
Tax |
10,607 |
7,876 |
Labor |
979 |
907 |
Civil |
2,977 |
2,089 |
Environmental |
115 |
109 |
Others |
68 |
72 |
Total |
14,746 |
11,053 |
|
2023 |
2022 |
Opening Balance |
11,053 |
8,038 |
Additions |
1,735 |
1,710 |
Use |
(148) |
(115) |
Accruals and charges |
1,167 |
897 |
Others |
(7) |
(9) |
Translation adjustment |
946 |
532 |
Closing Balance |
14,746 |
11,053 |
The Company maintains a Negotiated Legal Proceeding
(NJP) agreement with the Brazilian National Treasury Attorney General's Office (PGFN), aiming to postpone judicial deposits related to
federal tax lawsuits with values exceeding US$ 41 (R$ 200 million), which allows judicial discussion without the immediate
disbursement.
To achieve this, the Company makes production capacity
available as a guarantee from the Tupi, Sapinhoá, and Roncador fields. As the judicial deposits are made, the mentioned capacity
is released for other processes that may be included in the NJP.
The Company’s management understands that
the mentioned NJP provides greater cash predictability and ensures the maintenance of federal tax regularity. As of December 31, 2023,
the balance of production capacity held in guarantee in the NJP is US$ 7,997.
| 19.3. | Contingent liabilities |
Contingent liabilities for which either the Company
is unable to make a reliable estimate of the expected financial effect that might result from resolution of the proceeding, or a cash
outflow is not probable, are not recognized as liabilities in the financial statements but are disclosed in the notes to the financial
statements, unless the likelihood of any outflow of resources embodying economic benefits is considered remote.
The estimates of contingent liabilities are indexed
to inflation and updated by applicable interest rates. As of December 31, 2023, estimated contingent liabilities for which the possibility
of loss is classified as possible are set out in the following table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Nature |
12.31.2023 |
12.31.2022 |
Tax |
37,189 |
32,094 |
Labor |
10,150 |
8,272 |
Civil |
11,455 |
7,548 |
Environmental |
1,427 |
1,257 |
Total |
60,221 |
49,171 |
| 19.3.1. | Information on contingent liabilities |
The tables below detail the main causes of tax,
civil, environmental and labor nature, whose expectations of losses are classified as possible:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
Estimate |
Description of tax matters |
12.31.2023 |
12.31.2022 |
Plaintiff: Secretariat of the Federal Revenue of Brazil |
|
|
1) 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. |
|
|
Current status: The claim about the incidence
of withholding income tax (Imposto de Renda Retido na Fonte- IRRF) on remittances for payments of vessel charters, occurred from 1999
to 2002, involves the legality of the normative rule issued by the Federal Revenue of Brazil, which ensured no taxation over those remittances.
The Company considers the likelihood of loss as possible, since there are decisions from Superior Courts favorable to the Company, and
will continue to defend its opinion.
The other claims, concerning CIDE and PIS/COFINS,
involve lawsuits in different administrative and judicial stages, for which the Company understands there is a possible likelihood of
loss, since there are legal predictions in line with the position of the Company. In 2023, the amounts increased mainly due to inflation
indexation, partially offset by the reduction in amounts of three cases already in the judicial phase that had unfavorable decisions in
the Conselho Administrativo de Recursos Fiscais - CARF by the casting vote, and, as a result, the amounts of the fines were excluded from
the active debt, in accordance with paragraph nine-A, article 25, of Law no. 14,689/2023. |
11,409 |
10,386 |
2) Income from foreign subsidiaries located outside Brazil not included in the computation of taxable income (IRPJ and CSLL). |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. The Company considers the likelihood of loss as possible, since there are decisions from Superior Courts favorable to the understanding of the Company. In 2023, there was a reduction in amounts, partially offset by the inflation indexation, considering that, in four cases already in the judicial phase, there were unfavorable decisions in the CARF by the casting vote, and, as a result, the amounts of the fines were excluded from the active debt, in accordance with paragraph nine-A, article 25, of Law no. 14,689/2023. |
4,260 |
4,396 |
3) Collection of Import tax (II), PIS/COFINS and customs fines including Petrobras as jointly liable. |
|
|
Current status: Awaiting judgment of the Brazilian Federal Government appeal, at the CARF, because of a lower court administrative decision favorable to the Company. In 2023, the increase refers, in particular, to inflation indexation. |
2,872 |
2,414 |
4) Requests to compensate federal taxes disallowed by the Brazilian Federal Tax Authority. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, new tax notices were issued. |
1,816 |
705 |
5) Collection of IRPJ and CSLL - Transfer price - Charter contracts |
|
|
Current status: The processes are in the administrative level. There are two decisions, one favorable and the other unfavorable to Petrobras in the first instance. The appeals from the Company and the Brazilian Federal Government are awaited. In 2023, the Company received a new tax notice relating to 2018. |
1,418 |
498 |
6) Deduction of the PIS and COFINS tax base, including in ship or pay contracts and charters of aircraft and vessels. |
|
|
Current status: The claims involve lawsuits in different administrative and judicial stages. In 2023, the increase refers, in particular, to inflation indexation. |
1,370 |
986 |
7) Collection of PIS/COFINS – Incidences on Amnesties. |
|
|
Current status: Collection of social contributions PIS/COFINS, resulting from the tax transaction provided for in article 3 of Law 13,586/2017. The Embargoes on Execution are in the stage of producing expert evidence. In 2023, the increase refers, in particular, to the registration of the debt in Active Debt of the Brazilian Federal Government. |
1,263 |
870 |
8) Incidence of social security contributions over contingent bonuses paid to employees. |
|
|
Current status: Awaiting defense judgment and appeals at the administrative and judicial levels. |
1,064 |
922 |
9) Deduction of the IRPJ and CSLL tax base of the amounts paid as an incentive to the Petros Plan renegotiation and past service. |
|
|
Current status: This claim involves lawsuits in different judicial stages. |
723 |
646 |
10) Income taxes (IRPJ and CSLL) - Capital gains and Amortization of goodwill on the acquisition of equity interests. |
|
|
Current status: This claim involves lawsuits in different administrative stages. |
578 |
501 |
11) Collection of Contribution of Intervention in the Economic Domain (CIDE) on transactions with fuel retailers and service stations protected by judicial injunctions determining that fuel sales were made without gross-up of such tax. |
|
|
Current status: This claim involves lawsuits in different judicial stages. |
544 |
485 |
12) Import tax, PIS/COFINS and customs fines - Import of vessels through Repetro's Special Customs Regime. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, a new tax notice was issued against the Company. |
403 |
294 |
13) Customs – Fines of 1% and 5% on the Customs Value. |
|
|
Fines applied to the customs value of imported products due to inaccurated information in import declarations. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. |
273 |
240 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Plaintiff: States of SP, RJ, BA, PA, AL, MA, PB, PE, AM and SE Finance Departments |
|
|
14) VAT (ICMS) and VAT credits on internal consumption of bunker fuel and marine diesel, destined to chartered vessels. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. |
514 |
425 |
Plaintiff: States of RJ and BA Finance Departments |
|
|
15) VAT (ICMS) on dispatch of liquid natural gas (LNG) and C5+ (tax document not accepted by the tax authority), as well as challenges on the rights to this VAT tax credit. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. |
960 |
842 |
Plaintiff: States of PE and RJ Finance Departments |
|
|
16) VAT Tax (ICMS) on imports required by Brazilian States. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the reduction refers, in particular, to the change in the expectation of loss of several processes, from possible to remote, due to the effects of the decision of the Constitutional Declaratory Action (ADC) 49 of the Federal Supreme Court. |
355 |
440 |
Plaintiff: States of RJ, AM, PA, BA, MA, SP, RO, PE and RS Finance Departments |
|
|
17) Alleged failure to write-down VAT (ICMS) credits related to zero tax rated or non-taxable sales made by the Company and its customers. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the increase resulted, in particular, from the receipt of new tax notices and inflation indexation. |
1,257 |
916 |
Plaintiff: States of RJ, BA, PE and MT Finance Departments |
|
|
18) The plaintiff alleges that the transfers between branches, especially in RJ, without segregating VAT (ICMS), under the special regime, reduced the total credits of the central department. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the increase refers, in particular, to the inflation indexation, partially offset by the change in the expectation of loss of several processes, from possible to remote, due to the effects of the decision of the Constitutional Declaratory Action (ADC) 49 of the Supreme Federal Court. |
1,027 |
929 |
Plaintiff: States of RJ, BA, PB, SE, SP, ES, CE and PE Finance Departments |
|
|
19) Appropriation of ICMS credit on the acquisition of goods (products in general) that, in the understanding of the inspection, would fit into the concept of material for use and consumption, being the tax credit undue. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the reduction refers, in particular, to the change in the expectation of several processes, from possible to remote loss, due to the effects of the decision of the Constitutional Declaratory Action (ADC) 49 of the Supreme Federal Court. |
374 |
687 |
Plaintiff: States of RJ, PR, AM, BA, PA, PE, SP, PB and AL Finance Departments |
|
|
20) Incidence of VAT (ICMS) over alleged differences in the control of physical and fiscal inventories. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. |
913 |
799 |
Plaintiff: State of SP Finance Department |
|
|
21) Deferral of payment of VAT (ICMS) taxes on B100 Biodiesel sales and the charge of a 7% VAT rate on B100 on Biodiesel interstate sales, including states in the Midwest, North and Northeast regions of Brazil and the State of Espírito Santo. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. |
299 |
263 |
Plaintiff: States of RJ, SP, BA, PE, PR and CE Finance Departments |
|
|
22) Misappropriation of VAT tax credit (ICMS) on the acquisitions of goods that, per the tax authorities, are not related to property, plant and equipment. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the increase resulted, in particular, from the receipt of new tax notices and inflation indexation. |
576 |
478 |
Plaintiff: States of RJ, SP, BA, PA and AM Finance Departments |
|
|
23) Misappropriation of VAT tax credit (ICMS) on the acquisitions of drills and chemicals used in the formulation of drilling fluid, per the tax authorities. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the reduction refers, in particular, to the change in the expectation of several processes from possible to remote loss, due to the effects of the decision of the Constitutional Declaratory Action (ADC) 49 of the Brazilian Superior Court. |
81 |
486 |
Plaintiff: States of AC, PA, AM, MA, BA, PB, PE, SE, TO, GO, MT, RJ, SP, SC and PR Finance Departments |
|
|
24) VAT Tax (ICMS) under substitution regime required by states. |
|
|
Current status: This claim involves lawsuits in different administrative and judicial stages. In 2023, the increase resulted, in particular, from the receipt of new tax notices. |
223 |
160 |
Plaintiff: Municipal government of Angra dos Reis/RJ |
|
|
25) Added value of ICMS on oil import operations. |
|
|
Current status: This claim involves lawsuits in several judicial stages. In 2023, due to a decision in favor of the Company's thesis, in the Brazilian Superior Court, which dismissed the Municipality's Special Appeal, the expectation of some processes was changed from possible to remote loss. A new tax notice was also received. |
311 |
347 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Plaintiff: Several Municipalities |
|
|
26) Alleged failure to withhold and pay tax on services (ISSQN). |
|
|
Current status: There are lawsuits in different administrative and judicial stages. |
254 |
223 |
27) Other tax matters |
2,052 |
1,756 |
Total for tax matters |
37,189 |
32,094 |
|
|
Estimate |
Description of labor matters |
12.31.2023 |
12.31.2022 |
Plaintiff: Employees and Sindipetro Unions. |
|
|
1) 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. |
|
|
Current status: The dispute is in the Federal Supreme Court (STF). On 07/28/2021, Petrobras filed an appeal and the Minister Rapporteur decided favorably to the Company, reforming the decision of the Plenary of the Superior Labor Court (TST) which was contrary to Petrobras. The judgment of the appeals filed by the author of the action and by several amici curiae in light of the aforementioned decision of the Minister Rapporteur was concluded by the judging panel on 11/10/2023, confirming, by 3 votes to 1, the decision that recognized the merit of the collective bargaining agreement signed between Petrobras and the unions. In 2023, the increase was due, in particular, to the inflation indexation and amounts added in the period. In January 2024, the ruling was published by the Supreme Court. Against the aforementioned ruling, the complainant and union entities filed an appeal for clarification, which was discussed in a virtual plenary session started on 02/23/2024 and ended on 03/01/2024. The declaratory embargoes were not recognized by unanimous decision of the first Panel of the Supreme Court, maintaining the decision in favor of Petrobras. This decision is still pending publication. |
8,362 |
6,806 |
2) Other labor matters |
1,788 |
1,466 |
Total for labor matters |
10,150 |
8,272 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
Estimate |
Description of civil matters |
12.31.2023 |
12.31.2022 |
Plaintiff: Several goods and service providers |
|
|
1) Claims related to goods and services supply contracts, with emphasis on discussions about economic and financial imbalance, contractual breach, fines and early termination of contracts. |
|
|
Current status: The claims involve lawsuits in different judicial stages. In 2023, there was an increase in value due to new lawsuits and decisions unfavorable to Petrobras. |
3,547 |
2,988 |
Plaintiff: Agência Nacional de Petróleo, Gás Natural e Biocombustíveis - ANP |
|
|
2) Proceedings challenging an ANP order requiring Petrobras to unite Tupi and Cernambi fields on the BM-S-11 joint venture; to unite Baúna and Piracicaba fields; and to unite Tartaruga Verde and Mestiça fields, which would cause changes in the payment of special participation charge. |
|
|
Current status: This list involves claims
that are disputed in court and in arbitration proceedings, as follows. In 2023, there was an increase in the value, due to the judicial
deposits that are made by Petrobras:
a) Tupi and Cernanbi: initially, the Company
made judicial deposits for the alleged differences resulting from the special participation. However, with the reversal of the favorable
injunction, the payment of these alleged differences were made directly to ANP, and such judicial deposits were resumed in the 2nd Quarter
of 2019. The suspension of the arbitration was reversed by the BM-S-11 Consortium at the Brazilian Superior Court, so that the arbitration
resumed its progress.
b) Baúna and Piracicaba: the Federal
Regional Court of the Second Region upheld the suspension of arbitration. Petrobras filed appeals with the Superior Courts.
c) Tartaruga Verde and Mestiça:
The Company has authorization to make the judicial deposits relating to these fields. The Regional Federal Court of the Second Region
has the opinion that the Chamber of Arbitration has jurisdiction on this claim and the arbitration is ongoing up to item 6 of the joint
schedule (pre-hearing meeting) formulated by the parties. |
2,245 |
1,531 |
Plaintiff: Federations Oil Workers, Unions, employees and retired personnel from Petros |
|
|
3) Collective and individual actions that discuss topics related to Petros plans. |
|
|
Current status: The matter involves proceedings at different judicial stages. In 2023, the increase refers, in particular, to the change in the expectation of remote to possible loss in a collective action request. |
2,225 |
6 |
Plaintiff: Agência Nacional de Petróleo, Gás Natural e Biocombustíveis - ANP and other agencies |
|
|
4) Administrative and legal proceedings
that discuss:
a) Difference in special participation
and royalties in different fields;
b) Fines imposed by ANP due to alleged
failure to comply with the minimum exploration activities program, as well as alleged irregularities relating to compliance with oil and
gas industry regulation. It also includes fines imposed by other agencies. |
|
|
Current status: The claims involve lawsuits in different administrative and judicial stages. |
2,214 |
1,980 |
Plaintiff: Legal entities that participated in the purchase and sale of Petrobras assets |
|
|
5) Judicial and arbitration proceedings that discuss asset sales carried out by Petrobras. |
|
|
Current status: The matter involves proceedings in different judicial and arbitration stages. In 2023, there was an increase in value due to the receipt of new processes. |
240 |
156 |
6) Several civil proceedings, with emphasis on those related to expropriation and easement of passage and civil liability. |
984 |
887 |
Total for civil matters |
11,455 |
7,548 |
|
|
Estimate |
Description of environmental matters |
12.31.2023 |
12.31.2022 |
Plaintiff: Several authors, notably: Ministério Público Federal, Ministérios Públicos Estaduais and public environmental bodies, such as IBAMA - Instituto Brasileiro de Meio Ambiente e Recursos Naturais Renováveis, state and municipal public bodies. |
|
|
1) Several lawsuits of an environmental nature, with emphasis on fines related to the Company's operations and public civil action for alleged environmental damage due to the sinking of Platform P-36. |
1,427 |
1,257 |
Total for environmental matters |
1,427 |
1,257 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 19.3.2. | Minimum Compensation Based on
Employee's Position and Work Schedule (Remuneração Mínima por Nível e Regime - RMNR) |
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 through collective bargaining with
union entities and was approved at employee meetings, being finally put into practice by Petrobras in 2007, but 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 to the Brazilian Supreme Federal Court (STF) which suspended the effects
of the decision issued by the TST and determined the national suspension of the ongoing proceedings related to the RMNR.
In July 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 November 2023, the First Panel of the Supreme
Federal Court decided in favor of the Company (with 3 votes against 1), confirming that there is an understanding of recognizing the merit
of the collective bargaining agreement signed between the companies and the unions. In January 2024, the ruling was published by the STF.
Against this ruling, the complainant and union entities filed an appeal for clarification, which was discussed in a virtual plenary session
which occurred from February 23 to March 1, 2024. The declaratory embargoes were not recognized by unanimous decision of the first Panel
of the Supreme Court, maintaining the decision in favor of Petrobras. This decision is still pending publication.
As of December 31, 2023, the balance of provisions
for legal proceedings regarding RMNR amounts to US$ 135, while the contingent liabilities amount to US$ 8,362.
| 19.4. | Class action and related proceedings |
| 19.4.1. | Class action in the Netherlands |
On January 23, 2017, Stichting Petrobras Compensation
Foundation ("Foundation") filed a class action in the Netherlands, at the District Court of Rotterdam, 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. The Foundation alleges that it represents the interests of an unidentified
group of investors and asserts that, based on the facts revealed by the Lava-Jato Operation, the defendants acted illegally before the
investors. On May 26, 2021, the District Court of Rotterdam decided that the class action should proceed and that the arbitration clause
of Petrobras' bylaws does not prevent the Company's shareholders from having access to the Dutch Judiciary and have their interests represented
by the “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 scope of the action.
The collective action moved to the discussion phase of merit issues.
On July 26, 2023, the Court issued an intermediary
decision on the merits, ordering the production of evidence, in relation to which the parties may express their views before the publication
of the decision on the merits, which is appealable. In addition, the Court expressed in advance some understanding, which must be included
in the decision on the merits, among which: (i) the requests made against PIB BV, PO&G and certain former members of the Company’s
management were rejected; (ii) the Court declared that Petrobras and the PGF acted illegally in relation to their investors, although
the Court expressed it does not consider itself sufficiently informed about relevant aspects of Brazilian, Argentine and Luxembourger
laws to definitively decide on the merits of the action; and iii) the alleged rights under Spanish legislation are prescribed.
The Foundation cannot claim compensation under
the class action, which will depend not only on a result favorable to the interests of the investors in the class action, but also on
the filing of subsequent actions by or on behalf of the investors by the Foundation itself, an opportunity in which Petrobras will be
able to offer all the defenses already presented in the class action and others that it deems appropriate, including in relation to the
occurrence and quantification of any damages that must be proven. Any compensation for the alleged damages will only be determined by
court decisions in subsequent actions mentioned above.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
This class action involves complex issues and the
outcome is subject to substantial uncertainties, which depend on factors such as: the scope of the arbitration clause of the Petrobras
Statute, the jurisdiction of the Dutch courts, the scope of the agreement that ended the Class Action in the United States, the Foundation's
legitimacy to represent the interests of investors, the several laws applicable to the case, the information obtained from the production
phase of evidence, the expert analyses, the timetable to be defined by the Court and the judicial decisions on key issues of the process,
possible appeals, including before the Dutch Supreme Court, as well as the fact that the Foundation seeks only a declaratory decision
in this class action.
The Company, based on the assessments of its advisors,
considers that there are not enough indicative elements to qualify the universe of potential beneficiaries of a possible final decision
unfavorable to Petrobras' interests, nor to quantify the supposedly compensable damages.
Thus, it is currently not possible to predict whether
the Company will be liable for the effective payment of damages in any future individual claims, as this analysis will depend on the outcome
of these complex procedures. In addition, it is not possible to know which investors will be able to bring subsequent individual actions
related to this matter against Petrobras.
Furthermore, the claims formulated are broad, cover
a multi-year period and involve a wide variety of activities and, in the current scenario, the impacts of such claims are highly uncertain.
The uncertainties inherent in all of these issues affect the value and duration of final resolution of this action. As a result, Petrobras
is unable to estimate an eventual loss resulting from this action. However, Petrobras reiterates its condition as a victim of the corruption
scheme revealed by the Lava-Jato operation and intends to present and prove this condition before the Dutch court.
The Company denies the allegations made by the
Foundation and will continue to defend themselves vigorously.
| 19.4.2. | Arbitration and other legal proceedings
in Argentina |
In relation to the arbitration in Argentina, the
Argentine Supreme Court denied the appeal, but the Consumidores Damnificados Asociación Civil para su Defensa (formerly
Consumidores Financieros Asociación Civil, "Association") filed a new appeal to the Argentine Supreme Court, which
was also denied, thus the arbitration was sent to the Arbitration Court. 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. The Company is unable to provide a reliable
estimate of the potential loss in this arbitration.
In parallel to such arbitration, the Association
also initiated a collective action before the Civil and Commercial Court of Buenos Aires, in Argentina, with Petrobras appearing spontaneously
on April 10, 2023, within the scope of which it alleges Petrobras' responsibility for an alleged loss of the market value of Petrobras'
securities in Argentina, as a result of allegations made within the scope of Lava Jato Operation and their impact on the company's financial
statements prior to 2015. Petrobras presented its defense on August 30, 2023. Petrobras denies the allegations presented by the Association
and will vigorously defend itself against the accusations made by the author of the class action. The Company is unable to provide a reliable
estimate of the potential loss in this arbitration.
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. After carrying out the steps determined by the Court of Appeals, on May 30, 2023, the lower court denied the
recognition of immunity from jurisdiction to Petrobras. Petrobras filed an appeal against this decision, which is still pending judgment.
The Court of Appeals previously 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. The Company presented its defense, as well as 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.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
As for the other criminal action for alleged non-compliance
with the obligation to publish a “press release” in the Argentine market about the existence of a class action filed by Consumidores
Damnificados Asociación Civil para su Defensa before the Commercial Court, there are no developments in 2023.
| 19.4.3. | Lawsuit in United States regarding
Sete Brasil Participações S.A (“Sete”) |
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 was recorded in 2022 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, when an appeal was filed with the Federal Court of Appeals for the District of Columbia, which is still pending judgement.
Considering the filing of the appeal, Petrobras requested the suspension of the process, which was granted by the lower court judge on
October 26, 2022.
On August 26, 2022, on another procedural front
initiated by the EIG, the District Court of Amsterdam granted a precautionary measure to block certain Petrobras assets in the Netherlands.
This granting was based on the decision of the District Court of Columbia, on August 8, 2022, and was intended to ensure the satisfaction
of EIG's claims contained in the aforementioned US lawsuit. For the purpose of this injunction, the District Court of Amsterdam limited
EIG's claims to a total of US$ 297, although the US Court ruled that any award of damages would depend on evidence of damages by EIG at
a trial hearing. There are some discussions about the scope of the assets blocked by EIG, but there is no related lawsuit pending in the
Netherlands. This precautionary block does not prevent Petrobras and its subsidiaries from complying with their obligations to third parties.
| 19.5. | Arbitrations proposed by non-controlling
shareholders in Brazil |
Petrobras is also currently a party to seven arbitrations
proceedings before the Market Arbitration Chamber (Câmara de Arbitragem do Mercado - CAM), linked
to the Brazilian Stock Exchange (B3), brought by investors who purchased Petrobras’ shares traded on B3. Six of these arbitrations
were initiated by national and foreign investors. The other proceeding was brought by an association that is not a shareholder of the
Company and intends to be a collective arbitration, through representation of all non-controlling shareholders of Petrobras that acquired
shares on B3 between January 22, 2010 and July 28, 2015. Investors claim alleged financial losses caused by facts uncovered in the Lava
Jato investigation.
These claims involve complex issues that are subject
to substantial uncertainties and depend on a number of factors such as the novelty of the legal theories, the timing of the Chamber of
Arbitration decisions, the information produced in discovery and analysis by retained experts.
Moreover, the claims asserted are broad and span
a multi-year period. The uncertainties inherent in all such matters affect the amount and timing of their ultimate resolution. As a result,
the Company is unable to make a reliable estimate of eventual loss arising from such arbitrations.
Depending on the outcome of these complaints, the
Company may have to pay substantial amounts, which may have a significant effect on its consolidated financial position, financial performance
and cash flows in a certain period. However, Petrobras does not recognize responsibility for the losses alleged by investors in these
arbitrations.
Most of these arbitrations are still in the preliminary
stages and a final decision is not expected in the near future.
However, in relation to one of the arbitrations,
proposed by two institutional investors, on May 26, 2020, a partial arbitral award was issued indicating the Company's responsibility,
but not determining the payment of amounts by Petrobras, nor ending the procedure. This arbitration, as well as the other arbitrations
in progress, are confidential and the partial arbitral award - which does not represent a CAM position, but only of the three arbitrators
that make up this arbitration panel - does not extend to the other ongoing arbitrations.
On July 20, 2020, Petrobras filed a lawsuit for
the annulment of this partial arbitral award, as the Company understands that the award contains serious flaws and improprieties. On
November 11, 2020, the 5th Business Court of Rio de Janeiro annulled the partial arbitration award, due to these serious flaws and improprieties
pointed out by Petrobras. The appeals against this decision are still pending judgement. In compliance with CAM rules, the lawsuit is
confidential and only available to those involved in the original arbitration proceeding. Petrobras will continue to defend itself in
this and other arbitrations.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
In 2023, there were no events that changed the
assessment and information arbitrations proposed by non-controlling shareholders in Brazil.
| 19.6. | Tax recoveries under dispute
- Compulsory Loan - Eletrobras |
The Brazilian Federal Government, aiming to finance
the expansion of the national electricity system, established the compulsory loan that lasted until 1993 in favor of Eletrobras, which
was the operator of this system. The loan was charged to consumers' electricity bills.
In 2010, the Company filed a lawsuit to recognize
its right to receive the differences in inflation indexation and interest on a compulsory loan from Eletrobrás, in relation to
the third conversion of Eletrobrás shares, in the period from 1987 to 1993.
In December 2022, the court issued a final decision
in favor of the Company in relation to the merits of the case. On December 18, 2023, once the judgment settlement procedure began, a legal
agreement was signed between the parties to end the discussion upon payment, by Eletrobras, of US$ 239, received by the Company on December
26, 2023, ending the contingent asset.
| 19.7. | Lawsuits brought by natural gas
distributors and others |
In 2023, Petrobras entered into agreements with
CEG, CEG Rio and SERGÁS, with the aim of putting an end to existing litigation and pacifying controversial issues regarding the
price of natural gas supplied, based on current economic conditions in the natural gas market. Currently, Petrobras still has one arbitration
against a gas distributor at the Northeast of Brazil, which is confidential.
In relation to the State of Minas Gerais, the matter
remains in court, where there is no ongoing arbitration, since the gas price collection continues to be carried out in accordance with
the current agreement signed between Petrobras and GASMIG.
Accounting policy for provisions
for legal proceedings, contingent liabilities and contingent assets
Provisions are recognized when: (i) the Company
has a present obligation as a result of a past event; (ii) it is probable that an outflow of resources embodying economic benefits will
be required to settle the obligation, and (iii) the amount of the obligation can be reliably estimated.
Contingent liabilities are not recognized but are
disclosed in explanatory notes when the likelihood of outflows is possible, including those whose amounts cannot be estimated, considering
the best information available to the date of the issuance of these financial statements.
The methodology used to estimate the provisions
is described in note 4.5.
Contingent assets are not recognized, but are disclosed
in explanatory notes when the inflow of economic benefits is considered probable and the amount is considered material. However, if the
inflow of economic benefits is virtually certain, which, in general, considers the final and unappealable decision, and if the value can
be reliably measured, the related asset is not a contingent asset anymore and it is recognized.
20. | Provision for decommissioning
costs |
The following table details the amount of the provision
for decommissioning costs by producing area:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
12.31.2023 |
12.31.2022 |
Onshore |
447 |
418 |
Shallow waters |
6,253 |
4,399 |
Deep and ultra-deep post-salt |
10,872 |
9,988 |
Pre-salt |
5,630 |
3,795 |
Total |
23,202 |
18,600 |
Changes in the provision for decommissioning costs
are presented as follows:
Non-current liabilities |
2023 |
2022 |
Opening balance |
18,600 |
15,619 |
Adjustment to provision |
3,821 |
3,484 |
Transfers related to liabilities held for sale (1) |
(339) |
(1,258) |
Use of provisions |
(1,227) |
(854) |
Interest accrued |
837 |
476 |
Others |
(8) |
(5) |
Translation adjustment |
1,519 |
1,138 |
Closing balance |
23,203 |
18,600 |
Current |
2,032 |
− |
Non-current |
21,171 |
18,600 |
Decommissioning projects in Brazil are relatively
recent and present specifications that can turn them complex and challenging to comply with the requirements of the ANP, the Brazilian
Navy, and the Brazilian Institute of Environment and Renewable Natural Resources (IBAMA). The better understanding of the regulatory environment,
together with recent decommissioning practices adopted, have allowed the Company to align its Strategic Plan with this new reality, including
the adoption of advanced Environmental Social and Governance (ESG) practices, such as the implementation of a green model for the disposal
of its own floating platforms used in the decommissioning of platform P-32.
The Company is approaching the moment when it will
have to decommission various systems where oil and gas production has become unfeasible or assets have ended their useful life, as seen
in the Marlim field revitalization project, which has led to the closure of several platforms in recent years. In 2023, several Facility
Decommissioning Programs (PDI) related to this field were approved, with the majority concentrated in December. With the approved PDIs,
the Company commits to executing the activities outlined in the programs. While there is no firm commitment regarding the execution timeline,
it allows the Company to estimate with reasonable certainty the short-term portion of the provision for decommissioning costs, which is
disclosed in the current liabilities.
Even small variations in the discount rate can
result in significant changes in the recognized value. The following table contains information about sensitivities in this key assumption:
Sensitivity to the discount rate (1) |
Effects on provision for decommissioning costs |
Effects on carrying amounts of assets |
Effects on other income and expenses |
Increase of 0.5 percentage points |
(1,462) |
(1,331) |
(130) |
Decrease of 0.5 percentage points |
1,615 |
1,486 |
130 |
(1) It includes liabilities held for sale. |
|
|
|
The transfer to liabilities held for sale refers
to the register and revision of the provision associated with E&P assets in the divestment process and classified as assets held for
sale. In 2023, it includes the provision established for the Uruguá group of fields (US$ 381) in Rio de Janeiro and the reduction
of the provision related to the Pescada group of fields (US$ 41) in Rio Grande do Norte. In 2022, it refers to: the Potiguar groups
of fields (US$ 551), in Rio Grande do Norte state; the Albacora Leste Field (US$ 490), in Rio de Janeiro; Golfinho and Camarupim
(US$ 175) and Norte Capixaba (US$ 44) group of fields, in the state of Espírito Santo, as set out in note 31.
The due date estimates for the obligations are
presented below:
Maturity |
2024 |
2025 |
2026 |
2027 |
2028 |
2029 onwards |
12.31.2023 |
Provision for decommissioning costs |
2,032 |
2,095 |
2,031 |
2,283 |
1,952 |
12,810 |
23,203 |
Accounting policy for
decommissioning costs
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The initial recognition of legal obligations to
remove equipment and restore land or sea areas at the end of operations occurs after the declaration of commercial feasibility of an oil
and gas field. The calculations of the cost estimates for future environmental removals and recoveries are complex and involve significant
uncertainties (as set out in note 4.6).
The estimates of decommissioning costs are reviewed
annually based on current information on expected costs and recovery plans. When the revision of the estimates results in an increase
in the provision for decommissioning costs, there is a corresponding increase in assets. Otherwise, if a decrease in the liability exceeds
the carrying amount of the asset, the excess shall be recognized immediately in profit or loss, within other income and expenses.
21. | Other assets and liabilities |
|
|
|
Assets |
|
12.31.2023 |
12.31.2022 |
Escrow account and/ or collateral |
(a) |
1,009 |
1,087 |
Advances to suppliers |
(b) |
1,814 |
1,561 |
Prepaid expenses |
(c) |
453 |
363 |
Derivatives transactions |
(d) |
92 |
54 |
Assets related to E&P partnerships |
(e) |
255 |
71 |
Others |
|
262 |
194 |
|
|
3,885 |
3,330 |
Current |
|
1,570 |
1,777 |
Non-Current |
|
2,315 |
1,553 |
|
|
|
|
|
|
|
Liabilities |
|
12.31.2023 |
12.31.2022 |
Obligations arising from divestments |
(f) |
1,200 |
1,355 |
Contractual retentions |
(g) |
716 |
601 |
Advances from customers |
(h) |
692 |
906 |
Provisions for environmental expenses, research and development and fines |
(i) |
708 |
674 |
Other taxes |
(j) |
376 |
293 |
Unclaimed dividends |
(k) |
337 |
241 |
Derivatives transactions |
(d) |
62 |
147 |
Obligations arising from acquisition of equity interests |
(l) |
156 |
138 |
Various creditors |
|
138 |
95 |
Others |
|
520 |
523 |
|
|
4,905 |
4,973 |
Current |
|
3,015 |
3,001 |
Non-Current |
|
1,890 |
1,972 |
|
|
|
|
The following references detail the nature of the
operations that make up the balances of other assets and liabilities:
a) Amounts deposited for payment of obligations
related to the finance agreement with China Development Bank, as well as margin in guarantee for futures and over-the-counter derivatives.
In addition, there are amounts in investment funds from escrow accounts related to divestment of TAG and NTS.
b) Amounts whose compensation must be made by supplying
materials or providing services contracted with these suppliers.
c) Spending on platform charters and equipment
rentals when the start of operations has been postponed due to legal requirements or to the need for technical adjustments.
d) Fair value of open positions and transactions
closed but not yet settled.
e) Cash and amounts receivable from partners in
E&P consortia operated by Petrobras.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
f) Provisions for contractual indemnities and financial
reimbursements assumed by Petrobras to be made to the acquirer, referring to abandonment costs of divested assets. The settlement of these
provisions follows decommissioning schedules, with payments beginning between two and three months after the date expected for the execution
of operations, according to the contractual terms for reimbursement of abandonment of the respective oil fields.
g) Retained amounts from obligations with suppliers
to guarantee the execution of the contract, accounted for when the obligations with suppliers are due. Contractual retentions will be
paid to suppliers at the end of the contract, upon issuance of the contract termination term.
h) Amounts related to the advances or cash receipt
from third parties, related to the sale of products or services.
i) Accrued amounts for environmental compensation
assumed by the Company in the course of its operations and research projects.
j) Non-current portion of other taxes (see note
17).
k) Dividends made available to shareholders and
not paid due to the existence of pending registration issues for which the shareholders are responsible with the custodian bank for the
shares and with Petrobras, according to note 34.
l) Obligations arising from the acquisition of
equity interests in Araucária Nitrogenados, which will be settled by the end of 2030.
Accounting policy for other
assets and liabilities
The accounting recognition of obligations arising
from divestment is at present value, using a risk-free discount rate, adjusted to reflect the Company's credit risk, being the best estimate
of the disbursement required to settle the present obligation on the statement of financial position date. The obligations are subject
to significant changes as activity execution schedules are updated and detailed by buyers.
| 22. | The “Lava Jato (Car Wash)
Operation” and its effects on the Company |
The Company has monitored the progress of investigations
under the “Lava Jato” Operation and, in the preparation of these annual consolidated financial statements for the the year
ended December 31, 2023, did not identify any additional information that would affect the adopted calculation methodology to write off,
in the third quarter of 2014, amounts overpaid for the acquisition of property, plant and equipment. The Company will continue to monitor
these investigations for additional information in order to assess their potential impact on the adjustment made.
In addition, the Company has fully cooperated with
the investigation of the competent authorities and will continue to do so in the future.
During 2023, new leniency and plea agreements entitled
the Company to receive funds with respect to compensation for damages, in the amount of US$ 109 (US$ 96 in 2022 and US$ 235
in 2021), accounted for as other income and expenses. Thus, the total amount recovered from Lava Jato investigation through December 31,
2023 was US$ 1,727.
23. | Commitment to purchase natural gas |
The Gas Supply Agreement (GSA) entered into with
Petrobras and Yacimientos Petrolíferos Fiscales Bolivianos - YPFB was initially effective until December 31, 2019. Given the agreement
provided for an extension clause, the GSA was automatically extended until the entire volume contracted is delivered by YPFB and withdrawn
by Petrobras.
Since December 31, 2019, the contract has been
adjusted, mainly to adapt the Guaranteed Daily Quantity (QDG) to the YPFB's supply availability. On December 15, 2023, through a new amendment
to the GSA, the supply commitment was last revised by request of YPFB.
According to the contractual balance, the Company
expects purchases to continue through December 2027, considering the withdrawal based on the QDG by YPFB, which means the maximum volume
contracted every day, ranging from 6 million m³ per day to 18 million m³ per day (on a monthly basis), representing an estimated
additional amount of US$ 3.04 billion, from January 2024 to December 2027, according to price assumptions included in the Strategic
Plan 2024-2028.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
If the withdrawal occurs based on the take-or-pay
choice, ranging from 4.2 million m³ per day to 12.6 million m³ per day (on a monthly basis), there will be an additional extension
until August 2030, representing an estimated additional total value of US$ 2.88 billion from January 2024 to August 2030.
24. | Property, plant and equipment |
|
Land, buildings
and
improvement |
Equipment and other assets (1) |
Assets under
construction (2) |
Exploration and development costs (3) |
Right-of-use assets |
Total |
Balance at January 1, 2023 |
2,538 |
55,147 |
14,838 |
38,434 |
19,212 |
130,169 |
Cost |
4,343 |
105,429 |
23,938 |
67,581 |
29,670 |
230,961 |
Accumulated depreciation and impairment (4) |
(1,805) |
(50,282) |
(9,100) |
(29,147) |
(10,458) |
(100,792) |
Additions |
− |
528 |
11,919 |
12 |
15,177 |
27,636 |
Decommissioning costs - Additions to / review of estimates |
− |
− |
− |
2,672 |
− |
2,672 |
Capitalized borrowing costs |
− |
− |
1,277 |
− |
− |
1,277 |
Signature Bonuses Transfers (5) |
− |
− |
− |
16 |
− |
16 |
Write-offs |
(11) |
(304) |
(86) |
(74) |
(156) |
(631) |
Transfers (6) |
58 |
5,531 |
(7,058) |
1,754 |
1 |
286 |
Transfers to assets held for sale |
(16) |
(36) |
99 |
(241) |
(85) |
(279) |
Depreciation, amortization and depletion |
(84) |
(5,079) |
− |
(4,711) |
(5,432) |
(15,306) |
Impairment recognition (note 26) |
− |
(1,689) |
(883) |
(314) |
(39) |
(2,925) |
Impairment reversal (note 26) |
3 |
101 |
9 |
1 |
28 |
142 |
Translation adjustment |
199 |
4,210 |
1,401 |
2,883 |
1,674 |
10,367 |
Balance at December 31, 2023 |
2,687 |
58,409 |
21,516 |
40,432 |
30,380 |
153,424 |
Cost |
4,634 |
118,173 |
31,467 |
74,809 |
44,829 |
273,912 |
Accumulated depreciation and impairment (4) |
(1,947) |
(59,764) |
(9,951) |
(34,377) |
(14,449) |
(120,488) |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Balance at January 1, 2022 |
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 (4) |
(1,697) |
(44,959) |
(9,032) |
(26,059) |
(9,330) |
(91,077) |
Additions |
− |
841 |
7,525 |
48 |
7,126 |
15,540 |
Decommissioning costs - Additions to / review of estimates |
− |
− |
− |
3,269 |
− |
3,269 |
Capitalized borrowing costs |
− |
− |
1,021 |
− |
− |
1,021 |
Signature Bonuses Transfers (5) |
− |
− |
− |
1,177 |
− |
1,177 |
Write-offs |
(20) |
(746) |
(2,152) |
(667) |
(1,469) |
(5,054) |
Transfers (6) |
130 |
5,162 |
(8,611) |
3,617 |
2 |
300 |
Transfers to assets held for sale |
(27) |
(1,874) |
(410) |
(1,976) |
(140) |
(4,427) |
Depreciation, amortization and depletion |
(88) |
(4,746) |
− |
(5,306) |
(4,478) |
(14,618) |
Impairment recognition (note 26) |
− |
(693) |
(605) |
(142) |
(13) |
(1,453) |
Impairment reversal (note 26) |
− |
223 |
15 |
52 |
− |
290 |
Translation adjustment |
160 |
3,854 |
1,133 |
2,515 |
1,132 |
8,794 |
Balance at December 31, 2022 |
2,538 |
55,147 |
14,838 |
38,434 |
19,212 |
130,169 |
Cost |
4,343 |
105,429 |
23,938 |
67,581 |
29,670 |
230,961 |
Accumulated depreciation and impairment (4) |
(1,805) |
(50,282) |
(9,100) |
(29,147) |
(10,458) |
(100,792) |
(1) 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. |
(2) See note 13 for assets under construction by operating segment. |
(3) 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. |
(4) In the case of land and assets under construction, it refers only to impairment losses. |
(5) Transfers from intangible assets. In 2023, it refers to the declaration of commerciality of the Manjuba, Espadim, Raia Manta and Raia Pintada fields. In 2022, it relates to Itapu, Sépia and Atapu. |
(6) It mainly includes transfers between classes of assets and transfers from advances to suppliers. |
The additions in right of use are mainly due to
the entry into operation of FPSO Anita Garibaldi, FPSO Anna Nery, FPSO Almirante Barroso and FPSO Sepetiba, and the respective effect
on lease liability (note 25).
| 24.2. | Estimated useful life |
The useful life of assets subject to depreciation
are shown below:
Asset |
Weighted average useful life in years |
Buildings and improvement |
40 (between 25 and 50) |
Equipment and other assets |
20 (between 3 to 31) - except assets by the units of production method |
Exploration and development costs |
Units of production method |
Right-of-use |
8 (between 2 and 47) |
The estimated useful life of buildings and improvements,
equipment and other assets is as follows:
|
Buildings and improvements, equipment and other assets |
|
|
|
|
Estimated useful life |
Cost |
Accumulated depreciation |
Balance at December 31, 2023 |
5 years or less |
6,065 |
(5,111) |
954 |
6 - 10 years |
8,312 |
(6,477) |
1,835 |
11 - 15 years |
5,811 |
(2,357) |
3,454 |
16 - 20 years |
31,428 |
(19,908) |
11,520 |
21 - 25 years |
33,217 |
(9,294) |
23,923 |
25 - 30 years |
12,915 |
(4,270) |
8,645 |
30 years or more |
5,417 |
(2,138) |
3,279 |
Units of production method |
19,503 |
(12,150) |
7,353 |
Total |
122,668 |
(61,705) |
60,963 |
Buildings and improvements |
4,495 |
(1,941) |
2,554 |
Equipment and other assets |
118,173 |
(59,764) |
58,409 |
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The table below shows the split by type of asset
and readjustment clauses with possible impacts on accumulated depreciation and impairment, as follows:
|
Platforms |
Vessels |
Properties |
Total |
Balance at December 31, 2023 |
19,056 |
9,204 |
2,120 |
30,380 |
Cost |
23,859 |
18,000 |
2,970 |
44,829 |
Accumulated depreciation and impairment |
(4,803) |
(8,796) |
(850) |
(14,449) |
Without contractual readjustment clauses |
− |
(7,103) |
(168) |
(7,271) |
With contractual readjustment clauses - Brazil |
(4,803) |
(225) |
− |
(5,028) |
With contractual readjustment clauses – abroad |
− |
(1,468) |
(682) |
(2,150) |
Balance at December 31, 2022 |
9,211 |
8,254 |
1,747 |
19,212 |
Cost |
12,604 |
14,788 |
2,278 |
29,670 |
Accumulated depreciation and impairment |
(3,393) |
(6,534) |
(531) |
(10,458) |
Without contractual readjustment clauses |
− |
(5,322) |
(64) |
(5,386) |
With contractual readjustment clauses - Brazil |
(3,393) |
(218) |
− |
(3,611) |
With contractual readjustment clauses – abroad |
− |
(994) |
(467) |
(1,461) |
Accounting policy for property,
plant and equipment
Property, plant and equipment are measured at the
cost of acquisition or construction, including all costs necessary to bring the asset to working condition for its intended use and the
estimated cost of dismantling and removing the asset and restoring the site, reduced by accumulated depreciation and impairment losses.
A condition for continuing to operate certain items
of property, plant and equipment, such as industrial plants, offshore plants and vessels is the performance of regular major inspections
and maintenance. Those expenditures are capitalized if a maintenance campaign is expected to occur, at least, 12 months later. Otherwise,
they are expensed when incurred. The capitalized costs are depreciated over the period through the next major maintenance date.
Spare parts are capitalized when they are expected
to be used during more than one period and can only be used in connection with an item of property, plant and equipment, and are depreciated
over the useful life of the item of property, plant and equipment to which they relate.
Borrowing costs directly attributable to the acquisition
or construction of qualifying assets are capitalized as part of the costs of these assets.
General borrowing costs are capitalized based on
the Company’s weighted average cost of borrowings outstanding applied over the balance of assets under construction.
In general, the Company suspends capitalization
of borrowing to the extent investments in a qualifying asset hibernates during a period greater than one year or whenever the asset is
prepared for its intended use.
Assets directly associated to the production of
oil and gas in a contracted area whose useful lives are not less than the life of the field (reserve exhaustion time), including rights
and concessions such as signature bonus, are depleted by the unit-of-production method.
The unit-of-production method of depreciation (amortization)
is computed based on the monthly production volume over the proved developed oil and gas reserves, except for signature bonuses for which
unit of production method takes into account the monthly production over the total proved oil and gas reserves on a field-by-field basis.
Assets related to oil and gas production with useful
lives shorter than the life of the field; floating platforms and other assets unrelated to oil and gas production are depreciated on a
straight-line basis over their useful lives, which are reviewed annually. Note 24.2 provides further information on the estimated useful
life by class of assets. Lands are not depreciated.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Right-of-use assets are presented as property,
plant and equipment and, according to the useful lives of their respective underlying assets and the characteristics of lease agreements
(term, asset transfer or exercise of call option), are depreciated using the straight-line method based on contractual terms.
| 24.4. | Oil and Gas fields operated by
Petrobras returned to ANP |
In 2023, the following oil and gas fields, in Campos
basin, were returned to ANP: Atum, Curimã, Espada and Xaréu. These fields were returned to ANP mainly due to their economic
unfeasibility and, as a consequence, the Company wrote off the amount of US$ 45 in addition to impairments recognized in prior years.
In 2022, the following oil and gas fields, in Ceará
basin, were returned to ANP: Anequim, Congro, Corvina, Garoupa, Garoupinha, Malhado, Namorado, Parati and Viola. These fields were returned
to ANP mainly due to their economic unfeasibility and, as a consequence, the Company wrote off the amount of US$ 619 in addition
to impairments recognized in prior years.
In 2021, the following oil and gas fields, in Santos
basin, were returned to ANP: Bijupirá, Lagosta, Merluza e Salema. These fields were returned to ANP mainly due to their economic
unfeasibility and, as a consequence, the Company wrote off the amount of US$ 27 in addition to impairments recognized in prior years.
| 24.5. | 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 year ended
December 31,2023, the capitalization rate was 7% p.a. (6.55% p.a. for the year ended December 31, 2022).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Rights and Concessions (1) |
Software |
Goodwill |
Total |
Balance at January 1, 2023 |
2,523 |
439 |
24 |
2,986 |
Cost |
2,578 |
1,560 |
24 |
4,162 |
Accumulated amortization and impairment |
(55) |
(1,121) |
− |
(1,176) |
Addition |
148 |
200 |
− |
348 |
Capitalized borrowing costs |
− |
13 |
− |
13 |
Write-offs |
(41) |
− |
− |
(41) |
Transfers |
(11) |
2 |
− |
(9) |
Signature Bonuses Transfers (2) |
(16) |
− |
− |
(16) |
Amortization |
(4) |
(100) |
− |
(104) |
Impairment recognition (note 26) |
(364) |
− |
− |
(364) |
Translation adjustment |
190 |
38 |
1 |
229 |
Balance at December 31, 2023 |
2,425 |
592 |
25 |
3,042 |
Cost |
2,489 |
1,891 |
25 |
4,405 |
Accumulated amortization and impairment |
(64) |
(1,299) |
− |
(1,363) |
Estimated useful life in years |
(3) |
5 |
Indefinite |
|
|
|
|
|
|
Balance at January 1, 2022 |
2,695 |
308 |
22 |
3,025 |
Cost |
2,744 |
1,321 |
22 |
4,087 |
Accumulated amortization and impairment |
(49) |
(1,013) |
− |
(1,062) |
Addition |
898 |
181 |
− |
1,079 |
Capitalized borrowing costs |
− |
11 |
− |
11 |
Write-offs |
(12) |
(6) |
− |
(18) |
Transfers |
(11) |
(1) |
− |
(12) |
Signature Bonuses Transfers (2) |
(1,177) |
− |
− |
(1,177) |
Amortization |
(4) |
(73) |
− |
(77) |
Impairment recognition (note 26) |
− |
(1) |
− |
(1) |
Translation adjustment |
134 |
20 |
2 |
156 |
Balance at December 31, 2022 |
2,523 |
439 |
24 |
2,986 |
Cost |
2,578 |
1,560 |
24 |
4,162 |
Accumulated amortization and impairment |
(55) |
(1,121) |
− |
(1,176) |
Estimated useful life in years |
(3) |
5 |
Indefinite |
|
(1) 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. |
(2) Transfers to PP&E. In 2023, it refers to the declaration of commerciality of the Manjuba, Espadim, Raia Manta and Raia Pintada fields. In 2022, it relates to the Itapu, Atapu and Sepia. |
(3) 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. |
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 (25% interest) and TotalEnergies EP Brasil Ltda. (22.5% interest), and related to the Sépia field in consortium
with TotalEnergies (28% interest), Petronas Petróleo Brasil Ltda. (21% interest) and QP Brasil Ltda. (21% interest), 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.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
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 Ministry of Mines and
Energy (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 of the MME.
Additionally, as established in Ordinance No. 8
of April 19, 2021, between 2022 and 2032, whenever the price of Brent oil reaches an annual average ranging from US$ 40.00 to US$ 70.00,
an earn out is due to Petrobras, for which the Company expects to receive a maximum of US$ 5,244.
In 2022, the Company recognized a portion of this
contingent asset related to the Earn Out for 2022 and 2023, amounting to US$ 693, as follows: (i) US$ 384 received in January 2023; and
(ii) US$ 309 relating to 2023, at present value, considering the inflow of economic benefits as virtually certain.
During 2023, the portion of the Earn Out for 2023
had a US$ 44 update and, in January 2024, the Company received US$ 371, including price adjustments.
Additionally, in December 2023, the Company recognized
a portion of the contingent asset related to the Earn Out for 2024, amounting to US$ 241, at present value, expected to be received in
2025.
These amounts were recognized as other operating
income and expenses.
Sudoeste de Sagitário,
Água Marinha e Norte de Brava Blocks - 1st Cycle of Permanent Offer for Production Sharing
On December 16, 2022, Petrobras acquired the right
to explore and produce oil and natural gas in Sudoeste de Sagitário and Água Marinha blocks in partnership, and the full
right of the Norte de Brava block in the 1st Cycle of Permanent Offer for Production Sharing, carried out by the ANP. In May 2023, the
Production Sharing Agreements were signed and the signature bonus was recognized in intangible assets, in the amount of US$ 146 (US$ 4
from Sudoeste de Sagitário block, US$ 40 from Água Marinha block and US$ 102 from Norte de Brava block).
The acquisition of the Southwest Sagitário
block occurred jointly with Shell Brasil, with a 40% interest, with Petrobras being the operator with a 60% interest.
In Água Marinha, Petrobras acts as the operator,
with a 30% interest, in partnership with TotalEnergies EP (30% interest), Petronas (20% interest), and QatarEnergy (20% interest).
The North Brava block was fully acquired by Petrobras.
Blocks in the Pelotas Basin -
4th Permanent Concession Offering Cycle
On December 13, 2023, Petrobras acquired exploration
and production rights for oil and natural gas in 29 blocks in the Pelotas Basin in the 4th Permanent Concession Offering Cycle, conducted
by ANP.
The total amount of the signing bonus, in the amount
of US$ 24 (R$ 116 million), to be paid by Petrobras in the second quarter of 2024, will be recorded as an intangible asset at
the time of payment.
Petrobras will operate all blocks, acquired in
partnership:
| • | 26
blocks with 70% interest from Petrobras and 30% from Shell; |
| • | 3
blocks with 50% interest from Petrobras, 30% from Shell Brasil, and 20% from CNOOC Brasil. |
| 25.3. | Exploration rights returned to
the ANP |
In 2023, 8 exploration areas located in the pre-salt
area of the Campos Basin were returned to ANP, totaling US$ 414 (R$ 2,006 million) in exploration rights written-off. In 2022,
there were no basins returned to the ANP.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
For more information see note 27 regarding exploration
and evaluation of oil and gas reserves.
Accounting policy for intangible
assets
Intangible assets are measured at the acquisition
cost, less accumulated amortization and impairment losses.
Internally-generated intangible assets are not
capitalized and are expensed as incurred, except for development costs that meet the recognition criteria related to the completion and
use of assets, probable future economic benefits, and others.
When the technical and commercial feasibility of
oil and gas production is demonstrated for the first field in an area, the value of the signature bonus is reclassified to property, plant
and equipment at their full value. While they are registered in intangible assets, they are not amortized. Other intangible assets with
defined useful lives are amortized on a straight-line basis over their estimated useful lives.
If, when defining the technical and commercial
feasibility of the first field of a block, there are exploratory activities being carried out in different locations in the block, so
that oil and gas volumes can be estimated for other possible reservoirs in the area, then the value of the signature bonus is partially
reclassified to PP&E, based on the ratio between the volume of oil and gas expected (oil in place - VOIP) of a specific reservoir
and the total volume of oil and gas expected for all possible reservoirs in the area.
If exploratory activities in the remaining areas
do not result in technical and commercial viability, the corresponding value of the signature bonus is not written off, but transferred
to PP&E and added to the value of the signature bonus related to the location that was previously assessed as technically and commercially
viable.
Intangible assets with an indefinite useful life
are not amortized but are tested annually for impairment. Their useful lives are reviewed annually.
Statement of income |
2023 |
2022 |
2021 |
Impairment (losses) reversals |
(2,680) |
(1,315) |
3,190 |
Exploratory assets |
(364) |
− |
− |
Impairment on equity-accounted investments |
(2) |
(6) |
383 |
Net effect within the statement of income |
(3,046) |
(1,321) |
3,573 |
Losses |
(3,307) |
(1,640) |
(654) |
Reversals |
261 |
319 |
4,227 |
|
|
|
|
Statement of financial position |
2023 |
2022 |
2021 |
Property, plant and equipment |
(2,783) |
(1,163) |
3,414 |
Intangible assets |
(364) |
(1) |
1 |
Assets classified as held for sale |
103 |
(151) |
(225) |
Investiments |
(2) |
(6) |
383 |
Net effect within the statement of financial position |
(3,046) |
(1,321) |
3,573 |
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.
On November 23, 2023, management concluded and
approved its Strategic Plan 2024-2028, considering a complete update of economic assumptions, as well as its project portfolio and estimates
of reserve volumes.
The oil and gas production estimated in the scope
of this plan indicates a continuous growth focused on the development of projects that generate higher value, with an increase in the
participation of assets in the pre-salt layer, which present lower lifting costs. During this period, 14 new production systems are expected
to enter into operation, all of which to be allocated to deep and ultra-deep water projects.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 26.1. | Impairment of property, plant
and equipment and intangible assets |
Asset or CGU by nature (1) |
Carrying amount before impairment testing |
Recoverable amount (2) |
Impairment (losses) / reversals (3) |
Business segment |
Comments |
|
|
|
|
|
2023 |
Producing properties relating to oil and gas activities in Brazil (several CGUs) |
8,332 |
6,108 |
(2,217) |
E&P |
Item (a1) |
Second refining unit in RNEST |
943 |
455 |
(486) |
RT&M |
Item (b1) |
Oil and gas exploratory assets (several CGUs) |
371 |
− |
(364) |
E&P |
Item (c) |
Others |
|
|
(80) |
Several |
|
Total |
|
|
(3,147) |
|
|
|
|
|
|
|
2022 |
Producing properties relating to oil and gas activities in Brazil (several CGUs) |
8,307 |
7,747 |
(628) |
E&P |
Item (a2) |
Oil and gas production and drilling equipment in Brazil (several CGUs) |
486 |
7 |
(478) |
E&P |
Item (d1) |
Itaboraí utilities |
919 |
777 |
(142) |
G&LCE |
Item (d) |
Second refining unit in RNEST |
792 |
882 |
89 |
RT&M |
Item (b2) |
Others |
|
|
(5) |
Several |
|
Total |
|
|
(1,164) |
|
|
|
|
|
|
|
2021 |
Producing properties relating to oil and gas activities in Brazil (several CGUs) |
23,734 |
36,396 |
3,373 |
E&P |
Item (a3) |
Oil and gas production and drilling equipment in Brazil (several CGUs) |
250 |
− |
(250) |
E&P |
Item (d2) |
Second refining unit in RNEST |
404 |
767 |
359 |
RT&M |
Item (b3) |
Others |
|
|
(67) |
Several |
|
Total |
|
|
3,415 |
|
|
(1) It only refers to CGUs or assets which presented impairment losses or reversals in the period. |
(2) The recoverable amounts of assets for impairment computation were their value in use, unless otherwise indicated. |
(3) Impairment losses and reversals are calculated individually for each CGU. However, there are certain line items of this table which represent several CGUs. Thus, as impairment reversals are limited to pre-impairment carrying amounts less subsequent depreciation or amortization recognized, the "Impairment (losses) / reversals" of the line items representing several CGUs may not represent a direct relation between "Carrying amount" and "Recoverable Amount". |
In assessing the recoverable amount of property,
plant and equipment and intangible assets, individually or grouped in CGUs, the Company bases its cash flow projections on:
| · | the estimated useful life of the asset or assets
grouped into the CGU, based on the expected use of those assets, considering the Company’s maintenance policy; |
| · | assumptions and financial forecasts approved by management
for the period corresponding to the expected life cycle of each different business; and |
| · | discount rates derived from the Company’s post-tax
weighted average cost of capital (WACC), adjusted by specific risk-premiums in case of projects postponed for an extended period, or by
specific country-risks, in case of assets abroad. The use of post-tax discount rates in determining value in use does not result in different
recoverable amounts if pre-tax discount rates had been used. |
The cash flow projections used to measure the value
in use of the CGUs, at December 31, 2023, were mainly based on the following updated assumptions for average Brent prices and Brazilian
real/U.S. dollar average exchange rates:
Strategic Plan 2024-2028 |
2024 |
2025 |
2026 |
2027 |
2028 |
Long term Average |
Average Brent (US$/barrel) |
80 |
78 |
75 |
73 |
70 |
65 |
Average Brazilian Real (excluding inflation) - Real /U.S. dollar exchange rate |
5.05 |
5.04 |
5.03 |
4.98 |
4.90 |
4.65 |
At December 31, 2022, average Brent prices and
Brazilian real/U.S. dollar average exchange rates used were:
Strategic Plan 2023-2027 |
2023 |
2024 |
2025 |
2026 |
2027 |
Long term Average |
Average Brent (US$/barrel) |
85 |
80 |
75 |
70 |
65 |
55 |
Average Brazilian Real (excluding inflation) - Real /U.S. dollar exchange rate |
5.02 |
5.00 |
5.00 |
4.97 |
4.88 |
4.76 |
At December 31, 2021, average Brent prices and
Brazilian real/U.S. dollar average exchange rates used were:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Strategic Plan 2022-2026 |
2022 |
2023 |
2024 |
2025 |
2026 |
Long term Average |
Average Brent (US$/barrel) |
72 |
65 |
60 |
55 |
55 |
55 |
Average Brazilian Real (excluding inflation) - Real /U.S. dollar exchange rate |
5.40 |
5.33 |
5.19 |
5.15 |
5.14 |
5.08 |
Post-tax discount rates, excluding inflation, applied
in the tests which presented the main impairment losses and reversals for the period were:
Activity |
12.31.2023 |
12.31.2022 |
Producing properties relating to oil and gas activities in Brazil |
7.6% p.a. |
7.3% p.a. |
RT&M in Brazil – postponed projects |
7.0% p.a. |
7.1% p.a. |
In 2023, the main changes in the CGUs were:
| · | inclusion of the Manjuba and Espadim fields in the
CGU North Cluster (in the E&P segment), since these new producing fields had their technical and economic feasibility demonstrated
in 2023. Now, CGU North Cluster comprises the Marlim, Voador, Albacora, Manjuba and Espadim fields and their production facilities; creation
of the CGU Raia Cluster, composed of the Raia Manta and Raia Pintada fields, resulting from the Evaluation Plan for the Discoveries of
Pão-de-Açúcar, Seat and Gávea (block BM-C-33); extinction of UGC Uruguá Cluster, formed by the Uruguá
and Tambaú fields, due to the signing of an agreement for the sale of Petrobras' entire interests in these fields; extinction of
the CGUs P-33 platform and SC-106 drilling rig, due to disposal of these assets. As of December 31, 2023, the Uruguá cluster and
P-33 platform are classified as held for sale; and |
| · | return of the LUBNOR refinery to CGU Downstream (in
the RT&M segment), due to the cancellation of its disposal. |
Additional information on key assumptions for impairment
testing and on CGU definitions is presented in note 4.2.2.
Information on the main impairment losses of property,
plant and equipment and intangible assets is presented as follows:
a1) Producing properties in Brazil – 2023
Impairment losses on producing properties in Brazil
amount to US$ 2,217, mainly in Roncador field (US$ 2,004), due to the revision of the production curve, in the Strategic Plan
2024-2028, arising from below-expected performance of its wells observed in 2023, due to the interruption of production in some wells
and to the accelerated decline of production due to the increase in the percentage of water in other wells.
a2) Producing properties in Brazil – 2022
Impairment losses on producing properties in Brazil
amount to US$ 628, mainly in Roncador field (US$ 518), reflecting the revision of abandonment costs and of the recovery of areas, as well
as changes in operational efficiency estimates, which had a negative effect over production curves of this field.
a3) Producing properties in Brazil – 2021
Impairment reversals on producing properties in
Brazil amount to US$ 3,373, most of it related to CGUs of producing properties, reflecting the revision on the key assumptions of
the Strategic Plan 2022-2026, mainly the increase in average Brent prices.
b1) Second refining unit of RNEST – 2023
In 2023, the Company recognized a US$ 486
loss on this asset, mainly due to: (i) the review of the scope for the implementation of logistics infrastructure, with an increase in
necessary investments; and (ii) the revision of the assumptions of the Strategic Plan 2024-2028, resulting in an increase in operational
costs.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
b2) Second refining unit of RNEST – 2022
The cash flows to measure the value in use of the
second refining unit of RNEST considers operational optimization and the margins for the refining segment estimated in the Strategic Plan
2023-2027, triggering impairment reversals in the amount of US$ 89.
b3) Second refining unit of RNEST – 2021
The cash flows to measure the value in use of the
second refining unit of RNEST took into account the decision to resume the works, according to the Strategic Plan 2022-2026, triggering
impairment reversals in the amount of US$ 359.
c) Oil and gas exploratory assets
The assessment carried out on exploratory assets
located in the pre-salt layer of the Campos basin (blocks C-M-210, C-M-277, C-M-344, C-M-346, C-M-411 and C-M-413) resulted in the recognition
of a US$ 364 loss, due to the economic unfeasibility of projects in the phase of production development. In October 2023, the Company’s
management approved the full and voluntary return of these blocks to the ANP.
d1) Oil and gas production and drilling equipment
in Brazil - 2022
Impairment losses of US$ 478 relates to equipment
and structures in the E&P segment, mainly due to the decision to cease the use of platforms P-18, P-19, P-20, P-35 and P-47 in the
Marlim field, leading to the recognition of losses in the amount of US$ 402.
d2) Oil and gas production and drilling equipment
in Brazil - 2021
Impairment losses of US$ 250 relates to equipment
and structures in the E&P segment, mainly due to the decision to cease the use of platforms P-26 and P-33 in the Marlim field, leading
to the recognition of losses in the amount of US$ 210.
e) Itaboraí utilities - 2022
The 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, impacted revenue estimate, resulting in the recognition of a US$ 142
impairment loss.
| 26.1.1. | Assets most sensitive to future
impairment |
Whenever the recoverable amount of an asset or
CGU falls below the carrying amount, an impairment loss is recognized to reduce the carrying amount to the recoverable amount. The following
table presents the assets and CGUs most sensitive to future impairment losses, presenting recoverable amounts close to their current carrying
amounts.
The analysis presented as follows considers CGUs
with estimated impairment losses or reversals if there was a 10% reduction or increase in their recoverable amounts, arising from changes
in material assumptions:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Potential impairment losses - 10% reduction in the recoverable amount |
Business
segment |
Carrying
amount |
Recoverable amount |
Sensitivity |
Assets with impairment losses |
|
|
|
|
Producing properties relating to oil and gas activities in Brazil (CGU Roncador) |
E&P |
5,863 |
5,277 |
(586) |
Second refining unit of RNEST |
RT&M |
455 |
409 |
(46) |
Itaboraí utilities |
G&LCE |
924 |
832 |
(92) |
|
|
7,242 |
6,518 |
(724) |
|
|
|
|
|
Potential impairment reversals - 10% increase in the recoverable amount |
Business
segment |
Carrying
amount |
Recoverable amount |
Sensitivity (1) |
Assets with impairment losses |
|
|
|
|
Producing properties relating to oil and gas activities in Brazil (CGU Roncador) |
E&P |
5,863 |
6,449 |
586 |
Second refining unit of RNEST |
RT&M |
455 |
501 |
46 |
Itaboraí utilities |
G&LCE |
924 |
1,016 |
92 |
|
|
7,242 |
7,966 |
724 |
(1) When calculating a 10% increase in the recoverable amount, the amount of impairment to be reversed is limited to the accumulated impairment of the CGU or to their recoverable amounts, whichever is lower. |
Accounting policy for impairment
of property, plant and equipment and intangible assets
Property, plant and equipment and intangible assets
are assessed for impairment at the smallest identifiable group that generates largely independent cash inflows from other assets or groups
of assets (CGU). Note 4.2 presents detailed information about the Company’s CGUs.
Assets related to development and production of
oil and gas assets (fields or clusters) that have indefinite useful lives, such as goodwill, are tested for impairment at least annually,
irrespective of whether there is any indication of impairment.
Considering the existing synergies between the
Company’s assets and businesses, as well as the expectation of the use of its assets for their remaining useful lives, value in
use is generally used by the Company for impairment testing purposes. When specifically indicated, the Company assesses differences between
its assumptions and assumptions that would be used by market participants in the determination of the fair value of an asset or CGU.
Reversal of previously recognized impairment losses
may occur for assets other than goodwill.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 26.2. | Assets classified as held for
sale |
Asset or CGU by nature (1) |
Carrying amount before impairment testing |
Recoverable amount (2) |
Impairment (losses) / reversals (3) |
Business segment |
|
|
|
|
2023 |
Producing properties relating to oil and gas activities |
230 |
334 |
103 |
E&P |
Others |
|
|
1 |
Several |
Total |
|
|
104 |
|
|
|
|
|
2022 |
Producing properties relating to oil and gas activities |
376 |
300 |
(116) |
E&P |
Refinery and associated logistics assets |
77 |
34 |
(44) |
RT&M |
Others |
|
|
9 |
Several |
Total |
|
|
(151) |
|
|
|
|
|
2021 |
Thermoelectric power plants |
91 |
12 |
(79) |
G&LCE |
Investments in associates and joint ventures |
107 |
44 |
(67) |
G&LCE |
Oil and gas production and drilling equipment |
47 |
− |
(46) |
E&P |
Refinery and associated logistics assets |
255 |
218 |
(37) |
RT&M |
Others |
|
|
4 |
Several |
Total |
|
|
(225) |
|
(1) It only refers to assets or groups of assets which presented impairment losses or reversals in the period. |
(2) The recoverable amounts of assets for impairment computation were their fair value. |
(3) Impairment losses and reversals are calculated individually for each CGU. However, certain line items of this table may represent several CGUs. Thus, as impairment reversals are limited to pre-impairment carrying amounts less subsequent depreciation or amortization recognized, the "Impairment (losses) / reversals" of each line item may not represent a direct relation between "Carrying amount" and "Recoverable Amount". |
In 2023, the Company recognized reversals on assets
held for sale in the amount of US$ 104 arising from the assessment at the fair value of assets, net of disposal expenses, mainly
arising from the approval for the disposal of Uruguá Cluster (US$ 103).
In 2022, the Company recognized losses on assets
held for sale in the amount of US$ 151, arising from the assessment at the fair value of assets, net of disposal expenses, mainly:
| i. | producing properties relating to oil and gas activities
– a US$ 116 impairment loss, due to the revision of abandonment costs and of the recovery of areas of several concessions in
clusters Golfinho (a US$ 72 impairment loss), Pescada (a US$ 29 impairment loss) and Camarupim (a US$ 15 impairment loss);
and |
| ii. | refinery and associated logistics assets: approval
for the disposal of LUBNOR refinery, in the state of Ceará, resulting in the recognition of a US$ 44 impairment loss. |
In 2021, the Company recognized losses on assets
held for sale, in the amount of US$ 225, arising from the assessment at the fair value of assets, net of disposal expenses, mainly
due to:
| i. | Camaçari power plants – following the
closing of the sale of thermoelectric power plants Arembepe, Muryci and Bahia 1, located in Camaçari, in the state of Bahia, these
assets were measured at fair value net of selling expenses, and a US$ 79 impairment loss was accounted for in the second quarter
of 2021. |
| ii. | Breitener Energética S.A – following
the sale of this company, in the state of Amazonas, Petrobras recognized a US$ 67 loss; |
| iii. | Oil and gas production and drilling equipment in
Brazil: approval for the disposal of P-32 platform, resulting in the recognition of US$ 46 losses; and |
| iv. | Refineries and associated logistics assets: following
the approval for the sale of refinery Isaac Sabbá (REMAN), in the state of Amazonas, a US$ 12 impairment loss was recognized,
and of the refinery Shale Industrialization Unit (SIX), in the state of Paraná, a US$ 25 impairment loss was recognized. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The accounting policy for assets and liabilities
held for sale is set out in note 31.
| 26.3. | Investments in associates and
joint ventures (including goodwill) |
Value in use is generally used for impairment test
of investments in associates and joint ventures (including goodwill). The basis for estimates of cash flow projections includes: projections
covering a period of 5 to 12 years, zero-growth rate perpetuity, budgets, forecasts and assumptions approved by management and a post-tax
discount rate derived from the WACC or the Capital Asset Pricing Model (CAPM) models, specific for each case.
Accounting policy for impairment
of associates and joint ventures
Investments in associates and joint ventures are
tested individually for impairment. When performing impairment testing of an equity-accounted investment, goodwill, if it exists, is also
considered part of the carrying amount to be compared to the recoverable amount.
Except when specifically indicated, value in use
is generally used by the Company for impairment testing purposes in proportion to the Company’s interests in the present value of
future cash flow projections via dividends and other distributions.
| 26.3.1. | Investment in publicly traded
associates |
Braskem S.A.
Braskem’s shares are publicly traded on stock
exchanges in Brazil and abroad. As of December 31, 2023, the quoted market value of the Company’s investment in Braskem was US$ 1,294
based on the quoted values of both Petrobras’ interest in Braskem’s common stock (47% of the outstanding shares), and preferred
stock (22% of the outstanding shares, see note 30.4). However, there is extremely limited trading of the common shares, since non-signatories
of the shareholders’ agreement hold only approximately 3% of the common shares.
Given the operational relationship between Petrobras
and Braskem, the recoverable amount of the investment for impairment testing purposes was determined based on value in use, considering
future cash flow projections and the manner in which the Company can derive value from this investment via dividends and other distributions
to arrive at its value in use. As the recoverable amount was higher than the carrying amount, no impairment losses were recognized for
this investment.
Cash flow projections to determine the value in
use of Braskem were based on estimated prices of feedstock and petrochemical products reflecting international trends on prices, petrochemical
products sales volume estimates reflecting projected Brazilian and global G.D.P. growth, post-tax discount rate (excluding inflation)
of 6.7% p.a., (WACC), and decreases in the EBITDA margin during the growth cycle of the petrochemical industry in the next years and increases
in the long-term. Estimated exchange rates and Brent prices are the same as those set out in note 26.1.
27. | 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:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs (1) |
2023 |
2022 |
Property plant and equipment |
|
|
Opening Balance |
1,876 |
1,994 |
Additions |
505 |
379 |
Write-offs |
(8) |
(545) |
Transfers |
(1,000) |
(83) |
Translation adjustment |
139 |
131 |
Closing Balance |
1,512 |
1,876 |
Intangible assets |
|
|
Opening Balance |
2,406 |
2,576 |
Additions |
147 |
840 |
Write-offs |
(41) |
− |
Transfers |
(16) |
(1,187) |
Losses on exploration expenditures written off |
(364) |
− |
Translation adjustment |
181 |
177 |
Closing Balance |
2,313 |
2,406 |
Capitalized Exploratory Well Costs / Capitalized Acquisition Costs |
3,825 |
4,282 |
(1) Amounts capitalized and subsequently expensed in the same period have been excluded from this table. |
|
|
The transfers which occurred in Property plant
and equipment during 2023 were destined for the production development projects of the Raia Pintada and Raia Manta fields, related to
the BM-C-33 block (US$ 968), and the Sépia field (US$ 46).
The additions occurred in Intangible assets during
2023 mainly refer to the signature bonuses paid by the Company to obtain exploration rights in the blocks North Brava (US$ 103) and Southwest
Sagitário (US$ 40). In 2022 refer to the Sépia field (US$ 424), Atapu field (US$ 416), while the transfers mainly refer
to these fields, as well as the Itapu field (US$ 337).
In 2023, the recognition of losses in Intangible
assets (US$ 364) was due to the economic unfeasibility of projects in blocks C-M-210, C-M-277, C-M-344, C-M-346, C-M-411, and C-M-413,
which were in the phase of production development. In October 2023, the Company’s Management approved the voluntary full return
of these blocks to the ANP, in addition to the return of Dois Irmãos block (US$ 37) and Três Marias block (US$ 6).
All blocks are located in the pre-salt layer of the Campos basin and the corresponding assets were written-off.
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:
|
2023 |
2022 |
2021 |
Exploration costs recognized in the statement of income |
|
|
|
Geological and geophysical expenses |
(566) |
(342) |
(358) |
Exploration expenditures written off (includes dry wells and signature bonuses) |
(421) |
(691) |
(248) |
Contractual penalties on local content requirements |
12 |
165 |
(47) |
Other exploration expenses |
(7) |
(19) |
(34) |
Total expenses |
(982) |
(887) |
(687) |
Cash used in: |
|
|
|
Operating activities |
574 |
360 |
393 |
Investment activities |
671 |
1,253 |
555 |
Total cash used |
1,245 |
1,613 |
948 |
In 2023 and 2022, Petrobras approved the execution,
with the ANP, of a Term of Conduct Adjustment (TAC) to offset local content fines related to:
| · | 24 concessions in which Petrobras has a 100% interest,
located in the Barreirinhas, Campos, Espírito Santo, Parecis, Potiguar, Recôncavo, Santos, Sergipe-Alagoas and Solimões
basins; and |
| · | 22 concessions in which Petrobras operates in partnership
with other concessionaires, located in the Almada, Campos, Espírito Santo, Mucuri, Parnaíba, Pelotas, Pernambuco-Paraíba,
Potiguar, Recôncavo, Santos and Sergipe basins. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The TAC provides for the conversion of fines into
investment commitments in the Exploration and Production segment with local content. As a result, all administrative proceedings related
to the collection of fines arising from alleged non-compliance with local content in these concessions were closed, resulting in a US$
54 gain in 2023 due to the reversal of liabilities whose settlement approvals by the ANP occurred in 2023 (a US$ 180 gain in 2022 due
to the approvals which occurred in that year).
As of December 31, 2023, under the terms of the
agreement, Petrobras commits to investing US$ 347 (R$ 1,681 million) in local content by December 31, 2027.
Accounting policy for
exploration and evaluation of oil and gas reserves
The costs incurred in connection with the
exploration, appraisal and development of crude oil and natural gas production are accounted for using the successful efforts method of
accounting, as set out below:
| · | geological and geophysical costs related to exploration
and appraisal activities incurred until economic and technical feasibility are demonstrated are immediately recognized as an expense; |
| · | amounts paid for obtaining concessions for exploration
of crude oil and natural gas (capitalized acquisition costs) are initially capitalized as intangible assets and are transferred to property,
plant and equipment once the technical and commercial feasibility are demonstrated. More information on intangible assets accounting policy,
see note 25; |
| · | costs directly attributable to exploratory wells,
including their equipment, installations and other costs necessary to identify the technical and commercial feasibility, pending determination
of proved reserves, are capitalized within property, plant and equipment. In some cases, exploratory wells have discovered oil and gas
reserves, but at the moment the well drilling is completed they are not yet able to be classified as proved. In such cases, the expenses
continue to be capitalized if the well has found a sufficient quantity of reserves to justify its completion as a producing well and progress
on assessing the reserves and the technical and commercial feasibility of the project is under way (for more information see note 27.1); |
| · | an internal commission of technical executives of
the Company monthly reviews these conditions for each well, by analysis of geoscience and engineering data, existing economic conditions,
operating methods and government regulations (for more information see note 4.1); |
| · | costs related to exploratory wells drilled in areas
of unproved reserves are charged to expense when determined to be dry or uneconomic by the aforementioned internal commission; and |
| · | costs related to the construction, installation and
completion of infrastructure facilities, such as drilling of development wells, construction of platforms and natural gas processing units,
construction of equipment and facilities for the extraction, handling, storing, processing or treating crude oil and natural gas, pipelines,
storage facilities, waste disposal facilities and other related costs incurred in connection with the development of proved reserve areas
(technically and commercially feasible) are capitalized within property, plant and equipment. |
| 27.1. | Aging of Capitalized Exploratory
Well Costs |
The following tables set out the amounts of
exploratory well costs that have been capitalized for a period of one year or more after the completion of drilling, the number of projects
whose costs have been capitalized for a period greater than one year, and an aging of those amounts by year (including the number of wells
relating to those costs):
|
|
|
Aging of capitalized exploratory well costs (1) |
2023 |
2022 |
Exploratory well costs capitalized for a period of one year |
211 |
406 |
Exploratory well costs capitalized for a period greater than one year |
1,301 |
1,470 |
Total capitalized exploratory well costs |
1,512 |
1,876 |
Number of projects relating to exploratory well costs capitalized for a period greater than one year |
17 |
15 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Capitalized costs (2023) |
Number of wells |
2022 |
238 |
3 |
2021 |
87 |
2 |
2020 |
20 |
1 |
2018 and previous years |
956 |
16 |
Exploratory well costs that have been capitalized for a period greater than one year |
1,301 |
22 |
(1) Amounts paid for obtaining rights and concessions for exploration of oil and gas (capitalized acquisition costs) are not included. |
|
|
Exploratory well costs that have been capitalized
for a period greater than one year since the completion of drilling relate to 17 projects comprising 22 wells, are composed of (i) US$
1,301 of wells in areas in which there has been ongoing drilling or firmly planned drilling activities for the near term and for which
an evaluation plan has been submitted for approval by the ANP; and (ii) US$ 131 relates to costs incurred to evaluate technical and commercial
feasibility necessary for the decision on the production development and on definition of proved reserves.
28. | 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$ 1,770 (US$ 1,748 as of December 31, 2022), which is still in force as of December 31, 2023, net of commitments
undertaken. As of December 31, 2023, the collateral comprises future crude oil production capacity from Marlim and Buzios producing fields,
already in production, pledged as collateral, in the amount of US$ 1,756 (US$ 1,648 as of December 31, 2022) and bank guarantees
of US$ 14 (US$ 100 as of December 31, 2022).
29. | Consortia (partnerships) in E&P
activities |
In line with its strategic objectives, Petrobras
operates in association with other companies in consortia in Brazil as holder of oil and natural gas exploration and production rights
in concessions and production sharing regimes.
As of December 31, 2023, the Company holds interests
in 67 consortia with 32 companies, among which Petrobras is the operator in 39 (in 2022, 78 consortia with 36 companies and operator in
50).
The consortia formed in 2023 and 2022 are described
below:
Consortium |
Location |
Petrobras interest |
Partners
interest |
Operator |
Year |
Additional Information |
ANP Bonus Petrobras portion (1) |
Água-Marinha |
Campos basin |
30.0% |
Petronas - 20%
Quatar Energy - 20%
Total Energies - 30% |
Petrobras |
2023 |
1st Cycle of Permanent Offer for Production Sharing |
4 |
Sudoeste de Sagitário |
Santos basin |
60.0% |
Shell - 40% |
Petrobras |
2023 |
1st Cycle of Permanent Offer for Production Sharing |
40 |
Atapu |
Santos basin |
52.5% |
Shell - 25%
TotalEnergies - 22.5% |
Petrobras |
2022 |
Production sharing |
402 |
Sépia |
Santos basin |
30.0% |
TotalEnergies - 28%
Petronas - 21%
QP - 21% |
Petrobras |
2022 |
Production sharing |
409 |
(1) PPSA manages the Production Sharing Agreements. |
Consortia bring benefits through risk sharing,
increased investment capacity, technical and technological interchange, aiming at the growth in oil and gas production. The following
table presents the production referring to Petrobras's participation in the main fields in which the Company is the operator in the consortium:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Field |
Location |
Petrobras interest |
Partners
interest |
Petrobras production portion in 2023 (kboed) |
Regime |
Tupi |
Santos basin pre-salt |
65% |
Shell - 25%
Petrogal - 10% |
705 |
Concession |
Búzios |
Santos basin pre-salt |
85% |
CNODC - 10%
CNOOC - 5% |
488 |
Production sharing |
Roncador |
Campos basin |
75% |
Equinor - 25% |
105 |
Concession |
Sapinhoá |
Santos basin pre-salt |
45% |
Shell - 30%
Repsol Sinopec - 25% |
98 |
Concession |
Mero |
Santos basin pre-salt |
40% |
TotalEnergies - 20%
Shell - 20%
CNODC - 10%
CNOOC – 10% |
96 |
Production sharing |
Atapu |
Santos basin pre-salt |
52.5% |
Shell - 25%
TotalEnergies - 22.5% |
45 |
Production sharing |
Sépia |
Santos basin pre-salt |
30% |
TotalEnergies - 28%
Petronas - 21%
Qatar - 21% |
35 |
Production sharing |
Sururu |
Santos basin pre-salt |
42.5% |
Shell - 25%
TotalEnergies - 22.5%
Petrogal - 10% |
32 |
Concession |
Berbigão |
Santos basin pre-salt |
42.5% |
Shell - 25%
TotalEnergies - 22.5%
Petrogal - 10% |
28 |
Concession |
Tartaruga Verde |
Campos basin |
50% |
Petronas - 50% |
28 |
Concession |
Total |
|
|
|
1,660 |
|
Accounting policy for joint
operations
The E&P consortia are classified as joint operations,
where the assets, liabilities, revenues and expenses relating to these consortia are accounted for in the financial statements individually,
observing the applicable specific accounting policies and reflecting the portion of the contractual rights and obligations that the company
has.
| 29.1. | Unitization Agreements |
Petrobras has Production Individualization Agreements
(AIP) signed in Brazil with partner companies in E&P consortia, as well as contracts resulting from divestment operations and strategic
partnerships related to these consortia. These agreements result in reimbursements payable to (or receivable from) partners regarding
expenses and production volumes mainly related to Agulhinha, Albacora Leste, Berbigão, Brava, Budião Noroeste, Budião
Sudeste, Caratinga and Sururu.
Provision for equalizations
(1)
The table below presents changes in the reimbursements
payable relating to the execution of the AIP submitted to the approval of the ANP:
|
|
|
|
|
2023 |
2022 |
Opening balance |
|
|
|
|
407 |
364 |
Additions/(Write-offs) on PP&E |
|
|
|
|
17 |
(7) |
Payments made |
|
|
|
|
(56) |
− |
Other income and expenses |
|
|
|
|
62 |
26 |
Translation adjustments |
|
|
|
|
32 |
24 |
Closing balance |
|
|
|
|
462 |
407 |
(1) Berbigão, Sururu, Albacora Leste and others |
In 2023, these agreements resulted in additions
and write-offs in PP&E, in addition to US$ 62 of other income and expenses, reflecting the best available estimate of the assumptions
used in the calculation base and the sharing of assets in areas to be equalized.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Closed agreements
In December 2023, a Payment Adjustment Agreement
was signed, resulting from the redetermination process provided for in the Tartaruga Mestiça Individualization of Production Agreement
(AIP) (BM-C-36 concession agreement). The amount paid by Petrobras to Petronas on December 26, 2023, was US$ 56.
Accounting Policy for unitization
agreements
A unitization agreement occurs when a reservoir
extends across two or more license or contract areas. In this case, partners pool their individual interests in return for an interest
in the overall unit (shared reservoir) and determine their new stake in the single producing unit.
Events that occurred prior to the unitization agreement
may lead to the need for compensation between the partners. The compensation will be the difference between the expenses actually incurred
by each party up to the reference date and those that should have been incurred by each party if the established participations in the
shared reservoir by the AIP were already in effect during that period.
At the signing of the AIP, an amount to be reimbursed
to the Company will be recognized as an asset only when there is a contractual right to reimbursement or when the reimbursement is practically
certain. An amount to be reimbursed by the Company will be recognized as a liability when it derives from a contractual obligation or,
when the outflow of funds is deemed probable and the amount can be reliable estimated. The provision will be offset by an increase or
decrease in PP&E, revenues and/or expenses, according to the nature of the events to be reimbursed.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 30.1. | Information on direct subsidiaries,
joint arrangements and associates |
|
Main
business segment |
%
Petrobras' ownership |
% Petrobras'
voting rights |
Sales revenues (1) |
Share-holders’
equity (deficit) |
Net income
(loss)for
the year |
Country |
Subsidiaries |
|
|
|
|
|
|
|
Petrobras International Braspetro - PIB BV |
− |
100.00 |
100.00 |
42,379 |
56,131 |
3,410 |
Netherlands |
Petrobras Transporte S.A. - Transpetro |
RT&M |
100.00 |
100.00 |
2,223 |
967 |
93 |
Brazil |
Petrobras Logística de Exploração e Produção S.A. - PB-LOG |
E&P |
100.00 |
100.00 |
669 |
116 |
202 |
Brazil |
Petrobras Biocombustível S.A. |
G&LCE |
100.00 |
100.00 |
96 |
157 |
(18) |
Brazil |
Araucária Nitrogenados S.A. |
RT&M |
100.00 |
100.00 |
− |
32 |
(1) |
Brazil |
Termomacaé S.A. |
G&LCE |
100.00 |
100.00 |
17 |
62 |
12 |
Brazil |
Braspetro Oil Services Company - Brasoil (2) |
Corporate, others |
100.00 |
100.00 |
− |
9 |
8 |
Cayman Islands |
Termobahia S.A. |
G&LCE |
98.85 |
98.85 |
− |
100 |
89 |
Brazil |
Baixada Santista Energia S.A. |
G&LCE |
100.00 |
100.00 |
− |
64 |
2 |
Brazil |
Fundo de Investimento Imobiliário RB Logística - FII |
E&P |
99.15 |
99.15 |
− |
19 |
5 |
Brazil |
Procurement Negócios Eletrônicos S.A. |
Corporate, others |
72.00 |
49.00 |
20 |
8 |
2 |
Brazil |
Petrobras Comercializadora de Gás e Energia e Participações S.A. |
Corporate, others |
100.00 |
100.00 |
26 |
14 |
4 |
Brazil |
Transportadora Brasileira Gasoduto Bolívia - Brasil S.A. |
G&LCE |
51.00 |
51.00 |
349 |
104 |
153 |
Brazil |
Refinaria de Mucuripe S.A (3) |
RT&M |
100.00 |
100.00 |
− |
− |
− |
Brazil |
Associação Petrobras de Saúde (4) |
Corporate, others |
93.41 |
93.41 |
823 |
144 |
18 |
Brazil |
Joint operations |
|
|
|
|
|
|
|
Fábrica Carioca de Catalizadores S.A. - FCC |
RT&M |
50.00 |
50.00 |
64 |
57 |
21 |
Brazil |
Joint ventures |
|
|
|
|
|
|
|
Logum Logística S.A. |
RT&M |
30.00 |
30.00 |
− |
216 |
(31) |
Brazil |
Petrocoque S.A. Indústria e Comércio |
RT&M |
50.00 |
50.00 |
− |
20 |
23 |
Brazil |
Refinaria de Petróleo Riograndense S.A. |
RT&M |
33.20 |
33.33 |
− |
25 |
4 |
Brazil |
Brasympe Energia S.A. |
G&LCE |
20.00 |
20.00 |
− |
15 |
2 |
Brazil |
Brentech Energia S.A. |
G&LCE |
30.00 |
30.00 |
− |
13 |
1 |
Brazil |
Metanor S.A. - Metanol do Nordeste |
RT&M |
34.54 |
50.00 |
− |
24 |
4 |
Brazil |
Companhia de Coque Calcinado de Petróleo S.A. - Coquepar |
RT&M |
45.00 |
45.00 |
− |
− |
− |
Brazil |
Associates |
|
|
|
|
|
|
|
Braskem S.A. (5) |
RT&M |
36.15 |
47.03 |
− |
1,038 |
(601) |
Brazil |
UEG Araucária Ltda. |
G&LCE |
18.80 |
18.80 |
− |
66 |
(22) |
Brazil |
Energética SUAPE II S.A. |
G&LCE |
20.00 |
20.00 |
− |
104 |
29 |
Brazil |
Nitrocolor Produtos Químicos LTDA. |
RT&M |
38.80 |
38.80 |
− |
− |
− |
Brazil |
Bioenergética Britarumã S.A. |
G&LCE |
30.00 |
30.00 |
− |
− |
− |
Brazil |
Transportadora Sulbrasileira de Gás - TSB |
G&LCE |
25.00 |
25.00 |
− |
3 |
2 |
Brazil |
(1) Sales revenues refers to the home country of companies. Regarding PIBBV, the composition of sales revenue is: 56% in the Netherlands, 25% in the United States, and 19% in Singapore. |
(2 )In December 2023, Braspetro Oil Services Company - Brasoil repurchased 105,000,000 common shares for the amount of US$1 per share. |
(3) The contract for the sale of Refinaria de Mucuripe S.A was rescinded due to the non-fulfillment of established precedent conditions. |
(4) APS is a non-profit civil association, which carries out health assistance activities, and is consolidated in the Company’s financial statements. |
(5) Equity and net income at September 30, 2022, most current public information. |
The main investees of PIB BV are:
| • | Petrobras
Global Trading B.V. – PGT (100%, based in the Netherlands), dedicated to the trade of oil, oil products, biofuels and LNG (liquefied
natural gas), as well as to the funding of its activities in light of Petrobras; |
| • | Petrobras
Global Finance B.V. – PGF (100%, based in the Netherlands); the finance subsidiary of Petrobras, raising funds through bonds issued
in the international capital market; |
| • | Petrobras
America Inc. – PAI (100%, based in the United States), dedicated to trading and E&P activities (MP Gulf of Mexico, LLC); |
| • | Petrobras
Singapore Private Limited. - PSPL (100%, based in Singapore), which operates primarily in the trading of crude oil, oil products, biofuels
and liquefied natural gas (LNG); and |
| • | PNBV
(100%, based in the Netherlands), operates through joint operations in Tupi BV (67.59%), Guará BV (45%), Agri Development BV (90%),
Libra (40%), Papa Terra BV (62.5%), Roncador BV (75%), Iara BV (90.11%), Petrobras Frade Inversiones SA - PFISA (100%) and BJOOS BV (20%),
dedicated to the construction and lease of equipment and |
| • | platforms
for Brazilian E&P consortia. Currently, the Company is assessing the liquidation of Guara BV, Libra BV, Agri Development BV, Papa-Terra
BV, Roncador BV and PFISA, where conditions precedent are pending. Subsequently, the Company will assess the liquidation of Tupi BV and
Iara BV. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
On December 28, 2023, the company approved the
liquidation and dissolution of Ibiritermo S.A.
| 30.2. | Investments in associates and
joint ventures |
|
Balance at 12.31.2022 |
Investments |
Restructuring, capital decrease and others |
Results in equity-accounted investments |
CTA |
OCI |
Dividends |
Balance at
12.31.2023 |
Joint Ventures |
546 |
12 |
− |
(2) |
2 |
1 |
(78) |
481 |
MP Gulf of Mexico, LLC/PIB BV |
374 |
− |
− |
(3) |
(1) |
− |
(30) |
340 |
Compañia Mega S.A. - MEGA |
149 |
− |
− |
4 |
1 |
− |
(35) |
119 |
Other joint ventures |
23 |
12 |
− |
(3) |
2 |
1 |
(13) |
22 |
Associates |
1,016 |
12 |
(1) |
(302) |
(114) |
266 |
(4) |
873 |
Other investments |
4 |
− |
− |
− |
− |
− |
− |
4 |
Total |
1,566 |
24 |
(1) |
(304) |
(112) |
267 |
(82) |
1,358 |
|
Balance at 12.31.2021 |
Investments |
Transfer to assets held for sale |
Restructuring, capital decrease and others |
Results in equity-accounted investments |
CTA |
OCI |
Dividends |
Balance at
12.31.2022 |
Joint Ventures |
509 |
16 |
1 |
(2) |
256 |
1 |
− |
(235) |
546 |
MP Gulf of Mexico, LLC/PIB BV |
387 |
− |
− |
− |
170 |
1 |
− |
(184) |
374 |
Compañia Mega S.A. - MEGA |
98 |
− |
− |
− |
55 |
1 |
− |
(5) |
149 |
Other joint ventures |
24 |
16 |
1 |
(2) |
31 |
(1) |
− |
(46) |
23 |
Associates |
998 |
11 |
(58) |
(13) |
(5) |
(27) |
219 |
(109) |
1,016 |
Other investments |
3 |
− |
− |
− |
− |
1 |
− |
− |
4 |
Total |
1,510 |
27 |
(57) |
(15) |
251 |
(25) |
219 |
(344) |
1,566 |
| 30.3. | Investments in non- consolidated
listed companies |
|
Thousand-share lot |
|
Quoted stock exchange prices (US$ per share) |
Fair value |
|
12.31.2023 |
12.31.2022 |
Type |
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
Associate |
|
|
|
|
|
|
|
Braskem S.A. |
212,427 |
212,427 |
Common |
4.48 |
4.83 |
952 |
1,025 |
Braskem S.A. |
75,762 |
75,762 |
Preferred A |
4.52 |
4.55 |
342 |
345 |
|
|
|
|
|
|
1,294 |
1,370 |
The fair value of these shares does not necessarily
reflect the realizable value upon sale of a large block of shares.
Information on the main estimates used in the cash
flow projections to determine the value in use of Braskem is set out in Note 26.
| 30.4. | Non-controlling interest |
The total amount of non-controlling interest at
December 31, 2023 is US$ 392 (US$ 344 in 2022) primarily comprising US$ 331 of FIDC (US$ 277 in 2022); and US$ 51
of Transportadora Brasileira Gasoduto Brasil-Bolívia – TBG (US$ 58 in 2022).
Condensed financial information is set out as follows:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
FIDC |
TBG |
Gaspetro(1) |
|
2023 |
2022 |
2023 |
2022 |
2022 |
Current assets |
7,803 |
3,951 |
260 |
200 |
− |
Property, plant and equipment |
1 |
− |
314 |
298 |
− |
Other non-current assets |
− |
− |
4 |
3 |
− |
|
7,804 |
3,951 |
578 |
501 |
− |
Current liabilities |
8 |
1 |
250 |
145 |
− |
Non-current liabilities |
− |
− |
224 |
237 |
− |
Shareholders' equity |
7,796 |
3,950 |
104 |
119 |
− |
|
7,804 |
3,951 |
578 |
501 |
− |
Sales revenues |
− |
− |
349 |
350 |
100 |
Net income (loss) |
1,203 |
416 |
153 |
181 |
21 |
Increase (decrease) in cash and cash equivalents |
(1,133) |
2 |
39 |
72 |
(14) |
(1) In July 2022, the Company completed the sale of its entire stake in Gaspetro (51%). |
The Credit Rights Investment Fund (FIDC) is a fund
mainly intended to securitize “performed” and “non-performed” credits for operations carried out by the Company’s
subsidiaries, aiming to optimize cash management.
TBG is an indirect subsidiary which operates in
natural gas transmission activities mainly through Bolivia-Brazil Gas Pipeline. The Company holds 51% of interests in this indirect subsidiary.
| 30.5. | Summarized information on joint
ventures and associates |
The Company invests in joint ventures and associates
in Brazil and abroad, whose activities are related to petrochemical, refining, production, trade and logistics of oil products, gas distribution,
biofuels, thermoelectric power plants, and other activities. Condensed financial information is set out below:
|
2023 |
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Joint ventures |
Associates(1) |
Joint ventures |
Associates(1) |
|
|
|
|
|
|
|
|
|
|
In Brazil |
MP Gulf of Mexico, LLC |
Other
companies
abroad |
|
In Brazil |
MP Gulf of Mexico, LLC |
Other
companies
abroad |
|
|
|
|
|
|
|
|
|
|
Current assets |
330 |
537 |
275 |
7,910 |
295 |
481 |
410 |
6,642 |
Non-current assets |
272 |
66 |
9 |
2,591 |
231 |
139 |
17 |
2,491 |
Property, plant and equipment |
525 |
1,863 |
189 |
8,082 |
508 |
2,690 |
191 |
7,380 |
Other non-current assets |
41 |
1 |
− |
1,263 |
37 |
1 |
− |
605 |
|
1,168 |
2,467 |
473 |
19,846 |
1,071 |
3,311 |
618 |
17,118 |
Current liabilities |
313 |
365 |
70 |
5,096 |
294 |
344 |
145 |
4,473 |
Non-current liabilities |
533 |
424 |
52 |
13,182 |
494 |
548 |
32 |
11,263 |
Shareholders' equity |
315 |
1,336 |
351 |
1,690 |
277 |
2,045 |
291 |
1,587 |
Non-controlling interest |
7 |
342 |
− |
(122) |
6 |
374 |
150 |
(205) |
|
1,168 |
2,467 |
473 |
19,846 |
1,071 |
3,311 |
618 |
17,118 |
|
|
|
|
|
|
|
|
|
Sales revenues |
1,036 |
907 |
− |
14,199 |
1,159 |
1,408 |
32 |
18,709 |
Net Income (loss) for the year |
5 |
408 |
21 |
(849) |
72 |
887 |
162 |
(146) |
Ownership interest - % |
20 to 50% |
20% |
34 to 45% |
18.8 to 38.8% |
20 to 50% |
20% |
34 to 45% |
18.8 to 38.8% |
(1) It is mainly composed of Braskem. |
Accounting policy for investments
Basis of consolidation
The consolidated financial statements include the
financial information of Petrobras and the entities it controls (subsidiaries), joint operations (at the level of interest the Company
has in them) and consolidated structured entities.
Intragroup balances and transactions, including
unrealized profits arising from intragroup transactions, are eliminated in the consolidation of the financial statements.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Investments in other companies
Profit or loss, assets and liabilities related
to joint ventures and associates are accounted for by the equity method.
Business combination
A business combination is a transaction in which
the acquirer obtains control of another business, regardless it legal form. Acquisitions of businesses are accounted for using the acquisition
method when control is obtained. Combinations of entities under common control are accounted for at cost. The acquisition method requires
that the identifiable assets acquired and the liabilities assumed be measured at the acquisition-date fair value, with limited exceptions.
31. | Disposal of assets and other
transactions |
The major classes of assets and related liabilities
classified as held for sale are shown in the following table:
|
|
|
12.31.2023 |
12.31.2022 |
|
E&P |
Corporate and other businesses |
Total |
Total |
Assets classified as held for sale |
|
|
|
|
Inventories |
- |
− |
- |
21 |
Investments |
- |
− |
- |
- |
Property, plant and equipment |
335 |
− |
335 |
3,587 |
Total |
335 |
− |
335 |
3,608 |
Liabilities on assets classified as held for sale |
|
|
|
|
Finance debt |
- |
99 |
99 |
133 |
Provision for decommissioning costs |
442 |
- |
442 |
1,332 |
Total |
442 |
99 |
541 |
1,465 |
| 31.1. | Sales pending closing at December
31, 2023 |
| a) | Urugua and Tambau fields |
On December 21, 2023, the Company signed agreements
with Enauta Energia S.A. for the sale of its entire interest in the Uruguá and Tambaú fields located in the Santos basin.
The transaction amounts to up to US$ 35, corresponding
to: (a) US$ 3 paid on the date of signing, (b) US$ 7 to be paid at the closing of the transaction, and (c) up to US$ 25 in contingent
payments, depending on future Brent prices and events related to the development of the assets.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 31.2. | Sales closed in 2023 |
Transaction |
Acquirer |
Signature date (S)
Closing date (C) |
Sale amount (1) (2) |
Gain/ (loss) (3) |
Further infor-mation |
Sale of the Company's entire interest in Albacora Leste producing field, located in the Campos Basin |
Petro Rio Jaguar Petróleo LTDA (PetroRio), a subsidiary of Petro Rio S.A. |
April 2022 (S)
January 2023 (C) |
1,947 |
604 |
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 cluster |
Seacrest Petróleo SPE Norte Capixaba Ltda., a wholly-owned subsidiary of Seacrest Exploração e Produção de Petróleo Ltda. |
February 2022 (S)
April 2023 (C) |
485 |
352 |
b |
Sale of the Company's entire interest (100%) in a set of 22 production onshore and shallow water fields, together with their associated infrastructure, located in the Potiguar Basin, in the state of Rio Grande do Norte, jointly called Potiguar cluster |
3R Potiguar S.A., a wholly-owned subsidiary of 3R Petroleum Óleo e Gás S.A. |
January 2022 (S)
June 2023 (C) |
1,455 |
484 |
c |
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 (S)
August 2023 (C) |
35 |
(15) |
d |
Total |
|
|
3,922 |
1,425 |
|
(1) Value agreed on the signing date, plus price adjustments on the closing date, when provided for in the contract. |
(2) 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. |
(3) Recognized in “Results on disposal/write-offs of assets” (note 11). |
| a) | Sale of Albacora Leste field
|
The transaction was closed after the fulfillment
of conditions precedent, with the receipt of US$ 1,635 (of which US$ 1,586 was received in cash and US$ 49 relates to sale of inventories,
as provided for in the agreement), in addition to US$ 293 received at the transaction signing and to US$ 10 related to a final price adjustment
as provided for in the contract. In addition, Petrobras is expected to receive up to US$ 250 in contingent payments provided for in the
contract, depending on future Brent prices. Of this amount, the Company recognized US$ 58 as a receivable in 2023.
| b) | Sale of Norte Capixaba cluster |
The transaction was closed with the receipt of
US$ 427, including price adjustments provided for in the contract, in addition to US$ 36 received at the transaction signing.
In addition, there is up to US$ 66 in contingent payments for Petrobras provided for in the contract, depending on future Brent prices,
of which the Company recognized US$ 22 as a receivable in 2023.
| c) | Sale of Potiguar cluster |
The transaction was closed with the receipt of
US$ 1,100 in addition to US$ 110 received at the transaction signing, and to US$ 10 relating to a final price adjustment as provided for
in the contract. The Company will also receive US$ 235 in 4 equal annual installments starting March 2024.
| d) | Sale of Golfinho and Camarupim
groups of fields |
The transaction was closed with the receipt of
US$ 12, including price adjustments provided for in the contract, in addition to US$ 3 received at transaction signing. In addition,
there is up to US$ 60 in contingent payments for Petrobras provided for in the contract, depending on future Brent prices and asset
development. Of this amount, the Company recognized US$ 20 as a receivable in 2023.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 31.3. | Transaction interrupted |
On December 31, 2022, the main assets and liabilities
classified as held for sale included the LUBNOR refinery and its associated logistics assets in the Ceará state.
In November 2023, the sales contract was interrupted
due to the failure of the acquirer to fulfill the conditions precedent within the deadline foreseen in the agreement. As a result, the
assets and liabilities under the transaction are no longer classified as held for sale. Petrobras has returned the advance received, in
the updated amount of US$ 3.
| 31.4. | Contingent assets from disposed
investments and other transactions |
Some disposed assets and other agreements provide
for receipts subject to contractual clauses, especially related to the Brent variation in transactions related to E&P assets.
The transactions that may generate revenue recognition,
accounted for within other income and expenses, are presented below:
Transaction |
Closing date |
Contingent assets at the closing date |
Assets recognized in 2023 |
Assets
recognized in previous periods |
Balance of contingent assets as of December 31, 2023 |
|
|
|
Sales in previous years |
|
|
|
|
|
|
Riacho da Forquilha cluster |
December 2019 |
62 |
30 |
28 |
4 |
|
Pampo and Enchova cluster |
July 2020 |
650 |
15 |
180 |
455 |
|
Baúna field |
November 2020 |
285 |
27 |
132 |
126 |
|
Miranga cluster |
December 2021 |
85 |
− |
55 |
30 |
|
Cricare cluster |
December 2021 |
118 |
− |
22 |
96 |
|
Peroá cluster |
August 2022 |
43 |
− |
10 |
33 |
|
Papa-Terra field |
December 2022 |
90 |
1 |
15 |
74 |
|
Sales in the period |
|
|
|
|
|
|
Albacora Leste field |
January 2023 |
250 |
10 |
− |
240 |
|
Norte Capixaba cluster |
April 2023 |
66 |
11 |
− |
55 |
|
Golfinho and Camarupim groups of fields |
August 2023 |
60 |
− |
− |
60 |
|
Surplus volume of the Transfer of Rights Agreement |
|
|
|
|
|
|
Sepia and Atapu |
April 2022 |
5,244 |
43 |
693 |
4,508 |
|
Total |
|
6,953 |
137 |
1,135 |
5,681 |
|
| 31.5. | Cash flows from sales of equity
interest with loss of control |
In 2022 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 subsidiaries:
|
Cash received |
Cash in subsidiary before losing control |
Net Proceeds |
2022 |
|
|
|
Mataripe refinery (former RLAM) |
391 |
(22) |
369 |
REMAN |
233 |
(22) |
211 |
Total |
624 |
(44) |
580 |
In 2023, there were no sales of equity interests
resulting in loss of control.
Accounting Policy for
assets and liabilities held for sale
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Non-current assets, disposal groups and liabilities
directly associated with those assets are classified as held for sale if their carrying amounts will, principally, be recovered through
the sale transaction rather than through continuing use.
The condition for classification as held for sale
is met only when the sale is approved by the Company’s Board of Directors and the asset or disposal group is available for immediate
sale in its present condition and there is the expectation that the sale will occur within 12 months after its classification as held
for sale. However, an extended period required to complete a sale does not preclude an asset (or disposal group) from being classified
as held for sale if the delay is caused by events or circumstances beyond the Company’s control and there is sufficient evidence
that the Company remains committed to its plan to sell the assets (or disposal groups).
Assets (or disposal groups) classified as held
for sale and the associated liabilities are measured at the lower of their carrying amount and fair value less disposal expenses. Assets
and liabilities are presented separately in the statement of financial position.
In the classification of non-current assets as
held for sale, provisions for decommissioning costs related to these assets are also disclosed. Any commitments with decommissioning assumed
by the Company resulting from the sale process are recognized after the closing of the transaction, in accordance with the contractual
terms.
When a component of the Company is disposed of
or classified as held for sale, and it represented a separate major line of business, the disposed interest is considered a discontinued
operation. Thus, its net income and cash flows are presented in separate line items until the date of the closing of the operation.
| 32.1. | Balance by type of finance debt |
In Brazil |
12.31.2023 |
12.31.2022 |
Banking market |
2,262 |
1,285 |
Capital market |
3,130 |
2,896 |
Development banks (1) |
698 |
723 |
Others |
1 |
4 |
Total |
6,091 |
4,908 |
Abroad |
|
|
Banking market |
6,303 |
8,387 |
Capital market |
14,384 |
14,061 |
Export credit agency |
1,870 |
2,443 |
Others |
153 |
155 |
Total |
22,710 |
25,046 |
Total finance debt |
28,801 |
29,954 |
Current |
4,322 |
3,576 |
Non-current |
24,479 |
26,378 |
(1) It includes BNDES, FINAME and FINEP. |
Current finance debt is composed of:
|
12.31.2023 |
12.31.2022 |
Short-term debt |
4 |
− |
Current portion of long-term debt |
3,776 |
3,111 |
Accrued interest on short and long-term debt |
542 |
465 |
Total |
4,322 |
3,576 |
The capital market balance is mainly composed of
US$ 13,739 in global notes issued abroad by the wholly owned subsidiary PGF, as well as US$ 2,029 in debentures and US$ 980
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, 87%, 2% and 11%, of the total
global notes, respectively.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The debentures and the commercial notes, with maturities
between 2024 and 2037, do not require collateral and are not convertible into shares or equity interests.
| 32.2. | Changes in finance debt |
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2022 |
4,907 |
25,047 |
29,954 |
Proceeds from finance debt |
925 |
1,285 |
2,210 |
Repayment of principal (1) |
(331) |
(3,907) |
(4,238) |
Repayment of interest (1) |
(324) |
(1,640) |
(1,964) |
Accrued interest (2) |
436 |
1,822 |
2,258 |
Foreign exchange/ inflation indexation charges |
111 |
(150) |
(39) |
Translation adjustment |
383 |
254 |
637 |
Modification of contractual cash flows |
(17) |
− |
(17) |
Balance at December 31, 2023 |
6,090 |
22,711 |
28,801 |
|
In Brazil |
Abroad |
Total |
Balance at December 31, 2021 |
4,517 |
31,183 |
35,700 |
Proceeds from finance debt |
853 |
2,027 |
2,880 |
Repayment of principal (1) |
(1,013) |
(8,183) |
(9,196) |
Repayment of interest (1) |
(292) |
(1,554) |
(1,846) |
Accrued interest (2) |
396 |
1,867 |
2,263 |
Foreign exchange/ inflation indexation charges |
120 |
(580) |
(460) |
Translation adjustment |
326 |
287 |
613 |
Balance at December 31, 2022 |
4,907 |
25,047 |
29,954 |
(1) It includes pre-payments. |
(2) It includes premium and discount over notional amounts, as well as gains and losses by modifications in contractual cash flows. |
In 2023, the Company repaid several finance debts,
in the amount of US$ 6,171.
In the same period, the Company raised funds in
the amount of US$ 2,210, notably: (i) the issuance of Global notes in the international capital market in the amount of US$ 1,235
due in 2033; and (ii) proceeds in the domestic banking market, in the amount of US$ 907.
The Company carried out an exchange operation under
the terms of a US$ 519 debt in the domestic banking market, changing the term from 2024 to 2030. The modification of the contractual
terms was not substantial and resulted in a gain of US$ 17 per modification.
| 32.3. | Reconciliation with cash flows
from financing activities |
|
|
|
2023 |
|
|
2022 |
|
Proceeds from finance debt |
Repayment of principal |
Repayment of interest |
Proceeds from finance debt |
Repayment of principal |
Repayment of interest |
Changes in finance debt |
2,210 |
(4,238) |
(1,964) |
2,880 |
(9,196) |
(1,846) |
Repurchase of debt securities |
|
78 |
− |
|
(121) |
− |
Deposits linked to finance debt (1) |
|
(33) |
(14) |
|
(17) |
(4) |
Net cash used in financing activities |
2,210 |
(4,193) |
(1,978) |
2,880 |
(9,334) |
(1,850) |
(1) Deposits linked to finance debt with China Development Bank, with semiannual settlements in June and December. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 32.4. | Summarized information on current
and non-current finance debt |
Maturity in |
Up to 1 year |
1 to 2 years |
2 to 3 years |
3 to 4 years |
4 to 5 years |
5 years onwards |
Total (1) |
Fair Value |
|
|
|
|
|
|
|
|
|
Financing in U.S.Dollars (US$): |
3,578 |
2,509 |
1,460 |
2,398 |
1,529 |
9,056 |
20,530 |
20,661 |
Floating rate debt (2) |
2,773 |
1,915 |
1,119 |
1,716 |
524 |
428 |
8,475 |
|
Fixed rate debt |
805 |
594 |
341 |
682 |
1,005 |
8,628 |
12,055 |
|
Average interest rate p.a. |
5.5% |
5.5% |
6.2% |
5.8% |
5.4% |
6.6% |
6.3% |
|
Financing in Brazilian Reais (R$): |
653 |
257 |
503 |
149 |
151 |
4,076 |
5,789 |
6,206 |
Floating rate debt (3) |
118 |
145 |
145 |
40 |
40 |
2,557 |
3,045 |
|
Fixed rate debt |
535 |
112 |
358 |
109 |
111 |
1,519 |
2,744 |
|
Average interest rate p.a. |
6.9% |
6.6% |
6.7% |
7.2% |
7.4% |
6.6% |
6.8% |
|
Financing in Euro (€): |
51 |
300 |
− |
− |
136 |
472 |
959 |
970 |
Fixed rate debt |
51 |
300 |
− |
− |
136 |
472 |
959 |
|
Average interest rate p.a. |
4.7% |
4.7% |
0.0% |
0.0% |
4.6% |
4.7% |
4.7% |
|
Financing in Pound Sterling (£): |
40 |
− |
588 |
− |
− |
895 |
1,523 |
1,492 |
Fixed rate debt |
40 |
− |
588 |
− |
− |
895 |
1,523 |
|
Average interest rate p.a. |
6.3% |
0.0% |
6.2% |
0.0% |
0.0% |
6.6% |
6.4% |
|
Total as of December 31, 2023 |
4,322 |
3,066 |
2,551 |
2,547 |
1,816 |
14,499 |
28,801 |
29,329 |
Average interest rate |
5.8% |
5.8% |
6.3% |
6.1% |
5.9% |
6.5% |
6.4% |
|
Total as of December 31, 2022 |
3,576 |
3,943 |
3,079 |
2,523 |
2,892 |
13,941 |
29,954 |
29,853 |
Average interest rate |
6.7% |
6.5% |
6.1% |
6.2% |
6.0% |
6.6% |
6.5% |
|
(1)The average maturity of outstanding debt as of December 31, 2023 is 11.38 years (12.07 years as of December 31, 2022). |
(2) Operations with variable index + fixed spread. |
(3) 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:
| • | Level
1- quoted prices in active markets for identical liabilities, when applicable, amounting to US$ 13,971 of December 31, 2023 (US$
13,061 of December 31, 2022); 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$ 15,358 as of December 31, 2023 (US$
16,792 as of December 31, 2022). |
Regarding the Interest Rate Benchmark Reform (IBOR
Reform), there was a necessity to amend the Company's contracts referenced in these indexes, considering the end of the publication of
LIBOR (London Interbank Offered Rate) in dollars (US$), of one, three and six months.
As of December 31, 2023, 23% of the Company's finance
debt has been indexed to SOFR (Secured Overnight Financing Rate) and has the CSA (Credit Spread Adjustment) negotiated with the creditors
serving as a parameter, while 1.0% will still undergo contractual changes to switch to this new index.
The renegotiations performed so far have been solely
for the replacement of the LIBOR benchmark and are necessary as a direct consequence of the reform of the reference interest rate. In
these renegotiated cash flows, the change of the index is economically equivalent to the previous basis. Thus, the changes were prospective
with the recognition of interest at the new index in the applicable periods.
Therefore, the Company does not expect material
effects for the contracts that will still undergo contractual changes for the new index, considering that they will occur under market
conditions.
The sensitivity analysis for financial instruments
subject to foreign exchange variation is set out in note 35.2.2.
A maturity schedule of the Company’s finance
debt (undiscounted), including face value and interest payments is set out as follows:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Maturity |
2024 |
2025 |
2026 |
2027 |
2028 |
2029 and thereafter |
12.31.2023 |
12.31.2022 |
Principal |
3,814 |
3,135 |
2,606 |
2,600 |
1,951 |
15,075 |
29,181 |
31,703 |
Interest |
1,922 |
1,627 |
1,492 |
1,242 |
1,022 |
15,237 |
22,541 |
24,815 |
Total (1) |
5,736 |
4,762 |
4,098 |
3,842 |
2,973 |
30,312 |
51,722 |
56,518 |
(1) A maturity schedule of the lease arrangements (nominal amounts) is set out in note 33. |
|
|
|
|
|
|
12.31.2023 |
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 (1) |
Syndicate of banks |
3/27/2019 |
2/27/2026 |
2,050 |
− |
2,050 |
Total |
|
|
|
7,050 |
− |
7,050 |
|
|
|
|
|
|
|
In Brazil |
|
|
|
|
|
|
Petrobras |
Banco do Brasil |
3/23/2018 |
9/26/2026 |
413 |
− |
413 |
Petrobras |
Banco do Brasil |
10/4/2018 |
9/5/2025 |
413 |
− |
413 |
Transpetro |
Caixa Econômica Federal |
11/23/2010 |
Not defined |
68 |
− |
68 |
Total |
|
|
|
894 |
− |
894 |
(1) On June 30, 2023, Petrobras reduced part of the Revolving Credit Facility to US$ 2,050 compared to the US$ 3,250 contracted in 2019. Thus, US$ 2,050 will be available for withdrawal from July 1st, 2023, to February 27, 2026. |
| 32.6. | Covenants and Collateral |
The Company has covenants that were not in default
at December 31, 2023 in its loan agreements and notes issued in the capital markets requiring, among other obligations i) the presentation
of interim financial statements within 90 days of the end of each quarter (not reviewed by Independent Registered Public Accounting Firm)
and audited financial statements within 120 days of the end of each fiscal year; ii) Negative Pledge / Permitted Liens clause.
Additionally, there are other non-financial obligations
that the Company has to comply with: i) clauses of compliance with the laws, rules and regulations applicable to the conduct of its business
including (but not limited to) environmental laws; (ii) clauses in financing agreements that require both the borrower and the guarantor
to conduct their business in compliance with anti-corruption laws and anti-money laundering laws and to institute and maintain policies
necessary for such compliance; and (iii) clauses in financing agreements that restrict relations with entities or even countries sanctioned
primarily by the United States (including, but not limited to, the Office of Foreign Assets Control - OFAC, Department of State and Department
of Commerce), the European Union and United Nations.
If the Company breaches any of the aforementioned
covenants and either is incapable of remedy or continues to fail to comply with the covenants for a period ranging from 30 to 60 calendar
days (depending on the contract) after it has received a written notice from the creditors specifying such default or breach and requiring
it to be remedied and stating that such notice is a “Notice of Default”, this may be declared an Event of Default, and in
certain cases the debt related to that contract becomes due and payable.
Most of the Company’s debt is unsecured,
but certain specific funding instruments to promote economic development are collateralized. Such contracts represent 13.9% of the total
financing, notably a Financing agreement with China Development Bank (CDB).
The loans obtained by structured entities are collateralized
based on the projects’ assets, as well as liens on receivables of the structured entities.
Bonds issued by the Company in the capital market
are unsecured.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The global notes issued by the Company in the capital
market through its wholly-owned subsidiary Petrobras Global Finance B.V. – PGF are unsecured. However, Petrobras fully, unconditionally
and irrevocably guarantees these notes.
Accounting policy for
loans and finance debt
Loans and finance debt are initially recognized
at fair value less transaction costs that are directly attributable to its issue and subsequently measured at amortized cost using the
effective interest method.
When the contractual cash flows of a financial
liability measured at amortized cost are renegotiated or modified and this change is not substantial, its gross carrying amount will reflect
the discounted present value of its cash flows under new terms using the original effective interest rate. The difference between the
book value immediately prior to such modification and the new gross carrying amount is recognized as gain or loss in the statement of
income. When such modification is substantial, the original liability is extinguished and a new liability is recognized, impacting the
statement of income of the period.
The Company is the lessee in agreements primarily
including oil and gas producing units, drilling rigs and other exploration and production equipment, vessels and support vessels, helicopters,
land and buildings. Changes in the balance of lease liabilities are presented below:
|
Lessors
in Brazil |
Lessors
abroad |
Total |
Balance at December 31, 2022 |
6,020 |
17,825 |
23,845 |
Remeasurement / new contracts |
2,276 |
12,094 |
14,370 |
Payment of principal and interest (1) |
(2,273) |
(3,999) |
(6,272) |
Interest expenses |
519 |
1,290 |
1,809 |
Foreign exchange losses |
(223) |
(1,635) |
(1,858) |
Translation adjustment |
472 |
1,531 |
2,003 |
Transfers |
1 |
(99) |
(98) |
Balance at December 31, 2023 |
6,792 |
27,007 |
33,799 |
Current |
|
|
7,200 |
Non-current |
|
|
26,599 |
(1) The Statement of Cash Flows comprises US$ 14 relating to changes on liabilities held for sale. |
|
|
|
|
Lessors
in Brazil |
Lessors
abroad |
Total |
Balance at December 31, 2021 |
4,604 |
18,439 |
23,043 |
Remeasurement / new contracts |
2,730 |
2,219 |
4,949 |
Payment of principal and interest |
(1,785) |
(3,638) |
(5,423) |
Interest expenses |
365 |
991 |
1,356 |
Foreign exchange losses |
(169) |
(1,221) |
(1,390) |
Translation adjustment |
287 |
1,170 |
1,457 |
Transfers |
(12) |
(135) |
(147) |
Balance at December 31, 2022 |
6,020 |
17,825 |
23,845 |
Current |
|
|
5,557 |
Non-current |
|
|
18,288 |
A maturity schedule of the lease arrangements (nominal
amounts) is set out as follows:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Nominal Future Payments |
2024 |
2025 |
2026 |
2027 |
2028 |
2029 onwards |
Total |
Recoverable taxes |
Without readjustment |
|
|
|
|
|
|
|
|
Vessels |
3,426 |
2,448 |
1,380 |
521 |
307 |
1,221 |
9,303 |
275 |
Others |
127 |
83 |
49 |
25 |
2 |
− |
286 |
26 |
With readjustment - abroad (1) |
|
|
|
|
|
|
|
|
Vessels |
352 |
324 |
303 |
258 |
19 |
− |
1,256 |
− |
Platforms |
2,115 |
2,275 |
2,120 |
2,109 |
2,078 |
22,939 |
33,636 |
− |
With readjustment - Brazil |
|
|
|
|
|
|
|
|
Vessels |
786 |
542 |
287 |
87 |
7 |
5 |
1,714 |
159 |
Properties |
334 |
219 |
210 |
196 |
167 |
1,384 |
2,510 |
97 |
Others |
302 |
246 |
198 |
171 |
128 |
390 |
1,435 |
133 |
Nominal amounts on December 31, 2023 |
7,442 |
6,137 |
4,547 |
3,367 |
2,708 |
25,939 |
50,140 |
690 |
Nominal amounts on December 31, 2022 |
5,710 |
4,621 |
3,380 |
2,394 |
2,122 |
14,498 |
32,725 |
555 |
(1) Contracts signed in the U.S. Dollars. |
The following table presents the main information
on leases by class of underlying assets, where platforms and vessels represent 92.3% of the lease liability:
Present Value of Future Payments (1) |
Discount rate (%) |
Average Period |
Recoverable taxes |
12.31.2023 |
12.31.2022 |
Without readjustment |
|
|
|
|
|
|
|
|
Vessels |
|
|
|
5.0001 |
4.6 years |
275 |
8,311 |
7,421 |
Others |
|
|
|
4.8405 |
3.1 years |
26 |
264 |
149 |
With readjustment - abroad |
|
|
|
|
|
|
|
|
Platforms |
|
|
|
6.2966 |
17.7 years |
− |
20,336 |
12,340 |
Vessels |
|
|
|
6.3550 |
3.5 years |
− |
1,127 |
838 |
With readjustment - Brazil |
|
|
|
|
|
|
|
|
Vessels |
|
|
|
10.9330 |
2.5 years |
159 |
1,506 |
1,298 |
Properties |
|
|
|
7.9769 |
21.4 years |
97 |
1,230 |
1,010 |
Others |
|
|
|
11.2737 |
6.6 years |
133 |
1,025 |
789 |
Total (2) |
|
|
|
6.0418 |
14.4 years |
690 |
33,799 |
23,845 |
(1) Incremental nominal rate on company debt calculated from the yield curve of bonds and credit risk of the Company, as well as terms. |
(2) Total amount, except for the average period column. |
In certain contracts, there are variable payments
and terms of less than 1 year recognized as expenses:
|
|
12.31.2023 |
12.31.2022 |
Variable payments |
|
1,067 |
1,060 |
Up to 1 year maturity |
|
109 |
118 |
|
|
|
|
Variable payments x fixed payments |
|
17% |
20% |
At December 31, 2023, 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$ 65,358
(US$ 79,913 at December 31, 2022).
The sensitivity analysis of financial instruments
subject to exchange variation is presented in note 35.2.
Accounting policy for
lease liabilities
Lease liabilities, including those whose underlying
assets are of low value, are measured at the present value of lease payments, which includes recoverable taxes, non-cancellable periods
and options to extend a lease when they are reasonably certain. These payments are discounted at the Company's nominal incremental rate
on loans, as the interest rates implicit in lease agreements with third parties usually cannot be readily determined.
Lease remeasurements reflect changes arising from
contractual rates or indexes, as well as lease terms due to new expectations of lease extensions or terminations.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Unwinding of discount on the lease liability is
classified as finance expense, while payments reduce their carrying amount. According to the Company’s foreign exchange risk management,
foreign exchange variations on lease liabilities denominated in U.S. dollars are designated as instruments to protect cash flow hedge
relationships from highly probable future exports (see note 35.2.2).
In the E&P segment, some activities are conducted
by joint operations with partner companies where the Company is the operator. In cases where all parties to the joint operation are primarily
responsible for the lease payments, the Company recognizes the lease liability in proportion to its share. When using underlying assets
arising from a specific contract in which the Company is solely responsible for the lease payments, the lease liabilities remain fully
recognized and the partners are charged in proportion to their interests.
Payments associated with short-term leases (term
of 12 months or less) are recognized as an expense over the term of the lease.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 34.1. | Share capital (net of share issuance
costs) |
As of December 31, 2023 and December 31, 2022,
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.
Capital reserve comprises treasury shares owned
by Petrobras, in the amount of US$ 2, at December 31, 2023 and December 31, 2022.
| 34.3. | Capital transactions |
| 34.3.1. | Incremental costs directly attributable
to the issue of shares |
It includes any transaction costs directly attributable
to the issuance of new shares, net of taxes.
| 34.3.2. | Change in interest in subsidiaries
|
It includes any excess of amounts paid/received
over the carrying value of the interest acquired/disposed. Changes in interests in subsidiaries that do not result in loss of control
of the subsidiary are equity transactions.
Shares held in treasury in the amount of US$ 737,
at December 31, 2023 and US$ 2 at December 31, 2022, represented by 222,760 common shares and 104,136,909 preferred shares.
| 34.4. | Appropriation of net income |
Legal reserve
It represents the accumulated balance of 5% of
the net income for each year, calculated pursuant to article 193 of the Brazilian Corporation Law, limited to 20% of the share capital
(calculated in Brazilian reais). The balance of this reserve reached the legal limit on December 31, 2023.
Statutory reserves
On November 30, 2023, the shareholders approved,
in an Extraordinary General Meeting, the revision of article 56 of Petrobras' Bylaws, creating a new statutory reserve named Capital remuneration
reserve.
Thus, in accordance with the Company's Bylaws,
the constitution of the statutory reserves below must be considered in the proposal for distribution of net income, observing the following
order of priority:
| · | Reserve for research and development (R&D): constituted
with the appropriation of net income by applying 0.5% of the year-end share capital, with the accumulated balance not exceeding 5% of
the share capital, aiming at funding technological R&D. The balance of this reserve reached the legal limit on December 31, 2023. |
| · | Capital remuneration reserve: may be constituted
through the appropriation of up to 70% of the adjusted net income for the year, subject to article 202 of the Brazilian Corporation Law
and to the Shareholders Remuneration Policy, limited to the share capital, with the purpose of ensuring resources for the payment of
dividends, interest on capital or other form of shareholder remuneration provided for by law, its anticipations, shares repurchases
authorized by law, absorption of losses and, as a remaining purpose, incorporation into the share capital. |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The changes in the statutory reserves are presented
as follows:
|
R&D reserve |
Capital remuneration reserve |
Total Statutory reserves |
Balance at December 31, 2021 |
3,084 |
− |
3,084 |
Transfers to reserves |
197 |
− |
197 |
Balance at December 31, 2022 |
3,281 |
− |
3,281 |
Transfers to reserves |
116 |
8,428 |
8,544 |
Balance at December 31, 2023 |
3,397 |
8,428 |
11,825 |
Tax incentives reserve
Government grants are recognized in the statement
of income and are appropriated from retained earnings to the tax incentive reserve pursuant to article 195-A of Brazilian Corporation
Law. This reserve may only be used to offset losses or increase share capital.
As of December 31, 2023, this reserve amounts to
US$ 1,998 (US$ 1,677 as of December 31, 2022), referring to a subsidy incentive for investments, granted by the Superintendencies
for Development of the Northeast Region of Brazil (SUDENE) and of the Amazon (SUDAM).
Profit retention reserve
It includes funds intended for capital expenditures,
primarily in oil and gas exploration and development activities, as per the capital budget of the Company, pursuant to article 196 of
the Brazilian Corporation Law.
| 34.4.2. | Distributions to shareholders |
Distributions to shareholders are made by means
of dividends, interest capital and share repurchases based on the limits defined in the Brazilian Corporation Law, in the Company’s
bylaws and in the shareholders remuneration policy.
Pursuant to Brazilian Corporation Law, the Company’s
shareholders are entitled to receive minimum mandatory dividends (and/or interest on capital) of 25% of the adjusted net income for the
year in proportion to the number of common and preferred shares held by them.
To the extent the Company proposes dividend distributions,
preferred shares have priority in dividend distribution, which is based on the highest of 3% of the preferred shares’ net book value
or 5% of the preferred share capital. Preferred shares participate under the same terms as common shares in capital increases resulting
from the capitalization of profit reserves or retained earnings. However, this priority does not necessarily grant dividend distributions
to the preferred shareholders in the event of loss for a year.
The payment of dividends may be made only to preferred
shareholders if the priority dividends absorb all the adjusted net income for the year or reach an amount equal to or greater than the
mandatory minimum dividend of 25%.
Shareholders Remuneration
Policy
The Company’s policy on distributions to
shareholders, approved by the Company’s Board of Directors on July 28, 2023, defines the following:
| · | minimum distribution of US$ 4,000 for fiscal years
when the average Brent price exceeds US$ 40 per barrel, which shall be distributed regardless of its level of indebtedness, provided that
the parameters set forth in the policy are observed. This distribution will be equal to both common and preferred shares, once it exceeds
the minimum value for preferred shares provided for in the Company's bylaws; |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| · | in the event of gross debt (comprising current and
non-current finance debt and lease liability) equal to or less than the maximum debt level defined in the strategic plan (US$ 65,000 in
the 2024-2028 Strategic Plan), in addition to the existence of net income attributable to shareholders of Petrobras, to be verified at
the end of the year, the Company shall distribute to its shareholders 45% of the difference between consolidates net cash provided by
operating activities and consolidated cash used in the acquisition of PP&E and intangibles assets and on the acquisition of equity
interests, calculated in Brazilian reais, provided that the result of this calculation exceeds US$ 4,000 and does not compromise the financial
sustainability of the Company. This calculation will be applied on a quarterly basis; |
| · | any amounts related to share repurchases, as disclosed
in the consolidated statement of cash flows, will be deducted from the amount resulting of the formula applied each quarter; |
| · | the Company may, in exceptional cases, distribute
extraordinary remuneration to its shareholders, higher than the minimum mandatory dividends or than the amount calculated according to
this policy, provided that the financial sustainability of the Company is preserved; |
| · | the distribution of remuneration to shareholders
shall be made on a quarterly basis; |
| · | the Company may exceptionally distribute dividends
even if there is no net income for the year, in accordance with the rules provided for the Brazilian Corporation Law and the criteria
defined in this policy. |
Petrobras seeks, through its shareholders remuneration
policy, to ensure short, medium and long-term financial sustainability, providing predictability to the dividend payments to shareholders.
Share Repurchase Program
On August 3, 2023, the Board of Directors approved
a Share Repurchase Program, for the acquisition of up to 157.8 million preferred shares issued by the Company, on the Brazilian Stock
Exchange (B3), to be held in treasury with subsequent cancellation, without reduction of share capital. This program will be carried in
the scope of the revised Shareholders Remuneration Policy, within a maximum period of 12 months.
Proposed remuneration to
the shareholders of Petrobras
For 2023, the proposed remuneration to the shareholders
of Petrobras amounts to US$ 15,489, to be carried out based on the shareholders remuneration policy, considering 60% of the free
cash flow for the first quarter of 2023, according to the policy in force at the time, and 45% of the free cash flow for the remaining
quarters of 2023 (both calculated in Brazilian Reais), by means of dividends, interest on capital and the share repurchase program.
|
2023 |
2022 |
Dividends and interest on capital |
14,754 |
43,187 |
Share repurchase program (1) |
735 |
− |
Total capital remuneration reserve |
15,489 |
43,187 |
(1) It excludes US$ 293 thousand of transaction costs on the repurchase of shares. |
|
|
For 2022, the proposed remuneration to the shareholders
of Petrobras amounted to US$ 43,187, which was higher than the amount calculated based on the shareholders remuneration policy (US$
23,660).
Anticipation of dividends
relating to 2023
On 2023, the Board of Directors approved the anticipation
of dividends and interest on capital in the total amount of US$ 11,605 (R$ 57,152 million), equivalent to US$ 0.8910 (R$ 4.3882) per common
and preferred shares, based on the net income of the period from January to September 2023 (interim), as shown in the following table:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
Date of approval |
Date of record |
Amount per common and preferred share |
Amount |
Interim dividends and interest on capital - 1st quarter 2023 |
05.11.2023 |
06.12.2023 |
0.381 |
4,970 |
Interim dividends and interest on capital - 2nd quarter 2023 |
08.03.2023 |
08.21.2023 |
0.2355 |
3,072 |
Interim dividends and interest on capital - 3rd quarter 2023 (1) |
11.09.2023 |
11.21.2023 |
0.2745 |
3,563 |
Total anticipated dividends |
|
|
0.8910 |
11,605 |
Indexation to the SELIC interest rate on anticipated dividends paid (2) |
|
|
0.0166 |
215 |
Total of anticipated dividends including indexation to the SELIC interest rate |
|
|
0.9076 |
11,820 |
(1) The amount per share of anticipated dividends for the 3rd quarter of 2023 was updated due to the change in the number of treasury shares resulting from the current Share repurchase program. |
(2) The amount per share of the indexation to the SELIC interest rate on anticipated dividends paid was calculated based on the the outstanding shares on December 31, 2023. |
According to the Company’s bylaws, these
amounts are indexed to the Selic interest rate, from the date of the payment to the end of the fiscal year (US$ 215) and are considered
in determining the remaining dividends to be paid relating to 2023.
The interest on capital anticipated for the year
2023 resulted in a deductible expense which reduced the income tax expense by US$ 1,234. This amount was subject to withholding income
tax (IRRF) of 15%, except for immune and exempt shareholders, as established in applicable law.
Proposed dividends for 2023
The Dividends for 2023, proposed by management
for approval at the Annual General Shareholders Meeting, amounts to US$ 14,754 (US$ 1.1415 per outstanding share), including the
minimum mandatory dividend of 25% of the adjusted net income (US$ 6,036) and additional dividends proposed (US$ 8,718), arising
from the remaining portion of retained earnings. This proposal is superior to the priority of preferred shares and in accordance with
the shareholders remuneration policy.
The amount per share of the proposed dividends
may vary up to the date of the Annual General Shareholders Meeting (date of record), due to the share repurchase program that may reduce
the number of outstanding shares.
Dividends payable
As of December 31, 2023, dividends payable within
current liabilities, amounting to US$ 3,501, relate to the anticipation of dividend approved on November 9, 2023, related to the
third quarter of 2023. The first installment of these dividends was paid on February 20, 2024 and the second installment will be paid
on March 20, 2024.
|
2023 |
2022 |
Consolidated opening balance of dividends payable |
4,171 |
− |
Opening balance of dividends payable to non-controlling shareholders |
(2) |
− |
Opening balance of dividends payable to shareholders of Petrobras |
4,169 |
− |
Additions relating to complementary dividends |
6,864 |
6,688 |
Additions relating to anticipated dividends |
11,605 |
35,030 |
Payments made |
(19,670) |
(37,701) |
Indexation to the Selic interest rate |
(512) |
(298) |
Transfers to unclaimed dividends |
(84) |
(165) |
Withholding income taxes over interest on capital and over Indexation to the Selic interest rate (1) |
(410) |
(366) |
Translation adjustment |
1,539 |
981 |
Closing balance of dividends payable to shareholders of Petrobras |
3,501 |
4,169 |
Closing balance of dividends payable to non-controlling shareholders |
− |
2 |
Consolidated closing balance of dividends payable |
3,501 |
4,171 |
(1) It includes US$ 359 over dividends paid and US$ 51 over dividends payable. |
Additional dividends proposed, amounting to US$ 2,934
(US$ 0.2270 per outstanding share), will be maintained in shareholders' equity until its approval on the Annual General Shareholders
Meeting, expected to be held on April 25, 2024, when it will be reclassified to liabilities, if approved.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Share Repurchase Program
for 2023
Since the start of Share Repurchase Program in
September 2023, the Company repurchased 104,064,000 preferred shares for the amount of US$ 735, including transaction costs (US$ 293
thousand).
| 34.4.3. | Unclaimed Dividends |
As of December 31, 2023, the balance of dividends
not claimed by shareholders of Petrobras is US$ 337 recorded as other current liabilities, as described in note 21 (US$ 241
as of December 31, 2022). The payment of these dividends was not carried out due to the lack of registration data for which the shareholders
are responsible with the custodian bank for the Company's shares.
|
2023 |
2022 |
Changes in unclaimed dividends |
|
|
Opening balance |
241 |
81 |
Prescription |
(7) |
(11) |
Transfers from dividends payable |
84 |
165 |
Translation adjustment |
19 |
6 |
Closing Balance |
337 |
241 |
Prescribed dividends amounting to US$ 7 in
2023 were transferred to equity, within retained earnings.
The following table presents the Company’s
expectation of prescription of unclaimed dividends if missing registration data is uninformed by shareholders of Petrobras.
|
|
12.31.2023 |
Expectation of prescription of unclaimed dividends |
|
2024 |
67 |
2025 |
180 |
2026 |
90 |
|
337 |
Accounting policy on distributions
to shareholders
Interest on capital is a deductible expense, since
it is part of the dividend for the year, as provided for in the Company’s bylaws, and accounted for in the statement of income,
as required by tax legislation, resulting in a tax credit for income taxes recognized in the statement of income of the year.
The dividends portion provided for in the bylaws
or that represents the minimum mandatory dividends is recognized as a liability within the statement of financial position. Any excess
must be maintained in shareholders' equity, as additional dividends proposed, until its approval on the Annual General Shareholders Meeting.
Dividends not claimed by Petrobras’ shareholders
are transferred from dividends payable to other current liabilities. After 3 years from the date these dividends are made available to
shareholders, they are reclassified from other current liabilities to equity within retained earnings, in accordance with Petrobras' bylaws.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
2023 |
|
2022 |
|
2021 |
|
Common |
Preferred |
Total |
Common |
Preferred |
Total |
Common |
Preferred |
Total |
Net income attributable to shareholders of Petrobras |
14,221 |
10,663 |
24,884 |
20,895 |
15,728 |
36,623 |
11,339 |
8,536 |
19,875 |
Weighted average number of outstanding shares |
7,442,231,382 |
5,580,057,862 |
13,022,289,244 |
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 |
1.91 |
1.91 |
1.91 |
2.81 |
2.81 |
2.81 |
1.52 |
1.52 |
1.52 |
Basic and diluted earnings (losses) per ADS equivalent - in U.S. dollars (1) |
3.82 |
3.82 |
3.82 |
5.62 |
5.62 |
5.62 |
3.04 |
3.04 |
3.04 |
(1) Petrobras' ADSs are equivalent to two shares. |
Basic earnings per share are calculated by dividing
the net income (loss) 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 (loss) 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).
Basic and diluted earnings are identical as the
Company has no potentially dilutive shares.
The Company is exposed to a variety of risks arising
from its operations, including price risk (related to crude oil and oil products prices), foreign exchange rates risk, interest rates
risk, credit risk and liquidity risk. Corporate risk management is part of the Company’s commitment to act ethically and comply
with the legal and regulatory requirements of the countries where it operates.
To manage market and financial risks the Company
prefers structuring measures through adequate capital and leverage management. While managing risks, the Company considers its corporate
governance and controls, technical departments and statutory committees monitoring, under the guidance of the Board of Executive Officers
and the Board of Directors. The Company takes account of risks in its business decisions and manages any such risk in an integrated manner
in order to enjoy the benefits of diversification.
The Company presents a sensitivity analysis of
factors relating to its corporate risk management process. The possible and remote scenarios are related to events with low and very low
probability of occurrence, respectively. The period of application of the sensitivity analysis is one year, except for operations with
commodity derivatives, for which a three-month period is applied, due to the short-term nature of these transactions.
| 35.1. | Derivative financial instruments |
Assets and liabilities
|
12.31.2023 |
12.31.2022 |
Fair value Asset Position (Liability) |
|
|
Open derivatives transactions |
20 |
-120 |
Closed derivatives transactions awaiting financial settlement |
10 |
27 |
Recognized in Statements of Financial Position |
30 |
-93 |
Other assets (note 21) |
92 |
54 |
Other liabilities (note 21) |
-62 |
-147 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The following table presents the details of the
open derivative financial instruments held by the Company as of December 31, 2023, and represents its risk exposure:
|
|
Statement of Financial Position |
|
|
|
|
Fair value |
|
|
Notional value |
Asset Position (Liability) |
Maturity |
|
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
|
Derivatives not designated for hedge accounting |
|
|
|
|
|
Future contracts - total (1) |
(1,053) |
683 |
1 |
(40) |
|
Long position/Crude oil and oil products |
2,527 |
9,058 |
− |
- |
2024 |
Short position/Crude oil and oil products |
(3,580) |
(8,375) |
− |
- |
2024 |
Swap (2) |
|
|
|
|
− |
Short position/ Soybean oil |
(1) |
(3) |
− |
− |
2024 |
Forward contracts (3) |
|
|
|
|
|
Short position/Foreign currency forwards (BRL/USD) |
(1) |
− |
- |
- |
2024 |
Swap (3) |
|
- |
|
− |
|
Swap - CDI X IPCA |
R$ 3,008 |
R$ 3,008 |
68 |
(16) |
2029/2034 |
Foreign currency / Cross-currency Swap (3) |
US$ 729 |
US$ 729 |
(49) |
(64) |
2024/2029 |
Total open derivative transactions |
|
|
20 |
(120) |
|
(1) Notional value in thousands of bbl. |
|
|
|
|
|
(2) Notional value in thousands of tons. |
(3) Amounts in US$ and R$ are presented in million.
|
Profit or loss
|
Gains/ (losses) recognized in the statement of income |
|
2023 |
2022 |
2021 |
Commodity derivatives |
|
|
|
Other commodity derivative transactions - Note 35.2.1 (a) |
11 |
(256) |
(79) |
Recognized in Other Income and Expenses |
11 |
(256) |
(79) |
Currency derivatives |
|
|
|
Swap Pounds Sterling x Dollar |
− |
(297) |
(85) |
NDF – Pounds Sterling x Dollar |
− |
− |
9 |
Swap CDI x Dollar - Note 35.2.2 (b) |
81 |
211 |
(3) |
Others |
− |
5 |
1 |
|
81 |
(81) |
(78) |
Interest rate derivatives |
|
|
|
Swap - CDI X IPCA |
25 |
(50) |
(41) |
|
25 |
(50) |
(41) |
Cash flow hedge on exports -Note 35.2.2 (a) |
(3,763) |
(4,871) |
(4,585) |
Recognized in Net finance income (expense) |
(3,657) |
(5,002) |
(4,704) |
Total open derivative transactions |
(3,646) |
(5,258) |
(4,783) |
Comprehensive income
|
Gains/ (losses) recognized in other comprehensive income |
|
2023 |
2022 |
2021 |
Cash flow hedge on exports - Note 35.2.2 (a) |
8,317 |
10,094 |
636 |
|
|
|
|
Collateral
Guarantees given as collateral |
|
|
12.31.2023 |
12.31.2022 |
Commodity derivatives |
|
18 |
96 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 35.2.1. | Risk management of products prices |
The Company is exposed to commodity price cycles,
and 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, may seek to optimize some of its commercial operations in the international
market, with the use of commodity derivatives to manage price risk.
| b) | Sensitivity analysis of commodity
derivatives |
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 December 31,
2023. 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
20% and 40%, 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.
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 |
- |
(18) |
(37) |
Future and forward contracts |
Soybean oil - price changes |
- |
− |
− |
Forward contracts |
Foreign currency - depreciation BRL x USD |
- |
- |
− |
|
|
− |
(18) |
(37) |
|
|
− |
(18) |
(37) |
| 35.2.2. | Foreign exchange risk management |
The Company’s Risk Management Policy provides
for, as an assumption, an integrated risk management that extends to the whole corporation, pursuing the benefit from the diversification
of its businesses.
By managing its foreign exchange risk, the Company
takes into account the cash flows derived from its operations as a whole. This concept is especially applicable to the risk relating to
the exposure of the Brazilian Real against the U.S. dollar, in which future cash flows in U.S. dollar, as well as cash flows in Brazilian
Real affected by the fluctuation between both currencies, such as cash flows derived from diesel and gasoline sales in the domestic market,
are assessed in an integrated manner.
Accordingly, the financial risk management mainly
involves structured actions encompassing the business of the Company.
Changes in the Real/U.S. dollar spot rate, as well
as foreign exchange variation of the Real against other foreign currencies, may affect net income and the statement of financial position
due to the exposures in foreign currencies, such as high probable future transactions, monetary items and firm commitments.
The Company seeks to mitigate the effect of potential
variations in the Real/U.S. dollar spot rates mainly raising funds denominated in US dollars, aiming at reducing the net exposure between
obligations and receipts in this currency, thus representing a form of structural protection that takes into account criteria of liquidity
and cost competitiveness.
Foreign exchange variation on future exports denominated
in U.S. Dollar in a given period are efficiently hedged by the US dollar debt portfolio taking into account changes in such portfolio
over time.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The foreign exchange risk management strategy may
involve the use of derivative financial instruments to hedge certain liabilities, mitigating foreign exchange rate risk exposure, especially
when the Company is exposed to a foreign currency in which no cash inflows are expected.
In the short-term, the foreign exchange risk is
managed by applying resources in cash or cash equivalent denominated in Brazilian Real, U.S. Dollar or in another currency.
| a) | Cash Flow Hedge involving the
Company’s future exports |
The carrying amounts, the fair value as of December
31, 2023, 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$ 4.8413 exchange rate are set out below:
|
|
|
|
|
|
|
|
Present value of hedging instrument notional
value at
12.31.2023 |
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 |
January 2024 to December 2033 |
65,138 |
315,350 |
Changes in the present value of hedging instrument notional value |
US$ million |
R$ million |
Amounts designated as of December 31, 2022 |
62,119 |
324,121 |
Additional hedging relationships designated, designations revoked and hedging instruments re-designated |
28,945 |
144,095 |
Exports affecting the statement of income |
(9,380) |
(46,894) |
Principal repayments / amortization |
(16,546) |
(82,733) |
Foreign exchange variation |
- |
(23,239) |
Amounts designated as of December 31, 2023 |
65,138 |
315,350 |
Nominal value of hedging instrument (finance debt and lease liability) at December 31, 2023 |
84,028 |
406,807 |
In 2023, the Company recognized a US$ 172 gain
within foreign exchange gains (losses) due to ineffectiveness (a US$ 62 loss in the same period of 2022).
The average ratio of future exports for which cash
flow hedge accounting was designated to the highly probable future exports is 54.87%.
A roll-forward schedule of cumulative foreign exchange
losses recognized in other comprehensive income as of December 31, 2023 is set out below:
|
Exchange rate variation |
Tax effect |
Total |
Balance at January 1, 2023 |
(26,527) |
9,020 |
(17,507) |
Recognized in Other comprehensive income |
4,554 |
(1,550) |
3,004 |
Reclassified to the statement of income - occurred exports |
3,763 |
(1,280) |
2,483 |
Balance at December 31, 2023 |
(18,210) |
6,190 |
(12,020) |
|
|
|
|
|
Exchange rate variation |
Tax effect |
Total |
Balance at January 1, 2022 |
(36,621) |
12,452 |
(24,169) |
Recognized in Other comprehensive income |
5,223 |
(1,776) |
3,447 |
Reclassified to the statement of income - occurred exports |
4,871 |
(1,656) |
3,215 |
Balance at December 31, 2022 |
(26,527) |
9,020 |
(17,507) |
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,
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
when compared to the Brent price projections
in the Strategic Plan 2024-2028, 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 December 31, 2023 is set out below:
|
2024 |
2025 |
2026 |
2027 |
2028 |
2029 to 2033 |
Total |
Expected realization |
(7,439) |
(4,145) |
(3,020) |
(3,714) |
(2,024) |
2,132 |
(18,210) |
Accounting policy for hedge
accounting
At inception of the hedge relationship, the Company
documents its objective and strategy, including identification of the hedging instrument, the hedged item, the nature of the hedged risk
and evaluation of hedge effectiveness requirements.
Considering the natural hedge and the risk management
strategy, the Company designates hedging relationships to account for the effects of the existing hedge between a foreign exchange gain
or loss from proportions of its long-term debt obligations (denominated in U.S. dollars) and foreign exchange gain or loss of its highly
probable U.S. dollar denominated future exports revenues, so that gains or losses associated with the hedged transaction (the highly probable
future exports) and the hedging instrument (debt obligations) are recognized in the statement of income in the same periods.
Foreign exchange gains and losses on proportions
of debt obligations and lease liability (non-derivative financial instruments) have been designated as hedging instruments.
The highly probable future exports for each month
are hedged by a proportion of the debt obligations with an equal US dollar nominal amount. Only a portion of the Company’s forecast
exports are considered highly probable.
The Company’s future exports are exposed
to the risk of variation in the Brazilian Real/U.S. dollar spot rate, which is offset by the converse exposure to the same type of risk
with respect to its debt denominated in US dollar.
The hedge relationships are assessed on a monthly
basis and they may cease and may be re-designated in order to achieve the risk management strategy.
Foreign exchange gains and losses relating to the
effective portion of such hedges are recognized in other comprehensive income and reclassified to the statement of income within finance
income (expense) in the periods when the hedged item affects the statement of income.
Whenever a portion of future exports for a certain
period, for which their foreign exchange gains and losses hedging relationship has been designated is no longer highly probable, the Company
revokes the designation and the cumulative foreign exchange gains or losses that have been recognized in other comprehensive income remain
separately in equity until the forecast exports occur.
If future exports for which foreign exchange gains
and losses hedging relationship has been designated is no longer expected to occur, any related cumulative foreign exchange gains or losses
that have been recognized in other comprehensive income from the date the hedging relationship was designated to the date the Company
revoked the designation is immediately recycled from other comprehensive income to the statement of income.
In addition, when a financial instrument designated
as a hedging instrument expires or settles, the Company may replace it with another financial instrument in a manner in which the hedge
relationship continues to occur. Likewise, whenever a hedged transaction effectively occurs, its financial instrument previously designated
as a hedging instrument may be designated for a new hedge relationship.
Gains or losses relating to the ineffective portion
are immediately recognized in finance income (expense). Ineffectiveness may occur as hedged items and hedge instruments have different
maturity dates and due to discount rate used to determine their present value.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| b) | Information on ongoing contracts |
Swap contracts – IPCA x
CDI and CDI x Dollar
In September 2019, Petrobras contracted a cross
currency swap aiming to protect against exposure arising from the 7th issuance of debentures, which was settled on October 9, 2019, in
the total notional amount of US$ 367 for IPCA x CDI operations, maturing in September 2029 and September 2034, and US$ 240 for CDI x U.S.
Dollar operations, maturing in September 2024 and September 2029.
In July 2023, the 1st repurchase plan
for these debentures was closed. During the term of this plan, which started in July 2022, only an immaterial amount of this debt had
been effectively repurchased. Thus, the position in this swap remains unchanged.
Changes in interest rate forward curves (CDI interest
rate) may affect the Company's results, due to the market value of these swap contracts. In preparing a sensitivity analysis for these
curves, a parallel shock on this curve was estimated based on the average maturity of these swap contracts, in the scope of the Company’s
Risk Management Policy. For possible and remote scenarios, the effects of 40% (400 b.p.) and 80% (800 b.p.) variations, respectively,
on the interest rate forward curves were estimated. The effects of this sensitivity analysis, keeping all other variables remaining constant,
are shown in the following table:
|
Possible Result |
Remote Result |
SWAP Exchange rate (IPCA x USD) |
(9) |
(19) |
|
|
|
The methodology used to calculate the fair value
of this swap operation consists of calculating the future value of the operations, using rates agreed in each contract and the projections
of the forward curves, IPCA coupon and foreign exchange coupon, discounting to present value using the risk-free rate. Curves are obtained
from Bloomberg based on forward contracts traded in stock exchanges.
Finally, the mark-to-market is adjusted to the
credit risk of the financial institutions, which is not relevant in terms of financial volume, since the Company makes contracts with
highly rated banks.
| 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 (20% and 40% changes in the foreign exchange rates prevailing on December 31, 2023, 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.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Risk |
Financial Instruments |
Exposure at 12.31.2023 |
Probable Scenario (1) |
Reasonably possible scenario |
Remote
Scenario |
Dollar/Real |
Assets |
8,519 |
279 |
1,741 |
3,483 |
|
Liabilities |
(102,102) |
(3,347) |
(20,458) |
(40,916) |
|
Exchange rate - Cross currency swap |
(621) |
(20) |
(124) |
(248) |
|
Cash flow hedge on exports |
65,136 |
2,135 |
13,027 |
26,055 |
|
Total |
(29,068) |
(953) |
(5,814) |
(11,626) |
|
|
|
|
|
|
Euro/Dollar |
Assets |
1,286 |
18 |
257 |
514 |
|
Liabilities |
(2,193) |
(30) |
(439) |
(877) |
|
Total |
(907) |
(12) |
(182) |
(363) |
|
|
|
|
|
|
Pound/Dollar |
Assets |
1,547 |
23 |
309 |
619 |
|
Liabilities |
(3,051) |
(45) |
(610) |
(1,220) |
|
Total |
(1,504) |
(22) |
(301) |
(601) |
|
|
|
|
|
|
Pound/Real |
Assets |
1 |
− |
− |
− |
|
Liabilities |
(33) |
(2) |
(7) |
(13) |
|
Total |
(32) |
(2) |
(7) |
(13) |
|
|
|
|
|
|
Euro/Real |
Assets |
5 |
− |
1 |
2 |
|
Liabilities |
(15) |
(1) |
(3) |
(6) |
|
Total |
(10) |
(1) |
(2) |
(4) |
|
|
|
|
|
|
Peso/Dollar |
Assets |
12 |
(6) |
(2) |
(4) |
|
Total |
12 |
(6) |
(2) |
(4) |
Total at December 31, 2023 |
(31,509) |
(996) |
(6,308) |
(12,611) |
(1) At December 31, 2023, the probable scenario was computed based on the following risks: R$ x U.S. dollar - a 3.28% depreciation of the real; peso x U.S. dollar - a 98,7% depreciation of the peso; euro x dollar: a 1.3% appreciation of the euro; pound sterling x U.S. dollar - a 1.42% appreciation of the pound sterling; real x euro: a 4.7% depreciation of the real; real x pound sterling - a 4.7% depreciation of the real;. Source: Focus and Thomson Reuters. |
| 35.2.3. | 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 twelve-month term. Amounts referring to reasonably possible and remote scenarios mean
the total floating interest expense if there is a variation of 40% and 80% in these interest rates, respectively, maintaining all other
variables constant.
The following table presents the amounts to be
disbursed by Petrobras with the payment of interest related to debts with floating interest rates at December 31, 2023:
Risk |
|
Probable Scenario (1) |
Reasonably possible
scenario |
Remote
Scenario |
LIBOR 6M |
|
16 |
19 |
22 |
SOFR 3M (2) |
|
97 |
125 |
153 |
SOFR 6M (2) |
|
133 |
158 |
182 |
SOFR O/N (2) |
|
131 |
183 |
235 |
CDI |
|
233 |
327 |
420 |
TR |
|
6 |
9 |
11 |
TJLP |
|
64 |
90 |
116 |
IPCA |
|
102 |
143 |
184 |
|
|
782 |
1,054 |
1,323 |
(1) The probable scenario was calculated considering the quotations of currencies and floating rates to which the debts are indexed. |
(2) It represents the Secured Overnight Financing Rate. |
|
|
|
|
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 35.3. | Liquidity risk management |
The possibility of insufficient cash to settle
obligations on the scheduled dates is continuously managed by the company. The Company mitigates its liquidity risk by defining reference
parameters for treasury management and by periodically analyzing the risks of the projected cash flows, quantifying its main risk factors
through Monte Carlo simulations. These risks comprise oil prices, exchange rates, gasoline and international diesel prices, among others.
Thus, the Company is able to predict cash needs for its operational continuity and for the execution of its strategic plan.
In this context, even in the case of the financial
statements presenting a negative net working capital, management believes it does not compromise its liquidity.
Additionally, the Company maintains revolving credit
facilities contracted as a liquidity reserve to be used in adverse scenarios (see note 32.5). The Company regularly assesses market conditions
and may enter into transactions to repurchase its own securities or those of its subsidiaries, through a variety of means, including tender
offers, make whole exercises and open market repurchases, since they are in line with the Company's liability management strategy, in
order to improve its debt repayment profile and cost of debt.
The maturity schedules for the Company’s
undiscounted finance debt and lease liability are presented in note 32.4 and 33, respectively.
Credit risk management in Petrobras aims to mitigate
risk of not collecting receivables, financial deposits or collateral from third parties or financial institutions through efficient credit
analysis, granting and management based on quantitative and qualitative parameters that are appropriate for each market segment in which
the Company operates.
The commercial credit portfolio is broad and diversified
and comprises clients from the domestic and foreign markets.
Credit granted to financial institutions is related
to collaterals received, cash surplus invested and derivative financial instruments. It is spread among “investment grade”
international banks rated by international rating agencies and Brazilian banks with low credit risk.
| 35.4.1. | Credit quality of financial assets |
| a) | Trade and other receivables |
Most of Petrobras's clients do not have a risk
rating granted by rating agencies. Thus, for the definition and monitoring of credit limits, management evaluates the customer's field
of activity, commercial relationship, financial relationship with Petrobras and its financial statements, among other aspects.
Credit quality of cash and cash equivalents, as
well as marketable securities, is based on external credit ratings provided by Standard & Poor’s, Moody’s and Fitch. The
credit quality of those financial assets, that are neither past due nor considered to be credit impaired, are set out below:
|
Cash and cash equivalents |
Marketable securities |
|
12.31.2023 |
12.31.2022 |
12.31.2023 |
12.31.2022 |
AA |
593 |
− |
651 |
− |
A |
6,890 |
3,806 |
464 |
820 |
BBB |
20 |
212 |
− |
− |
BB |
3,251 |
917 |
− |
205 |
AAA.br |
1,966 |
3,034 |
4,113 |
3,311 |
AA.br |
− |
1 |
− |
1 |
Other ratings |
7 |
26 |
− |
− |
|
12,727 |
7,996 |
5,228 |
4,337 |
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
| 35.5. | Fair value of financial assets
and liabilities |
|
Level I |
Level II |
Level III |
Total fair
value
recorded |
Assets |
|
|
|
|
Commodity derivatives |
1 |
- |
- |
1 |
Interest rate derivatives |
- |
68 |
- |
68 |
Balance at December 31, 2023 |
1 |
68 |
- |
69 |
Balance at December 31, 2022 |
− |
− |
− |
− |
|
|
|
|
|
Liabilities |
|
|
|
|
Foreign currency derivatives |
- |
(49) |
- |
(49) |
Balance at December 31, 2023 |
− |
(49) |
- |
(49) |
Balance at December 31, 2022 |
(40) |
(81) |
− |
(121) |
The fair value of other financial assets and liabilities
is presented in the respective notes: 8 – Marketable securities; 14 – Trade and other receivables; and 32 – Finance
debt (estimated amount).
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.
36. | Related-party transactions |
The Company has a related-party transactions policy,
which is annually revised and approved by the Board of Directors in accordance with the Company’s bylaws.
In order to ensure the goals of the Company are
achieved and to align them with transparency of processes and corporate governance best practices, this policy guides Petrobras while
entering into related-party transactions and dealing with potential conflicts of interest on these transactions, based on the following
assumptions and provisions: competitiveness, compliance, transparency, fairness and commutability.
The Statutory Audit Committee (CAE) must approve
in advance transactions between the Company and: i) the Brazilian Federal Government, including its agencies or similar bodies; ii) Petros
Foundation; iii) Petrobras Health Association; iv) entities controlled by Petrobras in which there is a participation in the share
capital of the controlled company by the Brazilian Federal Government, its Entities, or any authority of a public entity to which Petrobras
is linked, or by individuals connected to it; v) Petrobras’ associated entities (including entities controlled by its associates);
and vi) entities controlled by key management personnel or by their close family members, taking into account the materiality established
by this policy.
Transactions with the Brazilian Federal Government,
including its agencies or similar bodies and controlled entities (the latter when classified as out of the Company's normal course of
business by the CAE), which are under the scope of Board of Directors approval, must be preceded by the CAE and Minority Shareholders
Committee assessment and must have prior approval of, at least, 2/3 of the board members.
The related-party transactions policy also aims to ensure an adequate
and diligent decision-making process for the Company’s key management.
| 36.1. | 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:
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
|
|
12.31.2023 |
|
12.31.2022 |
|
Assets |
Liabilities |
Assets |
Liabilities |
Joint ventures and associates |
|
|
|
|
Petrochemical companies (associates) |
45 |
4 |
21 |
10 |
Other associates and joint ventures |
95 |
10 |
72 |
21 |
Subtotal |
140 |
14 |
93 |
31 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
1,819 |
− |
1,689 |
− |
Banks controlled by the Brazilian Government |
15,526 |
2,119 |
11,811 |
1,567 |
Petroleum and alcohol account - receivables from the Brazilian Government (note 14.1) |
278 |
− |
602 |
− |
Brazilian Federal Government (1) |
− |
1,378 |
− |
1,422 |
Pré-Sal Petróleo S.A. – PPSA |
− |
28 |
− |
57 |
Others |
138 |
80 |
58 |
71 |
Subtotal |
17,761 |
3,605 |
14,160 |
3,117 |
Petros |
64 |
305 |
56 |
301 |
Total |
17,965 |
3,924 |
14,309 |
3,449 |
Current |
2,684 |
1,676 |
2,603 |
2,119 |
Non-Current |
15,281 |
2,248 |
11,706 |
1,330 |
(1) It includes amounts related to lease liability. |
The income/expenses of significant transactions
are set out in the following table:
|
|
2023 |
2022 |
2021 |
Joint ventures and associates |
|
|
|
|
BR Distribuidora (now called Vibra Energia) |
|
− |
− |
7,936 |
Natural Gas Transportation Companies |
|
− |
− |
(308) |
State-controlled gas distributors (joint ventures) (1) |
|
− |
1,196 |
2,410 |
Petrochemical companies (associates) |
|
3,402 |
4,465 |
3,553 |
Other associates and joint ventures |
|
57 |
96 |
418 |
Subtotal |
|
3,459 |
5,757 |
14,009 |
Brazilian government – Parent and its controlled entities |
|
|
|
|
Government bonds |
|
210 |
204 |
64 |
Banks controlled by the Brazilian Government |
|
(19) |
71 |
(157) |
Receivables from the Electricity sector |
|
233 |
− |
131 |
Petroleum and alcohol account - receivables from the Brazilian Government |
|
15 |
62 |
58 |
Brazilian Federal Government |
|
(124) |
288 |
31 |
Pré-Sal Petróleo S.A. – PPSA |
|
(361) |
(657) |
(139) |
Others |
|
(204) |
(79) |
(34) |
Subtotal |
|
(250) |
(111) |
(46) |
Petros |
|
(19) |
(21) |
− |
Total |
|
3,190 |
5,625 |
13,963 |
Revenues, mainly sales revenues |
|
3,450 |
5,821 |
14,672 |
Purchases and services |
|
12 |
(4) |
(494) |
Income (expenses) |
|
(582) |
(804) |
(315) |
Foreign exchange and inflation indexation charges, net |
|
(267) |
299 |
(59) |
Finance income (expenses), net |
|
577 |
313 |
159 |
Total |
|
3,190 |
5,625 |
13,963 |
(1) In July 2022, the Company disposed its entire interest in Gaspetro. |
Information on the judicialized debts from the
Brazilian Federal Government (precatórios) issued in favor of the Company arising from the petroleum and alcohol accounts
is disclosed in note 14.
The liability related to pension plans of the Company's
employees and managed by the Petros Foundation, including debt instruments, is presented in note 18.
| 36.2. | Compensation of key management
personnel |
The criteria for compensation of employees and
officers are established based on the relevant labor legislation and the Company’s Positions, Salaries and Benefits Plan (Plano
de Cargos e Salários e de Benefícios e Vantagens).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
The compensation of employees (including those
occupying managerial positions) in December 2023 and December 2022 were:
Compensation of employees, excluding officers (amounts in U.S. dollars) |
2023 |
2022 |
Lowest compensation |
920 |
759 |
Average compensation |
4,921 |
4,367 |
Highest compensation |
21,516 |
20,790 |
Employees |
2023 |
2022 |
Number of employees |
40,213 |
38,682 |
The annual compensation of Executive Officers,
including variable compensation, for the years 2023 and 2022 were:
Compensation of the Director of Petrobras (includes variable compensation) |
2023 |
2022 |
Lowest compensation (1) |
29,707 |
322,668 |
Average compensation (2) |
750,378 |
586,324 |
Highest compensation (3) |
551,477 |
437,916 |
(1) It corresponds to the lowest annual compensation, including former members, according to the Annual Circular Letter CVM/SEP of March 28, 2023. In 2023, no members have served for 12 months in the fiscal year. The value of the minimum annual individual compensation was determined based on the actual remuneration paid to members who worked throughout the year. The member with the lowest remuneration served for 1 month in the fiscal year. On the other hand, if we consider the member who served for the longest period in the fiscal year (11 months), the lowest remuneration corresponds to US$ 342,459. If the Company excluded from the calculation the amounts paid to former members, as termination of office and deferred variable compensation, and considered the amounts paid to members who held the position for less than 12 months, the lowest amount would be US$ 14,318 in 2023 and US$ 65,172 in 2022. |
(2) It corresponds to the total value of the annual compensation, including expenses with former members, divided by the number of remunerated positions (9), according to the Annual Circular Letter CVM/SEP of March 28, 2023. If the Company excluded from the average compensation the amounts paid to former members, as termination of office and deferred variable compensation, the average amount would be US$ 359,629 in 2023 and US$ 414,854 in 2022. |
(3) It corresponds to the annual compensation, without any exclusions, of the officer with the highest individual compensation, according to the Annual Circular Letter CVM/SEP of March 28, 2023. In the years 2023 and 2022, it corresponds to members who held the position for 4 and 12 months in the fiscal year, respectively. |
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 Management and Innovation in Public Services, and by the Ministry of Mines and
Energy. The total compensation is set out as follows:
|
|
|
|
|
Parent Company |
|
|
2023 |
|
2022 |
|
Executive Officers |
Board of Directors |
Total |
Executive Officers |
Board of Directors |
Total |
Wages and short-term benefits |
3.0 |
0.1 |
3.1 |
2.7 |
0.1 |
2.8 |
Social security and other employee-related taxes |
0.9 |
− |
0.9 |
0.8 |
− |
0.8 |
Post-employment benefits (pension plan) |
0.3 |
− |
0.3 |
0.4 |
− |
0.4 |
Variable compensation |
2.9 |
− |
2.9 |
2.8 |
− |
2.8 |
Benefits due to termination of tenure |
0.9 |
− |
0.9 |
0.3 |
− |
0.3 |
Total compensation recognized in the statement of income |
8.0 |
0.1 |
8.1 |
7.0 |
0.1 |
7.1 |
Total compensation paid (1) |
7.6 |
− |
7.6 |
6.3 |
− |
6.3 |
Monthly average number of members in the period |
9.00 |
11.00 |
20.00 |
9.00 |
11.00 |
20.00 |
Monthly average number of paid members in the period |
9.00 |
6.33 |
15.33 |
9.00 |
3.83 |
12.83 |
(1) It includes Variable Compensation Program (PPP) for Executive Officers. |
In 2023, expenses related to compensation of the
board members and executive officers of Petrobras amounted to US$ 13.9 (US$ 13.7 in 2022 and US$ 14.7 in 2021).
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$ 403 thousand
for 2023 (US$ 484 thousand with tax and social security costs). For 2022, the total compensation concerning these members was US$ 613
thousand (US$ 728 thousand with tax and social security costs). For 2021, it was US$ 544 thousand (US$ 642 thousand with
tax and social security costs).
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
On April 27, 2023, the shareholders, at the Company’s
Annual General Shareholders Meeting, set the threshold for the overall compensation for executive officers and board members at US$ 8.9
(R$ 44.99 million) from April 2023 to March 2024.
The average annual remuneration of the members
of Petrobras' Fiscal Council, in fiscal year 2023, was US$ 31 (US$ 38, considering social security costs). In 2022, the average
annual remuneration was US$ 28 (US$ 33, considering social security costs). In 2021, the average annual remuneration was US$ 25
(US$ 29, considering social security costs).
The Variable Compensation Program for Executive
Officers is subject to compliance with prerequisites and performance indicators. The variable remuneration to be paid changes according
to the percentage of goals achievement and its payment is deferred in 5 years.
In 2023, the Company provisioned US$ 2.9 referring
to the Performance Award Program – PPP 2023 for Executive Directors.
Exemption from damage (indemnity)
The Company's Bylaws establish since 2002 the obligation
to indemnify and keep its managers, members with statutory functions and other employees and agents who legally act by delegation of the
Company's managers, in order to cover certain expenses due to complaints, inquiries, administrative, arbitration or judicial investigations
and proceedings, in Brazil or in any other jurisdiction, which aim to impute any responsibility for regular management acts practiced
exclusively in the exercise of its activities since the date of its investiture or the beginning of the contractual relationship with
the Company.
The first Indemnity Commitment was approved by
the Board of Directors on December 18, 2018, starting from its signature until the Ordinary General Meeting of 2020. The maximum exposure
established by the Company (global limit for all eventual damages) was US$ 500.
The second Indemnity Commitment was approved by
the Board of Directors on March 25, 2020, starting from its signature until the Ordinary General Meeting of 2022. The maximum exposure
established by the Company (global limit for all possible damages) was US$ 300.
The third Indemnity Commitment was approved by
the Board of Directors on March 30, 2022, starting from its signature, until the Ordinary General Meeting of 2024. The maximum exposure
established by the Company (global limit for all possible damages) was US$ 200.
The term of coverage provided for in the Commitment
begins from the date of signature until the occurrence of the following events, whichever comes last: (i) the end of the fifth year following
the date on which the beneficiary leave, for any reason, to exercise the mandate or function/position; (ii) the course of the time required
in transit of any Process in which the Beneficiary is partly due to the practice of Regular Management Act; or (iii) the course of the
limitation period according to law to events that can generate the obligations of indemnification by the Company, including, but not limited
to, the criminal statute applicable deadline, even if such period is applied by administrative authorities or at any time when there is
an indemnifiable event based on an imprescriptible fact.
Indemnity agreements shall not cover: (i) acts
covered under Directors and Officers (D&O) insurance policy purchased by the Company, as formally recognized and implemented by the
insurance Company; (ii) acts outside the regular exercise of the duties or powers of the Beneficiaries; (iii) acts in bad faith act, malicious
acts, fraud or serious fault on the part of the Beneficiaries, observing the principle of presumed innocence; (iv) self-interested acts
or in favor of third parties that damage the Company’s social interest; (v) obligation to pay damages arising from social action
according to article 159 of Law 6,404/76 or reimbursement of the damages according to art. 11, § 5°, II of Law 6,385/76; (vi)
other cases where a manifest conflict of interest with the Company is established.
Petrobras will have no obligation to indemnify
the Beneficiaries for loss of profits, loss of business opportunity, interruption of professional activity, moral damages or indirect
damages. eventually claimed by the Beneficiaries, with compensation or reimbursement limited to the cases provided for in the Indemnity
Commitment.
In the case of conviction for an intentional act
or committed with gross error, final and unappealable in criminal, public civil, impropriety, popular action, action proposed by a third
party, or by shareholders in favor of the Company, or, still, of an unappealable administrative decision in which if it concludes by the
practice of a malicious act or committed with gross error and that has not been subject to judicial suspension, the beneficiary undertakes,
regardless of any manifestation of the independent third party, to reimburse the Company for all amounts spent by the Company within the
scope of this Commitment, including all expenses and costs
related to the process, refunding them within a period of up to 30 (thirty) days from the competent notification.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
In order to avoid the configuration of conflicts
of interest, notably as provided for in art. 156 of Law 6,404/76, the Company will hire external professionals, who may act individually
or jointly, with an unblemished, impartial and independent reputation (“Independent Third Party”), and with robust experience
to analyze any claim by the Beneficiaries on the characterization of Regular Management Act or on the hypothesis of exclusions. In addition,
Beneficiaries who are claiming said amounts are prohibited from participating in meetings or discussions that deal with the approval of
the payment of expenses, in compliance with the provisions of art. 156, head provision of Law 6,404/76, Brazilian Corporate Law.
37. | Supplemental information on statement
of cash flows |
|
2023 |
2022 |
2021 |
Amounts paid/received during the year: |
|
|
|
Withholding income tax paid on behalf of third-parties |
1,403 |
1,413 |
904 |
Transactions not involving cash |
|
|
|
Purchase of property, plant and equipment on credit |
− |
19 |
− |
Lease |
14,992 |
6,923 |
6,945 |
Provision for decommissioning costs |
2,641 |
3,260 |
(1,082) |
Use of tax credits and judicial deposit for the payment of contingency |
144 |
1,236 |
1,173 |
Assets received due to the increase of interest in concessions without disbursement |
− |
− |
165 |
Remeasurement of property, plant and equipment acquired in previous periods |
5 |
24 |
− |
Earn Out related to Atapu and Sépia fields |
280 |
694 |
54 |
The opening 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:
|
2023 |
2022 |
Reconciliation of the balance at the beginning of the period |
|
|
Cash and cash equivalents in statements of financial position |
7,996 |
10,467 |
Cash and cash equivalents classified as assets held for sale |
− |
13 |
Cash and cash equivalents according to Statements of Cash Flows (opening balance) |
7,996 |
10,480 |
| 37.1. | Reconciliation of Depreciation,
depletion and amortization with Statements of Cash Flows |
|
2023 |
2022 |
2021 |
Depreciation of Property, plant and equipment |
15,306 |
14,618 |
12,955 |
Amortization of Intangible assets |
104 |
77 |
60 |
Capitalized depreciation |
(1,965) |
(1,343) |
(1,240) |
Depreciation of right of use - recovery of PIS/COFINS |
(165) |
(134) |
(80) |
Depreciation, depletion and amortization in the Statements of Cash Flows |
13,280 |
13,218 |
11,695 |
Receipt of Earn Out relating to Sépia
and Atapu
In January 2024, the Company received the amount
of US$ 371 for the complement of the earnout of 2023 relating to the Sépia and Atapu fields. This amount includes the gross-up
of the taxes levied on the 28%, 21%, and 21% interests held in Sépia by TotalEnergies EP Brasil Ltda., PETRONAS Petróleo
Brasil Ltda., and QatarEnergy Brasil Ltda., respectively, and on the 25% and 22.5% held in Atapu by Shell Brasil Petróleo Ltda.
and TotalEnergies EP Brasil Ltda., respectively. For more information, see note 25.
NOTES TO THE FINANCIAL STATEMENTS PETROBRAS (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Petrobras signs agreement with ANP
On January 30, 2024, Petrobras signed an agreement
with ANP to settle a lawsuit relating to the recalculation of production taxes (royalties and special participation) related to oil production
in the Jubarte field, from August 2009 to February 2011 and December 2012 to February 2015.
The agreement involves the payment of US$ 172
(R$ 832 million), updated as of December 2023, to be adjusted until the date of payment of the first installment. The amounts of
the agreement will be paid in an initial installment of 35% and the remaining balance in 48 installments adjusted by the SELIC rate. On
March 4, 2024, this agreement was approved by the 23rd Federal Court of the Judicial Section of Rio de Janeiro State.
As of December 31, 2023, these amounts are accounted
for within other non-current liabilities. For further information, see note 17.2.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
Supplementary information
on Oil and Gas Exploration and Production (unaudited)
In accordance with Codification Topic 932 - Extractive
Activities – Oil and Gas, this section provides supplemental information on oil and gas exploration and production activities of
the Company. The information included in items (i) through (iii) provides historical cost information pertaining to costs incurred in
exploration, property acquisition and development, capitalized costs and results of operations. The information included in items (iv)
and (v) presents information on Petrobras’ estimated net proved reserve quantities, standardized measure of estimated discounted
future net cash flows related to proven reserves, and changes in estimated discounted future net cash flows.
The Company, on December 31, 2023, maintains activities
mainly in Brazil, in addition to activities in Argentina, Colombia and Bolivia, in South America. The equity-accounted investments are
comprised of the operations of the joint venture company MP Gulf of Mexico, LLC (MPGoM), in the USA, in which Murphy Exploration &
Production Company ("Murphy") has an 80% stake and Petrobras America Inc ("PAI") a 20% stake. The Company reports
its reserves in Brazil, United States of America and Argentina. Volumes in Bolivia are not registered as the Constitution of this country
does not allow. In Colombia, our activities are exploratory, and therefore, there are no associated reserves.
i) Capitalized
costs relating to oil and gas producing activities
As set out in note 27, the Company uses the successful efforts
method of accounting for appraisal and development costs of crude oil and natural gas production. In addition, notes 24 and 25 presents
the accounting policies applied by the Company for recognition, measurement and disclosure of property, plant and equipment and intangible
assets.
The following table summarizes capitalized costs for oil and
gas exploration and production activities with the related accumulated depreciation, depletion and amortization, and asset retirement
obligations:
|
Consolidated entities |
|
|
Brazil |
Abroad |
Total |
Equity
Method
Investees |
|
|
South
America |
Others |
Total |
|
December 31, 2023 |
|
|
|
|
|
|
Unproved oil and gas properties |
3,764 |
61 |
− |
61 |
3,825 |
− |
Proved oil and gas properties |
82,396 |
243 |
− |
243 |
82,639 |
607 |
Support Equipment |
103,285 |
758 |
1 |
759 |
104,044 |
− |
Gross Capitalized costs |
189,444 |
1,062 |
1 |
1,063 |
190,507 |
607 |
Depreciation, depletion and amortization |
(63,003) |
(811) |
(1) |
(812) |
(63,815) |
(289) |
Net capitalized costs |
126,442 |
251 |
− |
251 |
126,692 |
318 |
December 31, 2022 |
|
|
|
|
|
|
Unproved oil and gas properties |
4,227 |
55 |
− |
55 |
4,282 |
− |
Proved oil and gas properties |
83,030 |
205 |
− |
205 |
83,235 |
762 |
Support Equipment |
69,735 |
732 |
1 |
733 |
70,468 |
− |
Gross Capitalized costs |
156,993 |
992 |
1 |
993 |
157,986 |
762 |
Depreciation, depletion and amortization |
(52,836) |
(769) |
(1) |
(770) |
(53,606) |
(224) |
Net capitalized costs |
104,156 |
223 |
− |
223 |
104,380 |
538 |
December 31, 2021 |
|
|
|
|
|
|
Unproved oil and gas properties |
4,455 |
115 |
− |
115 |
4,570 |
− |
Proved oil and gas properties |
80,523 |
172 |
− |
172 |
80,695 |
832 |
Support Equipment |
67,988 |
777 |
1 |
778 |
68,766 |
− |
Gross Capitalized costs |
152,967 |
1,064 |
1 |
1,065 |
154,032 |
832 |
Depreciation, depletion and amortization |
(51,621) |
(733) |
(1) |
(734) |
(52,355) |
(296) |
Net capitalized costs |
101,345 |
331 |
− |
331 |
101,677 |
536 |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
ii)
Costs incurred in oil and gas property acquisition, exploration and development activities
Costs incurred are summarized below and include both amounts
expensed and capitalized:
|
Consolidated entities |
|
|
Brazil |
Abroad |
Total |
Equity
Method
Investees |
|
|
South
America |
Total |
|
December 31, 2023 |
|
|
|
|
|
Acquisition costs: |
|
|
|
|
|
Proved |
− |
− |
− |
− |
− |
Unproved |
146 |
− |
− |
146 |
− |
Exploration costs |
862 |
11 |
11 |
873 |
10 |
Development costs |
10,929 |
53 |
53 |
10,982 |
37 |
Total |
11,937 |
64 |
64 |
12,001 |
47 |
December 31, 2022 |
|
|
|
|
|
Acquisition costs: |
|
|
|
|
|
Proved |
− |
− |
− |
− |
− |
Unproved |
892 |
− |
− |
892 |
− |
Exploration costs |
707 |
51 |
51 |
758 |
1 |
Development costs |
6,883 |
31 |
31 |
6,914 |
30 |
Total |
8,482 |
82 |
82 |
8,564 |
31 |
December 31, 2021 |
|
|
|
|
|
Acquisition costs: |
|
|
|
|
|
Proved |
− |
− |
− |
− |
− |
Unproved |
− |
− |
− |
− |
− |
Exploration costs |
682 |
5 |
5 |
687 |
− |
Development costs |
6,035 |
44 |
44 |
6,079 |
37 |
Total |
6,717 |
49 |
49 |
6,766 |
37 |
(iii) Results of operations for oil and gas producing activities
The
Company’s results of operations from oil and gas producing activities for the years ended December 31, 2023, 2022 and 2021 are
shown in the following table. The Company transfers substantially all of its Brazilian crude oil and gas production to the RT&M and
G&LCE segments, respectively, in Brazil. The internal transfer prices calculated by the Company’s model may not be indicative
of the price the Company would have realized had this production been sold in an unregulated spot market. Additionally, the prices calculated
by the Company’s model may not be indicative of the future prices to be realized by the Company. Gas prices used are those set
out in contracts with third parties.
Production
costs are lifting costs incurred to operate and maintain productive wells and related equipment and facilities, including operating employees’
compensation, materials, supplies, fuel consumed in operations and operating costs related to natural gas processing plants.
Exploration
expenses include the costs of geological and geophysical activities and projects without economic feasibility. Depreciation and amortization
expenses relate to assets employed in exploration and development activities. In accordance with Codification Topic 932 – Extractive
Activities – Oil and Gas, income taxes are based on statutory tax rates, reflecting allowable deductions. Interest income and expense
are excluded from the results reported in this table.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
|
Consolidated entities |
Equity
Method
Investees |
|
Brazil |
Abroad |
Total |
|
|
South
America |
North
America |
Others |
Total |
|
December 31, 2023 |
|
|
|
|
|
|
|
Net operation revenues: |
|
|
|
|
|
|
|
Sales to third parties |
631 |
136 |
− |
− |
136 |
767 |
159 |
Intersegment |
66,113 |
− |
− |
− |
− |
66,113 |
− |
|
66,744 |
136 |
− |
− |
136 |
66,880 |
159 |
Production costs |
(16,946) |
(63) |
− |
− |
(63) |
(17,009) |
(36) |
Exploration expenses |
(981) |
(1) |
− |
− |
(1) |
(982) |
− |
Depreciation, depletion and amortization |
(10,186) |
(44) |
− |
− |
(44) |
(10,230) |
(26) |
Impairment of oil and gas properties |
(2,105) |
− |
− |
− |
− |
(2,105) |
(75) |
Other operating expenses |
(2,504) |
(15) |
(8) |
(1) |
(24) |
(2,528) |
(25) |
Results before income tax expenses |
34,023 |
12 |
(8) |
(1) |
3 |
34,026 |
(3) |
Income tax expenses |
(11,568) |
(4) |
3 |
1 |
(1) |
(11,569) |
− |
Results of operations (excluding corporate
overhead and interest costs) |
22,455 |
8 |
(5) |
(1) |
2 |
22,457 |
(3) |
December 31, 2022 |
|
|
|
|
|
|
|
Net operation revenues: |
|
|
|
|
|
|
|
Sales to third parties |
1,153 |
158 |
− |
− |
158 |
1,311 |
275 |
Intersegment |
76,579 |
− |
− |
− |
− |
76,579 |
− |
|
77,732 |
158 |
− |
− |
158 |
77,890 |
275 |
Production costs |
(19,975) |
(75) |
− |
− |
(75) |
(20,050) |
(41) |
Exploration expenses |
(719) |
(168) |
− |
− |
(168) |
(887) |
− |
Depreciation, depletion and amortization |
(10,373) |
(42) |
− |
− |
(42) |
(10,415) |
(42) |
Impairment of oil and gas properties |
(1,216) |
(2) |
− |
− |
(2) |
(1,218) |
− |
Other operating expenses |
3,000 |
(1) |
(8) |
21 |
12 |
3,012 |
(22) |
Results before income tax expenses |
48,449 |
(130) |
(8) |
21 |
(117) |
48,332 |
170 |
Income tax expenses |
(16,474) |
44 |
− |
(3) |
41 |
(16,433) |
− |
Results of operations (excluding corporate
overhead and interest costs) |
31,975 |
(86) |
(8) |
19 |
(76) |
31,899 |
170 |
December 31, 2021 |
|
|
|
|
|
|
|
Net operation revenues: |
|
|
|
|
|
|
|
Sales to third parties |
974 |
131 |
− |
− |
131 |
1,105 |
220 |
Intersegment |
54,479 |
− |
− |
− |
− |
54,479 |
− |
|
55,453 |
131 |
− |
− |
131 |
55,584 |
220 |
Production costs |
(14,601) |
(67) |
− |
− |
(67) |
(14,668) |
(44) |
Exploration expenses |
(685) |
(2) |
− |
− |
(2) |
(687) |
− |
Depreciation, depletion and amortization |
(8,959) |
(46) |
− |
− |
(46) |
(9,005) |
(38) |
Impairment of oil and gas properties |
3,107 |
− |
− |
− |
− |
3,107 |
− |
Other operating expenses |
809 |
15 |
114 |
(118) |
11 |
820 |
(17) |
Results before income tax expenses |
35,124 |
31 |
114 |
(118) |
27 |
35,151 |
121 |
Income tax expenses |
(11,984) |
(11) |
− |
43 |
33 |
(11,951) |
− |
Results of operations (excluding corporate
overhead and interest costs) |
23,141 |
20 |
114 |
(75) |
59 |
23,200 |
121 |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
(iv)
Reserve quantities information
As presented
in note 4.1, proved oil and gas reserves are those quantities of oil and gas, which, by analysis of geoscience and engineering data,
can be estimated with reasonable certainty to be economically producible from a given date forward, from known reservoirs, and under
existing economic conditions, operating methods, and government regulations – prior to the time at which contracts providing the
right to operate expire, unless evidence indicates that renewal is reasonably certain. The project to extract the hydrocarbons must have
commenced or there must be reasonable certainty that the project will commence within a reasonable time. Reserves estimate involves a
high degree of judgment and complexity and its application affects different items of these Financial Statements.
The
Company’s estimated net proved oil and gas reserves and changes thereto for the years 2023, 2022 and 2021 are presented in the
following table. Proved reserves are estimated in accordance with the reserve definitions prescribed by the Securities and Exchange Commission.
Proved
developed oil and gas reserves are proved reserves that can be expected to be recovered: (i) through existing wells with existing equipment
and operating methods or in which the cost of the required equipment is relatively minor compared to the cost of a new well; and (ii)
through installed extraction equipment and infrastructure operational at the time of the reserves estimate if the extraction is done
by means not involving a well.
Proved
reserves for which substantial new investments in additional wells and related facilities will be required are named proved undeveloped
reserves.
Reserve
estimates are subject to variations due to technical uncertainties in the reservoir and changes in economic scenarios. A summary of the
annual changes in the proved reserves of oil is as follows (in millions of barrels):
|
Consolidated Entities |
|
Equity Method Investees |
|
|
Proved developed and undeveloped reserves (*) |
Crude oil in Brazil |
Crude Oil in South
America |
Synthetic Oil in Brazil |
Consolidated Total |
|
Crude Oil in North
America |
|
Total |
At January 1, 2023 |
8,908 |
2 |
− |
8,910 |
|
16 |
|
8,926 |
Extensions and discoveries |
95 |
− |
− |
95 |
|
− |
|
95 |
Revisions of previous estimates |
1,140 |
− |
− |
1,140 |
|
2 |
|
1,142 |
Sales of reserves |
(147) |
− |
− |
(147) |
|
− |
|
(147) |
Production for the year |
(786) |
− |
− |
(786) |
|
(2) |
|
(789) |
Reserves at December 31, 2023 |
9,210 |
2 |
− |
9,212 |
|
16 |
|
9,228 |
At January 1, 2022 |
8,406 |
2 |
10 |
8,419 |
|
17 |
|
8,435 |
Revisions of previous estimates |
1,705 |
− |
− |
1,705 |
|
3 |
|
1,708 |
Sales of reserves (1) |
(455) |
− |
(10) |
(465) |
|
(1) |
|
(465) |
Production for the year |
(748) |
− |
(1) |
(749) |
|
(3) |
|
(752) |
Reserves at December 31, 2022 |
8,908 |
2 |
− |
8,910 |
|
16 |
|
8,926 |
At January 1, 2021 |
7,534 |
− |
− |
7,534 |
|
18 |
|
7,552 |
Extensions and discoveries |
− |
− |
− |
− |
|
− |
|
− |
Revisions of previous estimates |
1,654 |
2 |
11 |
1,667 |
|
1 |
|
1,668 |
Sales of reserves |
(9) |
− |
− |
(9) |
|
− |
|
(9) |
Production for the year |
(773) |
− |
(1) |
(774) |
|
(3) |
|
(777) |
Reserves at December 31, 2021 |
8,406 |
2 |
10 |
8,419 |
|
17 |
|
8,435 |
(1) Includes the effects of the write-offs related to the Co-Participation Agreements of Atapu and Sepia fields. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
A summary
of the annual changes in the proved reserves of natural gas is as follows (in billions of cubic feet):
|
Consolidated Entities |
|
Equity Method Investees |
|
|
Proved developed and undeveloped reserves (*) |
Natural Gas in Brazil |
Natural Gas in South
America |
Synthetic Gas in Brazil |
Consolidated Total |
|
Natural Gas in North
America |
|
Total |
At January 1, 2023 |
8,504 |
173 |
− |
8,677 |
|
6 |
|
8,683 |
Extensions and discoveries |
779 |
15 |
− |
794 |
|
− |
|
794 |
Revisions of previous estimates |
673 |
(5) |
− |
668 |
|
1 |
|
669 |
Sales of reserves |
(47) |
− |
− |
(47) |
|
− |
|
(47) |
Production for the year |
(573) |
(20) |
− |
(594) |
|
(1) |
|
(595) |
Reserves at December 31, 2023 |
9,335 |
163 |
− |
9,498 |
|
7 |
|
9,504 |
At January 1, 2022 |
7,912 |
177 |
17 |
8,106 |
|
7 |
|
8,113 |
Revisions of previous estimates |
1,560 |
16 |
− |
1,575 |
|
− |
|
1,575 |
Sales of reserves (1) |
(382) |
− |
(15) |
(397) |
|
(1) |
|
(398) |
Production for the year |
(586) |
(20) |
(1) |
(606) |
|
(1) |
|
(607) |
Reserves at December 31, 2022 |
8,504 |
173 |
− |
8,677 |
|
6 |
|
8,683 |
At January 1, 2021 |
7,062 |
26 |
− |
7,088 |
|
8 |
|
7,095 |
Extensions and discoveries |
− |
− |
− |
− |
|
− |
|
− |
Revisions of previous estimates |
1,512 |
167 |
18 |
1,697 |
|
− |
|
1,697 |
Sales of reserves |
(14) |
− |
− |
(14) |
|
− |
|
(14) |
Production for the year |
(647) |
(16) |
(1) |
(664) |
|
(1) |
|
(666) |
Reserves at December 31, 2021 |
7,912 |
177 |
17 |
8,106 |
|
7 |
|
8,113 |
(1) Includes the effects of the write-offs related to the Co-Participation Agreements of Atapu and Sepia fields. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
Natural gas production volumes used in these
tables are the net volumes withdrawn from our proved reserves, including gas consumed in operations and excluding reinjected gas. Our
disclosure of proved gas reserves includes gas consumed in operations, which represent 35% of our total proved reserves of natural gas
as of December 31, 2023.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
The
tables below summarize information about the changes in total proved reserves of crude oil and natural gas, in millions of barrels of
oil equivalent, in our consolidated entities and equity method investees for 2023, 2022 and 2021:
|
Consolidated Entities |
|
Equity Method Investees |
|
|
Proved developed and undeveloped reserves (*) |
Oil equivalent in Brazil |
Oil equivalent in South
America |
Synthetic Oil in Brazil |
Consolidated Total |
|
Oil equivalent in North
America |
|
Total |
At January 1, 2023 |
10,423 |
33 |
− |
10,455 |
|
17 |
|
10,473 |
Extensions and discoveries |
233 |
3 |
− |
236 |
|
− |
|
237 |
Revisions of previous estimates |
1,260 |
(1) |
− |
1,259 |
|
2 |
|
1,262 |
Sales of reserves |
(155) |
− |
− |
(155) |
|
− |
|
(155) |
Production for the year |
(888) |
(4) |
− |
(892) |
|
(2) |
|
(894) |
Reserves at December 31, 2023 |
10,873 |
31 |
− |
10,904 |
|
17 |
|
10,921 |
At January 1, 2022 |
9,816 |
33 |
13 |
9,862 |
|
18 |
|
9,880 |
Revisions of previous estimates |
1,983 |
3 |
− |
1,986 |
|
3 |
|
1,989 |
Sales of reserves (1) |
(523) |
− |
(12) |
(536) |
|
(1) |
|
(536) |
Production for the year |
(852) |
(4) |
(1) |
(857) |
|
(3) |
|
(860) |
Reserves at December 31, 2022 |
10,423 |
33 |
− |
10,455 |
|
17 |
|
10,473 |
At January 1, 2021 |
8,792 |
5 |
− |
8,797 |
|
19 |
|
8,816 |
Extensions and discoveries |
− |
− |
− |
− |
|
1 |
|
1 |
Revisions of previous estimates |
1,923 |
32 |
14 |
1,969 |
|
2 |
|
1,971 |
Sales of reserves |
(11) |
− |
− |
(11) |
|
− |
|
(11) |
Production for the year |
(888) |
(3) |
(1) |
(892) |
|
(3) |
|
(896) |
Reserves at December 31, 2021 |
9,816 |
33 |
13 |
9,862 |
|
18 |
|
9,880 |
(1) Includes the effects of the write-offs related to the Co-Participation Agreements of Atapu and Sepia fields. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
In 2023,
we incorporated 1,262 million boe of proved reserves by revising previous estimates, including:
(i)
addition of 1,092 million boe arising from the good performance of assets, mainly in Búzios, Tupi and Atapu fields, in the Santos
Basin;
(ii)
addition of 170 million boe due to new projects and other revisions.
We did
not have relevant changes related to the variation in the oil price.
In addition,
we incorporated 237 million boe from discoveries and extensions, mainly due to the declaration of commerciality of Raia Manta and Raia
Pintada fields (non-operated), in the Campos Basin.
Moreover,
proved reserves were reduced by 155 million boe, resulting from sales.
The
Company's total proved reserve resulted in 10,921 million boe in 2023, considering the variations above and the reduction from 2023 production
of 894 million boe. Production refers to volumes that were previously included in our reserves and, therefore, does not consider natural
gas liquids, since the reserve is estimated at a reference point prior to gas processing, except in the United States of America and
Argentina. The production also does not consider volumes of injected gas, the production of Extended Well Tests in exploratory blocks
and production in Bolivia, since the Bolivian Constitution does not allow the registration of reserves by the Company.
In 2022,
we incorporated 1,989 million boe of proved reserves by revising previous estimates, including:
(i)
addition of 1,279 million boe due to new projects, mainly in Búzios field and in other fields in the Santos and Campos Basins;
and
(ii)
addition of 710 million boe arising from other revisions, mainly due to good performance of reservoirs in the pre-salt layer of Santos
Basin and to the contract term extension of Rio Urucu and Leste do Urucu fields.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
We did
not have relevant changes related to the variation in the oil price.
The
addition in our proved reserves were partially offset by the reduction of 536 million boe, due to the effects of the transfer of interests
of 5% of the Surplus Volume of the Transfer of Rights of Búzios field, of the write-offs related to the Co-Participation Agreements
of Atapu and Sepia fields and of sales of properties in mature fields.
The
Company's total proved reserve resulted in 10,473 million boe in 2022, considering the variations above and the reduction from 2022 production
of 860 million boe. Production refers to volumes that were previously included in our reserves and, therefore, does not consider natural
gas liquids, since the reserve is estimated at a reference point prior to gas processing, except in the United States of America and
Argentina. The production also does not consider volumes of injected gas, the production of Extended Well Tests in exploratory blocks
and production in Bolivia, since the Bolivian Constitution does not allow the registration of reserves by the Company.
In 2021,
we incorporated 1,971 million boe of proved reserves by revising previous estimates, including:
(i)
addition of 1,376 million boe due to new projects, mainly in Búzios field and in other fields in the Santos and Campos Basins.
The new projects in Búzios field were made possible due to the acquisition of the Transfer of Rights Surplus and the approval
of Búzios Coparticipation Agreement;
(ii)
addition of 429 million boe related to economic revisions, mainly due to the increase in oil prices; and
(iii)
addition of 166 million boe arising from technical revisions, mainly due to good performance and increased production experience in reservoirs
in the pre-salt layer of Santos Basin.
The
additions in our proved reserves were partially offset by the reduction of 11 million boe due to sales of proved reserves.
The
Company's total proved reserve resulted in 9,880 million boe in 2021, considering the variations above and the reduction from 2021 production
of 896 million boe. Production refers to volumes that were previously included in our reserves and, therefore, does not consider natural
gas liquids, since the reserve is estimated at a reference point prior to gas processing, except in the United States of America and
Argentina. The production also does not consider volumes of injected gas, the production of Extended Well Tests in exploratory blocks
and production in Bolivia, since the Bolivian Constitution does not allow the registration of reserves by the Company.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
The
tables below present the volumes of proved developed and undeveloped reserves, net, that is, reflecting Petrobras' participation:
|
2023 |
|
Crude Oil |
Synthetic Oil |
Natural Gas |
Synthetic Gas |
Total oil and gas |
|
(mmbbl) |
(bncf) |
(mmboe) |
Net proved developed reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
4,710 |
− |
5,522 |
− |
5,694 |
South America, outside Brazil (1) |
1 |
− |
92 |
− |
17 |
Total Consolidated Entities |
4,711 |
− |
5,614 |
− |
5,711 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
14 |
− |
6 |
− |
15 |
Total Equity Method Investees |
14 |
− |
6 |
− |
15 |
Total developed Consolidated and Equity Method Investees |
4,726 |
− |
5,620 |
− |
5,727 |
Net proved undeveloped reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
4,500 |
− |
3,814 |
− |
5,179 |
South America, outside Brazil (1) |
1 |
− |
70 |
− |
13 |
Total Consolidated Entities |
4,501 |
− |
3,884 |
− |
5,193 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
2 |
− |
1 |
− |
2 |
Total Equity Method Investees |
2 |
− |
1 |
− |
2 |
Total undeveloped Consolidated and Equity Method Investees |
4,503 |
− |
3,885 |
− |
5,194 |
Total proved reserves (developed and undeveloped) |
9,228 |
− |
9,504 |
− |
10,921 |
(1) South America oil reserves includes 25% of natural gas liquid (NGL) in proved developed reserves and 26% of NGL in proved undeveloped reserves. North America oil reserves includes 6% of natural gas liquid (NGL) in proved developed reserves and 7% of NGL in proved undeveloped reserves. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
|
2022 |
|
Crude Oil |
Synthetic Oil |
Natural Gas |
Synthetic Gas |
Total oil and gas |
|
(mmbbl) |
(bncf) |
(mmboe) |
Net proved developed reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
4,185 |
− |
5,097 |
− |
5,093 |
South America, outside Brazil (1) |
1 |
− |
91 |
− |
17 |
Total Consolidated Entities |
4,186 |
− |
5,188 |
− |
5,110 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
14 |
− |
5 |
− |
15 |
Total Equity Method Investees |
14 |
− |
5 |
− |
15 |
Total developed Consolidated and Equity Method Investees |
4,200 |
− |
5,193 |
− |
5,125 |
Net proved undeveloped reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
4,723 |
− |
3,407 |
− |
5,330 |
South America, outside Brazil (1) |
1 |
− |
82 |
− |
15 |
Total Consolidated Entities |
4,724 |
− |
3,489 |
− |
5,346 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
2 |
− |
1 |
− |
2 |
Total Equity Method Investees |
2 |
− |
1 |
− |
2 |
Total undeveloped Consolidated and Equity Method Investees |
4,726 |
− |
3,490 |
− |
5,348 |
Total proved reserves (developed and undeveloped) |
8,926 |
− |
8,683 |
− |
10,473 |
(1) South America oil reserves includes 24% of natural gas liquid (NGL) in proved developed reserves and 24% of NGL in proved undeveloped reserves. North America oil reserves includes 2% of natural gas liquid (NGL) in proved developed reserves and 4% of NGL in proved undeveloped reserves. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
|
2021 |
|
Crude Oil |
Synthetic Oil |
Natural Gas |
Synthetic Gas |
Total oil and gas |
|
(mmbbl) |
(bncf) |
(mmboe) |
Net proved developed reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
4,711 |
10 |
5,232 |
17 |
5,656 |
South America, outside Brazil (1) |
1 |
− |
79 |
− |
15 |
Total Consolidated Entities |
4,712 |
10 |
5,310 |
17 |
5,671 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
15 |
− |
6 |
− |
16 |
Total Equity Method Investees |
15 |
− |
6 |
− |
16 |
Total developed Consolidated and Equity Method Investees |
4,727 |
10 |
5,316 |
17 |
5,687 |
Net proved undeveloped reserves (*): |
|
|
|
|
|
Consolidated Entities |
|
|
|
|
|
Brazil |
3,695 |
− |
2,681 |
− |
4,173 |
South America, outside Brazil (1) |
1 |
− |
98 |
− |
18 |
Total Consolidated Entities |
3,696 |
− |
2,779 |
− |
4,191 |
Equity Method Investees |
|
|
|
|
|
North America (1) |
2 |
− |
1 |
− |
2 |
Total Equity Method Investees |
2 |
− |
1 |
− |
2 |
Total undeveloped Consolidated and Equity Method Investees |
3,698 |
− |
2,780 |
− |
4,193 |
Total proved reserves (developed and undeveloped) |
8,425 |
10 |
8,096 |
17 |
9,880 |
(1) South America oil reserves includes 24% of natural gas liquid (NGL) in proved developed reserves and 24% of NGL in proved undeveloped reserves. North America oil reserves includes 2% of natural gas liquid (NGL) in proved developed reserves and 3% of NGL in proved undeveloped reserves. |
(*) Apparent differences in the sum of the numbers are due to rounding. |
In 2023, we standardized the conversion between gas and oil equivalent to 5,614.65 ft3 = 1 boe, which is equivalent to the conversion used in contracts in Brazil. Quantities from previous years were restated with the new conversion. |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
(v) Standardized measure of discounted future
net cash flows relating to proved oil and gas quantities and changes therein
The standardized measure of discounted future net
cash flows, related to the above proved oil and gas reserves, is calculated in accordance with the requirements of Codification Topic
932 – Extractive Activities – Oil and Gas.
Estimated future cash inflows from production in
Brazil are computed by applying the average price during the 12-month period prior to the ending date of the period covered by the report,
determined as an unweighted arithmetic average of the first-day-of-the-month price for each month within such period, unless prices are
defined by contractual arrangements, excluding escalations based upon future conditions. Future price changes are limited to those provided
by contractual arrangements existing at the end of each reporting year. Future development and production costs are those estimated future
expenditures necessary to develop and produce year-end estimated proved reserves based on current costs, including abandonment costs,
assuming continuing economic conditions. Estimated future income taxes (including future social contributions on net income - CSLL) are
calculated by applying appropriate year-end statutory tax rates. The amounts presented as future income taxes expenses reflect allowable
deductions considering statutory tax rates. Discounted future net cash flows are calculated using 10% mid-period discount factors. This
discounting requires a year-by-year estimate of when the future expenditures will be incurred and when the reserves will be produced.
The valuation prescribed under Codification Topic
932 – Extractive Activities – Oil and Gas requires assumptions as to the timing and amount of future development and production
costs. The calculations are made as of December 31 each year and should not be relied upon as an indication of Petrobras’ future
cash flows or the value of its oil and gas reserves.
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
Standardized measure of discounted future
net cash flows:
|
Consolidated entities |
Equity
Method
Investees |
|
|
Abroad |
|
|
Brazil |
South
America |
Total |
December 31, 2023 |
|
|
|
|
Future cash inflows |
819,428 |
650 |
820,078 |
1,213 |
Future production costs |
(348,787) |
(354) |
(349,142) |
(191) |
Future development costs |
(64,121) |
(113) |
(64,235) |
(13) |
Future income tax expenses |
(140,774) |
(43) |
(140,818) |
− |
Undiscounted future net cash flows |
265,745 |
139 |
265,884 |
1,009 |
10 percent midyear annual discount for timing of estimated cash flows (1) |
(120,216) |
(46) |
(120,262) |
(319) |
Standardized measure of discounted future net cash flows |
145,529 |
93 |
145,622 |
691 |
December 31, 2022 |
|
|
|
|
Future cash inflows |
983,826 |
837 |
984,663 |
1,581 |
Future production costs |
(399,655) |
(357) |
(400,012) |
(273) |
Future development costs |
(62,548) |
(128) |
(62,676) |
(21) |
Future income tax expenses |
(178,412) |
(88) |
(178,500) |
− |
Undiscounted future net cash flows |
343,211 |
264 |
343,475 |
1,287 |
10 percent midyear annual discount for timing of estimated cash flows (1) |
(151,828) |
(124) |
(151,951) |
(401) |
Standardized measure of discounted future net cash flows |
191,383 |
141 |
191,524 |
886 |
December 31, 2021 |
|
|
|
|
Future cash inflows |
612,924 |
587 |
613,511 |
1,129 |
Future production costs |
(264,158) |
(261) |
(264,419) |
(329) |
Future development costs |
(44,027) |
(107) |
(44,134) |
(28) |
Future income tax expenses |
(104,568) |
(61) |
(104,628) |
− |
Undiscounted future net cash flows |
200,171 |
159 |
200,330 |
772 |
10 percent midyear annual discount for timing of estimated cash flows (1) |
(85,391) |
(70) |
(85,461) |
(303) |
Standardized measure of discounted future net cash flows |
114,780 |
89 |
114,869 |
470 |
(1) Semiannual capitalization |
Apparent differences in the sum of the numbers are due to rouding. |
Petróleo Brasileiro S.A. – Petrobras Supplementary information (unaudited) (Expressed in millions of US Dollars, unless otherwise indicated) |
Changes in discounted net future cash flows:
|
Consolidated entities |
Equity
Method
Investees |
|
|
Abroad |
|
|
Brazil |
South
America |
Total |
Balance at January 1, 2023 |
191,383 |
141 |
191,524 |
886 |
Sales and transfers of oil and gas, net of production cost |
(49,797) |
(54) |
(49,851) |
(123) |
Development cost incurred |
10,929 |
53 |
10,982 |
37 |
Net change due to purchases and sales of minerals in place |
(3,894) |
− |
(3,894) |
− |
Net change due to extensions, discoveries and improved recovery related costs |
5,858 |
19 |
5,876 |
11 |
Revisions of previous quantity estimates |
31,616 |
3 |
31,619 |
82 |
Net change in prices, transfer prices and in production costs |
(63,907) |
(97) |
(64,004) |
(201) |
Changes in estimated future development costs |
(16,409) |
(27) |
(16,436) |
(17) |
Accretion of discount |
19,138 |
20 |
19,159 |
68 |
Net change in income taxes |
20,611 |
30 |
20,641 |
− |
Other - unspecified |
− |
5 |
5 |
(53) |
Balance at December 31, 2023 |
145,529 |
93 |
145,622 |
691 |
Balance at January 1, 2022 |
114,780 |
89 |
114,869 |
470 |
Sales and transfers of oil and gas, net of production cost |
(54,230) |
(62) |
(54,291) |
(235) |
Development cost incurred |
6,883 |
31 |
6,913 |
29 |
Net change due to purchases and sales of minerals in place |
(17,030) |
− |
(17,030) |
− |
Net change due to extensions, discoveries and improved recovery related costs |
− |
− |
− |
10 |
Revisions of previous quantity estimates |
64,535 |
17 |
64,553 |
82 |
Net change in prices, transfer prices and in production costs |
129,462 |
122 |
129,584 |
349 |
Changes in estimated future development costs |
(23,317) |
(39) |
(23,356) |
(4) |
Accretion of discount |
11,478 |
14 |
11,492 |
93 |
Net change in income taxes |
(41,178) |
(17) |
(41,194) |
− |
Other - unspecified |
− |
(15) |
(15) |
92 |
Balance at December 31, 2022 |
191,383 |
141 |
191,524 |
886 |
Balance at January 1, 2021 |
45,978 |
1 |
45,979 |
74 |
Sales and transfers of oil and gas, net of production cost |
(38,074) |
(43) |
(38,117) |
(177) |
Development cost incurred |
6,035 |
44 |
6,079 |
37 |
Net change due to purchases and sales of minerals in place |
(246) |
− |
(246) |
− |
Net change due to extensions, discoveries and improved recovery related costs |
− |
− |
− |
10 |
Revisions of previous quantity estimates |
41,211 |
205 |
41,416 |
30 |
Net change in prices, transfer prices and in production costs |
108,268 |
58 |
108,326 |
401 |
Changes in estimated future development costs |
(19,900) |
(119) |
(20,019) |
3 |
Accretion of discount |
4,598 |
− |
4,598 |
49 |
Net change in income taxes |
(33,089) |
(47) |
(33,136) |
48 |
Other - unspecified |
− |
(9) |
(9) |
(7) |
Balance at December 31, 2021 |
114,780 |
89 |
114,869 |
470 |
Apparent differences in the sum of the numbers are due to rounding. |
Independent
auditor's report on the consolidated financial statements
KPMG Auditores Independentes Ltda.
Rua do Passeio, 38 - Setor 2 - 17º andar - Centro
20021-290 - Rio de Janeiro/RJ - Brasil
Caixa Postal 2888 - CEP 20001-970 - Rio de Janeiro/RJ - Brasil
Telefone +55 (21) 2207-9400
www.kpmg.com.br
|
To the Board of Directors
and Shareholders of
Petróleo Brasileiro
S.A. - Petrobras
Rio de Janeiro – RJ |
Opinion |
We have audited the consolidated financial statements
of Petróleo Brasileiro S.A. - Petrobras S.A. ("Company") which comprise the consolidated statement of financial position
as at December 31, 2023, the consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows
for the year then ended, and notes to the consolidated financial statements, including material accounting policies and other explanatory
information.
In our opinion, the accompanying consolidated
financial statements present fairly, in all material respects, the consolidated financial position of Petróleo Brasileiro S.A.
- Petrobras S.A., as at December 31, 2023, and its consolidated financial performance and its consolidated cash flows for the year then
ended in accordance with International Financial Reporting Standards (IFRS). |
Basis for opinion |
We conducted our audit in accordance with International
Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors Responsibilities for
the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in
accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements included in the Accountants
Professional Code of Ethics (“Código de Ética Profissional do Contador”) and in the professional standards
issued by the Brazilian Federal Accounting Council (“Conselho Federal de Contabilidade”), and we have fulfilled our
ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
|
Opinion |
We have audited the consolidated financial statements
of Petróleo Brasileiro S.A. - Petrobras S.A. ("Company") which comprise the consolidated statement of financial position
as at December 31, 2023, the consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows
for the year then ended, and notes to the consolidated financial statements, including material accounting policies and other explanatory
information.
In our opinion, the accompanying consolidated
financial statements present fairly, in all material respects, the consolidated financial position of Petróleo Brasileiro S.A.
- Petrobras S.A., as at December 31, 2023, and its consolidated financial performance and its consolidated cash flows for the year then
ended in accordance with International Financial Reporting Standards (IFRS). |
Basis for opinion |
We conducted our audit in accordance with International
Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditors Responsibilities for
the Audit of the Consolidated Financial Statements section of our report. We are independent of the Company and its subsidiaries in
accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements included in the Accountants
Professional Code of Ethics (“Código de Ética Profissional do Contador”) and in the professional standards
issued by the Brazilian Federal Accounting Council (“Conselho Federal de Contabilidade”), and we have fulfilled our
ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our audit opinion.
|
Key Audit Matters |
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not express a separate opinion on these matters. |
1 - Assessment of the measurement of the actuarial obligation of the defined benefit pension and health care plans |
According to notes 4.4 and 18.3 of the consolidated financial statements. |
Key audit matter |
How the matter was addressed in our audit |
The Company sponsors defined benefit pension
and health care plans that provide supplementary post retirement benefits and medical care to its employees.
The measurement of the actuarial obligation
of the pension and health care plans is dependent, in part, of certain actuarial assumptions. These assumptions include the discount rate
and projected medical and hospital costs. The Company hires external actuary to assist in the process of assessing the actuarial assumptions
and valuing the actuarial obligation under its pension and health care plans.
We considered the measurement of the actuarial
obligations for the pension and health care plans as a key audit matter due to the level of judgment inherent to the actuarial assumptions
determination, as well as for the impact that changes on these assumptions could have on the actuarial obligations of the pension and
health care plans. |
Our audit procedures included, but were not
limited to:
-
Tests of design and effectiveness of certain internal
controls related to the process of measuring the actuarial liability, including controls related to the development, review and approval
of the discount rates assumptions and projected medical and hospital costs;
-
Assessment of the scope, competency, and objectivity
of the external actuary hired to assist in the estimate definition of the actuarial obligations for the pension and health care plans,
including the nature and scope of the work performed, their qualification and professional experience; and
-
Assessment, with the support of our actuarial specialists,
of the assumptions such as discount rates and projected medical and hospital costs, including comparing them to data obtained from external
sources.
According to the evidence obtained from performing
the procedures described above, we considered that the measurement of the actuarial liability of the defined benefit pension and health
care plans is acceptable in the context of the consolidated financial statements taken as a whole, for the year ended December 31, 2023. |
2 - Evaluation of the impairment testing of exploration and production cash generating units |
According to notes 4.2.1, 4.2.2, 4.2.2(a) and 26 of the consolidated financial statements. |
Key audit matter |
How the matter was addressed in our audit |
The Company identifies its cash generating units (“CGUs”),
estimates the recoverable amount of each CGUs based on a projected cash flow for each CGU, and compares to the carrying amount of these
CGUs. The cash flow projections used to determine the recoverable amount depend on certain future assumptions such as: Brent oil price,
exchange rate (Brazilian Real/US Dollar), capitalizing expenditures (”CAPEX”), operating expenditures (“OPEX”),
and volume and timing estimes of recovery of the oil and gas reserves. The recoverable amount is also sensitive to changes in the discount
rate used in the cash flow.
Additionally, the definition of exploration and production segment
CGUs considers operational factors that impact the interdependencies between oil and gas assets, and, may result in redefinition through
aggregations or segregations of the exploration and production areas into CGUs.
We considered the impairment testing of exploration and production
cash generating units as a key audit matter due to the level of complexity and subjectivity on the definition of exploration and production´s
CGUs, and the impact that changes in future assumptions could have on the estimate of the recoverable amount. |
Our audit procedures included, but were not
limited to:
-
Tests of design and effectiveness of certain internal
controls related to the process of determining the recoverable amount of exploration and production´s CGU assets, including controls
related to the review and approval of the determination of the CGUs, and of the key assumptions used to estimate the recoverable amount;
-
Assessment of the operational factors considered
by the Company for changes in exploration and production CGUs during the year, and compared them to information obtained from internal
and external sources;
-
Assessment of the determination of recovery of
oil and gas reserves estimates internally prepared, by comparing it with volumes certified by external reservoirs specialists hired by
the Company, and, for a sampling selection of CGUs, with historical data on production;
-
Assessment of the scope, competency, and objectivity
of the Company´s internal engineers responsible for the estimate of the oil and gas reserves, as well as the external reservoir
specialists hired by the Company, this included assessing the nature and scope of the work performed, and their qualifications and professional
experience;
-
Assessment, for a sampling selection of CGUs, of
the CAPEX and OPEX used on the cash flows projection by comparing to the same business plan approved by the Company, and its long-term
budgets;
-
Assessment of Company’s ability to project
cash flows by comparing the estimated cash flows with actual Company´s cash flows for the year ended December 31, 2023 for a selection
of CGUs; and
-
Assessment, with the support of our valuation specialists,
of the key assumptions used in the impairment test, such as discount rate, future price of oil and natural gas and exchange rates, comparing
them to external market data.
According to the evidence obtained from performing
the procedures described above, we considered that the recoverable amounts for assets of the exploration and production cash generating
units are acceptable in the context of the consolidated financial statements taken as a whole, for the year ended December 31, 2023. |
3 - Evaluation of the estimate of the provision for decommissioning costs |
According to notes 4.6 and 20 of the consolidated financial statements. |
Key audit matter |
How the matter was addressed in our audit |
As a part of its operations, the Company incurs on costs related
to the obligation to restore and rehabilitate the environment upon the area abandonment.
The Company’s estimate of the provision for decommissioning
costs includes assumptions in relation to the extent of the obligations assumed for environmental restoration, which comprise the costs
for decommissioning and removal of oil and gas production facilities, as well as the estimated timing of the abandonment.
We considered the evaluation of the estimate
of the provision for decommissioning costs as a key audit matter due to the level of judgment involved on determining the respective assumptions,
especially on the extent of the obligations assumed for the environmental repair, which is the criteria to be met when the removal and
restoration actually occurs, the timing and estimated costs of abandonment. |
Our audit procedures included, but were not limited to:
-
Tests of design and effectiveness of certain internal
controls related to the process of defining the provision for decommissioning areas estimate, including controls related to the development,
review and approval of the key assumptions such as timing of area abandonment and estimated costs of abandonment;
-
Assessment of the assumptions of abandonment timing
used by the Company, by comparing the production curves and useful life of the oil and gas reserves used in the estimate, with oil and
gas reserve volumes certified by external reservoirs specialists hired by the Company;
-
Assessment of the estimated costs of abandonment
by comparing certain costs with external market data;
-
Assessment of the scope, competency, and objectivity
of the Company´s internal engineers responsible for the production curves and useful life of the oil and gas reserves, as well as
the external reservoir specialists hired by the Company, which included assessing the nature and scope of the work performed, and their
qualifications and professional experience; and
-
Assessment of Company’s ability to prepare
this estimate by comparing a sampling selection of actual expenditure incurred with the decommissioning of oil and gas production facilities
already under abandonment, to the provision for decommissioning previously recognized for such facilities.
During the course of our audit procedures, were identified unrecorded
adjustments that affect the measurement and disclosure of the provision for decommissioning costs, which were not corrected by management,
since they were considered to be immaterial.
According to the evidence obtained from performing the procedures
described above, we considered that the amount of provision for decommissioning costs is acceptable in the context of the consolidated
financial statements taken as a whole, for the year ended December 31, 2023. |
Other Information |
Management is responsible for the other information.
The other information comprises the Financial Performance Report.
Our opinion on the consolidated financial statements
does not cover the Financial Performance Report and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated
financial statements, our responsibility is to read the Financial Performance Report and, in doing so, consider whether the other information
is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to
be materially misstated. If, based on the work performed, we conclude that there is material misstatement in the Financial Performance
Report, we are required to report on that fact. We have nothing to report in this regard. |
Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements |
Management is responsible for the preparation
and fair presentation of the consolidated financial statements in accordance with IFRS, and for such internal control as management determines
is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud
or error.
In preparing the consolidated financial statements,
management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters
related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or
to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible
for overseeing the Company’s financial reporting process. |
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements |
Our objectives are to obtain reasonable assurance
about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and
to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but it is not a guarantee
that an audit conducted in accordance with International Standards on Auditing will always detect possible existing material misstatements.
Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these consolidated financial statements.
As part of our audit in accordance with ISAs,
we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
-
Identify and assess the risks of material misstatement
of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks,
and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting material misstatement
resulting from fraud is higher than for one resulting from error, as fraud may involve the act of collusion, forgery, intentional omissions,
misrepresentations, or the override of internal control.
-
Obtain an understanding of internal control relevant
to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion
on the effectiveness of the Company’s internal control.
-
Evaluate the appropriateness of accounting policies
used and the reasonableness of accounting estimates and related disclosures made by management.
-
Conclude on the appropriateness of management’s
use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related
to events or conditions that may cast significant doubt on the Company’s and its subsidiaries' ability to continue as a going concern.
If we conclude that a material uncertainty exists, then we are required to draw attention in our auditors’ report to the related
disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our auditor´s report. However, future events or conditions may cause the
Company and its subsidiaries to cease to continue as a going concern.
-
Evaluate the overall presentation, structure and
content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent
the underlying transactions and events in a manner that achieves fair presentation.
-
Obtain sufficient appropriate audit evidence regarding
the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial
statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our
audit opinion.
We communicate with those charged with governance
regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies
in internal control that we identify during our audit.
We also provide those charged with governance
with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships
and other matters that may reasonably be thought to bear on our independence and where applicable, actions taken to eliminate threats
or safeguards applied.
From the matters communicated with those charged
with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the
current year and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation
precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated
in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such
communication.
Rio de Janeiro, March 7, 2024
KPMG Auditores Independentes Ltda.
CRC SP-014428/O-6 F-RJ
Ulysses M. Duarte Magalhães
Accountant CRC RJ-092095/O-8 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: March 7, 2024
PETRÓLEO BRASILEIRO S.A–PETROBRAS
By: /s/ Sergio Caetano Leite
______________________________
Sergio Caetano Leite
Chief Financial Officer and Investor Relations
Officer
Petroleo Brasileiro ADR (NYSE:PBR.A)
Historical Stock Chart
From Dec 2024 to Jan 2025
Petroleo Brasileiro ADR (NYSE:PBR.A)
Historical Stock Chart
From Jan 2024 to Jan 2025