Guarantees for Concession Agreements for Petroleum Exploration
Derivative Financial Instruments, HEDGE and Risk Management Activities
Pronouncements, Interpretations and Orientations That Will Come Into Force in 2010
Petrobras carries out projects jointly with Brazilian and international financial agents and with companies in the petroleum and energy sector for the purpose of making feasible the investments needed in the business areas in which the Company operates.
The project financing is made feasible through specific purpose companies (SPE), whose activities are, in essence, controlled by Petrobras through contractual commitments with the transfer of assumed benefits, risks and controls and upon the termination of each contract the Company has the right to exercise its option for purchase of the assets or the total common shares of the SPEs.
The assets and liabilities originating from these contractual commitments are recognized in the individual financial statements of Petrobras as from the entry into operation of these assets and they are inserted in notes 13.1(1) and 16, respectively.
| PROJECT | DESCRIPTION | MAIN GUARANTEES |
|---|---|---|
| BARRACUDA AND CARATINGA | To make the development of the production of the Barracuda and Caratinga fields, in the Campos Basin viable. The SPE, Barracuda e Caratinga Leasing Company B.V. (BCLC) is responsible for setting up all the assets (wells, submarine equipment and production units) required for the project. It is also the owner of them. | Guarantee provided by Brasoil to cover BCLC’s financial needs. |
| PDET | PDET Offshore S.A. is the owner of the project’s assets and its purpose is to improve the infrastructure for transfer of the oil produced in the Campos Basin to the refineries in the Southeast Region and for export. These assets have been leased to Petrobras until 2019. | All the project’s assets |
| MALHAS | A consortium between Transpetro, Transportadora Associada de Gás (TAG), formerly TNS, Nova Transportadora do Sudeste (NTS) and Nova Transportadora do Nordeste (NTN). NTS and NTN contribute to the consortium through building assets related to the transport of natural gas. TAG (a company fully owned by Gaspetro) provides assets already built previously. Transpetro contributes as operator of the gas pipelines. | Prepayments based on transport capacity to cover any eventual consortium cash shortages. |
| CABIÚNAS | Project with the purpose of increasing the transport capacity for the Campos Basin gas production. Cayman Cabiunas Investment Co. Ltd. (CCIC) provides the assets to Petrobras under an international lease agreement. | Pledge of 10.4 billion m3 of gas. |
| GASENE | Transportadora Gasene S.A. is responsible for the construction and future ownership of pipelines for transport of natural gas with a total length of 1,4 thousand kilometers and a transport capacity of 20 million cubic meters per day, connecting the Cabiúnas Terminal in Rio de Janeiro to the city of Catu, in the state of Bahia. The first segment of the Gasene project, the Cabiúnas-Vitória gas pipeline, entered into operation on November 10, 2008. The second segment of the Cacimbas-Catu gas pipeline is in the construction stage. | Pledge of credit rights. Pledge of the shares of the SPE. |
| MARLIM LESTE (P-53) | To develop the production of the Marlim Leste field, Petrobras will use a stationary production unit, P-53, which will be chartered from Charter Development LLC . The bare boat charter agreement, executed in November 2009, will be valid for a period of 15 years as from March 2010. | All the project’s assets will be given in guarantee. |
| OTHERS (ALBACORA, ALBACORA/PETROS E PCGC) | Ownership of the assets or payment of an additional lease in the event the revenue is not sufficient to meet obligations with financiers. | |
The assets originating from project financing in progress will be recorded in the property, plant and equipment of the subsidiary when these assets enter into operation and they are inserted in note 13 of the consolidated statements of Petrobras.
| PROJECT | DESCRIPTION | MAIN GUARANTEES |
|---|---|---|
| AMAZÔNIA US$ 2.1 BILLION (*) |
Construction of 385 km of gas pipeline between Coari and Manaus, and 285 km of LPG pipeline between Urucu and Coari, both of which are under the responsibility of Transportadora Urucu Manaus S.A.; and the construction of a 488 MW thermal electric power station through Companhia de Geração Termelétrica Manauara S.A. | Pledge of credit rights. Pledge of the shares of the SPE. |
| MEXILHÃO US$ 756 MILLION (*) |
Construction of a platform (PMXL-1) for production of natural gas in the Mexilhão and Cedro fields in the Santos Basin, which will be held by Companhia Mexilhão do Brasil (CMB), which will be responsible for obtaining the funds needed to build the platform. After it has been built, PMXL-1will be leased to Petrobras, which holds the concession for exploration and production in the aforementioned fields. | Pledge of credit rights. Pledge of the shares of the SPE. |
| MODERNIZATION OF REVAP US$ 1.65 BILLION (*) |
The objective of this project is to increase the heavy oil processing capacity of the Henrique Lage Refinery (Revap), bringing the diesel it produces into line with new Brazilian specifications and reducing pollution emission levels. To do this, the SPE, Cia. de Desenvolvimento e Modernização de Plantas Industriais (CDMPI) was created, which will build and lease to Petrobras a delayed coking plant, a coke naphtha hydro-treatment unit and the related units to be installed in this refinery. The Executive Committee authorized an additional payment of funds of US$ 450 million through issuing promissory notes, amounting to a total of US$ 750 million. |
Prepayments of leasing to cover any eventual cash shortages of CDMPI. |
(*) Estimated value of the investment in the project.
| PROJECT | DESCRIPTION | MAIN GUARANTEES |
|---|---|---|
| MARLIM | Consortium with Companhia Petrolífera Marlim (CPM), which provides Petrobras with the submarine equipment for petroleum production in the Marlim field. On April 30, 2009, Petrobras exercised its option for purchase of the shares of MarlimPar (holding company of CPM) and replaced board members and officers. The delisting of shares of MarlimPar and CPM has been concluded. | 70% of the production of the field limited to 720 days. |
| CLEP | Companhia Locadora de Equipamentos Petrolíferos (CLEP) provides for Petrobras’ use, assets connected to the production of petroleum located in the Campos basin, through a lease contract with a term of 10 years. On December 11, 2009 Petrobras exercised its option for purchase of the shares of CLEP and with the transfer of shares the officers of the company were replaced. |
Lease prepayments, in the event the revenue is not sufficient to meet obligations with financiers. |
| NOVA MARLIM | Consortium with NovaMarlim Petróleo S.A. (NovaMarlim) which provides submarine equipment for petroleum production and reimburses operating costs arising from operating and maintaining the field assets through an advance already made to Petrobras. On December 30, 2009 Petrobras exercised the option for purchase of the total shares of Nova MarlimPar (holding company of NovaMarlim Petróleo). | 30% of the production of the field limited to 720 days. |
The balance of reimbursements receivable, net of advances received, referring to the costs incurred by Petrobras on account of projects already negotiated with third parties is presented in note 6.1.
The ventures under negotiation, which encompass the expenses already realized by Petrobras for which there are no defined partners, total R$ 752,107 at December 31, 2009 (R$ 895,395 at December 31, 2008).
These expenditures are recorded under long-term assets as structured financing in the individual statements of Petrobras and property, plant and equipment in the consolidated financial statements.