Petrobras announces that, together with the Ministry of Transparency, Oversight and Control (Ministerio da Transparencia, Fiscalizacao e Controle – “MTFC”), the Public Prosecutor’s Office (Ministerio Publico Federal – “MPF”), the General Counsel for the Republic (Advocacia Geral da Uniao – “AGU”) and SBM Offshore, it signed a leniency agreement through which the Dutch company will pay compensation of US$341.8 million (approximately R$1.12 billion), as follows: US$328.2 million to Petrobras and US$13.6 million to the Brazilian government. The agreement is the outcome of a negotiation process that began in March 2015.
Petrobras will receive US$149.2 million, in three installments. The first, US$129.2 million, will be paid as soon as the agreement comes into effect. The second and third, US$10 million each, will be paid 12 and 24 months after the agreement was signed.
The other US$179 million represents the nominal value to be deducted from future payments owed by Petrobras to SBM based on prevailing contracts.
Following this agreement, SBM will be able to participate in public tenders under way and future procurement processes. The company will have to pass through all the compliance filters and controls to which Petrobras suppliers are subject.
This is an important milestone in the set of measures being taken to ensure that Petrobras is compensated for losses it has suffered.
The total sum covered by the new agreement includes the amount already received by Petrobras, to compensate for damages, worth around R$310 million, arranged through plea bargain agreements.
See below the official joint statement giving details of the leniency agreement:
“The Ministry of Transparency, Oversight and Control (Ministério da Transparência, Fiscalizacao e Controle – “MTFC”), the Public Prosecutor’s Office (Ministério Publico Federal – “MPF”), the General Counsel for the Republic (Advocacia Geral da Uniao – “AGU”), Petroleo Brasileiro S.A. – Petrobras (“Petrobras”) and SBM Offshore, signed a settlement agreement (“Settlement Agreement”) today that closes out the inquiries of the MPF, the MTFC and Petrobras into the payment of undue advantages to employees of Petrobras. The MTFC investigation was suspended as a result of the execution of a Memorandum of Understanding between the MTFC and the SBM Offshore in March 2015. Following the execution of the Memorandum of Understanding, SBM Offshore, the MTFC, the MPF, the AGU and Petrobras engaged in negotiations which resulted in the signature today of the Settlement Agreement.
Under the terms of the Settlement Agreement, SBM Offshore is granted, by the MTFC, the MPF, the AGU and Petrobras, full discharge and exemption from legal actions for all matters related to or arising from any acts relating to its then main Brazilian agent and his companies over the period 1996 – 2012 and all related investigations conducted by Petrobras, the MPF and the MTFC.
The Settlement Agreement provides for Petrobras and SBM Offshore to resume normal business relationships.
The terms for final settlement negotiated between the Parties are made up as follows:
• cash payment by SBM Offshore totalling US$ 162.8 million, of which US$ 149.2 million will go to Petrobras, US$ 6.8 million to the MPF and US$ 6.8 million to the Council of Control of Financial Activities (Conselho de Controle de Atividades Financeiras – “COAF”), for the implementation of units for massive electronic process of information and other instruments to be used in the prevention and combat against corruption by the MPF and the COAF. This amount will be paid in three instalments. The first instalment of US$142.8 million will be payable as of the effective date of the Settlement Agreement. The two further instalments of US$10 million each will be due respectively one and two years following the effective date of the Settlement Agreement; and
• a reduction of 95% in future performance bonus payments related to FPSOs Cidade de Anchieta and Capixaba lease and operate contracts, representing a nominal value of approximately US$ 179 million over the period 2016 to 2030, or a present value for SBM Offshore of approximately US$ 112 million.
• SBM further remains under the obligation to cooperate with the procedures that may be conducted by the MTFC and the MPF against third parties, as developments of the case.
• The implementation by SBM of improvements of its internal compliance program in relation to Brazil, in consultation with the MTFC, to whom SBM for three years following the effective date of the Settlement Agreement, will periodically report on matters addressed in the agreement. These arrangements do not affect the regular activities of the compliance departments of Petrobras and of SBM Offshore.
The Public Prosecutor’s Office shall submit the Settlement Agreement for approval of the Fifth Chamber for Coordination and Review and Anti-Corruption of the Federal Prosecutor Service, to the extent it is concerned.
The MTFC will additionally send the Settlement Agreement to the Federal Court of Accounts (Tribunal de Contas da Uni?o – “TCU”).
The Settlement Agreement constitutes the results of the institutional collaboration efforts between the MTFC, the AGU and the Federal Prosecutor Service of the State of Rio de Janeiro, which jointly conducted the negotiations, with a view to reaching the best solution for the case.”
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