The Brazilian National Agency of Petroleum, Natural Gas and Biofuels (“ANP”) published, on July 09, the Preliminary Tender Protocol for the first bidding round for the pre-salt area. The bidding will be held on October 21 of this year and will exclusively offer the prospect of Libra, an area with a recoverable volume estimated at between 8 and 12 billion barrels of oil.

The 1st Pre-salt Round will be held under the production sharing rules approved in Law 12.351/2010, which appointed Petrobras as the sole operator of the pre-salt areas with a minimum 30% interest. Therefore, the object of the bidding will be the remaining 70% stake for participation as non-operator.

The document is still a preliminary version of the definitive tender protocol, which will be published on August 23, after a short period of public consultation that will end on July 19. The document, however, anticipates the rules that will apply to the bidding round and is accompanied by the draft of the production sharing agreement.

The procedures for the technical, legal and financial qualifications of the 1st Pre-salt Round are similar to those required by the Tender Protocol of the Brazil Round 11, held under the concession contract rules. In addition, it will be possible to revalidate documents already presented in previous bidding rounds or farm-out processes, which may simplify the qualification process for interested companies.

Although the operation of the area is reserved for Petrobras, companies that want to bid should obtain technical qualification in categories “A” (companies qualified to operate in any operational environment) or “B” (companies qualified to operate onshore and in shallow water). The consortium interested in submitting a bid must be composed of at least one company qualified to level “A”.

The minimum net equity required for qualification in the 1st Pre-salt Round for bidders level “A” is R$554 million and for level “B” is R$277 million.

The signature bonus was fixed at the amount of R$15 billion, which shall be paid by the winning bidders. The participation fee, which is a condition to access the data package, was fixed at approximately R$2 million, while the bid guarantee will be of approximately R$156 million.

The bids shall be composed exclusively of the percentage of the profit oil offered to the Federal Government, subject to a minimum of 41.56%. The offered percentage must consider an oil barrel price between US$100 and US$120 and production per producing well of between 10 thousand and 12 thousand barrels/day. The percentage may increase or decrease during the course of the contract in accordance with the variation of the barrel price and production levels.

With respect to the percentage of local content, the following minimum percentages were established: (i) 37% in the exploration phase; (ii) 55% for the modules of the development phase that start production before 2021, and (iii) 59% for the modules of the development phase that start production as from 2022.

The period for submission of the expression of interest and qualification documents starts on July 10 and ends on September 9. Disclosure of the data package is scheduled for July 10, with its delivery being subject to payment of the participation fee and approval of the expression of interest documentation.

The Preliminary Tender Protocol and the draft of the production sharing agreement may be found on the ANP website (document in Portuguese).

For more information about the 1st Pre-salt Round or any other matter regarding this Legal Update, please contact Alexandre R. Chequer, Leonardo P. Costa, Victor Galante or Bruno Belchior.

Observations in this update about Brazilian law are by Tauil & Chequer Advogados. They are not intended to provide legal advice to any entity; any entity considering the possibility of a transaction must seek advice tailored to its particular circumstances.