MATERIAL FACT - Strategic Divestment Program

RIO DE JANEIRO, July 22, 2013 /CNW/ - HRT Participações em Petróleo S.A. (the "Company" or "HRT") (BM&FBOVESPA: HRTP3, TSX-V: HRP), following the creation of a Special Committee to promptly evaluate inorganic development options for HRT, as previously disclosed on July 1st, 2013, announces the following initiatives:

  • The signing of an updated contract, on July 19th 2013, with Erickson Air-Crane Inc. (the "Buyer") for the sale of HRT's air logistics business, Air Amazonia, reflecting a reduced work program for the Solimões. This event replaces the binding Term Sheet announced on March 7th, 2013.

The updated contract reflects the revised work program for the Solimões, provides certain advantages to improve HRT financial risk management and increases operational flexibility as compared to the earlier structure.  The new terms include a reduction of the number of aircraft sold exclusively to the Buyer and a one-year initial term with annual renewal options and structured incentives over an additional four years.

Key components of the new agreement include:

  • The sale of 6 helicopters.
  • An aerial services agreement with an initial one-year term and four one-year options to support HRT's operations in the Solimões Basin.
  • An agreed-upon total transaction price between US$26 million and US$40 million depending on meeting certain contractual terms.
  • The Company has granted the Buyer with the right of first refusal on the sale of aircraft in the remaining fleet of 8 helicopters and on additional aerial services work that the Company may require.
  • Both companies expect to complete the sale in the third quarter.

Additionally, the Company is continuing with its plan to sell its remaining fleet of 8 helicopters and is currently in ongoing negotiations with other potential buyers. The market value of these helicopters is approximately US$ 30 million.

  • The commencement of discussions with leading companies to evaluate the sale of HRT's world class geochemistry services provider IPEXco.

IPEXco is a Brazilian Company, providing integrated analytical services and technology to support petroleum production and exploration players. IPEXco's projects are diversified and range from molecular geochemistry of oil and gas samples, to 3D modeling of basins. IPEXco laboratory facilities have attained important certifications, such as ISO 9001:2008 and ISO 17025:2005.

HRT has decided to open a virtual data room to expedite  access to  information on IPEXco and its business for potentially interested companies.

  • The launch of the sale of four heli-transportable drilling rigs with the capacity to drill up to a 4,000 meters depth.

We are in preliminary negotiations with potential buyers and results should be disclosed as soon as HRT has entered into a final agreement. The market value for the drilling rigs ranges from, approximately, US$ 40 million to US$ 50 million.

"This strategic process of divestment is focused on concentrating our efforts on our exploratory activity and in the transition process and operation of the Polvo field, as well as recover relevant financial resources to strengthen the cash position of HRT. These are potential paths forward to maximize value for HRT shareholders", highlighted Milton Franke, CEO of HRT.

For additional information, please contact HRT's Investor Relations Department.

Sedar Profile # 00031536
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

About HRT
HRT Participações holds one of the largest independent oil and gas exploration and production companies in Brazil. The HRT Group comprises eight main subsidiaries: IPEX (Integrated Petroleum Expertise Company Serviços em Petróleo Ltda.), HRT O&G Exploração e Produção de Petróleo Ltda., HRT Netherlands B.V., HRT África Petróleo S.A., HRT América Inc., Air Amazonia Serviços Aéreos Ltda. and HRT Canada Inc.. The Company retains a 55% interest in 21 exploratory blocks in the Solimões Basin. HRT also operates ten exploratory blocks off the Namibian coast: eight blocks in the Orange Sub-basin and two blocks in the Walvis Sub-basin. HRT's team includes PHDs and masters in geochemistry, geophysics, biology and engineering, most of them former employees of Petrobras and ANP (Brazil petroleum agency). HRT is committed to minimizing any possible environmental impacts in the sites where it acts. Our commitment to the local communities is towards health conditions, safety and quality of life. For more information, please visit the Company's website: www.hrt.com.br/ir

Disclaimer
This news release contains forward-looking statements. All statements other than statements of historical fact contained in this news release are forward-looking statements, including, without limitation, statements regarding our drilling and seismic plans, operating costs, acquisitions of equipment, expectations of finding oil, the quality of oil we expect to produce and our other plans and objectives. Readers can identify many of these statements by looking for words such as "expects", "believe", "hope" and "will" and similar words or the negative thereof. Although management believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. By their nature, forward-looking statements require us to make assumptions and, accordingly, forward-looking statements are subject to inherent risks and uncertainties. We caution readers of this news release not to place undue reliance on our forward-looking statements because a number of factors may cause actual future circumstances, results, conditions, actions or events to differ materially from the plans, expectations, estimates or intentions expressed in the forward-looking statements and the assumptions underlying the forward-looking statements.
The following risk factors could affect our operations: the contingent resource and prospective resource evaluation reports involving a significant degree of uncertainty and being based on projections that may not prove to be accurate; inherent risks to the exploration and production of oil and natural gas; limited operating history as an oil and natural gas exploration and production company; drilling and other operational hazards; breakdown or failure of equipment or processes; contractor or operator errors; non-performance by third party contractors; labour disputes, disruptions or declines in productivity; increases in materials or labour costs; inability to attract sufficient labour; requirements for significant capital investment and maintenance expenses which HRT may not be able to finance; cost overruns and delays; exposure to fluctuations in currency and commodity prices; political and economic conditions in Namibia and Brazil; complex laws that can affect the cost, manner or feasibility of doing business; environmental, safety and health regulation which may become stricter in the future and lead to an increase in liabilities and capital expenditures, including indemnity and penalties for environmental damage; early termination, non-renewal and other similar provisions in concession contracts; and competition. We caution that this list of factors is not exhaustive and that, when relying on forward-looking statements to make decisions, investors and others should also carefully consider other uncertainties and potential events. The forward-looking statements herein are made based on the assumption that our plans and operations will not be affected by such risks, but that, if our plans and operations are affected by such risks, the forward-looking statements may become inaccurate.
The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date of this news release. Except as required by applicable securities laws, we do not undertake to update such forward-looking statements.


SOURCE: HRT Participações em Petróleo S.A.

For further information:

IR CONTACT:

Ricardo Bottas Dourado - CFO and Investor Relations Officer
Sandra Calcado - Investor Relations Manager
Tainah Costa - Investor Relations Senior Analyst

+55 21 2105-9700
ri@hrt.com.br

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HRT Participações em Petróleo S.A.

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