2Q14 EARNINGS PRESENTATION. August 15, 2014

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1 2Q14 EARNINGS PRESENTATION August 15, 2014

2 2Q14 HIGHLIGHTS

3 2Q14 HIGHLIGHTS The Reorganization Plan of OGPar and its subsidiaries OGX Petróleo e Gás S.A., OGX International and OGX Austria, was approved by the vast majority of creditors at the Creditors Meeting held on June 3, 2014 and subsequently ratified by 4 th Business District Court of Rio de Janeiro. On August 6, 2014 the bidding process of Parnaíba Gas Natural SA was executed and the Company has commited to sell the remaining 36.36% equity stake of the subsidiary, for R$ 200 million + IPCA. The sell will be completed by the final judgment of the court-supervised reorganization process. Production from the Tubarão Martelo field totaled 869 thousand barrels in the second quarter, reaching an average daily production of 9.5 thousand barrels. Production in the Tubarão Martelo s third well began in July Since its production start-up in December 2013, the field produced 2.2 million barrels of oil. The Tubarão Azul Field, that resumed its activities in February 2014, produced an average of 4 thousand barrels of oil per day, reaching a total production of 367 thousand barrels in the 2Q14. Operating cash flow of R$49 million during the 2Q14, excluding reorganizational expenses of approximately R$29 million. 3

4 FINANCIAL HIGHLIGHTS 1H14 RESULTS Key Metrics 1H14 1H13 Net Revenues (R$ milllion) EBITDA (R$ million) Net Profit (Loss) (R$ million) 516 (5.527) CAPEX (R$ million) The sale of thousand barrels of oil in the 2Q14, mainly from Tubarão Martelo Field, contributed for the Company s net income posted in 1H14 4

5 2Q14 PRODUCTION

6 2Q14 PRODUCTION TUBARÃO AZUL TUBARÃO AZUL FIELD Resumed production in February Production totaled 367,000 barrels of oil in 2Q14, with a daily average production of 4.0 thousand bpd FPSO and O&M leasing costs were reduced substancially in 1Q14 to US$ 35 thousand/day and US$ 85 thousand/day, respectively. These figures remained stable in 2Q14 Estimated recoverable volume ~5.77 MM bbl (5.45MM bbl produced) 536 Total Production (thousand bbl) EBITDA PRO-FORMA (1H14 x 1H13) Thousands of R$ FPSO OSX Days of operation Offloadings - in barrels (bbls) Unit price - R$ / bbls 210,5 Sales revenue (net of freight) Sales taxes - - Royalties (13.093) (38.343) Leasing (14.919) ( ) O&M (37.166) (61.050) Logistics (28.072) (21.582) Freight Cost on Sales - (5.508) Others (1.961) (6.872) EBITDA PRO FORMA % EBITDA / Gross revenue 25,22% 37,91% EBITDA / barrel - (R$/barrel) 53,10 78,65 DAILY COST 246 2T13 1T14 2T14 Note: The reduction in production in 2Q14 compared to 2Q13 is due to the fact that fewer wells are now producing. Daily Cost (USD '000) Leasing (44) (262) O&M (116) (135) Logistics (75) (48) Others (7) (15) TOTAL (242) (460) 6

7 2Q14 PRODUCTION TUBARÃO MARTELO TUBARÃO MARTELO FIELD First oil produced in December 2013, through 2 wells. 869,000 barrels of oil produced in 2Q14, reaching a daily average production of 9.5 thousand barrels in the quarter. The third well started production in July Since its start-up in December 2013, Tubarão Martelo Field has produced 2.2 million barrels of oil. Estimated recoverable volume of 88 MM boe, as certified by DeGolyer & MacNaughton. EBITDA PRO-FORMA 1H14 Thousands of R$ FPSO OSX Days of operation 175 Offloadings - in barrels (bbls) 1,787,918 Unit price - R$ / bbls 216 Sales revenue (net of freight) 386,468 Sales taxes - Royalties (45,773) Leasing (89,729) O&M (48,878) Logistics (57,596) Others (3,783) EBITDA PRO FORMA 140,709 % EBITDA / Gross revenue 36.41% EBITDA / barrel - (R$/barrel) DAILY COST Daily Cost (USD '000) 2014 Leasing (214) O&M (127) Logistics (142) Others (9) TOTAL (492) 7

8 2Q14 PRODUCTION ATLANTA & OLIVA Atlanta: the first horizontal well of the Atlanta field (7-ATL-2HP-RJS) has already been drilled and tested. The Drill Stem Test (DST) was performed in two different flow periods, coming to rates of barrels of oil per day (bopd) and over bopd, respectively, confirming a higher productivity index (PI) than estimated in studies initially performed. This results indicate that, under normal conditions, the production could maintain close to the upper limit of the expected range of bopd. The second horizontal well (7-ATL-3H-RJS) that was recently drilled and tested, presents higher productivity rates than those observed in the first well, in accordance with the Material Fact disclosed in May 8, Tests at the second well consisted of the ESP being placed on the ocean floor, rather than at the reservoir level. If this technology is used, it may provide significant operational cost reduction. A bidding process is under way for the hiring of an FPSO system, considering two scenarios and different production capacities: Early Production System (EPS), which allows a faster start of production in the field, or Definitive System (DS). First oil at Atlanta is expected in late 2015 or early Total Atlanta Field Reserves (100%) Reserves Net to OGpar (40%) Crude Oil (MMBbl) Natural Gas (MMm3) Crude Oil (MMBbl) Natural Gas (MMm3) 1P P P Note: Reserves certified by Gaffney, Cline & Associates Oliva: ~65 MM barrels of oil equivalent recoverable, according to studies conducted by the Company. First oil expected in

9 2Q14 EXPLORATION

10 2Q14 EXPLORATION CEARÁ AND POTIGUAR BASINS 11th BIDDING ROUND Exploratory campaign is underway in 4 blocks, in a non-operator basis; Operators are conducting bidding processes for the acquisition of 3D seismic data; Drilling campaign is scheduled to start in late Basin Block Partner Operator Ceará CE-M % Total/25% QGEP/30% OGpar Total Ceará CE-M % Exxon/50% OGpar Exxon Potiguar POT-M % Exxon/ 65% OGpar Exxon Potiguar POT-M % Exxon/50% OGpar Exxon CESAR RANCHERÍA AND LOW MAGDALENA VALLEY - COLOMBIA The initial offer, that included a farm-out of the blocks located at Cesar Ranchería Basin (CR-2, CR-3 and C-4) and Vale Inferior do Magdalena (VIM-5 and VIM-19), and the payment of US$ 30 million for the assets + the regulatory obligations release, was not approved by ANH, Colombia s regulatory agency which, unilaterally, decided to cancel the technical assessment agreements related to the blocks in the Cesar Ranchería Basin, as well as to execute the Standby Letters offered as collateral and issued by the guarantor bank at the amount of approximately US$24 million. OGpar and the offeror signed a new agreement on July 10, 2014, maintaining the proposal of US$30 million, aiming to file a new proposal with the ANH regarding the transfer and sale of the assets located only in Low Magdalena Valley, under the "VIM-5" and "VIM-19" agreements. 10

11 2Q14 FINANCIAL HIGHLIGHTS

12 FINANCIAL HIGHLIGHTS CASH POSITION 2Q14 Cash Flow (US$ million) Cash Disbursement Accrual Basis (US$ million) (99) Q13 2Q13 3Q13 4Q13 1Q14 2Q14 1Q14 Financing activities Operating Activities Investing Activities 2Q14 Capex SG&A/G&G Notes: ¹ Considers the following average foreign exchange rates: BRL 2.27/USD (4Q13); BRL 2.37/USD ² Considers the following average foreign exchange rates at the end of the period equivalent to: BRL 2.34/USD (4Q13); BRL 2,26/USD Notes: ¹ Considers the following average foreign exchange rates: BRL 2.00/USD (1Q13); BRL 2.07/USD (2Q13); BRL 2.29 (3Q13); BRL 2.27 (4Q13); BRL 2.37 (1Q14) Since the beginning of the financial restructuring, OGpar has maintained its commitment to financial discipline. In 2Q14, cash disburstment was down 36% over the previous quarter. 12

13 GUIDANCE US$ million 2014 Net Revenue 596 EBITDA 132 Net Investment

14 COURT-SUPERVISED REORGANIZATION

15 COURT-SUPERVISED REORGANIZATION IN PROGRESS By the end of 2013, OGpar and its subsidiaries, applied for the court-supervised reorganization plan, due to the Company s financial situation. In February 14 th, 2014, the Companies presented, individually, the court-supervised reorganization plan and demonstrated the recovery means that will be employed. The court-supervised reorganization plan was approved by the General Meeting of Creditors held in June 3 rd, 2014 and was ratified by the 4 th Corporate Court of the Judicial District of Rio de Janeiro in June 13 th, 2014, to allow the Company s Judicial Recovery. The main assumptions of the Plan include new funds and the restructuring of the existing debt, as follows: a) New Funds: DIP Financing ( Debtor in Possession ): US$125 million, which was received on March 13, 2014, and additional US$90 million, subject to certain conditions precedent such as the Plan s approval. Incremental Facility: On April 15, 2014, the Company obtained a financing facility of US$73.2 million, subscribed at a discount of 18%, aiming to finance exports and to pay related fees and expenses. The loan matures on February 11, 2015, and is mandatorily pre-payable upon the occurrence of certain events, including the conversion of the debentures. Possible assets sell and equipment sell: Opportunity to sell the assets in Colombia and fixed assets not used by the Company (Christmas Tree, tubes and well heads), totaling approximately US$50 million. 15

16 COURT-SUPERVISED REORGANIZATION IN PROGRESS b) Restructuring of existing debts: DIP Financing: after certain conditions precedent are fulfilled, the DIP Financing will be convertible into OGX shares, which will represent, provided that all stages of the Court- Supervised Reorganization Plan are fully implemented, 65% of the total capital stock of the restructured company. After the conversion of the DIP Financing, OGpar s creditors will be holders of shares representing 25% of the total capital stock of the restructured company. The Company s current shareholders, after the dilution resulting from the conversion of the credits into capital, including the DIP Financing, will remain holders of shares representing, in aggregate, 10% of the total capital stock of the restructured company. Additionally, the current shareholders will receive subscription warrants of the restructured company with the following main conditions: (i) exercise term of 5 years; and (ii) number of common shares to be subscribed representing, in aggregate, 15% of the total capital stock of the restructured company, considering an issuance price based on the equity value of the restructured company which is of US$1.5 billion. Debt restructuring: The debt restructuring will be effected, provided that certain conditions precedent are fulfilled, by means of conversion of the claims into OGX Petróleo e Gás S.A. capital stock, while the unsecured creditors that wish so may receive the amount of up to R$30, cash, and the remainder of the claims will be converted into capital stock under the terms and conditions set forth in the Plan. 16

17 APPENDIX

18 APPENDIX I INCOME STATEMENT R$ ('000) PROFIT& LOSS YTD Jun/14 YTD Jun/13 1Q14 1Q13 Net revenue 513, , , , , ,125 Cost of products sold (CPS) * (i) (340,969) (261,069) (79,900) (198,176) (119,876) (78,300) Exploration expenses (ii) (24,928) (40,722) 15,794 (13,278) (17,882) 4,604 Selling expenses - (5,508) 5, General and administrative expenses (iii) (40,367) (71,378) 31,011 (32,283) (39,746) (4,973) EBITDA from operation 107,528 26,827 80,701 49,258 (26,634) 75,892 Restructuring costs (iii) (52,259) - (52,259) (28,742) - (28,742) Other operational incomes (expenses) (v) (10,957) (49,224) 38,267 (48,595) (49,224) 629 Settlement OSX (v) - (956,839) 956,839 - (956,839) 956,839 Adjusted EBITDA including non recurrent items 44,312 (979,236) 1,023,548 (28,079) (1,032,697) 1,004,618 Depreciation (15,742) (47,745) 32,003 (6,107) (14,396) 8,289 Amortization (4,118) (3,620) (498) (2,518) (1,908) (610) Capital gain (vi) - 1,035,376 (1,035,376) - 1,035,376 (1,035,376) Stock option (iii) (17,025) (19,519) 2,494 (15,448) 1,047 (16,495) Dry/subcommercial w ells/areas (ii) (4,122) (1,636,771) 1,632,649 (3,752) (474,254) 470,502 Impairment (vi) (12,616) (3,644,523) 3,631,907 (4,474) (3,644,523) 3,640,049 Provision for losses - PEM/PEA Garatee (v) (54,000) - (54,000) (54,000) - (54,000) Provision for inventory loss (v) (155,000) - (155,000) (155,000) - (155,000) Equity results (60) (1,306) 1,246 (12,821) (827) (11,994) EBIT (218,371) (5,297,344) 5,078,973 (282,199) (4,132,182) 3,849,983 Financial revenue (iv) 12, ,264 (762,758) 5, ,349 (549,779) Financial expense (iv) 12,587 (996,923) 1,009, ,090 (677,132) 943,222 Net financial results 25,093 (221,659) 246, ,660 (121,783) 393,443 Currency exchange (iv) 760,126 (401,459) 1,161, ,345 (464,146) 804,491 Derivatives (iv) (1,608) 2,266 (3,874) (928) 2,538 (3,466) EBT 565,240 (5,918,196) 6,483, ,878 (4,715,573) 5,044,451 (-) Income tax (145,067) 1,957,648 (2,102,715) (121,672) 1,652,140 (1,773,812) Income tax valuation allow ance - (1,555,729) 1,555,729 - (1,665,712) 1,665,712 Net profit (loss) of continued operations 420,173 (5,516,277) 5,936, ,206 (4,729,145) 4,936, Descontinued operations 96,198 (15,098) 111,296 96,198 2,357 93,841 Income tax of descontinued operations - 4,588 (4,588) - 4,588 (4,588) Net profit (loss) of descontinued operations- Pro forma 516,371 (5,526,787) 6,043, ,404 (4,722,200) 5,025,604 Attributed to: Non controlling interests - (3,474) 3,474-2,296 (2,296) Controlling shareholders 516,371 (5,523,313) 6,039, ,404 (4,724,496) 5,027,900 18

19 APPENDIX II BALANCE SHEET R$ ('000) Balance Sheet Jun 30, 2014 Dec 31, 2013 Jun 30, 2014 Dec 31, 2013 ASSETS LIABILITIES AND SHAREHOLDERS' EQUITY Current assets Current Liabilities Cash and cash equivalents 48,092 26,366 Trade payables 1,174,142 1,279,421 Escrow deposits 31,783 32,262 Taxes, contributions and profit sharing payable 14,019 19,561 Account Receivable 50, ,912 Salaries and payroll charges 15,711 15,299 Derivative financial instruments 222 1,830 Loans and financings 8,665,530 9,525,616 Oil inventories 23,809 17,909 Derivative financial instruments - - Credits with related parties 95,000 - Accounts payable to related parties 3,543,205 3,639,303 Other credits 53,899 38,169 Provisions 213, , , ,448 Other accounts payable 110, ,035 Assets held for sale 200,000-13,736,394 14,779,025 Noncurrent Assets Noncurrent Liabilities Long-term assets Loans and financings - - Escrow deposits 5,000 - Provisions 210, ,974 Inventories 67, ,672 Taxes and contributions recoverable 139, , , ,974 Deferred income taxes and social contributions 275, ,163 Shareholders Equity Credits with related parties 37,824 - Capital stock 8,821,155 8,821,155 Other credits - - Capital reserves 89,452 79,220 Currency translation adjustments 81,134 91,362 Investments 18,027 14,276 Retained earnings (deficit) (18,261,626) (18,777,997) Fixed assets 2,893,287 3,351,878 Portion attributed to controlling shareholders (9,269,885) (9,786,260) Intangible assets 737, ,268 Portion attributed to non-controlling interests - 51,900 4,173,664 5,097,191 (9,269,885) (9,734,360) Total Assets 4,677,073 5,389,639 Total Liabilities + Shareholders Equity 4,677,073 5,389,639 19

20 APPENDIX III FIXED ASSETS / LOANS & FINANCING Fixed Assets R$ ('000) Balance as of December 31, ,351,878 (+) CAPEX Campos Basin 391,210 Santos Basin 160,842 Espirito Santo Basin 565 Pará Maranhão Basin 329 Corporate (3,650) 549,296 (-) Deconsolidation of PGN (916,797) (+) Asset retirement obligation (70,956) (-) Depreciation (15,207) (-) Impairment (805) (-) Write off Dry/Subcommercial wells (4,122) Balance as of June 30st, ,893,287 LOANS AND FINANCINGS R$ ('000) Balance as of December 31, 2013 (9,525,616) (-) New fundings (i) (573,664) (+) Principal paid (iii) 152,588 (-) Accrued interests (ii) 56,469 (-) Currency exchange 548,023 (+) Interest paid 9,050 (-) Amortization of funding costs (29,122) (+) Paid of funding costs (iv) 57,921 (+) PGN Deconsolidation 638,821 Balance as of June 30, 2014 (8,665,530) Key: i) $125 million from the DIP Financing, $73 million from PPE and $50 million from the Bridge Loan (ii) DIP Interest, PPE, Bridge and Magno Law, minus reversal of the Bonds Interest of Nov and Dec 13 (iii) $50 million from the Bridge Loan and $15 million from Magno Law (iv) $23 million from the DIP Financing (~8%) and $34 million from PPE (~20%) 20

21 DISCLAIMER This document contains Company-related statements and information that reflect the current vision and/or expectations the Company and its management have regarding its business plan. These include, among others, all forward-looking statements that involve forecasts and projections, indicate or imply results, performance or future achievements, and may contain words such as believe, foresee, expect, consider, is likely to result in or other words or expressions of similar meaning. Such statements are subject to a series of expressive risks, uncertainty and premises. Please be advised that several important factors can cause the actual results to diverge materially from the plans, objectives, expectations, estimations, and intentions expressed in this document. In no event shall the Company or the members of its board, directors, assigns or employees be liable to any third party (including investors) for investment decisions or acts or business carried out based on the information and statements that appear in this presentation, or for indirect damage, lost profit or related issues. The Company does not intend to provide to potential shareholders with a revision of the statements or an analysis of the differences between the statements and the actual results. Each investor must conduct and rely on its own evaluation, including of the associated risks, in making an investment decision. 21

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