UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July, 2015
Commission File Number 0-99
PETRÓLEOS MEXICANOS
(Exact name of registrant as specified in its charter)
MEXICAN PETROLEUM
(Translation of registrant’s name into English)
United Mexican States
(Jurisdiction of incorporation or organization)
Avenida Marina Nacional No. 329
Colonia Petróleos Mexicanos
México, D.F. 11311
México
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1)
Yes ¨ No x
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7)
Yes ¨ No x
Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ¨ No x
RECENT DEVELOPMENTS
The following discussion of PEMEX’s recent results should be read in conjunction with the annual report on Form 20-F of Petróleos Mexicanos for the fiscal year ended December 31, 2014 as filed with the U.S. Securities and Exchange Commission (which we refer to as the SEC) on April 30, 2015 (which we refer to as the Form 20-F) and, in particular, “Item 4—Information on the Company” and “Item 5—Operating and Financial Review and Prospects” in the Form 20-F, and with the unaudited condensed consolidated interim financial statements of PEMEX included in this report beginning on page F-1. In this document, “PEMEX” refers to Petróleos Mexicanos, Pemex Exploración y Producción (Pemex Exploration and Production, which we refer to as PEP), Pemex-Refinación (Pemex-Refining), Pemex-Gas y Petroquímica Básica (Pemex-Gas and Basic Petrochemicals), Pemex-Petroquímica (Pemex-Petrochemicals) and Pemex Cogeneración y Servicios (Pemex Cogeneration and Services) (which we refer to collectively as the subsidiary entities), and to the subsidiary companies listed in Note 3(a) to the 2014 audited consolidated financial statements included in the Form 20-F. Petróleos Mexicanos hereby designates this report on Form 6-K as being incorporated by reference into the Offering Circular dated January 22, 2015, relating to its U.S. $52,000,000,000 Medium-Term Notes Program, Series C, due 1 Year or More from Date of Issue.
Exchange Rates
On July 17, 2015, the noon buying rate for cable transfers in New York reported by the Board of Governors of the Federal Reserve System was Ps. 15.9160 = U.S. $1.00.
Energy Reform
On November 18, 2014, pursuant to the Petróleos Mexicanos Law, the Board of Directors of Petróleos Mexicanos approved the Director General’s proposal for our corporate reorganization, which provides for the formation of the new productive state-owned subsidiaries, PEP, Pemex Cogeneration and Services,Pemex Transformación Industrial (Pemex Industrial Transformation),Pemex Perforación y Servicios (Pemex Drilling and Services),Pemex Logística (Pemex Logistics),Pemex Fertilizantes(Pemex Fertilizers) andPemex Etileno (Pemex Ethylene). On March 27, 2015, the Board of Directors of Petróleos Mexicanos adoptedacuerdos de creación (creation resolutions) for each of the new productive state-owned subsidiaries, which were subsequently published in theDiario Oficial de la Federación (Official Gazette of the Federation) on April 28, 2015.
On June 1, 2015, PEP and Pemex Cogeneration and Services were formed and began operating in accordance with the May 22, 2015 resolution of the Board of Directors of Petróleos Mexicanos that was published in the Official Gazette of the Federation on May 29, 2015. Effective as of June 1, 2015, PEP became, as a matter of Mexican law, the successor toPemex-Exploración y Producción(Pemex-Exploration and Production), the decentralized public entity and former subsidiary of Petróleos Mexicanos that was dissolved as of this date. The principal lines of business of the new productive state-owned subsidiaries are as follows:
• | | PEP explores for and exploits crude oil and natural gas and transports, stores and markets these hydrocarbons; and |
• | | Pemex Cogeneration and Services uses the heat and steam generated in our industrial processes to generate electrical energy. |
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As of the date of this report, none of Pemex Industrial Transformation, Pemex Drilling and Services, Pemex Logistics, Pemex Fertilizers or Pemex Ethylene has yet been formed.
Selected Financial Data
The selected financial data as of December 31, 2014 and March 31, 2015 and for the three-month periods ended March 31, 2014 and 2015 have been derived from the unaudited condensed consolidated interim financial statements of PEMEX included in this report, which were prepared in accordance with International Accounting Standard (IAS) 34 “Interim Financial Reporting” (IAS 34).
In this report we include selected financial data from our statement of financial position as of March 31, 2015 and from our statement of comprehensive income and our statement of cash flows for the three-month period ended March 31, 2015. In addition, we include selected financial data from our statements of financial position as of December 31, 2014, as well as the statement of comprehensive income and the statement of cash flows for the three-month period ended March 31, 2014 for comparison purposes.
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SELECTED FINANCIAL DATA OF PEMEX
| | | | | | | | | | | | |
| | As of and for the period ended(1) | |
| | December 31, 2014 | | | March 31, | |
| | | 2014 | | | 2015 | |
| | (millions of pesos, except ratios) | |
Statement of Comprehensive Income Data | | | | | | | | | | | | |
Net sales | | | n.a. | | | | 406,934 | | | | 279,499 | |
Operating income | | | n.a. | | | | 181,169 | | | | 48,433 | |
Financing income | | | n.a. | | | | 514 | | | | 1,762 | |
Financing cost | | | n.a. | | | | 10,982 | | | | 15,157 | |
Derivative financial instruments income (cost)—Net | | | n.a. | | | | 2,403 | | | | (16,185 | ) |
Exchange loss—Net | | | n.a. | | | | (87 | ) | | | (16,613 | ) |
Net loss for the period | | | n.a. | | | | (35,953 | ) | | | (100,546 | ) |
Statement of Financial Position Data (end of period) | | | | | | | | | | | | |
Cash and cash equivalents | | | 117,989 | | | | n.a. | | | | 128,607 | |
Total assets | | | 2,128,368 | | | | n.a. | | | | 2,142,976 | |
Long-term debt | | | 997,384 | | | | n.a. | | | | 1,105,196 | |
Total long-term liabilities | | | 2,561,930 | | | | n.a. | | | | 2,688,677 | |
Total (deficit) equity | | | (767,721 | ) | | | n.a. | | | | (852,363 | ) |
Statement of Cash Flows | | | | | | | | | | | | |
Depreciation and amortization | | | n.a. | | | | 37,570 | | | | 36,971 | |
Acquisition of wells, pipelines, properties, plant and equipment(2) | | | n.a. | | | | 36,070 | | | | 40,969 | |
Other Financial Data | | | | | | | | | | | | |
Ratio of earnings to fixed charges(3)(4) | | | — | | | | — | | | | — | |
Note: n.a. = Not applicable.
(1) | Includes Petróleos Mexicanos, the subsidiary entities and the subsidiary companies listed in Note 3(a) to the unaudited condensed consolidated interim financial statements included herein. |
(2) | Includes capitalized finance cost. See Note 3(h) to the unaudited condensed consolidated interim financial statements included herein. |
(3) | Earnings, for this purpose, consist of pre-tax income (loss) from continuing operations before income from equity investees, plus fixed charges, minus interest capitalized during the period, plus the amortization of capitalized interest during the period and plus distributed income of equity investees. Pre-tax income (loss) is calculated after the deduction of hydrocarbon duties, but before the deduction of the hydrocarbon income tax and other income taxes. Fixed charges for this purpose consist of the sum of interest expense plus interest capitalized during the period, plus amortization premiums related to indebtedness and plus the estimated interest within rental expense. Fixed charges do not take into account exchange gain or loss attributable to our indebtedness. |
(4) | Earnings for the year ended December 31, 2014 and for the three months ended March 31, 2014 and 2015 were insufficient to cover fixed charges, which exceeded earnings by Ps. 283,640 million, Ps. 35,509 million and Ps. 100,217 million during these periods, respectively. |
Source: PEMEX’s unaudited condensed consolidated interim financial statements.
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Capitalization of PEMEX
The following table sets forth the capitalization of PEMEX at March 31, 2015.
| | | | | | | | |
| | At March 31, 2015(1)(2) | |
| | (millions of pesos or U.S. dollars) | |
Long-term external debt | | Ps. | 854,092 | | | U.S. $ | 56,360 | |
Long-term domestic debt | | | 251,104 | | | | 16,570 | |
| | | | | | | | |
Total long-term debt(3) | | | 1,105,196 | | | | 72,930 | |
| | | | | | | | |
Certificates of Contribution “A”(4) | | | 144,605 | | | | 9,542 | |
Mexican Government contributions to Petróleos Mexicanos | | | 43,731 | | | | 2,886 | |
Legal reserve | | | 1,002 | | | | 66 | |
Accumulated other comprehensive result | | | (388,692 | ) | | | (25,649 | ) |
(Deficit) from prior years | | | (552,809 | ) | | | (36,479 | ) |
Net loss for the period | | | (100,478 | ) | | | (6,630 | ) |
| | | | | | | | |
Total controlling interest | | | (852,642 | ) | | | (56,264 | ) |
Total non-controlling interest | | | 278 | | | | 18 | |
| | | | | | | | |
Total (deficit) equity | | | (852,363 | ) | | | (56,246 | ) |
| | | | | | | | |
Total capitalization | | Ps. | 252,833 | | | U.S. $ | 16,684 | |
| | | | | | | | |
Note: Numbers may not total due to rounding.
(1) | Unaudited. Convenience translations into U.S. dollars of amounts in pesos have been made at the established exchange rate of Ps. 15.1542 = U.S. $1.00 at March 31, 2015. Such translations should not be construed as a representation that the peso amounts have been or could be converted into U.S. dollar amounts at the foregoing or any other rate. |
(2) | As of the date of this report, there has been no material change in the capitalization of PEMEX since March 31, 2015, except for our undertaking of new financings disclosed under “Liquidity and Capital Resources—Recent Financing Activities” in this report and in “Item 5—Operating and Financial Review and Prospects—Liquidity and Capital Resources—Financing Activities” in the Form 20-F. |
(3) | Total long-term debt does not include short-term indebtedness of Ps. 174,398 million (U.S. $11,508 million) at March 31, 2015. |
(4) | Equity instruments held by the Mexican Government. |
Source: PEMEX’s unaudited condensed consolidated interim financial statements.
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Operating and Financial Review and Prospects
Results of Operations of PEMEX—For the Three Months Ended March 31, 2015 Compared to the Three Months Ended March 31, 2014
General
The selected consolidated interim financial information set forth below is derived from our unaudited condensed consolidated interim financial statements included elsewhere in this report. This interim financial information should be read in conjunction with the Form 20-F and, in particular, “Item 4—Information on the Company” and “Item 5—Operating and Financial Review and Prospects” in the Form 20-F, and with the unaudited condensed consolidated interim financial statements of PEMEX included in this report beginning on page F-1.
| | | | | | | | | | | | |
| | Three months ended March 31,(1) | |
| | 2014 | | | 2015(2) | |
| | (millions of pesos or U.S. dollars) | |
Net Sales | | | | | | | | | | | | |
Domestic | | Ps. | 231,044 | | | Ps. | 170,745 | | | U.S. $ | 11,267 | |
Export | | | 173,191 | | | | 105,161 | | | | 6,939 | |
Services income | | | 2,699 | | | | 3,594 | | | | 237 | |
| | | | | | | | | | | | |
Total sales | | | 406,934 | | | | 279,499 | | | | 18,444 | |
Cost of sales | | | 210,332 | | | | 194,503 | | | | 12,835 | |
| | | | | | | | | | | | |
Gross income | | | 196,603 | | | | 84,996 | | | | 5,609 | |
General expenses | | | 32,612 | | | | 37,902 | | | | 2,501 | |
Other revenues and expenses—Net(3) | | | 17,178 | | | | 1,339 | | | | 88 | |
| | | | | | | | | | | | |
Operating income | | | 181,169 | | | | 48,433 | | | | 3,196 | |
Financing income | | | 514 | | | | 1,762 | | | | 116 | |
Financing cost | | | 10,982 | | | | 15,157 | | | | 1,000 | |
Derivative financial instruments income (cost)—Net | | | 2,403 | | | | (16,185 | ) | | | (1,068 | ) |
Exchange loss—Net | | | (87 | ) | | | (16,613 | ) | | | (1,096 | ) |
Profit (loss) sharing in associates | | | 1,135 | | | | 39 | | | | 3 | |
| | | | | | | | | | | | |
Income before taxes, duties and other | | | 174,152 | | | | 2,279 | | | | 150 | |
Total taxes, duties and other | | | 210,105 | | | | 102,825 | | | | 6,785 | |
| | | | | | | | | | | | |
Net loss for the period | | Ps. | (35,953 | ) | | Ps. | (100,546 | ) | | U.S. $ | (6,635 | ) |
Other comprehensive results for the period | | | (2 | ) | | | 5,904 | | | | 389 | |
| | | | | | | | | | | | |
Comprehensive result for the period | | Ps. | (35,955 | ) | | Ps. | (94,643 | ) | | U.S. $ | (6,245 | ) |
| | | | | | | | | | | | |
Note: Numbers may not total due to rounding.
(2) | Convenience translations into U.S. dollars of amounts in pesos have been made at the established exchange rate of Ps. 15.1542 = U.S. $1.00 at March 31, 2015. Such translations should not be construed as a representation that the peso amounts have been or could be converted into U.S. dollars at the foregoing or any other rate. |
(3) | Includes, for the first three months of 2014, the credits attributable to the negative rate of the Special Tax on Production and Services (which we refer to as the IEPS tax). No such credits are included for the first three months of 2015 due to the fact that theLey de Ingresos de la Federación (Federal Revenue Law) for the fiscal year beginning January 1, 2015 does not provide for negative IEPS tax amounts to be credited against any tax or duty. |
Source: PEMEX’s unaudited condensed consolidated interim financial statements.
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Total Sales
Total sales decreased by 31.3% in the first three months of 2015, from Ps. 406.9 billion in the first three months of 2014 to Ps. 279.5 billion in the first three months of 2015. This decrease in total sales was primarily due to the factors described under “Domestic Sales” below.
Domestic Sales
Domestic sales decreased by 26.1% in the first three months of 2015, from Ps. 231.0 billion in the first three months of 2014 to Ps. 170.7 billion in the first three months of 2015, primarily due to a decrease in the volume of fuel oil and natural gas sales by 39.3% and 7.0%, respectively, due to a decrease in demand for both products by theComisión Federal de Electricidad (Federal Electricity Commission), and to decreases in sales prices during the first three months of 2015 as compared to the first three months of 2014. Sales prices of fuel oil, natural gas, diesel and gasoline decreased by 37.7%, 35.7%, 26.1% and 25.8%, respectively, during the first three months of 2015 as compared to the first three months of 2014.
Domestic sales of dry natural gas decreased by 40.2% in the first three months of 2015, from Ps. 21.9 billion in the first three months of 2014 to Ps. 13.1 billion in the first three months of 2015, primarily due to a 35.7% decrease in sales prices and the decrease in demand from the Federal Electricity Commission.
Domestic sales of petroleum products decreased by 26.8% in the first three months of 2015, from Ps. 223.4 billion in the first three months of 2014 to Ps. 163.5 billion in the first three months of 2015, primarily due to a 37.7% decrease in the sales price of fuel oil, a 26.1% decrease in the sales price of diesel and a 25.8% decrease in the sales price of gasoline. Domestic sales of gasoline, diesel and fuel oil decreased by Ps. 26.4 billion, Ps. 12.4 billion and Ps. 5.1 billion, respectively. This decrease was partially offset by an increase in the sales volumes of premium gasoline and other petroleum products.
Domestic petrochemical sales (including sales of certain by-products of the petrochemical production process) decreased by 5.3%, from Ps. 7.6 billion in the first three months of 2014 to Ps. 7.2 billion in the first three months of 2015, primarily due to a decrease in the sales price of styrene.
Export Sales
Total export sales (with U.S. dollar-denominated export revenues translated to pesos at the exchange rate on the date on which the corresponding export sale was made) decreased by 39.3% in the first three months of 2015, from Ps. 173.2 billion in the first three months of 2014 to Ps. 105.2 billion in the first three months of 2015, primarily due to a 51.5% decrease in the weighted average price of export crude oil. This decrease was partially offset by a 5.5% increase in export crude oil sales volume resulting from an increase in the availability of crude oil for export.
7
Excluding the trading activities of P.M.I. Comercio Internacional, S.A. de C.V. (which we refer to as PMI CIM), P.M.I. Trading, Ltd. and their affiliates (which, together with PMI CIM, we collectively refer to as the PMI Group), and Mex Gas International, Ltd. (which we refer to as MGAS), export sales by the subsidiary entities to the PMI Group and MGAS decreased by 44.7%, from Ps. 149.2 billion in the first three months of 2014 to Ps. 82.5 billion in the first three months of 2015. In U.S. dollar terms, excluding the trading activities of the PMI Group and MGAS, total export sales decreased by 51.3%, from U.S. $11.3 billion in the first three months of 2014 to U.S. $5.5 billion in the first three months of 2015, primarily due to a decrease in export sales prices.
Crude oil and condensate export sales accounted for 88.2% of export sales (excluding the trading activities of the PMI Group) in the first three months of 2015, as compared to 87.7% in the first three months of 2014. Crude oil and condensate export sales decreased in peso terms by 44.5%, from Ps. 130.9 billion in the first three months of 2014 to Ps. 72.7 billion in the first three months of 2015, primarily due to a 51.5% decrease in the weighted average export price of the Mexican crude oil basket, from U.S. $92.39 per barrel in the first three months of 2014 to U.S. $44.79 in the first three months of 2015. The volume of crude oil exports increased by 38.4%, from 190 thousand barrels per day in the first three months of 2014 to 263 thousand barrels per day in the first three months of 2015, primarily due to an increase in crude oil production.
Export sales of petroleum products represented 11.8% of export sales (excluding the trading activities of the PMI Group) in the first three months of 2015, as compared to 12.1% in the first three months of 2014. Export sales of petroleum products decreased by 45.8%, from Ps. 17.9 billion in the first three months of 2014 to Ps. 9.7 billion in the first three months of 2015, primarily due to a decrease in the sales prices of naphtha and fuel oil as a result of the Federal Electricity Commission’s decreased demand for these products.
Petrochemical products accounted for the remainder of export sales (excluding the trading activities of the PMI Group) in the first three months of 2014 and 2015, (2.0% and 0.1%, respectively). Export sales of petrochemical products (including certain by-products of the petrochemical process) decreased by 66.7%, from Ps. 0.3 billion in the first three months of 2014 to Ps. 0.1 billion in the first three months of 2015, primarily due to a decrease in the sales prices of certain petrochemical products, such as sulfur, polyethylene and butadiene.
Services Income
Services income increased by 33.3% in the first three months of 2015, from Ps. 2.7 billion in the first three months of 2014 to Ps. 3.6 billion in the first three months of 2015, mainly as a result of an increase of Ps. 0.4 billion in the amount of fees collected in connection with freight and pipeline transportation services provided to third parties and an increase of Ps. 0.3 billion in insurance revenues from Kot Insurance Company, AG, one of our wholly-owned subsidiary companies, which reinsures our policies held through local insurance carriers.
8
Cost of Sales
Cost of sales decreased by 7.5%, from Ps. 210.3 billion in the first three months of 2014 to Ps. 194.5 billion in the first three months of 2015. This decrease was primarily due to a Ps. 30.2 billion decrease in the costs of purchases of imported products, including (1) a Ps. 11.2 billion decrease in the costs of purchases of imported Magna gasoline; (2) a Ps. 4.9 billion decrease in the costs of purchases of imported diesel; (3) a Ps. 4.3 billion decrease in the costs of purchases of imported premium gasoline; (4) a Ps. 3.3 billion decrease in the costs associated with our subsidiary companies; (5) a Ps. 2.0 billion decrease in the costs of purchases of imported liquefied gas and natural gas; and (6) a Ps. 1.5 billion decrease in costs associated with maintenance and repair of our productive business units. This decrease in costs of sales was partially offset by increases that included (1) a Ps. 7.8 billion change in inventory; (2) a Ps. 6.1 billion increase in impairment of properties, plant and equipment; (3) a Ps. 2.9 billion increase in operating expenses; (4) a Ps. 2.4 billion increase in expenses incurred in connection with unsuccessful wells; and (5) a Ps. 2.1 billion increase in cost of employee benefits.
General Expenses
General expenses increased by 16.3%, from Ps. 32.6 billion in the first three months of 2014 to Ps. 37.9 billion in the first three months of 2015. This increase was primarily due to a Ps. 2.2 billion increase in the net cost of employee benefits related to general expenses for the period from Ps. 18.8 billion to Ps. 21.0 billion, as a result of salary increases, the financial impact of an additional year of seniority for all employees and changes to the assumptions used in actuarial calculations.
Other Revenues and Expenses, Net
Other revenues and expenses, net, decreased by Ps. 15.9 billion, or 92.4%, from net revenues of Ps. 17.2 billion in the first three months of 2014 to net revenues of Ps. 1.3 billion in the first three months of 2015. This decrease was primarily due to the fact that, as of January 1, 2015, the Federal Revenue Law no longer allows us to credit negative IEPS tax amounts against any tax or duty. As a result, no such amounts were recognized as “other revenues” during the first three months of 2015, whereas the credit attributable to the negative IEPS tax rate amounted to Ps. 15.9 billion in the first three months of 2014.
Financing Income
Financing income increased by Ps. 1.3 billion, from Ps. 0.5 billion in the first three months of 2014 to Ps. 1.8 billion in the first three months of 2015. This increase was primarily due to an increase in interest income associated with financial products and investment securities.
Financing Cost
Financing cost increased by Ps. 4.2 billion, from Ps. 11.0 billion in the first three months of 2014 to Ps. 15.2 billion in the first three months of 2015. This increase was primarily due to an increase in loans obtained from financial institutions and an average depreciation of approximately 12.8% of the peso against the U.S. dollar during the first three months of 2015, as compared to the first three months of 2014.
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Derivative Financial Instruments (Cost) Income, Net
Derivative financial instruments cost increased by Ps. 18.6 billion, from a gain of Ps. 2.4 billion in the first three months of 2014 to a loss of Ps. 16.2 billion in the first three months of 2015, primarily due to a decrease in income associated with certain derivative financial instruments as a result of the appreciation of the U.S. dollar relative to other foreign currencies that we hedge.
Exchange Loss, Net
A substantial portion of our indebtedness, 75.4% as of March 31, 2015, is denominated in foreign currencies. Our exchange loss increased by Ps. 16.5 billion, from an exchange loss of Ps. 0.1 billion in the first three months of 2014 to an exchange loss of Ps. 16.6 billion in the first three months of 2015, primarily as a result of the higher rate of depreciation of the peso against the U.S. dollar, which was 3.0% as of March 31, 2015 as compared to 0.1% as of March 31, 2014. However, due to the fact that over 90.4% of our revenues from exports and domestic sales are referenced to prices denominated in U.S. dollars, and only 59.6% of our expenses, including financing costs, are linked to U.S. dollar prices, the depreciation of the peso relative to the U.S. dollar did not affect our ability to meet U.S. dollar-denominated financial obligations and improved our ability to meet peso-denominated financial obligations during the first three months of 2015.
Taxes and Duties
Hydrocarbon extraction duties and other duties and taxes paid decreased by 51.1%, from Ps. 210.1 billion in the first three months of 2014 to Ps. 102.8 billion in the first three months of 2015, largely due to a 51.5% decrease in the weighted average price of the Mexican crude oil basket, from U.S. $92.39 per barrel in the first three months of 2014 to U.S. $44.79 per barrel in the same period of 2015. As a result, taxes and duties represented 36.8% of total sales in the first three months of 2015, as compared to 51.6% in the first three months of 2014.
Net Loss
In the first three months of 2015, we reported a net loss of Ps. 100.5 billion (U.S. $6.6 billion) on Ps. 279.5 billion in total sales, as compared to a net loss of Ps. 36.0 billion (U.S. $2.4 billion) on Ps. 406.9 billion in total sales in the first three months of 2014. This increase in net loss during the first three months of 2015 is primarily explained by: (1) a decrease in total sales; (2) a decrease in other revenues and expenses, net, due primarily to the fact that we could no longer credit negative IEPS tax amounts against any tax or duty; (3) an increase in derivative financial instruments cost; and (4) an increase in exchange loss. This increase in net loss was only partially offset by a 7.5% decrease in cost of sales during this period.
Other Comprehensive Results
In the first three months of 2015, we reported a net gain of Ps. 5.9 billion in other comprehensive results as compared to a net loss of Ps. 1.6 million in the first three months of 2014, primarily due to fluctuations in the foreign exchange rates used to translate the financial statements of certain subsidiary companies into Mexican pesos in order to prepare our consolidated financial statements.
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Liquidity and Capital Resources
Cash Flows from Operating, Financing and Investing Activities
During the first three months of 2015, net funds used in operating activities totaled Ps. 62.8 billion, as compared to Ps. 18.9 billion in the first three months of 2014. During the first three months of 2015, our net cash flows from financing activities totaled Ps. 109.1 billion, as compared to net cash flows used in financing activities of Ps. 58.1 billion in the first three months of 2014. During the first three months of 2015, new financings totaled approximately Ps. 170.2 billion and payments of principal and interest totaled Ps. 71.1 billion, as compared to approximately Ps. 97.4 billion and Ps. 41.2 billion, respectively, during the first three months of 2014. During the first three months of 2015, we applied net funds of Ps. 41.0 billion to acquisitions of wells, pipelines, properties, plant and equipment, as compared to Ps. 36.1 billion in the first three months of 2014.
At March 31, 2015, our cash and cash equivalents totaled Ps. 128.6 billion, as compared to Ps. 118.0 billion at December 31, 2014.
Recent Financing Activities
During the period from May 1 to July 17, 2015, Petróleos Mexicanos participated in the following financing activities:
• | | On July 7, 2015, Petróleos Mexicanos obtained a loan for Ps. 18,000,000,000 bearing interest at a floating rate linked to theTasa de Interés Interbancaria de Equilibrio (Interbank Equilibrium Interest Rate, or TIIE) plus 0.95%, which matures on July 7, 2025. |
• | | On July 16, 2015, Petróleos Mexicanos issued in the Mexican market Ps. 7,721,582,153 aggregate principal amount ofCertificados Bursátiles under its Ps. 200,000,000,000 orUnidades de Inversión (or UDI) equivalentCertificados Bursátiles Program, in three tranches: (1) aggregate principal amount of Ps. 650,000,000 at a floating rate linked to the TIIE plus 0.15% due 2020; (2) aggregate principal amount of Ps. 6,100,000,000 at a fixed rate of 7.47% due 2026; and (3) aggregate principal amount of 183,941,400 UDIs, equivalent to approximately Ps. 971,582,153, at a fixed rate of 3.94% due 2026. All debt securities issued under this program are guaranteed by PEP, Pemex-Refining, Pemex-Gas and Basic Petrochemicals and Pemex Cogeneration and Services. |
• | | During the period from May 1, 2015 to July 17, 2015, Petróleos Mexicanos issued a total of Ps. 10,000,000,000 of short-termCertificados Bursátiles at fixed and floating rates under its Short-TermCertificados Bursátiles Program and repaid Ps. 10,000,000,000. As of the date of this report, an aggregate principal amount of Ps. 5,000,000,000 of the short-termCertificados Bursátiles issued under this program remains outstanding. |
Indebtedness
During the first three months of 2015, our total debt increased by 11.9%, from Ps. 1,143.2 billion at December 31, 2014 to Ps. 1,279.6 billion at March 31, 2015, primarily due to the financing activities undertaken during this period, as described in Note 12 to the unaudited condensed consolidated interim financial statements included herein.
At March 31, 2015 and as of the date of this report, we were not in default on any of our financing agreements.
11
Business Overview
Production
Set forth below are selected summary operating data relating to PEMEX.
| | | | | | | | | | | | | | | | |
| | Three months ended March 31, | | | | | | | |
| | 2014 | | | 2015 | | | Change | | | % | |
Operating Highlights | | | | | | | | | | | | | | | | |
Production | | | | | | | | | | | | | | | | |
Crude oil (tbpd) | | | 2,492 | | | | 2,300 | | | | (192 | ) | | | (7.7 | ) |
Natural gas (mmcfpd) | | | 6,522 | | | | 6,604 | | | | 82 | | | | 1.3 | |
Petroleum products (tbpd) | | | 1,330 | | | | 1,221 | | | | (109 | ) | | | (8.2 | ) |
Dry gas from plants (mmcfpd) | | | 3,671 | | | | 3,597 | | | | (74 | ) | | | (2.0 | ) |
Natural gas liquids (tbpd) | | | 369 | | | | 349 | | | | (20 | ) | | | (5.4 | ) |
Petrochemicals (tt)(1) | | | 1,441 | | | | 1,269 | | | | (172 | ) | | | (11.9 | ) |
| | | | |
Average crude oil exports (tbpd)(2) | | | | | | | | | | | | | | | | |
Olmeca | | | 93.7 | | | | 144.5 | | | | 50.8 | | | | 54.2 | |
Isthmus | | | 169.5 | | | | 194.9 | | | | 25.4 | | | | 15.0 | |
Maya | | | 927.2 | | | | 924.3 | | | | (2.9 | ) | | | (0.3 | ) |
| | | | | | | | | | | | | | | | |
Total | | | 1,190.4 | | | | 1,263.7 | | | | 73.3 | | | | 6.2 | % |
| | | | |
Value of crude oil exports (value in millions of U.S. dollars)(2) | | U.S. $ | 9,898.9 | | | U.S. $ | 5,093.4 | | | | (4,805.5 | ) | | | (48.5 | ) |
| | | | |
Average PEMEX crude oil export prices per barrel(3) | | | | | | | | | | | | | | | | |
Olmeca | | U.S. $ | 101.17 | | | U.S. $ | 51.69 | | | | (49.48 | ) | | | (48.91 | ) |
| | | | |
Isthmus | | | 100.31 | | | | 49.11 | | | | (51.20 | ) | | | (51.04 | ) |
Maya | | | 90.18 | | | | 43.26 | | | | (46.92 | ) | | | (52.03 | ) |
| | | | | | | | | | | | | | | | |
Weighted average price(4) | | | 92.39 | | | | 44.79 | | | | (47.60 | ) | | | (51.52 | ) |
| | | | |
West Texas Intermediate crude oil average price per barrel(5) | | U.S. $ | 98.67 | | | U.S. $ | 48.68 | | | | | | | | | |
Notes: Numbers may not total due to rounding.
tbpd = thousands of barrels per day
mmcfpd = millions of cubic feet per day
tt = thousands of tons
(1) | Includes ethane and sulfur from Pemex-Gas and Basic Petrochemicals. |
(2) | The volume and value of crude oil exports reflects customary adjustments by the PMI Group to reflect the percentage of water in each shipment as of March 31, 2015. |
(3) | Average price during period indicated based on billed amounts. |
(4) | On July 16, 2015, the weighted average price of PEMEX’s crude oil export mix was U.S. $50.12 per barrel. |
(5) | On July 16, 2015, the West Texas Intermediate crude oil spot price was U.S. $50.97 per barrel. |
Source: Petróleos Mexicanos and the PMI Group.
12
Crude oil production decreased by 7.7% in the first three months of 2015, from 2,492 thousand barrels per day in the first three months of 2014 to 2,300 thousand barrels per day in the first three months of 2015. This decrease was mainly due to:
• | | a 12.1% decrease in the production of heavy crude oil, primarily due to (1) an increase in the fractional water flow of wells in highly fractured deposits in the Cantarell business unit; (2) a natural decline in production at the fields located in the Cantarell business unit in the Northeastern Marine region; and (3) poor weather conditions in the Gulf of Mexico during the month of January, which caused delays in production due to inventory buildup; and |
• | | a 13.2% decrease in the production of extra-light crude oil, primarily due to (1) a natural decline in production at the Costero field in the Southwestern Marine region and (2) an increase in the fractional water flow of wells at the Pijije and Sen fields of the Samaria-Luna business unit and at the Teotleco and Juspí fields in the Macuspana-Muspac business unit, located in the Southern region. |
This decrease was partially offset by a 1.1% increase in the production of light crude oil, primarily due to (1) the development of the Tsimin, Onel, Xanab, Chuhuk and Homol fields in the Southwestern Marine region, and of the Kambesah field in the Northeastern Marine region and (2) the development of the Xux field in the Southwestern Marine region, which began production in June 2014. During the first three months of 2015, the average aggregate production in these fields reached 320.4 thousand barrels per day.
Natural gas production increased by 1.3% in the first three months of 2015, from 6,522 million cubic feet per day in the first three months of 2014 to 6,604 million cubic feet per day in the first three months of 2015. This increase was primarily the result of a 7.9% increase in non-associated gas production at the Burgos business unit in the Northern region. This increase was partially offset by a 4.4% decrease in associated gas production during the period, primarily due to an increase in the fractional water flow of wells in highly fractured deposits of the Bellota-Jujo and Samaria-Luna business units in the Southern region, and a natural decline in production at the fields of the Abkatún-Pol Chuc business unit in the Southwestern Marine region.
Production of petroleum products decreased by 8.2% in the first three months of 2015, from 1,330 thousand barrels per day in the first three months of 2014 to 1,221 thousand barrels per day in the first three months of 2015. This decrease was primarily due to a decrease in the total amount of crude oil processed during this period, which, in turn, resulted from scheduled maintenance activities and unscheduled maintenance, renovation work and operational problems caused by the quality of crude oil supplied by producing areas.
During the first three months of 2015, dry gas and natural gas liquids production decreased by 2.0% and 5.4%, respectively, as compared to the same period of 2014, due to a 2.0% decrease in natural gas processing during this period, in response to the decreased availability of sour and sweet wet gas from both the offshore and onshore regions.
13
Petrochemicals production decreased by 172 thousand tons, or 11.9%, in the first three months of 2015, from 1,441 thousand tons in the first three months of 2014 to 1,269 thousand tons in the first three months of 2015. This decrease was primarily due to (1) a 53 thousand ton decrease in the production of methane derivatives, mainly due to decreased output of carbon dioxide and ammonia as a result of maintenance activities and delayed operations in the Cosoleacaque petrochemical complex; (2) a 13 thousand ton decrease in the production of ethane derivatives, mainly due to a decline in the production of low density polyethylene and a decrease in the supply of ethane, as a result of scheduled and unscheduled maintenance activities along the supply chain; and (3) a five thousand ton decrease in the production of propylene and derivatives due to a decrease in the supply of propylene. This decrease was partially offset by a 32 thousand ton increase in the production of aromatics and derivatives chain due to the increase in production of high octane hydrocarbons and an increase in the production of acrylonitrile.
In 2014, Petróleos Mexicanos initiated a call for bids to procure anhydrous ethanol to be blended in Magna gasoline at a content level of 5.8% in order to reduce greenhouse gas emissions. The blending process is expected to take place in the storage and distribution terminals located in Ciudad Madero, Ciudad Mante, San Luis Potosí, Ciudad Valles, Veracruz, Pajaritos, Perote and Xalapa. On March 19, 2015, Petróleos Mexicanos announced the following results of this bidding process:
| | |
Storage and Distribution Terminals | | Company |
| |
Perote | | Alcoholera de Zapopan, S.A. de C.V. |
| |
Xalapa | | Soluciones en Ingeniería Naval, Marina y Terrestre, S.A. de C.V. |
| |
Veracruz | | Destiladora del Papaloapan, S.A. de C.V./ Fabricación de Alimentos Tenerife, S.A. de C.V. (Joint proposal) |
| |
San Luis Potosí, Ciudad Valles and Ciudad Mante | | Bioenergéticos Mexicanos, SAPI de C.V. / Productores de Bioenergéticos Mexicanos, SAPI de C.V. (Joint proposal) |
| |
Ciudad Madero | | Void (Subject to rebidding) |
| |
Pajaritos | | Void (Subject to rebidding) |
On April 8, 2015, Petróleos Mexicanos entered into a contract with each of the companies listed in the table above for the supply of anhydrous ethanol. Petróleos Mexicanos is expected to invest approximately Ps. 880 million in the development of the necessary infrastructure for the handling and blending of anhydrous ethanol and for the preparation of base gasoline in the Madero and Minatitlán refineries. In addition, the anhydrous ethanol producers are expected to invest approximately U.S.$ 132 million to build and adapt their bio-refineries.
14
Exploration and Production
Discoveries
On June 10, 2015, Petróleos Mexicanos announced the discovery of new shallow water oil and gas reservoirs in the Litoral de Tabasco region and in the Cantarell region. Production activities in these reservoirs are expected to begin approximately 16 months after theSecretaría de Energía (Ministry of Energy) authorizes our development plans for the extraction of hydrocarbons from these areas. Average production is expected to reach an estimated 200 thousand barrels per day of crude oil and 170 million cubic feet per day of natural gas approximately four months after production activities begin in these areas.
International Trading
Supply Commitments
On May 14, 2015, Petróleos Mexicanos, through its subsidiary PMI CIM, entered into an agreement with Hyundai Oilbank Co. Ltd., a South Korean company, to supply five million barrels of crude oil to Hyundai Oilbank Co. Ltd. during the second half of 2015. Petróleos Mexicanos expects to fulfill this supply contract with proved developed reserves.
PEMEX Corporate Matters
Collaboration and Other Agreements
On May 12, 2015, Petróleos Mexicanos and Global Water Development Partners signed a memorandum of understanding with the aim of creating a partnership to invest in water and wastewater infrastructure for Petróleos Mexicanos’ upstream and downstream facilities. This partnership would finance and carry out environmentally sustainable projects for water treatment in Petróleos Mexicanos’ operations.
On May 12, 2015, PMX Cogeneración S.A.P.I. de C.V., an affiliate of Petróleos Mexicanos, signed a memorandum of understanding with the consortium formed by Enel S.p.A., an Italian renewable energy company, and Abengoa, S.A., a Spanish renewable energy company, to develop a cogeneration power plant to generate and supply clean energy to the Antonio Dovali Jaime refinery in Salina Cruz, as well as the Mexican national grid.
On June 1, 2015, Petróleos Mexicanos and the U.S.-based global asset manager BlackRock Inc. signed a memorandum of understanding with the aim of accelerating the development and financing of energy-related infrastructure projects that are of strategic importance to Petróleos Mexicanos.
15
PEMEX’s Internal Monitoring
On May 5, 2015, an offshore maintenance platform located in the southern Gulf of Mexico suffered a mechanical failure causing one of its legs to collapse. As a result of the accident, two workers died and ten others were injured. This accident occurred on the Troll Solution platform, which is operated by the contractor Typhoon Offshore, and did not have any significant environmental consequences or affect production.
On June 22, 2015, an accident occurred at the Akal-H platform located off the coast of the state of Campeche as a result of an oil and gas leak. Three workers performing routine maintenance inspections were evacuated from the platform, and no injuries were reported. The platform, which is located in the Akal field of the Cantarell project, is uninhabited and operated remotely. As of the date of this report, we are assessing the accident’s impact on crude oil production.
Directors, Senior Management and Employees
On May 22, 2015, the Board of Directors of Petróleos Mexicanos approved, among others, the following appointments as part of our corporate reorganization:
• | | Mr. José Antonio Escalera Alcocer, as Director of Exploration of PEP, Mr. Gustavo Hernández García, as Operations Coordinator of PEP, and Mr. Juan Javier Hinojosa Puebla, as Director of Development and Production. Together, these three positions compose the Management Committee of PEP, which is presided by Mr. Javier Hinojosa Puebla as Executive Director. |
• | | Mr. Eleazar Gómez Zapata, as Director General of Pemex Cogeneration and Services. Mr. Gómez Zapata had previously served as Deputy Director of Maintenance Coordination of Petróleos Mexicanos. |
Legal Proceedings
Mexican Government Investigations
On June 26, 2015, an employee of PEP, along with two other individuals, were arrested for allegedly demanding Ps. 10 million and two vehicles from Súper Pereyra, S.A. de C.V. in connection with the company’s bid for a contract to supply food and lodging services to Petróleos Mexicanos’ platforms in Campeche. The three suspects have been formally charged with extortion. The investigation is ongoing as of the date of this report.
16
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES
AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED
MARCH 31, 2015 AND 2014
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES
AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED
MARCH 31, 2015 AND 2014
INDEX
F-2
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED INTERIM
STATEMENTS OF FINANCIAL POSITION
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | | | |
| | Note | | March 31, 2015 | | | December 31, 2014 | |
| | | |
ASSETS | | | | | | | | | | |
Current assets: | | | | | | | | | | |
Cash and cash equivalents | | 5 | | Ps. | 128,606,787 | | | Ps. | 117,988,528 | |
Accounts receivable and other | | 6 | | | 124,331,954 | | | | 114,422,967 | |
Inventories | | 7 | | | 44,928,768 | | | | 49,938,656 | |
Available-for-sale financial assets | | 8 | | | 5,760,442 | | | | 5,414,574 | |
Derivative financial instruments | | 13 | | | 1,284,194 | | | | 1,562,556 | |
| | | | | | | | | | |
Total current assets | | | | | 304,912,145 | | | | 289,327,281 | |
| | | | | | | | | | |
Non-current assets | | | | | | | | | | |
Permanent investments in associates | | 9 | | | 22,332,461 | | | | 22,014,760 | |
Wells, pipelines, properties, plant and equipment—net | | 10 | | | 1,785,880,591 | | | | 1,783,374,138 | |
Deferred taxes | | | | | 2,726,357 | | | | 4,142,618 | |
Restricted cash | | 5 | | | 7,088,273 | | | | 6,884,219 | |
Other assets | | 11 | | | 20,036,204 | | | | 22,625,264 | |
| | | | | | | | | | |
Total non-current assets | | | | | 1,838,063,886 | | | | 1,839,040,999 | |
| | | | | | | | | | |
Total assets | | | | Ps. | 2,142,976,031 | | | Ps. | 2,128,368,280 | |
| | | | | | | | | | |
| | | |
LIABILITIES | | | | | | | | | | |
Current liabilities: | | | | | | | | | | |
Current portion of long-term debt | | 12 | | Ps. | 174,397,588 | | | Ps. | 145,866,217 | |
Suppliers | | | | | 52,024,544 | | | | 116,178,295 | |
Accounts and accrued expenses payable | | | | | 17,276,141 | | | | 12,235,005 | |
Derivative financial instruments | | 13 | | | 24,322,215 | | | | 17,459,740 | |
Taxes and duties payable | | | | | 38,642,369 | | | | 42,420,090 | |
| | | | | | | | | | |
Total current liabilities | | | | | 306,662,857 | | | | 334,159,347 | |
Long-term liabilities | | | | | | | | | | |
Long-term debt | | 12 | | | 1,105,195,745 | | | | 997,384,286 | |
Employee benefits | | | | | 1,494,474,118 | | | | 1,474,088,528 | |
Provisions for sundry creditors | | 14 | | | 78,728,880 | | | | 78,422,943 | |
Other liabilities | | | | | 8,515,559 | | | | 7,718,088 | |
Deferred taxes | | | | | 1,762,299 | | | | 4,315,942 | |
| | | | | | | | | | |
Total long-term liabilities | | | | | 2,688,676,601 | | | | 2,561,929,787 | |
| | | | | | | | | | |
Total liabilities | | | | | 2,995,339,458 | | | | 2,896,089,134 | |
| | | | | | | | | | |
| | | |
EQUITY (DEFICIT) | | | | | | | | | | |
Controlling interest: | | | | | | | | | | |
Certificates of Contribution “A” | | | | | 144,604,835 | | | | 134,604,835 | |
Mexican Government contributions to Petróleos Mexicanos | | | | | 43,730,591 | | | | 43,730,591 | |
Legal reserve | | | | | 1,002,130 | | | | 1,002,130 | |
Accumulated other comprehensive result | | | | | (388,692,059 | ) | | | (394,594,466 | ) |
| | | |
Accumulated losses: | | | | | | | | | | |
Deficit from prior years | | | | | (552,808,762 | ) | | | (287,605,549 | ) |
Net loss for the period | | | | | (100,478,302 | ) | | | (265,203,213 | ) |
| | | | | | | | | | |
Total controlling interest | | | | | (852,641,567 | ) | | | (768,065,672 | ) |
Total non-controlling interest | | | | | 278,140 | | | | 344,818 | |
| | | | | | | | | | |
Total equity (deficit) | | | | | (852,363,427 | ) | | | (767,720,854 | ) |
| | | | | | | | | | |
Total liabilities and equity (deficit) | | | | Ps. | 2,142,976,031 | | | Ps. | 2,128,368,280 | |
| | | | | | | | | | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
F-3
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED INTERIM
STATEMENTS OF COMPREHENSIVE INCOME
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | | | |
| | Note | | 2015 | | | 2014 | |
Net sales: | | | | | | | | | | |
Domestic | | | | Ps. | 170,744,675 | | | Ps. | 231,043,557 | |
Export | | | | | 105,160,580 | | | | 173,191,167 | |
Services income | | | | | 3,593,992 | | | | 2,699,382 | |
| | | | | | | | | | |
| | | | | 279,499,247 | | | | 406,934,106 | |
Cost of sales | | 3(g) | | | 194,503,005 | | | | 210,331,518 | |
| | | | | | | | | | |
Gross income | | | | | 84,996,242 | | | | 196,602,588 | |
Other revenues and expenses—net | | | | | 1,338,519 | | | | 17,178,041 | |
General expenses: | | | | | | | | | | |
Transportation, distribution and sale expenses | | | | | 9,234,694 | | | | 7,327,970 | |
Administrative expenses | | | | | 28,667,318 | | | | 25,283,995 | |
| | | | | | | | | | |
Operating income | | | | | 48,432,749 | | | | 181,168,664 | |
| | | | | | | | | | |
Financing income | | | | | 1,762,134 | | | | 514,335 | |
Financing cost | | | | | 15,156,816 | | | | 10,982,308 | |
Derivative financial instruments (cost) income—net | | 13 | | | (16,185,405 | ) | | | 2,403,292 | |
Exchange loss—net | | | | | (16,613,117 | ) | | | (87,332 | ) |
| | | | | | | | | | |
| | | | | (46,193,204 | ) | | | (8,152,013 | ) |
Profit sharing in associates | | 9 | | | 39,299 | | | | 1,135,183 | |
| | | | | | | | | | |
Income before taxes, duties and other | | | | | 2,278,844 | | | | 174,151,834 | |
| | | | | | | | | | |
Hydrocarbon extraction duties and others | | | | | 100,875,032 | | | | 207,391,873 | |
Income tax | | | | | 1,950,098 | | | | 2,713,384 | |
| | | | | | | | | | |
Total taxes, duties and other | | | | | 102,825,130 | | | | 210,105,257 | |
| | | | | | | | | | |
Net loss for the period | | | | | (100,546,286 | ) | | | (35,953,423 | ) |
| | | | | | | | | | |
| | | |
Other comprehensive results: | | | | | | | | | | |
Items that will be reclassified subsequently to profit or loss: | | | | | | | | | | |
Available-for-sale financial assets | | 8 | | | (54,589 | ) | | | 160,200 | |
Currency translation effect | | | | | 5,958,302 | | | | (161,781 | ) |
| | | | | | | | | | |
Total other comprehensive results | | | | | 5,903,713 | | | | (1,581 | ) |
| | | | | | | | | | |
Comprehensive result for the period | | | | Ps. | (94,642,573 | ) | | Ps. | (35,955,004 | ) |
| | | | | | | | | | |
Net loss for the period attributable to: | | | | | | | | | | |
Controlling interest | | | | Ps. | (100,478,302 | ) | | Ps. | (35,882,609 | ) |
Non-controlling interest | | | | | (67,984 | ) | | | (70,814 | ) |
| | | | | | | | | | |
Net loss for the period | | | | Ps. | (100,546,286 | ) | | Ps. | (35,953,423 | ) |
| | | | | | | | | | |
Other comprehensive results attributable to: | | | | | | | | | | |
Controlling interest | | | | Ps. | 5,902,407 | | | Ps. | (2,702 | ) |
Non-controlling interest | | | | | 1,306 | | | | 1,121 | |
| | | | | | | | | | |
Total other comprehensive results for the period | | | | Ps. | 5,903,713 | | | Ps. | (1,581 | ) |
| | | | | | | | | | |
Comprehensive (loss) for the period: | | | | | | | | | | |
Controlling interest | | | | Ps. | (94,575,895 | ) | | Ps. | (35,885,311 | ) |
Non-controlling interest | | | | | (66,678 | ) | | | (69,693 | ) |
| | | | | | | | | | |
Total Comprehensive result for the period | | | | Ps. | (94,642,573 | ) | | Ps. | (35,955,004 | ) |
| | | | | | | | | | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
F-4
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY (DEFICIT)
FOR THE THREE-MONTH PERIOD ENDED MARCH 31, 2015 AND FOR THE YEAR ENDED DECEMBER 31, 2014
(Figures Stated in Thousands, Except as noted (Note 2))
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Controlling Interest | | | | | | | |
| | | | | | | | | | | Accumulated other comprehensive income | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | Accumulated income - losses | | | | | | | | | | |
| | Certificates of contribution “A” | | | Mexican Government contributions to Petróleos Mexicanos | | | Legal reserve | | | Available- for-sale financial assets | | | Cumulative currency translation effect | | | Actuarial gains (losses) on employee benefits effect | | | For the year | | | From prior years | | | Total | | | Non- controlling interest | | | Total Equity | |
| | | | | | | | | | | |
Balances as of January 1, 2014 | | Ps. | 114,604,835 | | | Ps. | 115,313,691 | | | Ps. | 1,002,130 | | | Ps. | (1,800,219 | ) | | Ps. | 5,127,480 | | | Ps. | (132,392,890 | ) | | Ps. | — | | | Ps. | (287,605,549 | ) | | Ps. | (185,750,522 | ) | | Ps. | 503,882 | | | Ps. | (185,246,640 | ) |
Increase in Mexican Government contributions to Petróleos Mexicanos | | | — | | | | 2,000,000 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 2,000,000 | | | | — | | | | 2,000,000 | |
Decrease in Mexican Government contributions to Petróleos Mexicanos | | | — | | | | (190,400 | ) | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | (190,400 | ) | | | — | | | | (190,400 | ) |
Increase in legal reserve | | | — | | | | — | | | | 335 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 335 | | | | — | | | | 335 | |
Comprehensive income (loss) for the period | | | — | | | | — | | | | — | | | | 160,200 | | | | (162,902 | ) | | | — | | | | (35,882,609 | ) | | | — | | | | (35,885,311 | ) | | | (69,693 | ) | | | (35,955,004 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
Balances as of March 31, 2014 | | Ps. | 114,604,835 | | | Ps. | 117,123,291 | | | Ps. | 1,002,465 | | | Ps. | (1,640,019 | ) | | Ps. | 4,964,578 | | | Ps. | (132,392,890 | ) | | Ps. | (35,882,609 | ) | | Ps. | (287,605,549 | ) | | Ps. | (219,825,898 | ) | | Ps. | 434,189 | | | Ps. | (219,391,709 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
Balances as of January 1, 2015 | | Ps. | 134,604,835 | | | Ps. | 43,730,591 | | | Ps. | 1,002,130 | | | Ps. | (2,565,631 | ) | | Ps. | 16,320,433 | | | Ps. | (408,349,268 | ) | | Ps. | — | | | Ps. | (552,808,762 | ) | | Ps. | (768,065,672 | ) | | Ps. | 344,818 | | | Ps. | (767,720,854 | ) |
Increase in Certificates of Contribution “A” | | | 10,000,000 | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | 10,000,000 | | | | — | | | | 10,000,000 | |
Increase in Mexican Government Contributions to Petróleos Mexicanos | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | |
Decrease in Mexican Government Contributions to Petróleos Mexicanos | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | |
Comprehensive income (loss) for the period | | | — | | | | — | | | | — | | | | (54,589 | ) | | | 5,956,996 | | | | — | | | | (100,478,302 | ) | | | — | | | | (94,575,895 | ) | | | (66,678 | ) | | | (94,642,573 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | |
Balances as of March 31, 2015 | | Ps. | 144,604,835 | | | Ps. | 43,730,591 | | | Ps. | 1,002,130 | | | Ps. | (2,620,220 | ) | | Ps. | 22,277,429 | | | Ps. | (408,349,268 | ) | | Ps. | (100,478,302 | ) | | Ps. | (552,808,762 | ) | | Ps. | (852,641,567 | ) | | Ps. | 278,140 | | | Ps. | (852,363,427 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
F-5
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
UNAUDITED CONDENSED CONSOLIDATED INTERIM
STATEMENTS OF CASH FLOWS
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | |
| | 2015 | | | 2014 | |
| | |
Operating activities: | | | | | | | | |
Net loss for the period | | Ps. | (100,546,286 | ) | | Ps. | (35,953,423 | ) |
| | |
Depreciation and amortization | | | 36,971,061 | | | | 37,570,391 | |
Impairment of wells, pipelines, properties, plant and equipment | | | 6,053,915 | | | | — | |
Unsuccessful wells | | | 4,919,071 | | | | 2,504,226 | |
Disposal of wells, pipelines, properties, plant and equipment | | | 442,598 | | | | 1,248,594 | |
Profit sharing in associates | | | (39,299 | ) | | | (1,135,183 | ) |
Effects of net present value of reserve for well abandonment | | | 304,639 | | | | — | |
| | |
Amortization gains related to debt issuance | | | (828,889 | ) | | | (813,770 | ) |
Unrealized foreign exchange loss | | | 18,723,183 | | | | 492,564 | |
Interest expense | | | 14,377,966 | | | | 10,937,594 | |
| | | | | | | | |
| | | (19,622,041 | ) | | | 14,850,993 | |
| | |
Derivative financial instruments | | | 7,140,837 | | | | (1,416,880 | ) |
Accounts receivable | | | (10,113,041 | ) | | | (10,719,368 | ) |
Inventories | | | 5,009,888 | | | | 10,806,084 | |
Other assets | | | (2,345,536 | ) | | | (6,054,129 | ) |
Accounts payable and accrued expenses | | | 5,041,136 | | | | (3,011,895 | ) |
Taxes paid | | | (3,777,721 | ) | | | 10,862,062 | |
Suppliers | | | (64,153,751 | ) | | | (45,726,665 | ) |
Provisions for sundry creditors | | | 798,769 | | | | 1,753,718 | |
Employee benefits | | | 20,391,582 | | | | 10,846,005 | |
Deferred taxes | | | (1,137,383 | ) | | | (1,113,416 | ) |
| | | | | | | | |
| | |
Net cash flows from operating activities | | | (62,767,261 | ) | | | (18,923,491 | ) |
| | | | | | | | |
| | |
Investing activities: | | | | | | | | |
Acquisition of wells, pipelines, properties, plant and equipment | | | (40,969,350 | ) | | | (36,070,110 | ) |
Exploration costs | | | 15,524 | | | | (146,670 | ) |
Investments in associates | | | (30,329 | ) | | | — | |
| | | | | | | | |
| | |
Net cash flows from investing activities | | | (40,984,155 | ) | | | (36,216,780 | ) |
| | |
Financing activities: | | | | | | | | |
Increase in equity due to Mexican Government contributions | | | 10,000,000 | | | | 2,000,000 | |
Decrease in equity Mexican Government contributions | | | — | | | | (190,400 | ) |
| | |
Loans obtained from financial institutions | | | 170,152,712 | | | | 97,439,253 | |
| | |
Debt payments, principal only | | | (55,524,652 | ) | | | (29,770,251 | ) |
| | |
Interest paid | | | (15,562,166 | ) | | | (11,421,812 | ) |
| | | | | | | | |
| | |
Net cash flows from financing activities | | | 109,065,894 | | | | 58,056,790 | |
| | | | | | | | |
| | |
Net increase in cash and cash equivalents | | | 5,314,478 | | | | 2,916,519 | |
Effects of change in cash value | | | 5,303,781 | | | | (490,222 | ) |
Cash and cash equivalents at the beginning of the period | | | 117,988,528 | | | | 80,745,719 | |
| | | | | | | | |
| | |
Cash and cash equivalents at the end of the period (Note 5) | | Ps. | 128,606,787 | | | Ps. | 83,172,016 | |
| | | | | | | | |
The accompanying notes are an integral part of these unaudited condensed consolidated interim financial statements.
F-6
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
NOTE 1.STRUCTURE AND BUSINESS OPERATIONS OF PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
Petróleos Mexicanos was created by a decree issued by the Mexican Congress on June 7, 1938. The decree was published in theDiario Oficial de la Federación (Official Gazette of the Federation) on July 20, 1938 and took effect on that date.
On December 20, 2013, theDecreto por el que se reforman y adicionan diversas disposiciones de la Constitución Política de los Estados Unidos Mexicanos, en Materia de Energía (Decree that amends and supplements various provisions of the Mexican Constitution relating to energy matters), was published in the Official Gazette of the Federation and took effect on December 21, 2013 (the “Energy Reform Decree”). In accordance with the Energy Reform Decree, the Mexican Government will carry out the exploration and extraction of hydrocarbons in the United Mexican States (“Mexico”) through assignments to productive state-owned companies, as well as through agreements with productive state-owned companies and with other companies in accordance with the applicable regulatory law.
The main aspects of the Energy Reform Decree related to Petróleos Mexicanos are:
| • | | The Mexican Government will retain ownership and control of productive state-owned companies, and legislation issued pursuant to the Energy Reform Decree will contain provisions regulating the management, organization, operation, contractual procedures and other legal actions to be undertaken by these productive state-owned companies. In the case of Petróleos Mexicanos, the relevant legislation is the newLey de Petróleos Mexicanos (Petróleos Mexicanos Law). |
| • | | TheComisión Reguladora de Energía (Energy Regulatory Commission) will have the authority to grant permits to PEMEX (as defined below) and other companies to engage in natural gas processing, oil refining and transportation, storage, distribution and first-hand sales of hydrocarbons and petrochemicals and their derivatives in Mexico. |
| • | | Pemex-Gas y Petroquímica Básica (Pemex-Gas and Basic Petrochemicals) is to transfer certain assets related to the national gas pipeline system to theCentro Nacional de Control de Gas Natural (National Center of Natural Gas Control, or “CENAGAS”), a new decentralized public entity. |
As part of the secondary legislation enacted in accordance with the Energy Reform Decree, on August 11, 2014, the new Petróleos Mexicanos Law was published in the Official Gazette of the Federation. Most of the provisions of the Petróleos Mexicanos Law became effective on October 7, 2014, once the Board of Directors of Petróleos Mexicanos was designated, except for certain provisions. On December 2, 2014, once the new Board of Directors of Petróleos Mexicanos and the supervision, transparency and accountability mechanisms for Petróleos Mexicanos began operating, theSecretaría de Energía (Ministry of Energy) published in the Official Gazette of the Federation the declaration specified in Transitional Article 10 of the Petróleos Mexicanos Law, pursuant to which the special regime governing Petróleos Mexicanos’ activities relating to productive state-owned subsidiaries, affiliates, compensation, assets, administrative liabilities, state dividend, budget and debt levels came into effect, with the exception of the provisions relating to acquisitions, leases, services and public works matters.
F-7
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
TheLey de Hidrocarburos (Hydrocarbons Law) was published on August 11, 2014 in the Official Gazette of the Federation and became effective the day following its publication. The Hydrocarbons Law repealed theLey Reglamentaria del Artículo 27 Constitucional en el Ramo del Petróleo (Regulatory Law to Article 27 of the Political Constitution of the United Mexican States Concerning Petroleum Affairs) that had been in effect prior to its publication.
Once the Petróleos Mexicanos Law took effect, Petróleos Mexicanos was transformed from a decentralized public entity to a productive state-owned company. Petróleos Mexicanos is a legal entity empowered to own property and carry on business in its own name with the purpose of developing business, economic, industrial and commercial activities in order to carry out exploration and extraction of crude oil and other hydrocarbons in Mexico. In addition, Petróleos Mexicanos performs activities related to refining, gas processing and engineering and research projects to create economic value and increase the income of the Mexican nation, while adhering to principles of equity and social and environmental responsibility.
Before the secondary legislation took effect pursuant to the Energy Reform Decree, the activities of Petróleos Mexicanos and its Subsidiary Entities (as defined below) were regulated mainly by theConstitución Política de los Estados Unidos Mexicanos (Political Constitution of the United Mexican States, or the “Mexican Constitution”), the Regulatory Law to Article 27 of the Political Constitution of the United Mexican States Concerning Petroleum Affairs, the Petróleos Mexicanos Law published in the Official Gazette of the Federation on November 28, 2008 and theDecreto que tiene por objeto establecer la estructura, el funcionamiento y el control de los organismos subsidiarios de Petróleos Mexicanos (Decree to establish the structure, operation, and control of the subsidiary entities, or the “Subsidiary Entities Decree”) published in the Official Gazette of the Federation on March 21, 2012.
In accordance with the special regime provided under the Petróleos Mexicanos Law, Petróleos Mexicanos is able to perform the activities, operations or services necessary to fulfill its purpose (i) by itself, (ii) with the support of the new productive state-owned subsidiaries and affiliates or (iii) by entering into agreements, alliances, partnerships or any other legal arrangement with Mexican or international entities in the private or public sectors.
The productive state-owned subsidiaries will be productive state-owned companies empowered to own property and carry on business in their own name, subject to the direction and coordination of Petróleos Mexicanos.
As stated in Transitional Article Eight, Section A, VIII of the Petróleos Mexicanos Law, until theacuerdos de creación (creation resolutions) take effect, the existing Subsidiary Entities (as defined below) will continue to operate in accordance with the Subsidiary Entities Decree, unless otherwise stated in the Petróleos Mexicanos Law. The Subsidiary Entities Decree will be repealed once the creation resolutions take effect.
F-8
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The Subsidiary Entities of Petróleos Mexicanos are decentralized public entities with a technical, industrial and commercial nature with their own corporate identity and equity and with the legal authority to own property and conduct business in their own names. The Subsidiary Entities are controlled by the Mexican Government, and they have been consolidated into and have the characteristics of subsidiaries of Petróleos Mexicanos. As of March 31, 2015, the Subsidiary Entities and their respective purposes were as follows:
| • | | Pemex-Exploración y Producción (Pemex-Exploration and Production): This entity explores for and extracts crude oil and natural gas and transports, stores and markets such products. |
| • | | Pemex-Refinación (Pemex-Refining): This entity refines petroleum products and derivatives thereof that may be used as basic industrial raw materials and stores, transports, distributes and markets such products and derivatives. |
| • | | Pemex-Gas and Basic Petrochemicals: This entity processes natural gas, natural gas liquids and artificial gas, derivatives thereof that may be used as basic industrial raw materials, and stores, transports, distributes and markets such products. Additionally, this entity stores, transports, distributes and markets basic petrochemicals. |
| • | | Pemex-Petroquímica (Pemex-Petrochemicals): This entity processes industrial petrochemicals and stores, distributes and markets such petrochemicals. |
F-9
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
In accordance with Transitional Article 8 of the Petróleos Mexicanos Law, the Board of Directors of Petróleos Mexicanos, in its meeting held on November 18, 2014, approved the corporate reorganization proposed by the Director General of Petróleos Mexicanos.
Pursuant to the approved reorganization plan, the four existing Subsidiary Entities are to be transformed into two new productive state-owned subsidiaries, which will assume the rights and obligations of the existing Subsidiary Entities. The first of these productive state-owned subsidiaries,Pemex Exploración y Producción (Pemex Exploration and Production), will subsume the existing Subsidiary Entity, Pemex-Exploration and Production. The second of these productive state-owned subsidiaries,Pemex Transformación Industrial (Pemex Industrial Transformation), will comprise the following existing Subsidiary Entities: Pemex-Refining, Pemex-Gas and Basic Petrochemicals and Pemex-Petrochemicals.
As part of this reorganization plan, the Board of Directors of Petróleos Mexicanos also approved the creation of the five new subsidiary entities described below, each of which may become an affiliate of Petróleos Mexicanos if certain conditions set forth in the Petróleos Mexicanos Law are met.
| • | | Pemex Perforación y Servicios (Pemex Drilling and Services): This entity will perform drilling services. |
| • | | Pemex Logística (Pemex Logistics): This entity will provide land, maritime and pipeline transportation to PEMEX and other companies. |
| • | | Pemex Cogeneración y Servicios (Pemex Cogeneration and Services): This entity will aim to maximize energy use in PEMEX’s operations by utilizing the heat and steam generated in PEMEX’s industrial processes. |
| • | | Pemex Fertilizantes (Pemex Fertilizers): This entity will integrate the ammonia production chain up to the point of sale of fertilizers. |
| • | | Pemex Etileno (Pemex Ethylene): This entity will separate the ethylene business from Pemex-Petrochemicals in order to take advantage of the integration of the ethylene production chain. |
F-10
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
On March 27, 2015, the Board of Directors of Petróleos Mexicanos approved theEstatuto Orgánico (Organic Statute) of Petróleos Mexicanos and the creation resolutions of each productive state-owned subsidiary, which were published in the Official Gazette of the Federation on April 28, 2015. This Organic Statute, with the exception of certain provisions, will take effect a day after its publication, and the creation resolutions will take effect once the required administrative procedures to start operations are in place and the Board of Directors of Petróleos Mexicanos issues a statement about it, which will have to be published in the Official Gazette of the Federation. This statement will have to be issued within 180 days from the day after the creation resolutions are published in the Official Gazette of the Federation.
The principal distinction between the Subsidiary Entities and the Subsidiary Companies (as defined below) is that the Subsidiary Entities are decentralized public entities, whereas the Subsidiary Companies are companies that were formed in accordance with the applicable laws of each of the respective jurisdictions in which they were incorporated. The “Subsidiary Companies” are defined as those companies which are controlled by PEMEX (see Note 3(a)).
“Associates,” as used herein, means those companies in which Petróleos Mexicanos does not have effective control (see Note 3(a)).
Petróleos Mexicanos, the Subsidiary Entities and the Subsidiary Companies are referred to collectively herein as “PEMEX.”
PEMEX’s address and its principal place of business is:
Av. Marina Nacional No. 329
Col. Petróleos Mexicanos
Delegación Miguel Hidalgo
México, D.F. 11311
México
NOTE 2. | BASIS OF PREPARATION |
| (a) | Statement of compliance |
PEMEX prepared its unaudited condensed consolidated interim financial statements as of March 31, 2015 and December 31, 2014, and for the three-month periods ended March 31, 2015 and 2014, in accordance with IAS 34, “Interim Financial Reporting” (“IAS 34”) of the International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”).
These unaudited condensed consolidated interim financial statements do not include all the information and disclosure required for full annual consolidated financial statements and should be read in conjunction with PEMEX’s audited consolidated financial statements for the year ended December 31, 2014. PEMEX estimates that there is no significant impact on its unaudited condensed consolidated interim financial statements due to the seasonality of operations.
F-11
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
These unaudited condensed consolidated interim financial statements follow the same accounting policies and methods of computation as the most recent annual financial statements.
On July 2, 2015, these unaudited condensed consolidated interim financial statements under IFRS and the notes hereto were authorized for issuance by the following officers: Public Accountant Víctor M. Cámara Peón, Deputy Director of Accounting and Fiscal Matters, and C. Francisco J. Torres Suárez, Associate Managing Director of Accounting.
These unaudited condensed consolidated interim financial statements have been prepared using the historical cost basis method, except where it is indicated that certain items have been measured using the fair value model or deemed cost basis. The principal items measured at fair value are derivative financial instruments (“DFIs”). The principal item measured at amortized cost is debt, while the principal item measured at present value is the provision for employee benefits.
| (c) | Functional and reporting currency and translation of foreign currency operations |
These unaudited condensed consolidated interim financial statements are presented in Mexican pesos, which is both PEMEX’s functional currency and reporting currency, due to the following:
| • | | the economic environment in which PEMEX operates is Mexico, where the legal currency is the Mexican peso; |
| • | | PEMEX is an entity owned and regulated by the Mexican Government; accordingly, PEMEX’s budget is subject to legislative approval and is included in the Mexican annual budget, which is published in pesos; |
| • | | benefits to employees were approximately 50% of PEMEX’s total liabilities as of March 31, 2015 and 51% of PEMEX’s total liabilities as of December 31, 2014. The reserve maintained to meet these obligations is computed, denominated and payable in Mexican pesos; and |
| • | | cash flows for payment of general expenses, taxes and duties are realized in Mexican pesos. |
Although the prices of several products are based on international U.S. dollar-indices, domestic selling prices are governed by the economic and financial policies established by the Mexican Government. Accordingly, cash flows from domestic sales are generated and recorded in Mexican pesos.
F-12
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Mexico’s monetary policy regulator, theBanco de México, requires that Mexican Government entities other than financial entities sell their foreign currency to theBanco de México in accordance with its terms, receiving Mexican pesos in exchange, which is the legal currency in Mexico.
Translation of financial statements of foreign operations
The unaudited condensed consolidated interim financial statements of foreign subsidiaries and associates are translated into the reporting currency by identifying if the functional currency is different from the currency for recording the foreign operations. If the currencies for a foreign transaction are different, then the currency for recording the foreign transaction is first translated into the functional currency and then translated into the reporting currency using the period-end exchange rate for assets and liabilities reported in the unaudited condensed consolidated interim statements of financial position, the historical exchange rate at the date of the transaction for equity items and the weighted average exchange rate for income and expenses reported in the statement of comprehensive income of the period.
References in these unaudited condensed consolidated interim financial statements and the related notes to “pesos” or “Ps.” refers to Mexican pesos, “U.S. dollars” or “U.S. $” refers to dollars of the United States of America, “yen” or “¥” refers to Japanese yen, “euro” or “€” refers to the legal currency of the European Economic and Monetary Union, “Pounds sterling” or “₤” refers to the legal currency of the United Kingdom, “Swiss francs” or “CHF” refers to the legal currency of the Swiss Confederation, “Canadian dollars” or “CAD” refers to the legal currency of Canada and “Australian dollars” or “AUD” refers to the legal currency of Australia. Figures in all currencies are presented in thousands of the relevant currency unit, except exchange rates and product and share prices.
NOTE 3. | SIGNIFICANT ACCOUNTING POLICIES |
The preparation of the unaudited condensed consolidated interim financial statements in accordance with IFRS requires the use of estimates and assumptions made by PEMEX’s management that affect the recorded amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of these unaudited condensed consolidated interim financial statements, as well as the recorded amounts of income and expenses during the period.
Significant estimates and underlying assumptions are reviewed on an ongoing basis, and revisions to accounting estimates are recognized in the period in which any estimates are revised and in any future periods affected by such revision.
F-13
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
In particular, information about assumptions, estimation uncertainties and critical accounting policies that have the most significant effect on the amounts recognized in the unaudited condensed consolidated interim financial statements are described in the following notes:
| • | | Note 3(d) Financial instruments |
| • | | Note 3(h) Wells, pipelines, properties, plant and equipment |
| • | | Note 3(j) Impairment of non-financial assets |
| • | | Note 3(m) Employee benefits |
| • | | Note 3(n) Taxes and federal duties; Deferred taxes |
| • | | Note 3(p) Contingencies |
Actual results could differ from those estimates and assumptions.
Below is a summary of the principal accounting policies, which have been consistently applied to each of the periods presented and followed by PEMEX in the preparation of its unaudited condensed consolidated interim financial statements:
| (a) | Basis of consolidation |
The unaudited condensed consolidated interim financial statements include those of Petróleos Mexicanos, the Subsidiary Entities and the Subsidiary Companies. All intercompany balances and transactions have been eliminated in the preparation of the unaudited condensed consolidated interim financial statements pursuant to IFRS 10, “Consolidated Financial Statements” (“IFRS 10”).
Unrealized gains arising from transactions with entities whose investment is accounted for using the equity method are eliminated against the investment to the extent of participation in such entities. Unrealized losses are eliminated in the same way as unrealized gains but only to the extent that there is no evidence of impairment.
Investment in subsidiaries
The Subsidiary Entities and Subsidiary Companies are those controlled by Petróleos Mexicanos. Control requires exposure or rights to variable returns and the ability to affect those returns through power over a company. The Subsidiary Entities and Subsidiary Companies are consolidated from the date that control commences until the date that control ceases.
As of March 31, 2015, the consolidated Subsidiary Entities were Pemex-Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals and Pemex-Petrochemicals.
F-14
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The consolidated Subsidiary Companies are as follows:
| • | | P.M.I. Marine, Ltd. (“PMI Mar”)(i); |
| • | | P.M.I. Services, B.V. (“PMI SHO”)(i); |
| • | | P.M.I. Holdings, B.V. (“PMI HBV”)(i); |
| • | | P.M.I. Trading, Ltd. (“PMI Trading”)(i); |
| • | | PEMEX Internacional España, S.A. (“PMI SES”)(i); |
| • | | P.M.I. Holdings Petróleos España, S.L. (“HPE”)(i); |
| • | | P.M.I. Services North America, Inc. (“PMI SUS”)(i); |
| • | | P.M.I. Holdings North America, Inc. (“PMI HNA”)(i); |
| • | | P.M.I. Norteamérica, S.A. de C.V. (“PMI NASA”)(i); |
| • | | P.M.I. Comercio Internacional, S.A. de C.V. (“PMI CIM”)(i)(ii); |
| • | | PMI Field Management Resources, S.L. (“FMR”)(i); |
| • | | PMI Campos Maduros SANMA, S. de R.L. de C.V. (“SANMA”)(i); |
| • | | Pro-Agroindustria, S.A. de C.V. (“AGRO”)(i)(iii); |
| • | | PMI Azufre Industrial, S.A. de C.V. (“PMI AZIND”)(i)(iii); |
| • | | PMI Infraestructura de Desarrollo, S.A. de C.V. (“PMI ID”)(i)(iii); |
| • | | PMI Cinturón Transoceánico Gas Natural, S.A. de C.V. (PMI CT)(i)(iv); |
| • | | PMI Transoceánico Gas LP, S.A. de C.V. (PMI TG)(i)(iv); |
| • | | PMI Servicios Portuarios Transoceánicos, S.A. de C.V. (PMI SP)(i)(iv); |
| • | | PMI Midstream del Centro, S.A. de C.V. (PMI MC)(i)(iv); |
| • | | PEMEX Procurement International, Inc. (“PPI”)(v); |
| • | | Hijos de J. Barreras, S.A. (“HJ BARRERAS”)(ii); |
| • | | PEMEX Finance, Ltd. (“FIN”)(ii); |
| • | | Mex Gas Internacional, S.L. (“MGAS”)(vi); |
| • | | Instalaciones Inmobiliarias para Industrias, S.A. de C.V. (“III”); |
| • | | Kot Insurance Company, AG. (“KOT”); |
| • | | PPQ Cadena Productiva, S.L. (“PPQCP”); and |
| • | | III Servicios, S.A. de C.V. (“III Servicios”). |
(i) | Member Company of the “PMI Group.” |
(ii) | Non-controlling interest company. |
(iii) | As of August 2014, these companies were included in the consolidated financial statements of PEMEX. |
(iv) | As of February 2015, these companies were included in the consolidated financial statements of PEMEX. |
(v) | Formerly Integrated Trade Systems, Inc. (“ITS”). |
(vi) | Formerly Mex Gas Internacional, Ltd. |
The financial information of the Subsidiary Entities and Subsidiary Companies has been prepared based on the same period of Petróleos Mexicanos’ unaudited condensed consolidated interim financial statements applying the same accounting policies.
F-15
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Permanent investments in associates and joint ventures
Associates are those entities in which PEMEX has significant influence but not the power to control financial and operational decisions. There is significant influence when PEMEX owns directly or indirectly between 20% and 50% of voting rights in another entity.
Joint ventures are those arrangements whereby two or more parties undertake an economic activity that is subject to joint control. A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement.
Investments in associates and joint ventures are recognized based on the equity method and recorded initially at cost, including any goodwill identified on acquisition. With respect to joint operations, the assets, liabilities, income and expenses are recognized in relation to participation in the arrangement and in accordance with the applicable IFRS. The investment cost includes transaction costs.
The unaudited condensed consolidated interim financial statements include the proportion of gains, losses and other comprehensive income corresponding to PEMEX’s share in each investee, once these items are adjusted to align with the accounting policies of PEMEX, from the date that significant influence and joint control begins to the date that such influence or joint control ceases.
When the value of the share of losses exceeds the value of PEMEX’s investment in an associate or joint venture, the carrying value of the investment, including any long-term investment, is reduced to zero and PEMEX ceases to recognize additional losses, except in cases where PEMEX is jointly liable for obligations incurred by those associates and/or joint ventures.
Non-controlling interests
The interests of third parties who do not have a controlling interest in the equity or comprehensive result of subsidiaries of PEMEX are presented in the unaudited condensed consolidated interim statements of financial position, the unaudited condensed consolidated interim statements of changes in equity (deficit) as “non-controlling interests” and as “net income and comprehensive income for the period, attributable to non-controlling interests,” in the unaudited condensed consolidated interim statements of comprehensive income.
Dividends paid in cash and assets other than cash
A liability for distributions of dividends in cash and non-cash assets to third parties is recognized when the distribution is authorized by the Board of Directors. The corresponding amount is recognized directly in equity.
Distributions of non-cash assets are measured at the fair value of the assets to be distributed. Changes relating to re-measurements of the fair value between the date on which the distribution is declared and the time when the assets are transferred are recognized directly in equity.
When distributing non-cash assets, any difference between the dividend paid and the carrying amount of the assets distributed is recognized in the unaudited condensed consolidated interim statements of comprehensive income.
F-16
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| (b) | Transactions in foreign currency |
In accordance with IAS 21, “The Effects of Changes in Foreign Exchange Rates” (“IAS 21”), transactions in foreign currencies are translated to the functional currency at exchange rates at the dates of the transactions.
Exchange differences arising on the settlement of monetary items or on translating monetary items at rates different from those at which they were translated on initial recognition during the period or in previous financial statements are recognized in profit or loss in the period in which they arise. When a gain or loss on a non-monetary item is recognized in other comprehensive results, any exchange component of that gain or loss is recognized in other comprehensive results. Conversely, when a gain or loss on a non-monetary item is recognized in profit or loss, any exchange component of that gain or loss shall be recognized in profit or loss for the period.
| (c) | Fair value measurement |
PEMEX measures certain financial instruments such as DFIs at fair value as of the closing date of the relevant reporting period.
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. A measurement at fair value assumes that the sale of the asset or transfer of a liability occurs:
i. in the principal market for the asset or liability; or
ii. in the absence of a principal market, in the most advantageous market for the asset or liability.
The principal market or the most advantageous market must be accessible for PEMEX.
The fair value of an asset or liability is measured by using the same assumptions that market participants would make when pricing the asset or liability under the premise that market participants take into account highest and best use of the asset or liability.
Financial instruments are classified as: (i) financial instruments measured at fair value through profit or loss; (ii) financial instruments held to maturity; (iii) available-for-sale financial assets; (iv) investments in equity instruments; (v) loans held to maturity; or (vi) DFIs. PEMEX determines the classification of its financial instruments at the time of initial recognition.
F-17
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
PEMEX’s financial instruments include cash and short-term deposits, available-for-sale financial assets, accounts receivable, other receivables, loans, accounts payable to suppliers, other accounts payable, borrowings and debts, as well as DFIs.
Below are descriptions of the financial instruments policies employed by PEMEX:
Financial instruments measured at fair value through profit or loss
A financial instrument is measured at fair value through profit or loss if it is classified as held for trading or designated as such upon initial recognition. Financial assets are designated at fair value through profit or loss if PEMEX manages such investments and makes purchase and sale decisions based on their fair value in accordance with PEMEX’s documented risk management or investment strategy. In addition, directly attributable transaction costs are recognized in the consolidated statements of comprehensive income for the period. These financial instruments are recognized at fair value and corresponding changes relating to dividend income are recognized in the consolidated statements of comprehensive income.
Available-for-sale financial assets
Available-for-sale financial assets are non-DFIs that are designated as available-for-sale or are not classified in any of the previous categories. PEMEX’s investments in certain equity securities and debt securities are classified as available-for-sale financial assets. Available-for-sale financial assets are recognized initially at fair value plus any directly attributable transaction costs.
Subsequent to initial recognition, available-for-sale financial assets are measured at fair value. In addition, any gains or losses associated with such instruments, as well as foreign exchange differences are recognized in other comprehensive result and presented in the fair value reserve in equity. When an investment is derecognized, any gains or losses accumulated in the equity are reclassified to profit or loss.
Sales and purchases of financial assets that require the delivery of such assets within a period of time established by market practice are recognized as of the negotiation date (the date on which PEMEX commits to purchase or sell the asset).
Loans held to maturity
After initial recognition, loans and debt securities that bear interest are measured at amortized cost using the effective interest rate (“EIR”) method, less impairment losses.
The amortized cost is calculated based on any discount or premium on acquisition and fees and costs that are an integral part of the EIR method. Amortization of costs is included under the heading of financing cost in the statement of comprehensive income.
F-18
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Derivative financial instruments
DFIs presented in the consolidated statement of financial position are carried at fair value. In the case of DFIs held for trading, changes in fair value are recorded in profit or loss; in the case of DFIs formally designated as and that qualify for hedging, changes in fair value are recorded in the statement of comprehensive income using cash flow or fair value hedge accounting, with gains or losses classified in accordance with the earnings treatment of the hedge transaction.
Embedded derivatives
PEMEX evaluates the potential existence of embedded derivatives, which may be found in the terms of its contracts, or combined with other host contracts, which could be structured financial instruments (debt or equity instruments with embedded derivatives). Embedded derivatives have terms that implicitly or explicitly meet the characteristics of a DFI. In some instances, these embedded derivatives must be segregated from the underlying contracts and measured, recognized, presented and disclosed as DFIs, such as when the economic risks and terms of the embedded derivative are not clearly and closely related to the underlying contract.
Impairment of financial assets measured at amortized cost
At each reporting date, PEMEX evaluates whether there is objective evidence that a financial asset or group of financial assets is impaired, in which case the value of the recoverable amount of the asset is calculated. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of the financial asset.
| (e) | Cash and cash equivalents |
Cash and cash equivalents are comprised of cash balances on hand, deposits in bank accounts, foreign currency reserves and instruments with maturities of three months or less from the acquisition date that are subject to an insignificant risk of changes in their fair value, which are used in the management of PEMEX’s short-term commitments.
With respect to the consolidated statement of cash flows, the cash and cash equivalents line item consists of the cash and cash equivalents described above, net of bank overdrafts pending payment.
Cash subject to restrictions or that cannot be exchanged or used to settle a liability within twelve months is not considered part of this line item and is presented in non-current assets.
F-19
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| (f) | Accounts receivable and other |
Accounts receivable and other are recognized at recoverable value. In addition, interest income from accounts receivable is recognized on an accrued basis, provided that the amount can be reliably measured and collection is probable.
| (g) | Inventories and cost of sales |
PEMEX’s inventories are valued at the lower of cost or net realizable value. Cost is determined based on the cost of production or acquisition of inventory and other costs incurred in transporting such inventory to its present location and in its present condition, using the average cost formula. Net realizable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated selling costs. The estimate takes into consideration, among other things, the decrease in the value of inventories due to obsolescence.
Cost of sales represents the cost of production or acquisition of inventories at the time of sale, increased, where appropriate, by declines in net realizable value of inventories during the period.
Advances to suppliers are recognized as part of inventory when the risks and benefits of the ownership of the inventory have been transferred to PEMEX.
| (h) | Wells, pipelines, properties, plant and equipment |
Wells, pipelines, properties, plant and equipment are measured at acquisition or construction cost less accumulated depreciation and accumulated impairment losses.
PEMEX uses the successful efforts method for the exploration and production of crude oil and gas activities, considering the criteria mentioned in IFRS 6, “Exploration for and Evaluation of Mineral Resources” in relation to the recognition of exploration and drilling assets. Costs of development wells and related plant, property and equipment involved in the exploitation of oil and gas are recorded as part of the cost of assets. The costs of exploratory wells in areas that have not yet been designated as containing proved reserves are recorded as intangible assets until it is determined whether they are commercially viable. Otherwise, the costs of drilling the exploratory well are charged to exploration expense. Other expenditures on exploration are recognized as exploration expenses as they are incurred.
Wells, pipelines, properties, plant and equipment are initially recorded at cost, which includes their original purchase price or construction cost, any costs attributable to bringing the assets to a working condition for their intended use and the costs of dismantling and removing the items and restoring the site on which they are located, including the estimated cost of plugging and abandoning wells, in accordance with IAS 16, “Property, Plant and Equipment” (“IAS 16”).
F-20
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The cost of financing projects that require large investments or financing incurred for projects, net of interest revenues from the temporary investment of these funds, is recognized as part of wells, pipelines, properties, plant and equipment when the cost is directly attributable to the construction or acquisition of a qualifying asset. The capitalization of these costs is suspended during periods in which the development of construction is interrupted, and its capitalization ends when the activities necessary for the use of the qualifying asset are substantially completed. All other financing costs are recognized in the consolidated statements of comprehensive income in the period in which they are incurred.
The cost of self-constructed assets includes the cost of materials and direct labor, any other costs directly attributable to the commissioning and interest on financing. In some cases the cost also includes the cost of dismantling and removal.
Expenditures related to the construction of wells, pipelines, properties, plant and equipment during the stage prior to commissioning are stated at cost as intangible assets or construction in progress, in accordance with the characteristics of the asset. Once the assets are ready for use, the costs are transferred to the respective component of wells, pipelines, properties, plant and equipment and depreciation or amortization begins.
The costs of major maintenance or replacement of a component of an item of wells, pipelines, properties, plant and equipment are recognized in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to PEMEX and its cost can be measured reliably. The costs of recurring maintenance, repairs and renovations of wells, pipelines, properties, plant and equipment are recognized in profit or loss as incurred.
Depreciation and amortization of capitalized costs in wells are determined based on the estimated commercial life of the field to which the wells belong, considering the relationship between the production of barrels of oil equivalent for the year and proved developed reserves of the field, as of the beginning of the period, with quarterly updates for new development investments.
Depreciation of other elements of wells, pipelines, properties, plant and equipment is recognized in profit or loss on a straight-line basis over the estimated useful life of the asset, beginning as of the date that the asset is available for use, or in the case of construction, from the date that the asset is completed and ready for use.
When parts of an item of wells, pipelines, properties and equipment have different useful lives than such item and a cost that is significant relative to the total cost of the item, the part is depreciated separately.
Useful lives of items of properties, plant and equipment are reviewed if expectations differ from previous estimates.
F-21
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Pipelines, properties, and equipment received from customers are initially recognized at fair value as revenue from ordinary operating activities if PEMEX has no future obligations to the customer who transferred the item. In contrast, if PEMEX does have future obligations to such a customer, the initial recognition is as a deferred liability relating to the period in which the items will provide PEMEX with a service.
The capitalized value of finance leases is also included in the line item of wells, pipelines, properties, plant and equipment. Properties, plant and equipment acquired through financial leases are depreciated over the shorter of the lease term or the useful life of the asset.
Advance payments for the acquisition of pipelines, properties, plant and equipment are also recognized in the line item of wells, pipelines, properties, plant and equipment when the risks and benefits of the ownership have been transferred to PEMEX.
| (i) | Crude oil and natural gas reserves |
Under Mexican law, all crude oil and other hydrocarbon reserves located in the subsoil of Mexico are owned by the Mexican nation and not by PEMEX. As of the date of these unaudited condensed consolidated interim financial statements, under the Petróleos Mexicanos Law, the reserves assigned to PEMEX by the Mexican Government are not registered for accounting purposes. Pemex-Exploration and Production estimates total proved oil and natural gas reserve volumes in accordance with Rule 4-10(a) of Regulation S-X (“Rule 4-10(a)”) of the U.S. Securities and Exchange Commission (“SEC”) as amended, and where necessary, in accordance with the Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information promulgated by the Society of Petroleum Engineers (the “SPE”) as of February 19, 2007. These procedures are consistent with international reserves reporting practice. The estimation of these reserves depends on assumptions made and the interpretation of the data available, and may vary among analysts. The results of drilling activities, test wells and production after the date of estimation are utilized in future revisions of reserves estimates.
Although PEMEX does not own the oil and other hydrocarbon reserves within Mexico, these accounting procedures allow PEMEX to record the effects that such oil and other hydrocarbon reserves have on its unaudited condensed consolidated interim financial statements, including, for example, in the depreciation and amortization line item.
| (j) | Impairment of non-financial assets |
The carrying amounts of PEMEX’s non-financial assets, other than inventories and deferred taxes, are assessed for indicators of impairment at the end of each reporting period. If the net carrying value of the asset exceeds the recoverable amount, PEMEX records an impairment charge in its statement of comprehensive income.
A cash-generating unit is the smallest identifiable group of assets which can generate cash inflows independently from other assets or groups of assets.
F-22
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The recoverable amount is defined as the higher of the fair value minus the cost of disposal and the use value. Value in use is the discounted present value of the future cash flows expected to arise from the continuing use of an asset, and from its disposal at the end of its useful life. In measuring value in use, the discount rate applied is the pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the asset. Fair value is calculated using discounted cash flows determined by the assumptions that market participants would apply in order to estimate the price of an asset or cash generating unit if such participants were acting in their best economic interest.
In the case of cash-generating assets or items dedicated to the exploration and evaluation of hydrocarbons reserves, the recoverable amount is determined by adjusting the fair value, which is based on the proved and probable reserves, for the risk factor associated with such reserves.
Both impairment losses and reversals are recognized in the statement of comprehensive income in the costs and expenses line items in which the depreciation and amortization of the relevant assets are recognized. Impairment losses may not be presented as part of the costs that have been capitalized in the value of any asset. Impairment losses related to inventories are recognized as part of cost of sales. Impairment losses on investments in associates, joint ventures and other permanent investments are recognized as profit (loss) sharing in associates.
If an impairment loss subsequently improves, and such improvement is greater than the carrying value of the asset and appears to be permanent, the impairment loss recorded previously is reversed only up to the carrying amount of the item, as though no impairment had been recognized.
The determination of whether an agreement is or contains a lease is based on the content of the agreement at the date of execution. An agreement contains a lease if performance under the agreement depends upon the use of a specific asset or assets, or if the agreement grants the right to use the asset.
Finance leases, which transfer to PEMEX substantially all the inherent benefits and risks of the leased property, are capitalized at the date the lease commences, and the value is recorded as the lower of the fair value of the leased property and the present value of the minimum lease payments. Payments on the lease are divided between the financial costs and the amortization of the remaining debt principal in order to achieve a constant interest rate for the outstanding liability. The financing costs are recognized in the statement of comprehensive income.
Operating lease payments that do not transfer to PEMEX substantially all the risks and benefits of ownership of the leased asset are recognized as expenses in the statement of comprehensive income on a straight line basis over the term of the lease. Operating lease payments that do transfer to PEMEX substantially all the risks and benefits of ownership are instead capitalized and treated as under the paragraph above.
F-23
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
PEMEX recognizes provisions where, as a result of a past event, PEMEX has incurred a legal or contractual obligation for which the transfer of an asset is probable and the amount of such transfer is reasonably estimable. In certain cases, such amounts are recorded at their present value.
Environmental liabilities
In accordance with applicable legal requirements and accounting practices, an environmental liability is recognized when the cash outflows are probable and the amount is reasonably estimable. Disbursements related to the conservation of the environment that are linked to revenue from current or future operations are accounted for as costs or assets, depending on the circumstances of each disbursement. Disbursements related to past operations, which no longer contribute to current or future revenues, are accounted for as current period costs.
The accrual of a liability for a future disbursement occurs when an obligation related to environmental remediation, for which PEMEX has the information necessary to determine a reasonable estimated cost, is identified.
Retirement of assets
The obligations associated with the future retirement of assets, including those related to the retirement of well, pipelines, properties, plant and equipment and their components, but excluding those related to the retirement of wells, are recognized at the date that the retirement obligation is incurred, based on the discounted cash flow method. The determination of the fair value is based on existing technology and regulations. If a reliable estimation of fair value cannot be made at the time the obligation is incurred, the accrual will be recognized when there is sufficient information to estimate the fair value.
The obligations related to the costs of future retirement of assets associated with the principal refining processes for gas and petrochemicals are not recognized. These assets are considered to have an indefinite useful life due to the potential for maintenance and repairs.
The abandonment costs related to wells currently in production and wells temporarily closed are recorded in the statement of comprehensive income based on the units of production method. Total cost of abandonment and plugging for non-producing wells is recognized in the statement of comprehensive income at the end of each period. All estimations are based on the useful lives of the wells, considering their discounted present value. Salvage values are not considered, as these values commonly have not traditionally existed.
F-24
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
PEMEX operates a defined benefit pension plan under which it makes contributions to a fund that is administrated separately. PEMEX recognizes the cost for defined benefit plans based on independent actuarial computations applying the projected unit credit method. Actuarial gains and losses are recognized within other comprehensive result for the period in which they occur.
The costs of prior services are recognized within profit or loss for the period in which they are incurred.
PEMEX’s net obligation with respect to the defined benefit plan equals the present value of the defined benefit obligation less the fair value of plan assets. The value of any asset is limited to the present value of available reimbursements and reductions in future contributions to the plan.
In addition, seniority premiums payable for disability are recognized within otherlong-term employee benefits.
Termination benefits are recognized in profit or loss for the period in which they are incurred.
| (n) | Taxes and federal duties |
PEMEX is subject to certain special taxes and duties, including taxes and duties based on the value of hydrocarbons extracted and taking into account certain deductions and established quotas.
As of December 31, 2014, Petróleos Mexicanos was not subject to theLey del Impuesto Sobre la Renta (Income Tax Law). Petróleos Mexicanos became subject to the Income Tax Law for fiscal year 2015, following the repeal of theImpuesto a los Rendimentos Petroleros (Hydrocarbon Income Tax, or “IRP”). The Subsidiary Companies remain subject toImpuesto Sobre la Renta (Income Tax, or “ISR”).
Deferred taxes
Deferred taxes are recorded based on the assets and liabilities method, which consists of the recognition of deferred taxes by applying tax rates applicable to the income tax to the temporary differences between the carrying value and tax values of assets and liabilities at the date of these unaudited condensed consolidated interim financial statements. Deferred tax assets are recognized to the extent that it is probable that the tax benefits will be utilized.
F-25
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| (o) | Impuesto Especial sobre Producción y Servicios (Special Tax on Production and Services, or “IEPS Tax”) |
The IEPS Tax charged to customers is a tax on domestic sales of gasoline and diesel. The IEPS Tax rate is calculated based on the international reference price and the retail price of each product, in each case as adjusted in accordance with the applicable rules.
For each of the fiscal years from 2006 to 2014, theLey de Ingresos de la Federación (Federal Revenue Law) allowed negative IEPS Tax amounts to be credited against the IEPS Tax liability and, if in excess, to be credited against the value added tax. In accordance with the Federal Revenue Law, any remaining amount could be credited against the Ordinary Duty on Hydrocarbons during this period.
As of the date of these unaudited condensed consolidated interim financial statements, PEMEX remains subject to the IEPS Tax. However, the Federal Revenue Law applicable for the fiscal year beginning January 1, 2015 does not provide for negative IEPS Tax amounts to be credited against any tax or duty. As a result of this change to the Federal Revenue Law, PEMEX did not credit any negative IEPS Tax amounts during the three months ended March 31, 2015, and no such amounts were recognized as “other revenues” in its consolidated statements of comprehensive income for this three-month period (see Note 3(r)).
Liabilities for loss contingencies are recorded when it is probable that a liability has been incurred and the amount thereof can be reasonably estimated. When a reasonable estimation cannot be made, qualitative disclosure is provided in the notes to the unaudited condensed consolidated interim financial statements. Contingent revenues, earnings or assets are not recognized until realization is assured.
Sales revenue is recognized the moment at which the risks and benefits of ownership of crude oil, refined products, natural gas, and derivative and petrochemical products are transferred to the customers who acquire them, which occurs as follows:
| • | | in accordance with contractual terms; |
| • | | the moment at which the customer picks up product at PEMEX’s facilities; or |
| • | | the moment at which PEMEX delivers the product to the delivery point. |
PEMEX recognizes revenues for services at the time the collection right on such services arises.
F-26
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| (r) | Presentation of consolidated statements of comprehensive income |
The costs and expenses shown in PEMEX’s unaudited condensed consolidated interim statements of comprehensive income are presented based on their function, which allows for a better understanding of the components of PEMEX’s operating income. This classification allows for a comparison to the industry to which PEMEX belongs.
Cost of sales
Cost of sales represents the cost of inventories at the time of sale. Cost of sales includes depreciation, amortization, salaries, wages and benefits, a portion of the cost of the reserve for employee benefits and operating expenses related to the production process.
Transportation, distribution and sale expenses
Transportation, distribution and sale expenses are costs in connection to the storage, sale and delivery of products, such as depreciation and operating expenses associated with these activities.
Administrative expenses
Administrative expenses are costs related to PEMEX’s administrative personnel, which include personnel-related expenses.
Other revenues—net
For the three months ended March 31, 2015, other revenues, net, consisted primarily of sanctions, penalties and franchise fees. Prior to January 1, 2015, other revenues, net, consisted primarily of income received due to the “negative” IEPS Tax (see Note 3(o)).
Financing income
Financing income is comprised of interest income, financial income and other income from financial operations between PEMEX and third parties.
Financing cost
Financing cost is comprised of interest expenses, commissions and other expenses related to financing operations minus any portion of the financing cost that is capitalized.
Derivative financial instruments (cost) income—net
Derivative financial instruments (cost) income represents the net effect of the profit or loss for the period associated with DFIs (see Note 3(d)).
F-27
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Exchange (loss) gain
Exchange rate variations relating to assets or liabilities governed by contracts denominated in foreign currencies are recorded in income of the period.
Operating segments are identifiable components of PEMEX that pursue business activities from which PEMEX earns revenues and incurs expenses, including those revenues and expenses from transactions with other segments of PEMEX, and for which information is available to management on a segmented basis and is assessed by the Board of Directors in order to allocate resources and assess the profitability of the segments.
The IASB issued the new IFRS mentioned below, which are applicable to PEMEX and are effective for annual periods beginning January 1, 2015:
| a) | IFRS 8, “Operating Segments” (“IFRS 8”) |
As part of the annual improvements to IFRS 2010-2012, the IASB published “Amendments to IFRS 8, Operating Segments (IFRS 8).”
IFRS 8 has been amended to require disclosure of the judgments made by management in aggregating operating segments. Such disclosure includes a description of the segments that have been aggregated and the economic indicators that have been assessed in determining that the aggregated segments share similar economic characteristics. Additionally, an entity must provide reconciliations of the segment assets.
Operating segments presented are the same for both March 31, 2015 and December 31, 2014.
| b) | Amendments to IAS 24, “Related Party Disclosures” |
These amendments specify that the management entity providing key management personnel (“KMP”) services should be identified as a related party and payments made to a management entity in respect of KMP services should be separately disclosed.
The amendments had no impact on these unaudited condensed consolidated interim financial statements.
| c) | Amendments to IAS 40, “Investment Property” (“IAS 40”) |
The standard is amended to clarify that IAS 40 and IFRS 3 are not mutually exclusive. The guidance in IAS 40 assists preparers in distinguishing between investment property and owner-occupied property. The amendments clarify that preparers also need to refer to the guidance in IFRS 3 to determine whether the acquisition of an investment property is a business combination.
The amendments had no impact on these unaudited condensed consolidated interim financial statements.
F-28
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| (u) | New IFRS not yet adopted |
The IASB issued the new IFRS mentioned below, which are effective for the annual periods described therein. PEMEX is in the process of evaluating the impact that these standards will have on its unaudited condensed consolidated interim financial statements.
| a) | Amendments to IAS 16 and IAS 38 “Intangible Assets” (“IAS 38”) |
The amended IAS 16 prohibits entities from using revenue-based depreciation methods for items of property, plant and equipment.
The amended IAS 38 introduces a rebuttable presumption that revenue is not an appropriate basis for amortization of an intangible asset. This presumption can only be rebutted in two limited circumstances: a) the intangible asset is expressed as a measure of revenue; or b) ordinary revenue and the life of the assets are highly associated.
The expected future reductions in selling prices could be indicative of a reduction of the future economic benefits embodied in an asset.
These amendments will be applied prospectively for annual periods beginning on or after January 1, 2016, and early application is permitted.
| b) | Amendments to IFRS 11, “Joint Arrangements” (“IFRS 11”) |
The amendments to IFRS 11 address how a joint operator should account for the acquisition of an interest in a joint operation that constitutes a business. IFRS 11 now requires that such transactions be accounted for using the related principles to business combination accounting established in IFRS 3, “Business Combinations” (“IFRS 3”), and additionally requires certain related disclosures.
These amendments also apply when a business is contributed to the joint operation upon its creation. The most significant impact of the amendments to IFRS 11 will be the recognition of goodwill (when there is an excess of the transferred consideration over the identifiable net asset) and the recognition of deferred tax assets and liabilities.
These amendments will be applied prospectively for annual periods beginning on or after January 1, 2016. Early application is permitted.
F-29
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| c) | Amendments to IAS 27, “Equity Method in Separate Financial Statements” (“IAS 27”) |
In August 2014, the IASB issued amendments to IAS 27. These amendments to IAS 27 permit entities that use the equity method for recording investments in subsidiaries, joint ventures and associates to prepare separate financial statements.
The amendments are effective for periods beginning on or after January 1, 2016, with earlier application permitted.
| d) | Amendments to IFRS 10 and IAS 28, “Investments in Associates and Joint Ventures” (“IAS 28 (2011)”) |
The amendments to IFRS 10 address an identified inconsistency between the requirements of IFRS 10 and IAS 28 (2011) in the treatment of the sale or contribution of assets from an investor to an associate or joint venture.
The primary result of the amendments is that a gain or loss is recognized when such a transaction involves a business (whether or not it is a subsidiary). A gain or partial loss is recognized when the transaction involves assets that do not constitute a business, even if such assets are allocated to a subsidiary.
The amendment is effective for periods beginning on or after January 1, 2016, with earlier application permitted.
| e) | Amendments to IFRS 5, “Non-Current Assets Held-for-Sale and Discontinued Operations” (“IFRS 5”) |
The amendments to IFRS 5 introduce specific guidance for the reclassification of an asset from held-for-sale to held-for–distribution-to-owners (or vice versa) or the discontinuation of held-for-distribution accounting.
The amendments state that:
| • | | Such reclassifications should not be considered changes to a plan of sale or a plan of distribution to owners and that the classification, presentation and measurement requirements applicable to the new method of disposal should be applied; and |
| • | | Assets that no longer meet the criteria for held-for-distribution-to-owners (and do not meet the criteria for held-for-sale) should be treated in the same manner as assets that cease to be classified as held-for-sale. |
The amendments apply prospectively and are effective for periods beginning on or after January 1, 2016.
F-30
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| f) | Amendments to IFRS 7, “Financial Instruments: Disclosures” (“IFRS 7”) |
The amendments to IFRS 7 provide additional guidance to clarify whether a servicing contract constitutes continuing involvement in a transferred asset for purposes of the required disclosure relating to transferred assets.
The amendments apply retrospectively; however, to avoid the risk of hindsight affecting the determination of the required fair value disclosure, an entity is not required to apply the amendments to any period beginning prior to the annual period during which the amendments are first applied. The amendments also include an amendment to IFRS 1, “First Time Adoption of International Financial Reporting Standards.”
The amendments are effective for periods beginning on or after January 1, 2016.
Applicability of the Amendments to IFRS 7 on Offsetting Disclosure to Condensed Interim Financial Statements
The amendments to IFRS 7 were made to eliminate uncertainty as to whether the disclosure required for offsetting financial assets and financial liabilities (introduced in December 2011 and effective for periods beginning on or after January 1, 2013) should be included in condensed interim financial statements after January 1, 2013 or only in the first year. The amendments clarify that such disclosure is not explicitly required for all interim periods. However, the disclosure may need to be included in condensed interim financial statements to comply with IAS 34.
The amendments apply retrospectively in accordance with IAS 8, “Accounting Policies, Changes in Accounting Estimates and Errors” (“IAS 8”) and are effective for periods beginning on or after January 1, 2016.
| g) | Amendments to IAS 19, “Employee Benefits” (“IAS 19”) |
The amendments to IAS 19 clarify that investment-grade corporate bonds used to estimate the discount rate for post-employment benefits should be issued in the same currency as the benefits to be paid. These amendments also provide for the assessment of the depth of the market for investment-grade corporate bonds at the relevant currency level.
The amendments apply retrospectively in accordance with IAS 8 and are effective for periods beginning after January 1, 2016, with earlier application permitted.
| h) | Amendments to IAS 34, “Interim Financial Reporting” (“IAS 34”) |
The amendments to IAS 34 clarify the requirements relating to information required by IAS 34 that is presented “elsewhere in the interim financial report” but is not included in the interim financial statements. The amendments require the inclusion of a cross-reference from the interim financial statements to the location of such information in the interim financial report, which must be available to users on the same terms and at the same time as the interim financial statements.
The amendments apply retrospectively in accordance with IAS 8 and are effective for periods beginning after January 1, 2016, with earlier application permitted.
F-31
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| i) | IFRS 15, “Revenue from Contracts with Customers” (“IFRS 15”) |
IFRS 15 describes a single comprehensive model for the accounting of revenue from contracts with customers and replaces the current guidelines on revenue recognition.
The core principle of the new IFRS 15 is that an entity should recognize revenue to represent the promised transfer of goods or services to the customer, valued at the amount that the entity expects to be entitled in exchange for those goods or services.
Pursuant to IFRS 15, an entity should:
| • | | identify customer contracts that fall within the scope of the new standard; |
| • | | identify the separate performance obligations in the contract based on the following criteria: a) sales of goods or services, separately, b) sales that are dependent or interrelated with other products or services; and c) homogeneous and consistent sales pattern; |
| • | | determine the price of the transaction by applying the following considerations: a) variable consideration and constraining estimates of variable consideration; b) the existence of a significant financing component in the contract; c) any non-cash consideration; and d) the consideration payable to the customer; |
| • | | allocate the transaction price to each separate performance obligation; and |
| • | | recognize revenue when (or as) each performance obligation is satisfied either over time or at a point in time. |
The new IFRS 15 enhances disclosures of revenue. This standard must be applied for periods beginning on or after January 1, 2017, and early application is permitted. During the year of application, entities may apply the rule retrospectively or use a modified approach.
| j) | IFRS 9, “Financial Instruments” |
The IASB issued IFRS 9 (2009) and IFRS 9 (2010), which introduced new classification and measurement requirements. In 2013, the IASB released a new model for hedge accounting. The final version of IFRS 9, which was issued in July 2014 (“IFRS 9 (2014)”), replaces the previous versions of IFRS 9 and completes the IASB’s project to replace IAS 39, “Financial Instruments.”
F-32
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The package of improvements introduced by IFRS 9 (2014) includes a logical model for classification and measurement, a single, forward-looking “expected loss” impairment model and a substantially reformed approach to hedge accounting.
IFRS 9 (2014) is effective for annual periods beginning on or after January 1, 2018. Earlier application is permitted. Additionally, the new standards relating to credit risk may be applied early and in isolation, without adopting other modifications to the recognition of financial instruments.
Classification and Measurement
Classification under IFRS 9 (2014) determines how financial assets and liabilities are recognized in financial statements and, in particular, how they are measured on an ongoing basis. IFRS 9 (2014) introduces a logical approach to the classification of financial assets, which is based on the cash flow characteristics of the financial asset and the entity’s business model for managing the financial assets. This principle-based approach replaces the existing classification and measurement requirements.
Impairment
As part of IFRS 9 (2014), the IASB introduced a new, single impairment model that is applicable to all financial instruments and eliminates the complexity associated with multiple impairment models. The new impairment model requires an entity to recognize expected credit losses on a timelier basis and to update the amount of expected losses throughout the useful life of a financial instrument. Additional disclosure is required to describe the basis for recognizing expected credit losses and any changes in the estimated amount of expected credit losses.
Hedge Accounting
IFRS 9 (2014) includes significant changes to hedge accounting, such as new disclosure requirements that require a description of an entity’s risk management activities. The new model represents a comprehensive review of hedge accounting and aligns the accounting with risk management in order to better reflect risk management activities in the financial statements. These changes are intended to provide better disclosure about the risks that an entity faces and the impact of risk management activities on its financial information.
Credit Risk
IFRS 9 (2014) also aims to eliminate the volatility in financial results caused by changes in the credit risk of liabilities that are measured at fair value. Under IFRS 9 (2014), earnings from the impairment credit risk of liabilities are recognized in other comprehensive income rather than directly in profit or net loss.
F-33
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
NOTE 4. | SEGMENT FINANCIAL INFORMATION |
As of March 31, 2015, PEMEX’s primary business is the exploration and production of crude oil and natural gas and the refining and marketing of petroleum products, conducted through six business segments: Pemex-Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals, Pemex-Petrochemicals, the Trading Companies (as defined below) and Corporate and Other Subsidiary Companies. Due to PEMEX’s structure, there are significant quantities of inter-segment sales among the reporting segments, which are made at internal transfer prices established by PEMEX reflecting international market prices.
The primary sources of revenue for the segments are as described below:
| • | | Pemex-Exploration and Production earns revenues from sales of domestic crude oil and natural gas, and from exporting crude oil through the Trading Companies. Export sales are made through PMI CIM to approximately 26 major customers in various foreign markets. Approximately half of PEMEX’s crude oil is sold to Pemex-Refining. |
| • | | Pemex-Refining earns revenues from sales of refined petroleum products and derivatives. Most of Pemex-Refining’s sales are to third parties and occur within the domestic market. The entity sells a significant portion of its fuel oil production to theComisión Federal de Electricidad (Federal Electricity Commission, or “CFE”) and jet fuel toAeropuertos y Servicios Auxiliares (the Airports and Auxiliary Services Agency). Pemex-Refining’s most important products are different types of gasoline. |
| • | | Pemex-Gas and Basic Petrochemicals earns revenues primarily from domestic sources. Pemex-Gas and Basic Petrochemicals also consumes high levels of its own natural gas production. Most revenues of this entity are obtained from the sale of naphtha, ethane, butane, natural gas and liquefied petroleum gas. |
| • | | Pemex-Petrochemicals is engaged in the sale of petrochemical products to the domestic market. Pemex-Petrochemicals offers a wide range of products. The majority of Pemex-Petrochemicals’ revenues comes from methane derivatives, ethane derivatives and aromatics and derivatives. |
| • | | The trading companies, which consist of PMI NASA, PMI CIM, MGAS and PMI Trading (the “Trading Companies”), earn revenues from trading crude oil, natural gas and petroleum and petrochemical products within international markets. |
| • | | The Corporate and Other Subsidiary Companies provide administrative, financing, consulting and logistical services, as well as economic, tax and legal advice to PEMEX’s entities and companies. |
F-34
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
The following tables present the condensed financial information of these segments, after elimination of unrealized intersegment gain (loss). These reporting segments are those which PEMEX’s management evaluates in its analysis of PEMEX.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
As of/for the period ended March 31, 2015 | | Exploration and Production | | | Refining | | | Gas and Basic Petrochemicals | | | Petrochemicals | | | Trading Companies | | | Corporate and Other Subsidiary Companies | | | Intersegment eliminations | | | Total | |
Sales: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Trade | | Ps. | — | | | Ps. | 129,247,229 | | | Ps. | 34,250,513 | | | Ps. | 7,246,933 | | | Ps. | 105,160,580 | | | Ps. | — | | | Ps. | — | | | Ps. | 275,905,255 | |
Intersegment | | | 169,098,938 | | | | 11,654,036 | | | | 14,554,934 | | | | 2,754,396 | | | | 76,525,028 | | | | 16,578,185 | | | | (291,165,517 | ) | | | — | |
Services income | | | — | | | | 1,221,892 | | | | 793,065 | | | | 156,953 | | | | 154,147 | | | | 1,451,580 | | | | (183,645 | ) | | | 3,593,992 | |
Cost of sales | | | 83,522,058 | | | | 154,180,268 | | | | 46,873,700 | | | | 9,545,645 | | | | 177,372,009 | | | | 896,537 | | | | (277,887,212 | ) | | | 194,503,005 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross income (loss) | | | 85,576,880 | | | | (12,057,111 | ) | | | 2,724,812 | | | | 612,637 | | | | 4,467,746 | | | | 17,133,228 | | | | (13,461,950 | ) | | | 84,996,242 | |
Other revenues and expenses— net | | | 1,326,263 | | | | (509,739 | ) | | | 162,246 | | | | 8,814 | | | | 344,343 | | | | 158,021 | | | | (151,429 | ) | | | 1,338,519 | |
Transportation, distribution and sale expenses | | | — | | | | 8,706,808 | | | | 1,073,059 | | | | 322,760 | | | | 100,844 | | | | 60 | | | | (968,837 | ) | | | 9,234,694 | |
Administrative expenses | | | 11,491,556 | | | | 8,162,061 | | | | 2,853,964 | | | | 3,621,426 | | | | 472,239 | | | | 14,704,987 | | | | (12,638,915 | ) | | | 28,667,318 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating income (loss) | | | 75,411,587 | | | | (29,435,719 | ) | | | (1,039,965 | ) | | | (3,322,735 | ) | | | 4,239,006 | | | | 2,586,202 | | | | (5,627 | ) | | | 48,432,749 | |
Financing income | | | 3,254,276 | | | | 24,839 | | | | 601,078 | | | | 5,708 | | | | 291,428 | | | | 36,679,765 | | | | (39,094,960 | ) | | | 1,762,134 | |
Financing cost | | | 30,575,027 | | | | 2,744,666 | | | | 415,794 | | | | 43,056 | | | | 283,291 | | | | 20,203,305 | | | | (39,108,323 | ) | | | 15,156,816 | |
Derivative financial instruments (cost) income—net | | | — | | | | — | | | | 1,064 | | | | — | | | | (200,015 | ) | | | (15,986,454 | ) | | | — | | | | (16,185,405 | ) |
Exchange (loss) gain | | | (13,021,369 | ) | | | (903,355 | ) | | | (45,710 | ) | | | 3,772 | | | | (67,525 | ) | | | (2,578,930 | ) | | | — | | | | (16,613,117 | ) |
Profit (loss) sharing in associates | | | (424,744 | ) | | | — | | | | 98,478 | | | | — | | | | 433,263 | | | | (99,216,155 | ) | | | 99,148,457 | | | | 39,299 | |
Total taxes, duties and other | | | 100,875,032 | | | | — | | | | (274,970 | ) | | | — | | | | 1,703,526 | | | | 521,542 | | | | — | | | | 102,825,130 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net (loss) income | | | (66,230,309 | ) | | | (33,058,901 | ) | | | (525,879 | ) | | | (3,356,311 | ) | | | 2,709,340 | | | | (99,240,419 | ) | | | 99,156,193 | | | | (100,546,286 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Total current assets | | | 579,909,715 | | | | 252,382,259 | | | | 103,562,660 | | | | 69,146,253 | | | | 81,210,665 | | | | 586,989,832 | | | | (1,368,289,239 | ) | | | 304,912,145 | |
Permanent investments in associates | | | 967,993 | | | | 488,499 | | | | 5,138,668 | | | | — | | | | 9,489,735 | | | | (26,416,875 | ) | | | 32,664,441 | | | | 22,332,461 | |
Wells, pipelines, properties, plant and equipment— net | | | 1,345,934,366 | | | | 281,774,536 | | | | 98,698,152 | | | | 38,810,017 | | | | 2,549,605 | | | | 18,113,915 | | | | — | | | | 1,785,880,591 | |
Total assets | | | 1,950,727,454 | | | | 536,096,581 | | | | 209,095,181 | | | | 109,197,373 | | | | 99,769,135 | | | | 1,674,571,025 | | | | (2,436,480,718 | ) | | | 2,142,976,031 | |
Total current liabilities | | | 151,896,425 | | | | 356,984,019 | | | | 29,334,490 | | | | 10,340,502 | | | | 51,732,374 | | | | 1,066,445,456 | | | | (1,360,070,409 | ) | | | 306,662,857 | |
Long-term debt | | | 1,074,328,594 | | | | 20,935,180 | | | | 1,086,813 | | | | 196,733 | | | | 3,560,095 | | | | 1,090,693,200 | | | | (1,085,604,870 | ) | | | 1,105,195,745 | |
Employee benefits | | | 455,023,971 | | | | 469,439,262 | | | | 112,657,337 | | | | 141,534,449 | | | | 706,779 | | | | 315,112,320 | | | | — | | | | 1,494,474,118 | |
Total liabilities | | | 1,757,998,477 | | | | 859,856,466 | | | | 144,191,967 | | | | 152,254,769 | | | | 58,804,373 | | | | 2,491,378,565 | | | | (2,469,145,159 | ) | | | 2,995,339,458 | |
Equity (Deficit) | | | 192,728,977 | | | | (323,759,885 | ) | | | 64,903,214 | | | | (43,057,396 | ) | | | 40,964,762 | | | | (816,807,540 | ) | | | 32,664,441 | | | | (852,363,427 | ) |
Depreciation and amortization | | | 31,379,085 | | | | 2,916,284 | | | | 1,761,014 | | | | 732,305 | | | | 20,430 | | | | 161,943 | | | | — | | | | 36,971,061 | |
Net periodic cost of employee benefits | | | 10,541,104 | | | | 10,681,317 | | | | 2,671,373 | | | | 3,202,085 | | | | 46,495 | | | | 7,236,056 | | | | — | | | | 34,378,430 | |
Acquisition of wells, pipelines, properties, plant and equipment | | | 36,213,147 | | | | 7,274,843 | | | | 896,948 | | | | 642,538 | | | | 131,962 | | | | 814,589 | | | | — | | | | 45,974,027 | |
F-35
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
As of/for the period ended March 31, 2014: | | Exploration and Production | | | Refining | | | Gas and Basic Petrochemicals | | | Petrochemicals | | | Trading Companies | | | Corporate and Other Subsidiary Companies | | | Intersegment Eliminations | | | Total | |
Sales: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Trade | | Ps. | — | | | Ps. | 180,523,339 | | | Ps. | 42,935,036 | | | Ps. | 7,585,182 | | | Ps. | 173,191,167 | | | Ps. | — | | | Ps. | — | | | Ps. | 404,234,724 | |
Intersegment | | | 297,728,605 | | | | 19,933,494 | | | | 22,867,228 | | | | 3,965,093 | | | | 111,836,089 | | | | 16,359,338 | | | | (472,689,847 | ) | | | — | |
Services income | | | — | | | | 1,047,029 | | | | 600,872 | | | | — | | | | 181,099 | | | | 1,136,178 | | | | (265,796 | ) | | | 2,699,382 | |
Cost of sales | | | 76,433,062 | | | | 230,824,306 | | | | 64,580,633 | | | | 11,633,309 | | | | 282,807,866 | | | | 511,687 | | | | (456,459,345 | ) | | | 210,331,518 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Gross income (loss) | | | 221,295,543 | | | | (29,320,444 | ) | | | 1,822,503 | | | | (83,034 | ) | | | 2,400,489 | | | | 16,983,829 | | | | (16,496,298 | ) | | | 196,602,588 | |
Other revenues and expenses—net | | | 993,995 | | | | 15,736,361 | | | | (608,512 | ) | | | 286,363 | | | | 184,048 | | | | 663,543 | | | | (77,757 | ) | | | 17,178,041 | |
Transportation, distribution and sale expenses | | | — | | | | 6,364,942 | | | | 713,567 | | | | 236,215 | | | | 100,607 | | | | 123 | | | | (87,484 | ) | | | 7,327,970 | |
Administrative expenses | | | 11,980,032 | | | | 9,834,600 | | | | 3,278,712 | | | | 3,813,912 | | | | 350,423 | | | | 12,535,215 | | | | (16,508,899 | ) | | | 25,283,995 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Operating income (loss) | | | 210,309,506 | | | | (29,783,625 | ) | | | (2,778,288 | ) | | | (3,846,798 | ) | | | 2,133,507 | | | | 5,112,034 | | | | 22,328 | | | | 181,168,664 | |
Financing income | | | 4,627,215 | | | | 43,919 | | | | 726,599 | | | | 29,671 | | | | 268,178 | | | | 17,016,887 | | | | (22,198,134 | ) | | | 514,335 | |
Financing cost | | | 12,768,951 | | | | 2,983,823 | | | | 53,677 | | | | 17,011 | | | | 287,749 | | | | 17,071,969 | | | | (22,200,872 | ) | | | 10,982,308 | |
Derivative financial instruments (cost) income—net | | | — | | | | — | | | | 2,719 | | | | — | | | | 107,194 | | | | 2,293,379 | | | | — | | | | 2,403,292 | |
Exchange (loss) gain | | | 91,124 | | | | (28,341 | ) | | | (85,803 | ) | | | (1,184 | ) | | | (6,498 | ) | | | (56,630 | ) | | | — | | | | (87,332 | ) |
Profit (loss) sharing in associates | | | 91,140 | | | | — | | | | 287,301 | | | | — | | | | 726,074 | | | | (40,600,947 | ) | | | 40,631,615 | | | | 1,135,183 | |
Total taxes, duties and other | | | 207,676,242 | | | | — | | | | (327,193 | ) | | | 5,283 | | | | 791,805 | | | | 1,959,120 | | | | — | | | | 210,105,257 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Net (loss) income | | | (5,326,208 | ) | | | (32,751,870 | ) | | | (1,573,956 | ) | | | (3,840,605 | ) | | | 2,148,901 | | | | (35,266,366 | ) | | | 40,656,681 | | | | (35,953,423 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Depreciation and amortization | | | 32,167,298 | | | | 2,778,803 | | | | 1,771,694 | | | | 661,961 | | | | 2,943 | | | | 187,692 | | | | — | | | | 37,570,391 | |
Net periodic cost of employee benefits | | | 9,136,401 | | | | 9,232,150 | | | | 2,257,378 | | | | 2,797,017 | | | | 46,667 | | | | 6,092,624 | | | | — | | | | 29,562,237 | |
Acquisition of wells, pipelines, properties, plant and equipment | | | 28,872,981 | | | | 5,709,506 | | | | 596,515 | | | | 556,347 | | | | 113,360 | | | | 289,066 | | | | — | | | | 36,137,775 | |
F-36
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
As of December 31, 2014 | | Exploration and Production | | | Refining | | | Gas and Basic Petrochemicals | | | Petrochemicals | | | Trading Companies | | | Corporate and Other Subsidiary Companies | | | Intersegment eliminations | | | Total | |
| | | | | | | | |
Total current assets | | | 579,201,519 | | | | 255,407,423 | | | | 105,121,847 | | | | 68,242,701 | | | | 83,345,895 | | | | 505,949,689 | | | | (1,307,941,793 | ) | | | 289,327,281 | |
Permanent investments in associates | | | 1,392,737 | | | | 488,499 | | | | 5,059,612 | | | | — | | | | 8,483,563 | | | | 67,164,220 | | | | (60,573,871 | ) | | | 22,014,760 | |
Wells, pipelines, properties, plant and equipment— net | | | 1,347,194,064 | | | | 277,719,686 | | | | 99,635,112 | | | | 38,928,597 | | | | 2,421,141 | | | | 17,475,538 | | | | — | | | | 1,783,374,138 | |
Total assets | | | 1,953,828,467 | | | | 535,094,903 | | | | 210,625,967 | | | | 108,444,584 | | | | 102,955,361 | | | | 1,580,484,899 | | | | (2,363,065,901 | ) | | | 2,128,368,280 | |
Total current liabilities | | | 206,711,128 | | | | 330,308,600 | | | | 31,965,537 | | | | 8,229,852 | | | | 57,265,930 | | | | 1,000,368,240 | | | | (1,300,689,940 | ) | | | 334,159,347 | |
Long-term debt | | | 963,274,628 | | | | 23,142,209 | | | | 1,117,618 | | | | 191,070 | | | | 3,588,666 | | | | 986,026,128 | | | | (979,956,033 | ) | | | 997,384,286 | |
Employee benefits | | | 448,887,587 | | | | 463,143,546 | | | | 110,913,462 | | | | 139,554,046 | | | | 641,279 | | | | 310,948,608 | | | | — | | | | 1,474,088,528 | |
Total liabilities | | | 1,694,872,519 | | | | 828,576,773 | | | | 145,190,535 | | | | 148,149,492 | | | | 67,266,726 | | | | 2,314,525,120 | | | | (2,302,492,031 | ) | | | 2,896,089,134 | |
Equity (Deficit) | | | 258,955,948 | | | | (293,481,870 | ) | | | 65,435,432 | | | | (39,704,908 | ) | | | 35,688,635 | | | | (734,040,221 | ) | | | (60,573,870 | ) | | | (767,720,854 | ) |
Acquisition of wells, pipelines, properties, plant and equipment | | | 174,019,012 | | | | 39,087,896 | | | | 5,632,770 | | | | 4,709,838 | | | | 2,545,075 | | | | 8,007,600 | | | | — | | | | 234,002,191 | |
F-37
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
PEMEX’s management measures the performance of the entities based on operating income and net segment income before elimination of unrealized intersegment gain (loss), as well as by analyzing the impact of the results of each segment in the unaudited condensed consolidated interim financial statements. For certain of the items in these unaudited condensed consolidated interim financial statements to agree with the individual financial statements of the operating segments, they must be reconciled. The tables below present the financial information of PEMEX’s operating segments, before intersegment eliminations:
The following tables present accounting conciliations between individual and consolidated information.
| | | | | | | | | | | | | | | | | | | | | | | | |
As of/for the period ended March 31, 2015 | | | Exploration and Production | | | | Refining | | | | Gas and Basic Petrochemicals | | | | Petrochemicals | | | | Trading Companies | | | | Corporate and Other Subsidiary Companies | |
Sales: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 169,098,938 | | | Ps. | 143,262,662 | | | Ps. | 49,613,764 | | | Ps. | 10,167,240 | | | Ps. | 181,866,593 | | | Ps. | 18,029,765 | |
Less unrealized intersegment sales | | | — | | | | (1,139,505 | ) | | | (15,252 | ) | | | (8,958 | ) | | | (26,838 | ) | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated sales | | Ps. | 169,098,938 | | | Ps. | 142,123,157 | | | Ps. | 49,598,512 | | | Ps. | 10,158,282 | | | Ps. | 181,839,755 | | | Ps. | 18,029,765 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Operating income (loss): | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 77,180,550 | | | Ps. | (41,141,348 | ) | | Ps. | (1,523,564 | ) | | Ps. | (3,735,152 | ) | | Ps. | 4,419,979 | | | Ps. | 2,586,202 | |
Less unrealized intersegment sales | | | — | | | | (1,139,505 | ) | | | (15,252 | ) | | | (8,958 | ) | | | (26,838 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | (1,158,935 | ) | | | 12,845,134 | | | | 498,851 | | | | 421,375 | | | | (154,135 | ) | | | — | |
Less capitalized refined products | | | (639,773 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less amortization of capitalized interest | | | 29,745 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated operating income (loss) | | Ps. | 75,411,587 | | | Ps. | (29,435,719 | ) | | Ps. | (1,039,965 | ) | | Ps. | (3,322,735 | ) | | Ps. | 4,239,006 | | | Ps. | 2,586,202 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net income (loss): | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | (64,453,335 | ) | | Ps. | (44,764,530 | ) | | Ps. | (728,168 | ) | | Ps. | (3,768,728 | ) | | Ps. | 2,890,313 | | | Ps. | (109,602,805 | ) |
Less unrealized intersegment sales | | | — | | | | (1,139,505 | ) | | | (15,252 | ) | | | (8,958 | ) | | | (26,838 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | (1,158,935 | ) | | | 12,845,134 | | | | 498,851 | | | | 421,375 | | | | (154,135 | ) | | | — | |
Less capitalized refined products | | | (639,773 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less equity method for unrealized profits | | | (8,011 | ) | | | — | | | | (281,310 | ) | | | — | | | | — | | | | 10,362,386 | |
Less amortization of capitalized interest | | | 29,745 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated net income (loss) | | Ps. | (66,230,309 | ) | | Ps. | (33,058,901 | ) | | Ps. | (525,879 | ) | | Ps. | (3,356,311 | ) | | Ps. | 2,709,340 | | | Ps. | (99,240,419 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 1,972,313,321 | | | Ps. | 567,746,061 | | | Ps. | 213,797,693 | | | Ps. | 114,232,678 | | | Ps. | 101,145,541 | | | Ps. | 1,664,208,639 | |
Less unrealized intersegment sales | | | 1,133 | | | | (923,337 | ) | | | (14,380 | ) | | | (8,359 | ) | | | (17,914 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | (20,603,418 | ) | | | (30,726,143 | ) | | | (1,128,083 | ) | | | (1,648,838 | ) | | | (1,358,492 | ) | | | — | |
Less capitalized refined products | | | (639,773 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less equity method for unrealized profits | | | (373,554 | ) | | | — | | | | (3,560,049 | ) | | | (3,378,108 | ) | | | — | | | | 10,362,386 | |
Less amortization of capitalized interest | | | 29,745 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated assets | | Ps. | 1,950,727,454 | | | Ps. | 536,096,581 | | | Ps. | 209,095,181 | | | Ps. | 109,197,373 | | | Ps. | 99,769,135 | | | Ps. | 1,674,571,025 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 1,757,998,477 | | | Ps. | 859,856,466 | | | Ps. | 144,191,967 | | | Ps. | 152,254,769 | | | Ps. | 54,441,483 | | | Ps. | 2,491,378,565 | |
Less unrealized gain due to production cost valuation of inventory | | | — | | | | — | | | | — | | | | — | | | | 4,362,890 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated liabilities | | Ps. | 1,757,998,477 | | | Ps. | 859,856,466 | | | Ps. | 144,191,967 | | | Ps. | 152,254,769 | | | Ps. | 58,804,373 | | | Ps. | 2,491,378,565 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
F-38
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
| | | | | | | | | | | | | | | | | | | | | | | | |
For the period ended March 31, 2014: | | Exploration and Production | | | Refining | | | Gas and Basic Petrochemicals | | | Petrochemicals | | | Trading Companies | | | Corporate and Other Subsidiary Companies | |
Sales: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 297,739,681 | | | Ps. | 204,169,749 | | | Ps. | 66,412,387 | | | Ps. | 11,563,360 | | | Ps. | 286,553,654 | | | Ps. | 17,495,516 | |
Less unrealized intersegment sales | | | (11,076 | ) | | | (2,665,887 | ) | | | (9,251 | ) | | | (13,085 | ) | | | (1,345,299 | ) | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated sales | | Ps. | 297,728,605 | | | Ps. | 201,503,862 | | | Ps. | 66,403,136 | | | Ps. | 11,550,275 | | | Ps. | 285,208,355 | | | Ps. | 17,495,516 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Operating income (loss): | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 207,366,132 | | | Ps. | (21,072,085 | ) | | Ps. | (2,466,321 | ) | | Ps. | (3,853,356 | ) | | Ps. | 3,338,379 | | | Ps. | 5,112,034 | |
Less unrealized intersegment sales | | | (11,076 | ) | | | (2,665,887 | ) | | | (9,251 | ) | | | (13,085 | ) | | | (1,345,299 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | 4,379,561 | | | | (6,045,653 | ) | | | (302,716 | ) | | | 19,643 | | | | 140,427 | | | | — | |
Less capitalized refined products | | | (1,454,855 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less amortization of capitalized interest | | | 29,744 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated operating income (loss) | | Ps. | 210,309,506 | | | Ps. | (29,783,625 | ) | | Ps. | (2,778,288 | ) | | Ps. | (3,846,798 | ) | | Ps. | 2,133,507 | | | Ps. | 5,112,034 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Net income (loss): | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | (8,269,772 | ) | | Ps. | (24,040,330 | ) | | Ps. | (1,261,990 | ) | | Ps. | (3,775,169 | ) | | Ps. | 3,353,773 | | | Ps. | (27,916,113 | ) |
Less unrealized intersegment sales | | | (11,076 | ) | | | (2,665,887 | ) | | | (9,250 | ) | | | (13,085 | ) | | | (1,345,299 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | 4,379,561 | | | | (6,045,653 | ) | | | (302,716 | ) | | | 19,643 | | | | 140,427 | | | | — | |
Less capitalized refined products | | | (1,454,855 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less equity method for unrealized profits | | | 189 | | | | — | | | | — | | | | (71,994 | ) | | | — | | | | (7,350,253 | ) |
Less amortization of capitalized interest | | | 29,745 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated net income (loss) | | Ps. | (5,326,208 | ) | | Ps. | (32,751,870 | ) | | Ps. | (1,573,956 | ) | | Ps. | (3,840,605 | ) | | Ps. | 2,148,901 | | | Ps. | (35,266,366 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
As of December 31, 2014: | | Exploration and Production | | | Refining | | | Gas and Basic Petrochemicals | | | Petrochemicals | | | Trading Companies | | | Corporate and Other Subsidiary Companies | |
| | | | | | |
Assets: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 1,973,640,697 | | | Ps. | 581,230,900 | | | Ps. | 215,690,484 | | | Ps. | 113,896,128 | | | Ps. | 107,000,991 | | | Ps. | 1,580,583,764 | |
Less unrealized intersegment sales | | | 1,132 | | | | (2,883,924 | ) | | | (19,332 | ) | | | (2,435 | ) | | | (93,339 | ) | | | — | |
Less unrealized gain due to production cost valuation of inventory | | | (15,776,956 | ) | | | (43,252,073 | ) | | | (1,623,055 | ) | | | (2,071,000 | ) | | | (3,952,291 | ) | | | — | |
Less capitalized refined products | | | (3,789,845 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Less equity method for unrealized profits | | | (365,542 | ) | | | — | | | | (3,422,130 | ) | | | (3,378,109 | ) | | | — | | | | (98,865 | ) |
Less amortization of capitalized interest | | | 118,981 | | | | — | | | | — | | | | — | | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated assets | | Ps. | 1,953,828,467 | | | Ps. | 535,094,903 | | | Ps. | 210,625,967 | | | Ps. | 108,444,584 | | | Ps. | 102,955,361 | | | Ps. | 1,580,484,899 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | |
Liabilities: | | | | | | | | | | | | | | | | | | | | | | | | |
By segment | | Ps. | 1,694,872,519 | | | Ps. | 828,576,773 | | | Ps. | 145,190,535 | | | Ps. | 148,149,492 | | | Ps. | 64,969,988 | | | Ps. | 2,314,525,120 | |
Less unrealized gain due to production cost valuation of inventory | | | — | | | | — | | | | — | | | | — | | | | 2,296,738 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total consolidated liabilities | | Ps. | 1,694,872,519 | | | Ps. | 828,576,773 | | | Ps. | 145,190,535 | | | Ps. | 148,149,492 | | | Ps. | 67,266,726 | | | Ps. | 2,314,525,120 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
F-39
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
NOTE 5. | CASH, CASH EQUIVALENTS AND RESTRICTED CASH |
As of March 31, 2015 and December 31, 2014, cash and cash equivalents were as follows:
| | | | | | | | |
| | March 31, | | | December 31, | |
| | 2015 | | | 2014 | |
| | |
Cash on hand and in banks(i) | | Ps. | 89,536,974 | | | Ps. | 68,330,390 | |
Marketable securities | | | 39,069,813 | | | | 49,658,138 | |
| | | | | | | | |
| | |
| | Ps. | 128,606,787 | | | Ps. | 117,988,528 | |
| | | | | | | | |
(i) | Cash on hand and in banks is primarily composed of cash in banks. |
At March 31, 2015 and December 31, 2014, restricted cash was as follows:
| | | | | | | | |
| | March 31, | | | December 31, | |
| | 2015 | | | 2014 | |
| | |
Restricted cash | | Ps. | 7,088,273 | | | Ps. | 6,884,219 | |
| | | | | | | | |
Restricted cash in 2014 and 2013 consists primarily of a deposit made by Pemex-Exploration and Production in the amount of U.S. $465,060 as a result of an arbitration claim before the International Court of Arbitration of the International Chamber of Commerce (the “ICA”). On December 31, 2014, this deposit, including income interest, amounted to U.S. $465,303 (see Note 15(b)).
NOTE 6. | ACCOUNTS RECEIVABLE AND OTHER |
As of March 31, 2015 and December 31, 2014, accounts receivable and other receivables were as follows:
| | | | | | | | |
| | March 31, | | | December 31, | |
| | 2015 | | | 2014 | |
Export customers | | Ps. | 25,410,220 | | | Ps. | 20,960,915 | |
Domestic customers | | | 34,358,640 | | | | 38,168,467 | |
Tax credits | | | 34,276,914 | | | | 30,554,928 | |
Sundry debtors | | | 17,702,880 | | | | 13,357,348 | |
Employees and officers | | | 5,544,848 | | | | 5,560,644 | |
Advances to suppliers | | | 7,013,733 | | | | 5,583,148 | |
Insurance claims | | | — | | | | 212,069 | |
Other accounts receivable | | | 24,719 | | | | 25,448 | |
| | | | | | | | |
| | Ps. | 124,331,954 | | | Ps. | 114,422,967 | |
| | | | | | | | |
F-40
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
As of March 31, 2015 and December 31, 2014, inventories were as follows:
| | | | | | | | |
| | March 31, | | | December 31, | |
| | 2015 | | | 2014 | |
Crude oil, refined products, derivatives and petrochemicals products | | Ps. | 40,561,906 | | | Ps. | 45,126,915 | |
Materials and products in stock | | | 4,334,414 | | | | 4,811,741 | |
Materials and products in transit | | | 32,448 | | | | — | |
| | | | | | | | |
| | |
| | Ps. | 44,928,768 | | | Ps. | 49,938,656 | |
| | | | | | | | |
NOTE 8. | AVAILABLE—FOR—SALE FINANCIAL ASSETS |
On January 1, 2014, PEMEX had a total of 53,703,915 shares of Repsol value at Ps. 17,728,490, which represented approximately 9.49% of Repsol’s share capital.
On January 17, 2014, PMI HBV received its dividends in the form of 1,451,455 new Repsol shares.
On May 28, 2014, Repsol declared an extraordinary dividend to be paid out in cash, equivalent to one euro per share. On June 6, 2014, PMI HBV recognized a dividend for a total amount of Ps. 381,900, which was computed based on the number of shares it held at the time of distribution.
In May 2014, Petróleos Mexicanos cancelled in advance the three equity swaps with financial institutions through which it had obtained the economic and voting rights of 67,969,767 shares of Repsol, opting to convert them in one equity swap. These shares amounted to approximately 5.13% of Repsol’s total shares as of May 2014. On June 3, 2014, Petróleos Mexicanos cancelled the single equity swap.
On June 4, 2014, PMI HBV divested its direct interest in 36,087,290 shares of Repsol at a sale price of 20.10 euros per share following the approval of the Board of Directors of Petróleos Mexicanos. As a result of this operation, the remaining Repsol shares owned by PMI HBV were recognized as available-for-sale financial assets on December 31, 2014. The decision to divest PMI HBV’s position in Repsol was driven by the relatively low returns obtained from this investment and the lack of mutual benefits derived from PEMEX’s alliance with Repsol. As a result of the sale of these shares, PMI HBV recognized a loss of Ps. 215,119 in its statement of comprehensive income on December 31, 2014.
On June 16, 2014, Repsol approved the payment of a flexible dividend, from which PMI HBV received 488,923 new Repsol shares in July 2014, valued at Ps. 190,814.
F-41
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
On December 17, 2014, Repsol declared flexible dividends to its shareholders, from which PMI HBV received 575,205 new Repsol shares as an in kind dividend in January 2015. This amount is recognized as an account receivable of Ps. 163,834 as of December 2014.
As of March 31, 2015, PMI HBV holds 20,132,208 of Repsol shares.
As of March 31, 2015 and December 31, 2014, the investments in 20,132,208 and 19,557,003 shares of Repsol held by PMI HBV were valued at Ps. 5,760,442 and Ps. 5,414,574, respectively. The effect of the valuation on the investment at fair value was recorded in other comprehensive result in the statement of changes in equity (deficit) as a loss of Ps. 54,589 at March 31, 2015 and a loss of Ps. 765,412 at December 31, 2014.
As of March 31, 2015 and December 31, 2014, PEMEX’s direct holdings of Repsol shares amounted to approximately 1.46% and 1.45%, respectively, of Repsol’s total shares.
NOTE 9. | PERMANENT INVESTMENTS IN ASSOCIATES |
The permanent investments in associates as of March 31, 2015 and December 31, 2014 were as follows:
| | | | | | | | | | | | | | |
| | | | Percentage of | | | March 31, | | | December 31, | |
| | | | investment | | | 2015 | | | 2014 | |
| | | | |
Deer Park Refining Limited | | | | | 49.995 | % | | Ps. | 8,253,046 | | | Ps. | 7,322,445 | |
Gasoductos de Chihuahua, S. de R.L. de C.V. | | | | | 50.00 | % | | | 4,854,362 | | | | 4,778,939 | |
Petroquímica Mexicana de Vinilo, S.A. de C.V. | | | | | 44.09 | % | | | 3,462,154 | | | | 3,521,924 | |
TAG Norte Holding, S. de R.L. de C.V. | | (i) | | | 50.00 | % | | | 1,793,021 | | | | 2,071,825 | |
Compañía Mexicana de Exploraciones, S.A. de C.V. | | (ii) | | | 60.00 | % | | | 842,552 | | | | 1,255,742 | |
Sierrita Gas Pipeline LLC | | (i) | | | 35.00 | % | | | 912,044 | | | | 885,792 | |
Frontera Brownsville, LLC | | | | | 50.00 | % | | | 557,076 | | | | 546,463 | |
TAG Pipelines Sur, S. de R.L. de C.V. | | (i) | | | 50.00 | % | | | 351,422 | | | | 544,201 | |
Mexicana de Lubricantes, S.A. de C.V. | | | | | 49.00 | % | | | 488,499 | | | | 488,499 | |
Other—net | | | | | Vario | us | | | 818,285 | | | | 598,930 | |
| | | | | | | | | | | | | | |
| | | | |
Total | | | | | | | | Ps. | 22,332,461 | | | Ps. | 22,014,760 | |
| | | | | | | | | | | | | | |
(i) | New investment in 2014 not controlled by PEMEX, which is accounted for as a permanent investment in an associate under the equity method (see Note 3(a)). |
(ii) | Compañía Mexicana de Exploraciones, S. A. de C. V. is not controlled by PEMEX and is accounted for as a permanent investment in an associate under the equity method (see Note 3(a)). |
F-42
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED
INTERIM FINANCIAL STATEMENTS
AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTH PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted (Note 2))
Profit (loss) sharing in associates:
| | | | | | | | |
| | As of March 31, | |
| | 2015 | | | 2014 | |
Deer Park Refining Limited | | Ps. | 414,470 | | | Ps. | 726,074 | |
Gasoductos de Chihuahua, S. de R.L. de C.V. | | | 244,957 | | | | 475,942 | |
TAG Norte Holding, S. de R.L. de C.V. | | | 25,229 | | | | — | |
Compañía Mexicana de Exploraciones, S.A. de C.V. | | | (413,190 | ) | | | (25,676 | ) |
Petroquímica Mexicana de Vinilo, S.A. de C.V. | | | (76,237 | ) | | | 19,443 | |
TAG Pipelines Sur, S. de R.L. de C.V. | | | (30,251 | ) | | | — | |
Other—net | | | (125,679 | ) | | | (60,600 | ) |
| | | | | | | | |
| | |
| | Ps. | 39,299 | | | Ps. | 1,135,183 | |
| | | | | | | | |
F-43
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND
DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
NOTE 10. | WELLS, PIPELINES, PROPERTIES, PLANT AND EQUIPMENT |
As of March 31, 2015 and 2014 and January 1, 2014, the components of wells, pipelines, properties, plant and equipment were as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Plants | | | Drilling equipment | | | Pipelines | | | Wells | | | Buildings | | | Offshore platforms | | | Furniture and equipment | | | Transportation equipment | | | Construction in progress | | | Land | | | Unproductive fixed assets | | | Other fixed assets | | | Total fixed assets | |
Investment | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Balances as of January 1, 2014 | | Ps. | 735,549,850 | | | Ps. | 45,039,305 | | | Ps. | 558,441,853 | | | Ps. | 1,100,557,457 | | | Ps. | 60,262,361 | | | Ps. | 326,324,608 | | | Ps. | 51,936,293 | | | Ps. | 23,317,687 | | | Ps. | 149,430,041 | | | Ps. | 42,357,857 | | | Ps. | 10,267,798 | | | Ps. | 32,562 | | | Ps. | 3,103,517,672 | |
Acquisitions | | | 23,713,976 | | | | 1,713,819 | | | | 4,604,246 | | | | 47,206,226 | | | | 955,327 | | | | 5,867,427 | | | | 3,602,912 | | | | 2,200,877 | | | | 141,566,631 | | | | 889,450 | | | | 79,715 | | | | 1,486,211 | | | | 233,886,817 | |
Reclassifications | | | (4,413,133 | ) | | | (623,772 | ) | | | 964,517 | | | | — | | | | 3,301,769 | | | | (59,381 | ) | | | (385,362 | ) | | | 305,697 | | | | (127,229 | ) | | | 167,016 | | | | 487,390 | | | | (303,270 | ) | | | (685,758 | ) |
Capitalization | | | 16,072,431 | | | | — | | | | 9,197,666 | | | | 62,848,040 | | | | 787,907 | | | | 5,113,356 | | | | 35,512 | | | | — | | | | (94,183,427 | ) | | | 128,515 | | | | — | | | | — | | | | — | |
Impairment | | | (1,137,399 | ) | | | — | | | | (1,972,994 | ) | | | (19,226,711 | ) | | | (308,592 | ) | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | (22,645,696 | ) |
Disposals | | | (10,820,292 | ) | | | — | | | | (136,259 | ) | | | — | | | | (595,503 | ) | | | — | | | | (369,649 | ) | | | (1,822,247 | ) | | | (868,767 | ) | | | (729,831 | ) | | | (9,197 | ) | | | (631,750 | ) | | | (15,983,495 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Balances as of December 31, 2014 | | | 758,965,433 | | | | 46,129,352 | | | | 571,099,029 | | | | 1,191,385,012 | | | | 64,403,269 | | | | 337,246,010 | | | | 54,819,706 | | | | 24,002,014 | | | | 195,817,249 | | | | 42,813,007 | | | | 10,825,706 | | | | 583,753 | | | | 3,298,089,540 | |
| | | | | | | | | | | | | |
Acquisitions | | | 4,149,820 | | | | 2,815,166 | | | | 1,030,458 | | | | 8,127,437 | | | | 275,094 | | | | 1,268,551 | | | | 330,245 | | | | 79,282 | | | | 27,677,842 | | | | 125,092 | | | | 33 | | | | 95,007 | | | | 45,974,027 | |
Reclassifications | | | 11,037,490 | | | | (64,319 | ) | | | (197,597 | ) | | | — | | | | 281,747 | | | | — | | | | (591,768 | ) | | | (48,143 | ) | | | 11,961 | | | | 1,741 | | | | 38,595 | | | | 15,186 | | | | 10,484,893 | |
Capitalization | | | 3,905,530 | | | | — | | | | 3,450,943 | | | | 17,103,807 | | | | 326,760 | | | | 2,727,810 | | | | 3,113 | | | | 77,299 | | | | (27,516,100 | ) | | | — | | | | — | | | | (79,162 | ) | | | — | |
Impairment | | | — | | | | — | | | | (2,234,659 | ) | | | (3,819,256 | ) | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | — | | | | (6,053,915 | ) |
Disposals | | | (916,178 | ) | | | — | | | | (4,555 | ) | | | — | | | | (62,450 | ) | | | — | | | | (69,803 | ) | | | (28,038 | ) | | | (886 | ) | | | (3,247 | ) | | | (234,179 | ) | | | (27,307 | ) | | | (1,346,643 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Balances as of March 31, 2015 | | | 777,142,095 | | | | 48,880,199 | | | | 573,143,619 | | | | 1,212,797,000 | | | | 65,224,420 | | | | 341,242,371 | | | | 54,491,493 | | | | 24,082,414 | | | | 195,990,066 | | | | 42,936,593 | | | | 10,630,155 | | | | 587,477 | | | | 3,347,147,902 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Accumulated depreciation and amortization | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Balances as of January 1, 2014 | | Ps. | (309,661,639 | ) | | Ps. | (25,498,940 | ) | | Ps. | (215,850,314 | ) | | Ps. | (631,582,963 | ) | | Ps. | (35,069,105 | ) | | Ps. | (109,806,704 | ) | | Ps. | (34,503,429 | ) | | Ps. | (12,623,928 | ) | | Ps. | — | | | Ps. | — | | | Ps. | (7,341,909 | ) | | Ps. | — | | | Ps. | (1,381,938,931 | ) |
Depreciation | | | (38,183,033 | ) | | | (2,879,780 | ) | | | (16,640,385 | ) | | | (64,135,419 | ) | | | (1,414,222 | ) | | | (15,143,005 | ) | | | (3,418,783 | ) | | | (1,260,160 | ) | | | — | | | | — | | | | — | | | | — | | | | (143,074,787 | ) |
Reclassifications | | | 735,813 | | | | 607,072 | | | | (179,524 | ) | | | — | | | | (1,073,720 | ) | | | 26,842 | | | | 525,701 | | | | 173,184 | | | | — | | | | — | | | | (129,792 | ) | | | — | | | | 685,576 | |
Disposals | | | 7,816,567 | | | | — | | | | 12,172 | | | | — | | | | 412,737 | | | | — | | | | 345,065 | | | | 899,753 | | | | — | | | | — | | | | 126,446 | | | | — | | | | 9,612,740 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
Balances as of December 31, 2014 | | | (339,292,292 | ) | | | (27,771,648 | ) | | | (232,658,051 | ) | | | (695,718,382 | ) | | | (37,144,310 | ) | | | (124,922,867 | ) | | | (37,051,446 | ) | | | (12,811,151 | ) | | | — | | | | — | | | | (7,345,255 | ) | | | — | | | | (1,514,715,402 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | — | | | | — | | | | — | |
Depreciation | | | (9,974,377 | ) | | | (732,690 | ) | | | (4,223,874 | ) | | | (16,629,983 | ) | | | (339,788 | ) | | | (3,905,371 | ) | | | (880,934 | ) | | | (284,041 | ) | | | — | | | | — | | | | (3 | ) | | | — | | | | (36,971,061 | ) |
Reclassifications | | | (11,142,325 | ) | | | 58,685 | | | | (39,500 | ) | | | | | | | 25,389 | | | | | | | | 604,795 | | | | 38,320 | | | | — | | | | — | | | | (30,257 | ) | | | — | | | | (10,484,893 | ) |
Disposals | | | 583,157 | | | | — | | | | — | | | | — | | | | 23,364 | | | | — | | | | 64,639 | | | | 26,407 | | | | — | | | | — | | | | 206,478 | | | | — | | | | 904,045 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Balances as of March 31, 2015 | | | (359,825,837 | ) | | | (28,445,653 | ) | | | (236,921,425 | ) | | | (712,348,365 | ) | | | (37,435,345 | ) | | | (128,828,238 | ) | | | (37,262,946 | ) | | | (13,030,465 | ) | | | — | | | | — | | | | (7,169,037 | ) | | | — | | | | (1,561,267,311 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Wells, pipelines, properties, plant and equipment—net as of December 31, 2014 | | Ps. | 419,673,141 | | | Ps. | 18,357,704 | | | Ps. | 338,440,978 | | | Ps. | 495,666,630 | | | Ps. | 27,258,959 | | | Ps. | 212,323,143 | | | Ps. | 17,768,260 | | | Ps. | 11,190,863 | | | Ps. | 195,817,249 | | | Ps. | 42,813,007 | | | Ps. | 3,480,451 | | | Ps. | 583,753 | | | Ps. | 1,783,374,138 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Wells, pipelines, properties, plant and equipment—net as of March 31, 2015 | | Ps. | 417,316,258 | | | Ps. | 20,434,546 | | | Ps. | 336,222,194 | | | Ps. | 500,448,635 | | | Ps. | 27,789,075 | | | Ps. | 212,414,133 | | | Ps. | 17,228,547 | | | Ps. | 11,051,949 | | | Ps. | 195,990,066 | | | Ps. | 42,936,593 | | | Ps. | 3,461,118 | | | Ps. | 587,477 | | | Ps. | 1,785,880,591 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | |
Depreciation rates | | | 3 to 5 | % | | | 5 | % | | | 2 to 7 | % | | | — | | | | 3 to 7 | % | | | 4 | % | | | 3 to 10 | % | | | 4 to 20 | % | | | — | | | | — | | | | — | | | | — | | | | — | |
Estimated useful lives | | | 20 to 35 years | | | | 20 years | | | | 15 to 45 years | | | | — | | | | 33 to 35 years | | | | 25 years | | | | 3 to 10 years | | | | 5 to 25 years | | | | — | | | | — | | | | — | | | | — | | | | — | |
F-44
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
a. | The combined depreciation of fixed assets and amortization of wells as of March 31, 2015 and 2014, recognized mainly in operating costs, was Ps. 36,971,061 and Ps. 37,570,391, respectively, which includes costs related to plugging and abandonment of wells as of March 31, 2015 and 2014 of Ps. 254,884 and Ps. 550,984, respectively. |
b. | As of March 31, 2015 and December 31, 2014, provisions relating to future plugging and abandonment costs amounted to Ps. 53,565,059 and Ps. 52,460,749, respectively, and are presented in the “Provisions for sundry credits” line item. |
c. | As of March 31, 2015 and December 31, 2014, the value in use of the Integral Burgos, Poza Rica and Macuspana projects was unfavorable due to the decline in gas prices in the international market as well as the condition of economic hydrocarbon reserves located at these projects, resulting in aggregate impairment charges of Ps. (8,976,483) and Ps. (21,199,704), respectively. Additionally, as of December 31, 2014, Pemex-Petrochemicals recognized impairment charges totaling Ps. (1,445,992). |
As of March 31, 2015, based on an analysis of existing conditions in the Poza Rica project, the value of the project was determined to have improved, permitting the reversal of an impairment charge of Ps. 2,922,568 which was recognized in the statement of comprehensive income under the cost of sales line item.
d. | As a result of the Energy Reform Decree, the secondary legislation and the corresponding initial adjudication of rights for the exploration and extraction of oil and other hydrocarbons commonly referred to as Round Zero, Pemex-Exploration and Production received temporary assignments of certain asset blocks, some of which may be transferred to third parties in the future. These investments will be compensated at their fair value pursuant to the terms determined by Ministry of Energy. As of March 31, 2015, the aggregate value of the asset blocks that were assigned on a temporary basis to Petróleos Mexicanos as part of Round Zero totals approximately Ps. 71,270,273. |
e. | As part of the implementation of the Energy Reform Decree, PEMEX is to transfer to CENAGAS assets and contracts valued at approximately Ps. 34,029,000 in the aggregate as of March 31, 2015. PEMEX will be compensated for these assets pursuant to terms set by the Energy Regulatory Commission. |
The value of these assets and contracts is subject to change between the date of these unaudited condensed consolidated interim financial statements and the time at which such assets and contracts are transferred, either due to additional adjustments in valuation or changes in the assets types of assets and contracts to be transferred. The transfer of assets and contracts to CENEGAS may take up to two years.
F-45
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
NOTE 11. OTHER ASSETS
At March 31, 3015 and December 31, 2014, the balance of other assets was as follows:
| | | | | | | | |
| | March 31, 2015 | | | December 31, 2014 | |
Construction in progress (wells) | | Ps. | 12,170,759 | | | Ps. | 14,970,904 | |
Payments in advance | | | 3,129,622 | | | | 2,959,819 | |
Other | | | 4,735,823 | | | | 4,694,541 | |
| | | | | | | | |
| | Ps. | 20,036,204 | | | Ps. | 22,625,264 | |
| | | | | | | | |
NOTE 12. DEBT
The Board of Directors approves the terms and conditions for the incurrence of obligations that constitute public debt of Petróleos Mexicanos for each fiscal year, in accordance with the Petróleos Mexicanos Law and theReglamento de la Ley de Petróleos Mexicanos (Regulations to the Petróleos Mexicanos Law). These terms and conditions are promulgated in conformity with the guidelines approved by the SHCP for Petróleos Mexicanos for the respective fiscal year.
During the period from January 1 to March 31, 2015, PEMEX participated in the following financing activities:
| • | | On January 16, 2015, Petróleos Mexicanos obtained a direct loan for Ps. 7,000,000 bearing interest at a floating rate linked to theTasa de Interés Interbancaria de Equilibrio (Interbank Equilibrium Interest Rate, or “TIIE”), which matures on January 16, 2016. |
| • | | On January 22, 2015, Petróleos Mexicanos increased its Medium-Term Notes Program from U.S. $ 42,000,000 to U.S. $ 52,000,000. As of the date of these unaudited condensed consolidated interim financial statements, all debt securities issued under this program are guaranteed by Pemex Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals and Pemex Cogeneration and Services. |
| • | | On January 23, 2015, Petróleos Mexicanos issued U.S. $ 6,000,000 of its debt securities under its U.S. $ 42,000,000 Medium-Term Notes Program, Series C in three tranches: (1) U.S. $ 1,500,000 of its 3.500% Notes due 2020; (2) U.S. $ 1,500,000 of its 4.500% Notes due 2026; and (3) U.S. $ 3,000,000 of its 5.625% Bonds due 2046. |
| • | | On January 30, 2015, Petróleos Mexicanos amended the terms of its revolving credit facility in order to increase the amount available thereunder from U.S. $ 1,250,000 to U.S. $ 3,250,000 and to extend the maturity date to February 5, 2020. On February 5, 2015, Petróleos Mexicanos borrowed U.S. $ 1,950,000 under this facility to prepay in full its U.S. $ 700,000 credit facility dated as of December 17, 2014. |
F-46
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| • | | On February 11, 2015, Petróleos Mexicanos issued Ps. 24,287,902 aggregate principal amount ofCertificados Bursátiles in three tranches. The first tranche was issued at a fixed rate of 7.47% due 2026 in an aggregate principal amount of Ps. 17,000,000, consisting of (1) an international offering outside of Mexico of Ps. 9,000,000 of “EuroclearableCertificados Bursátiles,” which are eligible for clearance through Euroclear Clearance System plc and Indeval, and (2) a concurrent offering to the public in Mexico of Ps. 8,000,000. This issuance was a reopening of the same series ofCertificados Bursátiles due 2026 that was originally issued on November 27, 2014. The second tranche was issued at a floating rate due 2020 in an aggregate principal amount of Ps. 4,300,000. This issuance was a reopening of the same series ofCertificados Bursátiles due 2020 that was originally issued on November 27, 2014. The third tranche was issued at a fixed rate of 3.94% due 2026 in an aggregate principal amount of 565,886,800Unidades de Inversión (“UDIs”), equivalent to Ps. 2,987,902. This issuance represented the fourth reopening of the same series originally issued on January 30, 2014 and subsequently reopened on July 2, 2014, September 11, 2014 and November 27, 2014. Thesecertificados bursátiles were issued under Petróleos Mexicanos’ Ps. 200,000,000 or UDI equivalentCertificados Bursátiles Program. |
| • | | On February 11, 2015, Petróleos Mexicanos entered into a term loan credit facility in the amount of U.S. $ 2,000,000. On February 17, 2015, Petróleos Mexicanos borrowed U.S. $ 2,000,000 under this facility to prepay in full its credit agreement dated as of November 18, 2010. |
| • | | On March 24, 2015, the CNBV authorized Petróleos Mexicanos’ Short-TermCertificados Bursátiles Program for an aggregate revolving amount of Ps. 100,000,000. As of the date of these unaudited condensed consolidated interim financial statements, all debt securities issued under this program are guaranteed by Pemex Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals and Pemex Cogeneration and Services. |
| • | | During the period from March 28, 2015 to April 24, 2015 Petróleos Mexicanos issued a total of Ps. 7,500,000 of short-termCertificados Bursátiles at a fixed and floating rates, under its Short-TermCertificados Bursátiles Program and repaid Ps. 2,500,000. |
As of March 31, 2015, Petróleos Mexicanos had U.S. $3,500,000 in available lines of credit in order to ensure liquidity.
From January 1 to March 31, 2015, PMI HBV repaid U.S. $ 500,000 from its revolving credit line.
F-47
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
NOTE 13. FINANCIAL INSTRUMENTS
PEMEX values its financial instruments under standard methodologies commonly applied in the financial markets. PEMEX’s related assumptions therefore fall under Level 1 and Level 2 of the fair value hierarchy for market participant assumptions, as described below.
The fair values determined by Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs are based on quoted prices for similar assets or liabilities in active markets, and inputs other than quoted prices that are observed for assets or liabilities. Level 3 inputs are unobservable inputs for the assets or liabilities, and include situations where there is little, if any, market activity for the assets or liabilities. Management uses appropriate valuation techniques based on the available inputs to measure the fair values of PEMEX’s applicable assets and liabilities.
When available, PEMEX measures fair value using Level 1 inputs, because they generally provide the most reliable evidence of fair value.
The following tables present information about PEMEX’s assets and liabilities measured at fair value and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of March 31, 2015 and December 31, 2014:
| | | | | | | | | | | | | | | | |
| | Fair value hierarchy | | | Total as of March 31, | |
| | Level 1 | | | Level 2 | | | Level 3 | | | 2015 | |
Financial Assets: | | | | | | | | | | | | | | | | |
Derivative financial instruments | | Ps. | — | | | Ps. | 1,284,194 | | | Ps. | — | | | Ps. | 1,284,194 | |
Available-for-sale financial assets | | | 5,760,442 | | | | — | | | | — | | | | 5,760,442 | |
Permanent investments in associates | | | — | | | | 22,332,461 | | | | — | | | | 22,332,461 | |
Financial Liabilities: | | | | | | | | | | | | | | | | |
Derivative financial instruments | | | — | | | | (24,322,215 | ) | | | — | | | | (24,322,215 | ) |
| | |
| | Fair value hierarchy | | | Total as of December 31, | |
| | Level 1 | | | Level 2 | | | Level 3 | | | 2014 | |
Financial Assets: | | | | | | | | | | | | | | | | |
Derivative financial instruments | | Ps. | — | | | Ps. | 1,562,556 | | | Ps. | — | | | Ps. | 1,562,556 | |
Available-for-sale financial assets | | | 5,414,574 | | | | — | | | | — | | | | 5,414,574 | |
Permanent investments in associates | | | — | | | | 22,014,760 | | | | — | | | | 22,014,760 | |
Financial Liabilities: | | | | | | | | | | | | | | | | |
Derivative financial instruments | | | — | | | | (17,459,740 | ) | | | — | | | | (17,459,740 | ) |
F-48
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| (b) | Fair value of derivative financial instruments |
PEMEX periodically evaluates its exposure to international hydrocarbon prices, interest rates and foreign currencies and uses DFIs as a mitigation mechanism when potential sources of market risk are identified.
PEMEX monitors the fair value of its DFI portfolio on a periodic basis. The fair value represents the price at which one party would assume the rights and obligations of the other, and is calculated for DFIs through models used commonly in the international financial markets, based on inputs obtained from major market information systems and price providers.
PEMEX’s DFI portfolio is composed primarily of swaps, the prices of which are estimated by discounting flows using the appropriate factors, and contains no exotic instruments that require numerical methods for their valuation.
PEMEX values its DFIs under standard methodologies commonly applied in the financial markets. PEMEX’s related assumptions therefore fall under Level 2 of the fair value hierarchy for market participant assumptions.
PEMEX enters into derivatives transactions with the sole purpose of hedging financial risks related to its operations, assets or liabilities recorded within its statement of financial position. Nonetheless, some of these transactions do not qualify for hedge accounting treatment because they do not meet the strict requirements of the accounting standards for designation as hedges under one of the accounting treatments allowed. They are therefore recorded in the unaudited condensed consolidated interim financial statements as non-hedge instruments or as instruments entered into for trading purposes, despite the fact that their cash flows are offset by the cash flows of the positions to which they relate. As a result, the changes in their fair value are recognized in the “Derivative financial instruments (cost) income—net” line item in the consolidated statement of comprehensive income.
As of March 31, 2015 and December 31, 2014, the net fair value of PEMEX’s outstanding DFIs was Ps. (23,038,021) and Ps. (15,897,184), respectively. As of March 31, 2015 and December 31, 2014, PEMEX did not have any DFIs designated as hedges.
For the periods ended March 31, 2015 and 2014, PEMEX recognized a net (loss) gain of Ps. (16,185,405) and Ps. 2,403,292, respectively, in the “Derivative financial instruments (cost) income—net” line item with respect to DFIs treated as instruments entered into for trading purposes.
F-49
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
PEMEX, in accordance with its accounting policy, analyzed the clauses of different contracts to identify possible embedded derivatives. PEMEX determined that these agreements do not meet the criteria required to generate embedded derivatives and therefore, for the periods ended March 31, 2015 and December 31, 2014, PEMEX did not recognize any effects related to embedded derivatives (either foreign currency or index) in its statement of comprehensive income.
NOTE 14. PROVISIONS FOR SUNDRY CREDITORS
At March 31, 2015 and December 31, 2014, the provisions for sundry creditors and others is as follows:
| | | | | | | | |
| | March 31, 2015 | | | December 31, 2014 | |
| | |
Provision for plugging of wells (Note 10) | | Ps. | 53,565,059 | | | Ps. | 52,460,749 | |
Provision for litigation and claims in process (Note 15) | | | 18,646,897 | | | | 19,787,440 | |
Provision for environmental costs (Note 15) | | | 6,516,924 | | | | 6,174,754 | |
| | | | | | | | |
| | Ps. | 78,728,880 | | | Ps. | 78,422,943 | |
| | | | | | | | |
NOTE 15. CONTINGENCIES
In the ordinary course of business, PEMEX is named in a number of lawsuits of various types. PEMEX evaluates the merit of each claim and assesses the likely outcome. PEMEX has not recorded provisions related to ongoing legal proceedings due to the fact that an unfavorable resolution is not expected in such proceedings and described in further detail in this Note.
| a. | PEMEX is subject to the provisions of theLey General del Equilibrio Ecológico y la Protección al Ambiente (General Law on Ecological Equilibrium and Environmental Protection). To comply with this law, environmental audits of PEMEX’s larger operating, storage and transportation facilities have been or are being conducted. Following the completion of such audits, PEMEX has signed various agreements with theProcuraduría Federal de Protección al Ambiente (Federal Attorney of Environmental Protection) to implement environmental remediation and improve environmental plans. Such plans contemplate remediation for environmental damages, as well as related investments for the improvement of equipment, maintenance, labor and materials. As of March 31, 2015 and December 31, 2014, the reserve for environmental remediation expenses totaled Ps. 6,516,924 and Ps. 6,174,754, respectively. This reserve is included as part of the reserve for sundry creditors and others as a long-term liability in the statement of financial position. |
F-50
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| b. | PEMEX is involved in various civil, tax, criminal, administrative, labor and commercial lawsuits and arbitration proceedings. The results of these proceedings are uncertain as of the date of these unaudited condensed consolidated interim financial statements. As of March 31, 2015 and December 31, 2014, PEMEX had accrued a reserve of Ps. 18,646,897 and Ps. 19,787,440, respectively, for these contingent liabilities. The current status of the principal lawsuits in which PEMEX is involved is as follows: |
| • | | In September 2001, Conproca, S.A. de C.V. (“CONPROCA”), the construction company performing construction and maintenance services for Pemex-Refining’s Cadereyta refinery, filed a claim for arbitration before the ICA against Pemex-Refining and Petróleos Mexicanos (No. 11760/KGA). On January 11, 2012, the ICA notified the parties of its final award. Pemex-Refining and Petróleos Mexicanos were ordered to pay U.S. $311,178 and CONPROCA was ordered to pay U.S. $29,038. On July 27, 2012, Petróleos Mexicanos and Pemex-Refining filed a claim (No. 485/2012) before theJuzgado Décimo Primero de Distrito en Materia Civil (Eleventh District Civil Court) in the Federal District requesting that the arbitration award be declared null and void. On November 12, 2013, the Court issued a judgment declaring the arbitration award valid without addressing the issue of expenses. Petróleos Mexicanos and Pemex-Refining each filed anamparo (No. D.C. 3/2014 and D.C. 4/2014, respectively)—theseamparos were denied. The defendants subsequently filed a motion to review the denial of theamparos with theSuprema Corte de Justicia de la Nación (Supreme Court of Justice), which was admitted and is still pending as of the date of these unaudited condensed consolidated interim financial statements. Previously, on December 14, 2011, CONPROCA filed a claim before the U.S. District Court for the Southern District of New York seeking the recognition of an arbitration award. On October 17, 2013 the Court stayed the proceeding pending the conclusion of the trial in Mexico. On September 12, 2014, CONPROCA filed a motion before the U.S. District Court requesting that the defendants post security in the amount of the full arbitration and accrued interest as a condition to continue to stay this proceeding. On December 12, 2014, the U.S. District Court ordered the defendants to post security of U.S. $592,926, which the defendants appealed on December 29, 2014. On March 6, 2015, CONPROCA and the defendants agreed that the defendants would post a stand-by letter of credit in the amount of U.S. $435,000 in satisfaction of the court’s order to post security. As of the date of these unaudited condensed consolidated interim financial statements, a final resolution is still pending. |
F-51
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| • | | In December 2004, Corporación Mexicana de Mantenimiento Integral, S. de R. L. de C. V. (“COMMISA”) filed an arbitration claim (No. 13613/CCO/JRF) before the International Court of Arbitration of the ICA against Pemex-Exploration and Production for, among other things, the breach of a construction agreement in connection with two platforms in the Cantarell project (Project No. IPC01). On December 16, 2009, the ICA issued an arbitration award requiring Pemex-Exploration and Production to pay U.S. $293,645 and Ps. 34,459, plus interest. On September 25, 2013, the U.S. District Court for the Southern District of New York issued a final judgment confirming the arbitration award. Pemex-Exploration and Production was ordered to pay COMMISA U.S. $465,060, which included Pemex-Exploration and Production’s U.S. $106,820 guarantee. Each party is to pay its value added taxes and interest relating to the award. In November 2013, Pemex-Exploration and Production deposited this amount in a bank account in New York as a condition to filing its appeal with the U.S. Second Circuit Court of Appeals, which it did on January 28, 2014. On November 20, 2014, a hearing was held. On February 6, 2015, the U.S. Department of Justice filed anamicus curiaebrief before the U.S. Second Circuit Court of Appeals to present the views of the U.S. Government with respect to the case, which were favorable to Pemex-Exploration and Production’s position. As of the date of these unaudited condensed consolidated interim financial statements, a final resolution is still pending. |
On January 22, 2013 COMMISA requested from the authorities in Luxembourg an execution of the arbitration award and an attachment of assets of Pemex-Exploration and Production and Petróleos Mexicanos located in several financial institutions, which was granted. Pemex-Exploration and Production filed a motion before the Supreme Court of Luxembourg on November 15, 2013 and COMMISA filed another motion on January 15, 2014. On February 11, 2014, Pemex-Exploration and Production requested an extension to file its response to the execution process, which was granted on February 14, 2014. The Court ordered Pemex-Exploration and Production to file its pleadings on March 25, 2014 and August 5, 2014 and ordered COMMISA to file its pleadings on May 25, 2014 and October 5, 2014. On March 25, 2014, Pemex-Exploration and Production filed its response. On January 19, 2015, COMMISA filed an appeal before the Court of Appeals in Luxembourg. A hearing is scheduled to be held on July 24, 2015.
| • | | In February 2010, theServicio de Administración Tributaria (the Tax Management Service) notified Pemex-Exploration and Production of the results of its review of Pemex-Exploration and Production’s financial statements for the fiscal year ended December 31, 2006 with respect to federal taxes, the value added tax and the Ordinary Duty on Hydrocarbons payable by it. On September 20, 2010, the Tax Management Service determined that Pemex-Exploration and Production owed additional taxes totaling Ps. 4,575,208 (of which Pemex-Exploration and Production was notified on September 22, 2010). On November 30, 2010, Pemex-Exploration and Production filed an administrative claim before theTercera Sala Regional Metropolitana (Third Regional Metropolitan Court) of theTribunal Federal de Justicia Fiscal y Administrativa (Tax and Administrative Federal Court) challenging the assessment. On November 20, 2013, thePrimera Sección de la Sala Superior (First Section of the Superior Court) of the Tax and Administrative Federal Court requested the documentation related to this trial (file No. 28733/1017037/1838/13S10504). The First Section of the Superior Court ordered the file to be sent back to the Third Regional Metropolitan Court to correct any procedural errors in order to issue a final judgment. On September 3, 2014, the Third Regional Court complied with this request. Pemex-Exploration and Production filed its rejoinders on September 10, 2014. On December 1, 2014, the First Section of the Superior Court ordered a final judgment to be issued, which is still pending as of the date of these unaudited condensed consolidated interim financial statements. |
F-52
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| • | | In February 2010, the Tax Management Service notified Pemex-Refining of the results of its review of Pemex-Refining’s financial statements for the fiscal year ended December 31, 2006 with respect to federal contributions, the value added tax and the Hydrocarbons Income Tax. On September 20, 2010, the Tax Management Service notified Pemex-Refining that it owed approximately Ps. 1,553,371 (including penalties and interest). On November 30, 2010, Pemex-Refining filed an administrative claim before the Third Regional Metropolitan Court of the Tax and Administrative Federal Court challenging the assessment. On November 20, 2013, theSala Superior (Superior Court) of the Tax and Administrative Federal Court attracted the documentation related to this trial (file No. 28733/1017037/1838/13S10504). The First Section of the Superior Court ordered the file to be sent back to the Third Regional Metropolitan Court to correct any procedural errors in order to issue a final judgment. On September 3, 2014, the Third Regional Court complied with this request. Pemex-Refining filed its rejoinders on September 10, 2014. On December 1, 2014, the First Section of the Superior Court ordered a final judgment to be issued, which is still pending as of the date of these unaudited condensed consolidated interim financial statements. |
| • | | On April 14, 2010, Petróleos Mexicanos and Pemex-Gas and Basic Petrochemicals were summoned before theJuzgado Séptimo de Distrito (Seventh District Court) in Reynosa, Tamaulipas, in connection with a civil claim filed by Irma Ayala Tijerina de Barroso, et al., seeking approximately Ps. 1,490,873 in damages for the alleged contamination of land adjacent to water treatment. A final judgment was issued in favor of Pemex-Gas and Basic Petrochemicals and required that each party cover its respective legal expenses, which the parties subsequently appealed. Pemex-Gas and Basic Petrochemicals’ appeal requested that the expenses related to these proceedings be paid by the plaintiff. |
| • | | In February 2011, EMS Energy Services de México, S. de R.L. de C.V. and Energy Maintenance Services Group I. LLC filed a claim against Pemex-Exploration and Production before theJuzgado Tercero de Distrito (Third District Court) in Villahermosa, Tabasco (No. 227/2010). The plaintiffs are seeking, among other things, damages totaling U.S. $193,713 related to the termination of a public works contract and nonpayment by Pemex-Exploration and Production under the contract. On December 31, 2014, a final judgment was issued in favor of Pemex-Exploration and Production. The plaintiff subsequently filed an appeal, which was admitted on January 8, 2015. As of the date of these unaudited condensed consolidated interim financial statements, a final resolution is still pending. |
In a concurrent administrative proceeding, Pemex-Exploration and Production was summoned before theSéptima Sala Regional Metropolitana (Seventh Regional Metropolitan Court) of the Tax and Administrative Federal Court on April 4, 2011 in connection with an administrative claim (No. 4957/1117071) filed by the plaintiffs seeking that Pemex-Exploration and Production’s termination of the public works contract be declared null and void. As of the date of these unaudited condensed consolidated interim financial statements, the parties are waiting for the final judgment to be issued.
F-53
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
| • | | On July 5, 2011, Pemex-Exploration and Production was summoned before theJuzgado Décimo Segundo de Distrito en Materia Civil (Twelfth District Civil Court) in the Federal District in connection with a civil claim (No. 469/2010) filed by Saboratto, S.A. de C.V. for, among other things, liability and damages in connection with various services agreements. Saboratto, S.A. de C.V. is seeking approximately Ps. 1,451,472 in total damages. A judgment was issued ordering Pemex-Exploration and Production to pay Ps. 12,682 for contractual penalties. Pemex-Exploration and Production subsequently filed an appeal, which was granted to Pemex-Exploration and Production. Saboratto, S.A. de C.V. filed anamparo against this resolution in response. Pemex-Exploration and Production also filed anamparo requesting that the expenses related to these proceedings be paid by the plaintiff. As of the date of these unaudited condensed consolidated interim financial statements, a final resolution is still pending with respect to bothamparos. |
| • | | On July 8, 2011, Pemex-Exploration and Production was summoned in connection with an administrative claim (No. 4334/1111026) filed by Compañía Petrolera La Norma, S.A., against the Director General of Petróleos Mexicanos and the Director General of Pemex-Exploration and Production before theSegunda Sala Regional Hidalgo-México (Hidalgo-Mexico Second Regional Court) of the Tax and Administrative Federal Court in Tlalnepantla, State of Mexico. The plaintiff is seeking compensation in connection with the cancellation of its alleged petroleum rights concessions and damages for up to Ps. 1,552,000. On April 2, 2013, the Court permitted an amendment to the claim. In addition, on April 9, 2013 a new claim was filed before the same Court (438/1211023) and the defendants requested that it be joined with the previous claim, which was granted on May 2, 2013. On August 20, 2014, these proceedings were sent to theSegunda Sección de la Sala Superior (Second Section of the Superior Court) of the Tax and Administrative Federal Court, which will issue a final judgment. On October 29, 2014, these proceedings were returned to the Second Regional Court to correct a procedural error. As of the date of these unaudited condensed consolidated interim financial statements, a final judgment is still pending. |
| • | | On September 19, 2014, the Tax Management Service notified Petróleos Mexicanos (motion No. 900-07-2014-52233 dated September 8, 2014) that it had determined that Petróleos Mexicanos owed Ps. 3,581,878 for allegedly failing to properly withhold income taxes on interest payments to foreign residents during 2008, which were based on a 4.9% rate instead of a 28% rate. On November 3, 2014, Petróleos Mexicanos filed a motion to revoke the Tax Management Service’s assessment. |
F-54
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
The results of these proceedings are uncertain until their final resolutions are issued by the appropriate authorities. PEMEX has recorded liabilities for loss contingencies when it is probable that a liability has been incurred and the amount thereof can be reasonably estimated. When a reasonable estimation could not be made, qualitative disclosure was provided in the notes to these unaudited condensed consolidated interim financial statements.
PEMEX does not disclose amounts accrued for each individual claim because such disclosure could adversely affect PEMEX’s legal strategy, as well as the outcome of the related litigation.
NOTE 16. SUBSEQUENT EVENTS
During the period from January 1, 2015 to July 2, 2015, Petróleos Mexicanos issued a total of Ps. 7,500,000 of short-termCertificados Bursátiles at fixed and floating rates under its Short-TermCertificados Bursátiles Program and repaid Ps. 5,000,000. As of the date of these unaudited condensed consolidated interim financial statements, an aggregate principal amount of Ps. 7,500,000 of the short-termCertificados Bursátiles issued under this program remained outstanding.
During the period from April 1 to July 2, 2015, PEMEX participated in the following financing activities:
| • | | On April 21, 2015, Petróleos Mexicanos issued €2,250,000 of its debt securities under its U.S. $ 52,000,000 Medium-Term Notes Program, Series C in two tranches: (1) €1,250,000 of its 2.750% Notes due 2027; and (2) €1,000,000 of its 1.875% Notes due 2022. As of the date of these unaudited condensed consolidated interim financial statements, all debt securities issued under this program are guaranteed by Pemex Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals, and Pemex Cogeneration and Services. |
F-55
PETRÓLEOS MEXICANOS, SUBSIDIARY ENTITIES AND SUBSIDIARY COMPANIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED INTERIM
FINANCIAL STATEMENTS AS OF MARCH 31, 2015 AND DECEMBER 31, 2014 AND
FOR THE THREE-MONTHS PERIODS ENDED MARCH 31, 2015 AND 2014
(Figures stated in thousands, except as noted)
On June 1, 2015, the productive state-owned subsidiaries Pemex Exploration and Production and Pemex Cogeneration and Services were formed and began operating in accordance with the May 22, 2015 resolution of the Board of Directors of Petróleos Mexicanos that was published in the Official Gazette of the Federation on May 29, 2015. Upon their formation, Pemex Exploration and Production and Pemex Cogeneration and Services automatically and simultaneously assumed, as a matter of Mexican law, all of the rights and obligations of Pemex-Exploration and Production under the Guaranty Agreement, dated as of July 29, 1996, among Petróleos Mexicanos, Pemex-Exploration and Production, Pemex-Refining and Pemex-Gas and Basic Petrochemicals. Note 24 to PEMEX’s audited condensed financial statements included in its annual report on Form 20-F for the year ended December 31, 2014 contains the supplemental condensed consolidating financial information as of and for the year ended December 31, 2014 of Petróleos Mexicanos and its subsidiary guarantors (Pemex-Exploration and Production, Pemex-Refining, Pemex-Gas and Basic Petrochemicals). As of the date of these unaudited condensed consolidated interim financial statements, none of Pemex Exploration and Production or Pemex Cogeneration and Services has published its own financial statements.
On July 2, 2015, the Mexican peso-U.S. dollar exchange rate was Ps. 15.6854 per U.S. dollar, which represents a 3.51% depreciation of the value of the peso in U.S. dollar terms as compared to the exchange rate as of March 31, 2015, which was Ps. 15.1542 per U.S. dollar.
On July 2, 2015, the weighted average price of the crude oil exported by PEMEX was U.S. $55.35 per barrel. This represents a price increase of approximately 22.59% as compared to the average price as of March 31, 2015, which was U.S. $45.15 per barrel.
As of March 31, 2015, PEMEX has valued and recorded the 20,132,208 Repsol shares acquired through PMI HBV as an available-for-sale financial asset. The market value of Repsol shares has decreased approximately 7.21%, from €17.34 per share as of March 31, 2015 to €16.09 per share as of July 2, 2015.
F-56
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | |
Petróleos Mexicanos |
| |
By: | | /S/ CARLOS CARAVEO SÁNCHEZ |
| | Carlos Caraveo Sánchez |
| | Associate Managing Director of Finance |
Date: July 21, 2015
FORWARD-LOOKING STATEMENTS
This report contains words, such as “believe,” “expect,” “anticipate” and similar expressions that identify forward-looking statements, which reflect our views about future events and financial performance. We have made forward-looking statements that address, among other things, our:
| • | | exploration and production activities, including drilling; |
| • | | activities relating to import, export, refining, petrochemicals and transportation of petroleum, natural gas and oil products; |
| • | | activities relating to the generation of electrical energy; |
| • | | projected and targeted capital expenditures and other costs, commitments and revenues; and |
| • | | liquidity and sources of funding. |
Actual results could differ materially from those projected in such forward-looking statements as a result of various factors that may be beyond our control. These factors include, but are not limited to:
| • | | changes in international crude oil and natural gas prices; |
| • | | effects on us from competition; |
| • | | limitations on our access to sources of financing on competitive terms; |
| • | | our ability to find, acquire or gain access to additional reserves and to develop the reserves that we obtain successfully; |
| • | | uncertainties inherent in making estimates of oil and gas reserves, including recently discovered oil and gas reserves; |
| • | | technical difficulties; |
| • | | significant developments in the global economy; |
| • | | significant economic or political developments in Mexico including developments relating to the implementation of the laws that implement the new legal framework contemplated by the Energy Reform Decree; |
| • | | developments affecting the energy sector; and |
| • | | changes in our legal regime or regulatory environment, including tax and environmental regulations. |
Accordingly, you should not place undue reliance on these forward-looking statements. In any event, these statements speak only as of their dates and we undertake no obligation to update or revise any of them, whether as a result of new information, future events or otherwise.