Microsoft Word - 2015_01_20 - BIJUPIRA SALEMA Deal_Fato Relevante_ENG_Final.docx MATERIAL FACT ACQUISITION OF THE BIJUPIRÁ AND SALEMA OIL FIELDS Rio de Janeiro, January 20th, 2015 - PetroRio1, the new brand of HRT Participações em Petróleo S.A. hereby announces the signing of a purchase and sale agreement to acquire 80% of the rights and obligations of the concession contracts for the Bijupirá and Salema Fields with Shell Brasil Petróleo Ltda. ("Shell"), Petróleo Brasileiro S.A. - Petrobras, holds the remaining 20%. The transaction also involved the acquisition of, among other assets, the ship FPSO Fluminense, used in the production process of both fields, with storage capacity for 1.3 million barrels of oil. Only upon approval from the regulatory agencies, the Company will become the operator of the fields. With this transaction, PetroRio will become one of the largest independent producers in the country, operating an average of more than 30,000 barrels of oil per day. This represents a three-fold increase in current production and positions PetroRio as one of the most important emerging companies in Brazil's oil industry.

The Bijupirá and Salema Fields, located in water depths of 480 and 850 meters, are located in the Pre-Salt polygon, just 80km northeast of the Polvo Field, PetroRio's first production asset, generating important synergy gains between the operations. The licenses cover an area of 40,000,000 m2 and daily production totals 22,000 barrels of light oil and 325,000 m3 of associated gas, equivalent to 24,000 boe/day. The oil extracted from the fields is light from 28°to 31° API.

PetroRio is born of a new corporate culture focused on increasing production through the acquisition of production assets, the re-exploration and optimization of the Polvo, Bijupirá and Salema Fields, increasing operational efficiency and reducing production costs and corporate expenses, as well as eliminating exploration risk. The Company's main objective is to create value for its shareholders, protecting its liquidity and increasing revenue and profits, with full respect for safety and the environment.

The acquisition of the Bijupirá and Salema fields will be executed with a portion of the funds raised through the 1st Convertible Debenture Issuance and with a structured financing operation led by Glencore Ltd., a wholly owned subsidiary of Glencore PLC.

The completion of the purchase and sale transaction between PetroRio and Shell is subject to certain precedent conditions, including approval of the assignment of rights by Brazil's Council for Economic Defense (CADE) and the National Agency of Petroleum, Natural Gas and Biofuels (ANP).

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

1 The Company's corporate name will remain HRT Participações em Petróleo S.A., until the new name is proposed by Management for shareholder approval at the next Shareholders' Meeting. The Company's shares and GDSs will continue to be traded under the tickers HRTP3 on the BM&FBOVESPA and HRP on TSX-V until the new corporate name is approved and the request to change the tickers is authorized by the BM&FBOVESPA and the Brazilian Securities and Exchange Commission (CVM). The Company will keep its shareholders and the market in general informed of the progress of this process.


About PetroRio

PetroRio, through its subsidiaries, holds a 60% participating interest and it is also the operator of the Polvo Field, which is located in the southern portion of the Campos Basin, at 100km east of the city of Cabo Frio, Rio de Janeiro. PetroRio has Brazil's seventh largest daily production of barrels of oil equivalent (boe), with 20.3º API, deriving from three producing reservoirs. PetroRio is the owner, through its subsidiaries, of "Polvo A" fixed platform and a 3.000HP drilling rig, currently in operation in the field, being the platform connected to the "Polvo FPSO" vessel, with capacity to segregate hydrocarbons and water treatment, oil storage and offloading. Polvo Field license covers an area of approximately 134km2, with several prospects with potential for further explorations. Additionally, PetroRio holds a 55% interest and is the operator of 17 exploration blocks in the Solimões Basin, and also operates ten exploration blocks off the Namibian coast, in the Orange and Walvis sub-basins. PetroRio is committed to minimizing any possible environmental impacts on the sites where it acts. Our commitment to the local communities is towards health conditions, safety and quality of life. For more information, please visit the Company's website: www.petroriosa.com.br

Disclaimer

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

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