Petrobras cancels sale of Lubnor
Petrobras reported this Monday (27/11) that it terminated the contract with Grepar for the sale of the Lubnor refinery (Lubricants and Petroleum Derivatives of the Northeast), in Ceará.
Grepar responded to the announcement saying it was surprised and stating that it would go to court to collect compensation for the cancellation of the deal. According to the company, it was Petrobras that did not comply with the conditions. Read the full note at the end of the article.
Lubnor is a mainly asphalt refinery, with a processing capacity of 8 thousand barrels/day of oil.
The sale of the asset is being opposed by asphalt distribution companies, competitors of Grepar, due to their relationship with Greca Distribuidora.
Sale of Petrobras refineries
The sale of Lubnor met the commitment signed by Petrobras with Cade in 2019, to open the refining market.
It is the fourth unit negotiated by Petrobras, within the package of eight units included in the agreement. They were sold to Rlam (Mataripe), in Bahia, to the Mubadala fund; and Reman, in Manaus (AM), for the Atem group.
Furthermore, Petrobras sold the Shale Industrialization Unit (SIX), in Paraná, to F&M Resources.
The Clara Camarão Refinery, in Rio Grande do Norte, was not part of the agreement, but was also sold, to 3R Petroleum.
With the change in the company’s management, sales are officially under review. The company indicates, however, that it has completed the privatization of the refineries.
Petrobras had difficulty getting rid of the other refining assets put up for sale. Executives from Cade and the state-owned company have already stated that the agreement can be renegotiated.
What Grepar says
See Grepar’s full note on the cancellation of the Lubnor sale:
“GREPAR publicly informs that it was surprised today by PETROBRAS’ decision to terminate, without contractual basis, the Purchase and Sale Agreement of the Lubricants and Petroleum Derivatives Refinery of the Northeast (LUBNOR) – CCVA.
The alleged impediment to the business due to land conditions is unfounded. Such land conditions are linked to the precedent conditions that GREPAR validly waived months ago and PETROBRAS could not raise as a basis for terminating the CCVA.
However, PETROBRAS unequivocally failed to implement a mandatory precedent condition for which there was no obstacle to implementation, except the inaction of PETROBRAS itself. In this circumstance, the Law and the CCVA itself prevent the party in default from requesting termination of the contract.
Therefore, the termination implemented by PETROBRAS based on its own default is legally unacceptable, as it gave rise to and resulted in the Closing not occurring within the Deadline.
Only GREPAR, having complied with all the precedent conditions applicable to it in the CCVA and having formally waived the obligations to which PETROBRAS was obliged, would have the contractual right to request the termination of the contract due to PETROBRAS’ deliberate inaction.
Despite GREPAR’s contractual right to demand compliance with the CCVA signed with PETROBRAS, GREPAR will not insist on maintaining the business, given the breach of trust and – PETROBRAS’ unequivocal intention not to proceed with the contracted transaction, as explained and reiterated statements by President Jean Paul Prates as soon as he took command of PETROBRAS, in March this year.
GREPAR will adopt, in the appropriate jurisdiction, legal measures to protect its rights to be compensated for the losses and damages that PETROBRAS deliberately caused it, frustrating business already contracted.”
