Prio S A : QUARTERLY INFORMATION 1Q24 (R$)

Prio S.A.

Quarterly Information - ITR March 31, 2024

Independent Auditors' Report on the Review of the Quarterly Information

Independent auditors' review report on quarterly information	3
Balance sheet	5
Balance sheet	6
Statements of income	7
Statements of comprehensive income	8
Statements of changes in shareholders' equity	9
Statements of cash flows	10
Statements of added value	11
1.	Operations	12
2.	Accounting policies material to the quarterly information	14
3.	Cash and cash equivalents	19
4.	Accounts receivable	19
5.	Recoverable taxes	20
6.	Investments	20
7.	Property, plant and equipment (Consolidated)	22
8.	Intangible assets (Consolidated)	24
9.	Suppliers	27
10.	Labor obligations	28
11.	Taxes and social contributions payable	28
12.	Loans and financing	28
13.	Local debentures (includes conversion swaps)	30
14.	Lease operations	32
15.	Current and deferred income tax and social contribution	33
16.	Provision for abandonment (ARO)	34
17.	Impairment	35
18.	Shareholders' equity	35
19.	Related party transactions (Parent company)	37
20.	Net revenue	38
21.	Costs of products sold	39
22.	Other revenues and expenses	39
23.	Financial income (loss)	40
24.	Income tax and social contribution	41
25.	Segment reporting (Consolidated)	41
26.	Objectives and policies for financial risk management	42
27.	Insurance	46
28.	Contingencies	47
29.	Subsequent events	49

Independent auditors' review report on quarterly information

To the

Shareholders, Board of Directors and Officers of

Prio S.A.

Rio de Janeiro - RJ

Introduction

We have reviewed the accompanying individual and consolidated interim financial information, contained in the Quarterly Information Form (ITR) of Petro Rio S.A. for the quarter ended March 31, 2024, comprising the statement of financial position as of March 31, 2024, and the related statements of profit or loss and of comprehensive income for the three month period then ended, and the statements of changes in equity and of cash flows for the three month period then ended, including the explanatory notes.

The executive board is responsible for the preparation of the individual and consolidated interim financial information in accordance with Brazilian Accounting Standard NBC TG 21 and IAS 34 - Interim Financial Reporting, issued by the International Accounting Standards Board (IASB), as well as for the fair presentation of this financial information in conformity with the rules issued by the Brazilian Securities and Exchange Commission (CVM) applicable to the preparation of the Quarterly Information Form (ITR). Our responsibility is to express a conclusion on this interim financial information based on our review.

Scope of review

We conducted our review in accordance with Brazilian and international standards on review engagements (NBC TR 2410 and ISRE 2410 - Review of Interim Financial Information Performed by the Independent Auditor of the Entity, respectively). A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with auditing standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion on the individual and consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe that the accompanying individual and consolidated interim financial information included in the quarterly information referred to above is not prepared, in all material respects, in accordance with NBC TG 21 and IAS 34 applicable to the preparation of Quarterly Information Form (ITR), and presented consistently with the rules issued by the Brazilian Securities and Exchange Commission (CVM).

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Other matters

Statements of value added

The abovementioned quarterly information includes the individual and consolidated statements of value added (SVA) for the three-month period ended March 31, 2024, prepared under the responsibility of the Company's executive board and presented as supplementary information under IAS 34. These statements have been subject to review procedures performed together with the review of the quarterly information with the objective to conclude whether they are reconciled to the interim financial information and the accounting records, as applicable, and if their format and content are in accordance with the criteria set forth by NBC TG 09 - Statement of Value Added. Based on our review, nothing has come to our attention that causes us to believe that they were not prepared, in all material respects, in accordance with the criteria set forth by this Standard and consistently with the overall individual and consolidated interim financial information.

Rio de Janeiro, May 7, 2024.

4

Balance sheet

March 31, 2024 and December 31, 2023 (In thousands of reais-R$)

		Parent Company	Consolidated
	Note	03/31/2024	12/31/2023	03/31/2024	12/31/2023
Assets
Current assets
Cash and cash equivalents	3	15,287	18,248	4,030,098	2,335,403
Accounts receivable	4	-	-	1,431,728	1,743,491
Oil inventories	21	-	-	350,714	254,330
Inventory of consumables		-	-	436,281	397,321
Financial instruments	26	-	-	-	358
Recoverable taxes	5	2,007	1,954	365,340	347,658
Advances to suppliers		34	34	118,646	100,227
Advances to partners		-	-	-	93,188
Prepaid expenses		85	75	17,694	22,129
Other receivables		-	-	39,903	769
		17,413	20,311	6,790,404	5,294,874
Non-current assets
Advances to suppliers		-	-	232	225
Mark-to-market of debenture swaps	13	-	-	93,143	80,698
Deposits and pledges	28	-	-	29,938	29,971
Recoverable taxes	5	-	-	2,396	4,225
Deferred taxes	15	12,611	10,191	226,895	516,582
Related parties	19	70,596	9,355	-	-
Right-of-use (Lease CPC 06.R2/IFRS 16)	14	-	-	2,053,174	2,044,361
Investments	6	15,973,016	14,403,401	-	-
Property, plant and equipment	7	199	224	10,661,410	9,425,118
Intangible assets	8	-	-	10,921,526	10,914,878
		16,056,422	14,423,171	23,988,714	23,016,058
Total assets		16,073,835	14,443,482	30,779,118	28,310,932

See the accompanying notes to the quarterly information.

5

Balance sheet

As of March 31, 2024 and December 31, 2023 (In thousands of reais-R$)

		Parent Company	Consolidated
	Note	03/31/2024	12/31/2023	03/31/2024	12/31/2023
Liabilities and shareholders' equity
Current liabilities
Suppliers	9	522	644	636,779	834,778
Labor obligations	10	13,954	15,083	179,617	266,893
Taxes and social contributions	11	654	676	410,553	593,007
Loans and financing	12	-	-	1,330,705	1,212,632
Local debentures (includes conversion swaps)	13	-	-	7,510	39,430
Financial instruments	26	-	-	5,814	-
Advance from partners		-	-	4,522	-
Contractual charges (Leases - IFRS 16)	14	-	-	232,882	224,502
Accounts payable - earn out Albacora Leste	8	-	-	826,234	288,465
Other accounts payable		-	-	-	4,104
		15,130	16,403	3,634,616	3,463,811
Non-current liabilities
Loans and financing	12	-	-	3,732,994	4,340,854
Local debentures (includes conversion swaps)	13	-	-	3,841,843	1,800,248
Provision for abandonment (ARO)	16	-	-	1,191,766	1,121,429
Provision for contingencies	28	400	400	994,128	946,101
Related parties	19	661,588	548,214	-	-
Contractual charges (Leases - IFRS 16)	14	-	-	1,948,820	1,936,736
Accounts payable - earn out Albacora Leste	8	-	-	-	786,723
Other liabilities		187	185	38,421	36,750
		662,175	548,799	11,747,972	10,968,841
Shareholders' equity
Realized share capital	18	7,611,387	5,352,792	7,611,387	5,352,792
Capital reserves		(242,064)	(171,877)	(242,064)	(171,877)
Profit reserves		6,601,741	8,801,741	6,601,741	8,801,741
Accumulated translation adjustment		299,387	(184,660)	299,387	(184,660)
Equity valuation adjustments	13	80,526	80,284	80,526	80,284
Income (loss) for the period		1,045,553	-	1,045,553	-
		15,396,530	13,878,280	15,396,530	13,878,280
Total liabilities and shareholders' equity		16,073,835	14,443,482	30,779,118	28,310,932

See the accompanying notes to the quarterly information.

6

Statements of income

Three-month period ended March 31, 2024 and 2023

(In thousands of reais-R$, except earnings/losses per share)

		Parent Company	Consolidated
	Note	03/31/2024	03/31/2023	03/31/2024	03/31/2023
Net revenue	20	-	-	3,200,186	2,718,313
Costs of products/services	21	-	-	(1,387,639)	(981,886)
Gross revenue		-	-	1,812,547	1,736,427
Operating revenues (expenses)
Geology and geophysics expenses		-	-	(450)	-
Personnel expenses		(22,544)	(968)	(42,479)	(29,798)
General and administrative expenses		(34)	(224)	(16,786)	(20,677)
Expenses with Outsourced Services		(1,511)	(849)	(19,279)	(7,083)
Taxes and rates		(861)	(502)	(14,323)	(4,738)
Depreciation and amortization expenses		(36)	(92)	(25,497)	(21,338)
Equity in net income of subsidiaries	6	1,068,696	1,172,312	-	-
Other operating revenues (expenses), net	22	(70)	(5,432)	30,023	(132,950)
Operating income (loss) before financial income (loss)		1,043,640	1,164,245	1,723,756	1,519,843
Financial revenues	23	208	428	53,815	26,810
Financial expenses	23	(8,561)	(1,097)	(289,034)	(231,632)
Net exchange-rate changes	23	7,883	273	36,540	(59,468)
Income before income tax and social contribution		1,043,170	1,163,849	1,525,077	1,255,553
Current income tax and social contribution	24	-	(1,784)	(180,923)	(124,073)
Deferred income tax and social contribution	24	2,383	-	(298,601)	30,585
Income for the period		1,045,553	1,162,065	1,045,553	1,162,065
Basic and diluted earnings per share
Basic		1,248	1,371	1,248	1,371
Diluted		1,242	1,361	1,242	1,361

See the accompanying notes to the quarterly information.

7

Statements of comprehensive income Three-month period ended March 31, 2024 and 2023 (In thousands of reais-R$)

	Consolidated
	03/31/2024	03/31/2023
Income (loss) for the period	1,045,553	1,162,065
Mark-to-market of local debenture swaps	242	39,810
(-) Deferred taxes on mark-to-market of swaps	(82)	(13,535)
Translation adjustment on investment abroad, net of taxes	484,047	(320,508)
Other comprehensive income for the period, net of taxes	484,207	(294,233)
Total other comprehensive income for the period, net of taxes	1,529,760	867,832

See the accompanying notes to the quarterly information.

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Statements of changes in shareholders' equity

Three-month period ended March 31, 2024 and 2023 (In thousands of reais-R$)

		Capital reserve		Accumulated	Equity
		Capital	Treasury	Profit	translation	valuation	Retained
	Capital	reserve	shares	reserve	adjustment	adjustment	earnings	Consolidated
Balances at January 1, 2023	5,319,674	417,862	(40,435)	3,682,453	601,773	(89,310)	-	9,892,017
Paid-up capital	33,118	-	-	-	-	-	-	33,118
Stock options granted	-	18,572	-	-	-	-	-	18,572
Translation adjustment on investment abroad	-	-	-	-	(320,508)	-	-	(320,508)
Gain (loss) on derivative financial instruments	-	-	-	-	-	39,810	-	39,810
Treasury shares	-	-	(49,932)	-	-	-	-	(49,932)
Gain (loss) with the buyback of preferred shares in the
subsidiary	-	(146,177)	-	-	-	-	-	(146,177)
Net income for the period	-	-	-	-	-	-	1,162,065	1,162,065
Balances at March 31, 2023	5,352,792	290,257	(90,367)	3,682,453	281,265	(49,500)	1,162,065	10,628,965
Balances at January 1, 2024	5,352,792	373,968	(545,845)	8,801,741	(184,660)	80,284	-	13,878,280
Paid-up capital	2,258,595	-	-	(2,200,000)	-	-	-	58,595
Stock options granted	-	10,756	-	-	-	-	-	10,756
Translation adjustment on investment abroad	-	-	-	-	484,047	-	-	484,047
Gain (loss) with financial instruments	-	-	-	-	-	242	-	242
Treasury shares	-	-	(80,943)	-	-	-	-	(80,943)
Net income for the period	-	-	-	-	-	-	1,045,553	1,045,553
Balances at March 31, 2024	7,611,387	384,724	(626,788)	6,601,741	299,387	80,526	1,045,553	15,396,530

See the accompanying notes to the quarterly information.

9

Statements of cash flows

Three-month period ended March 31, 2024 and 2023 (In thousands of reais-R$)

	Parent Company	Consolidated
	03/31/2024	03/31/2023	03/31/2024	03/31/2023
Cash flows from operating activities
Income (loss) for the year (before taxes)	1,043,170	1,163,849	1,525,077	1,255,553
Depreciation and amortization	36	92	637,139	302,943
Financial revenue	(12,054)	(4,186)	(523,536)	(301,112)
Financial expenses	12,009	23,710	451,396	581,014
Share-based compensation	10,756	18,572	10,756	18,572
Equity in net income of subsidiaries	(1,068,696)	(1,172,312)	-	-
Provision for contingencies/losses/R&D	13	(13)	53,148	29,688
Amendment of the provision for abandonment/IFRS 16 Contracts	-	-	(2,676)	20,776
Negative goodwill on acquisition of Albacora Leste	-	-	-	(16,456)
	(14,766)	29,712	2,151,304	1,890,978
(Increase) decrease in assets
Accounts receivable	-	-	311,677	(1,946,768)
Recoverable taxes	(1,205)	848	(63,159)	48,661
Prepaid expenses	(10)	473	5,241	7,371
Advances to suppliers	-	-	(18,424)	(28,924)
Oil inventories	-	-	(72,073)	247,885
Inventory of consumables	-	-	(38,960)	(10,348)
Related parties	(54,674)	(45,495)	-	-
Advance to partners in oil and gas operations	-	-	96,000	(11,740)
Deposits and pledges	-	-	(580)	(266)
Other receivables	(30)	8	(37,390)	(1,050)
Increase (decrease) in liabilities
Suppliers	(3,551)	1,105	(150,195)	(233,067)
Labor obligations	(822)	(7,671)	(81,402)	38,820
Taxes and social contributions	(916)	(329)	(350,219)	(103,255)
Related parties	97,392	45,156	-	-
Contingencies	-	-	-	(2,343)
Other liabilities	(1)	565	(1,585)	13,939
Net cash (invested in) from operating activities	21,417	24,372	1,750,235	(90,107)
Cash flows from investment activities
(Investment in) redemption of securities	-	-	-	(30,952)
(Investment in) redemption of abandonment fund	-	-	(8,255)	3,381
Non-current assets held for sale	-	-	(4,104)	-
(Purchase) sale of property, plant and equipment	-	(37)	(1,184,015)	(669,882)
(Acquisition) of oil and gas assets	-	-	(295,054)	(9,321,469)
Net cash (invested in) from investment activities	-	(37)	(1,491,428)	(10,018,922)
Cash flows from financing activities
Borrowings	-	-	-	1,467,650
Repayment of principal on loans	-	-	(671,637)	-
Interest paid on loans	-	-	(67,251)	(31,143)
Contractual charges - Leases IFRS 16 - Principal	-	-	(15,118)	(1,439)
Contractual charges (Leases - IFRS 16) - Interest	-	-	(45,188)	(29,844)
Funding of debentures	-	-	1,933,711	-
Interest paid on debentures	-	-	(69,409)	(66,397)
Derivative transactions	-	-	5,039	(41,096)
(Decrease) Paid-up capital	58,595	33,118	58,595	33,118
Own Company's shares (held in treasury)	(80,943)	(49,933)	(80,943)	(49,933)
Net cash (invested in) from financing activities	(22,348)	(16,815)	1,047,799	1,280,916
Translation adjustment	(2,030)	(1,809)	388,089	(257,668)
Net increase (decrease) in cash and cash equivalents	(2,961)	5,711	1,694,695	(9,085,781)
Cash and cash equivalents at the beginning of the period	18,248	17,148	2,335,403	9,612,961
Cash and cash equivalents at the end of the period	15,287	22,859	4,030,098	527,180
Net increase (decrease) in cash and cash equivalents	(2,961)	5,711	1,694,695	(9,085,781)

See the accompanying notes to the quarterly information.

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