Report on the review of quarterly information (ITR) OSX Brasil S.A. (Publicly-traded company) June 30, 2013 Limited independent auditors' review report of quarterly information

OSX Brasil S.A. (Publicly-traded company) Quarterly information - ITR June 30, 2013 Contents Report on the review of quarterly information ...................................................................... 1 Comments on performance................................................................................................. 4 Financial statements Balance sheets ................................................................................................................. 14 Statements of income ....................................................................................................... 16 Statements of comprehensive income .............................................................................. 18 Statements of changes in equity ....................................................................................... 20 Statements of cash flows .................................................................................................. 21 Statements of value added ............................................................................................... 22 Notes to financial statements ............................................................................................ 23

A free translation of the independent auditor’s review report from Portuguese into English

Independent auditor’s review report

The Shareholders, Board of Directors and Officers ofOSX Brasil S.A.Rio de Janeiro – RJ

Introduction

We have reviewed the accompanying individual and consolidated interim financialinformation of OSX Brasil S.A. (“Company”), contained in the Quarterly FinancialInformation Form (ITR) as of June 30, 2013, which comprise the balance sheet as ofJune 30, 2013 and the related statement of income and comprehensive income for thethree and six month periods then ended, and changes in equity and cash flows for thesix month period then ended, including the explanatory notes.

Management is responsible for the preparation of the individual interim financialinformation in accordance with Accounting Pronouncement CPC 21 (R1) – InterimFinancial Reporting, and of the consolidated interim financial information in accordancewith CPC 21 (R1) and IAS 34 – Interim Financial Reporting, issued by the InternationalAccounting Standards Board – IASB, as well as for the fair presentation of thisinformation in conformity with the standards issued by the Brazilian Securities andExchange Commission (CVM) applicable to the preparation of Quarterly FinancialInformation (ITR). Our responsibility is to express a conclusion on this interim financialinformation based on our review.

Scope of the review

We conducted our review in accordance with Brazilian and International Standards onReview Engagements (NBC TR 2410 and ISRE 2410 - Review of Interim FinancialInformation Performed by the Independent Auditor of the Entity, respectively). A reviewof interim financial information consists of making inquiries, primarily of personsresponsible for financial and accounting matters, and applying analytical and otherreview procedures. A review is substantially less in scope than an audit conducted inaccordance with International Standards on Auditing and consequently does not enableus to obtain assurance that we would become aware of all significant matters thatmight be identified in an audit. Accordingly, we do not express an audit opinion.

Independent auditor’s review report (Continued)

Conclusion on the individual interim financial information

Based on our review, nothing has come to our attention that causes us to believe thatthe accompanying individual interim financial information included in the quarterlyinformation referred to above is not prepared, in all material respects, in accordancewith CPC 21 (R1) applicable to the preparation of Quarterly Financial Information (ITR),consistently with the rules issued by the Brazilian Securities and ExchangeCommission.

Conclusion on the consolidated interim financial information

Based on our review, nothing has come to our attention that causes us to believe thatthe accompanying consolidated interim financial information included in the quarterlyinformation referred to above is not prepared, in all material respects, in accordancewith CPC 21 (R1) and IAS 34 applicable to the preparation of Quarterly FinancialInformation (ITR), consistently with the rules issued by the Brazilian Securities andExchange Commission.

Emphasis of matter

Without qualifying our conclusion, we draw attention to Note 1 to the interim financialinformation, which indicates that the Company incurred in a consolidated loss ofR$ 173,392 thousand in the period ended June 30, 2013, and that, as of that date, theCompany’s consolidated current liabilities exceeded its consolidated current assets byR$ 1,159,287 thousand. These conditions, together with the need to raise additionalfunds and sell assets within the near future, as described in Note 1, indicate theexistence of significant uncertainty which raise doubt as to the Company’ s ability tocontinue as a going concern, the recoverability of its assets and ability to pay itsobligations.

The interim financial information was prepared on a going concern basis and it does notinclude any adjustment that would be required if the proposed initiatives do not achievethe expected results, which depends on additional funds as mentioned above.

Independent auditor’s review report (Continued)

Other matters

Statements of value added

We have also reviewed the individual and consolidated interim statements of valueadded (SVA) for the six month period ended June 30, 2013, prepared under themanagement’s responsibility, the presentation of which in the interim financialinformation is required by the rules issued by the Brazilian Securities and ExchangeCommission (CVM) applicable to preparation of Quarterly Financial Information (ITR),and considered as supplemental information under the IFRS, whereby no statement ofvalue added presentation is required. These statements have been subject to the samereview procedures previously described and, based on our review, nothing has come toour attention that causes us to believe that they are not prepared, in all materialrespects, in relation to the overall accompanying individual and consolidated interimfinancial information.

Rio de Janeiro, August 14, 2013

ERNST & YOUNG TERCOAuditores Independentes S.S.CRC - 2SP 015.199/O-6-F-RJ

Paulo José Machado Daniel de Araujo PeixotoAccountant CRC – 1RJ 061.469/O-4 Accountant CRC – 1BA 025.348/O-9-S-RJ

4

Message from the Management

“This quarter we approved OSX’s new Business Plan, adapting the Company to its new circumstances, with focus on the conclusion of UCN Açu phase 1, in order to meet our current customers’ orderbook, and the prioritization of cash generating projects of the Leasing and Services units. With the conclusion of the conversion of FPSOs OSX-2 and OSX-3, OSX will rely on a fleet of three FPSOs, representing an equity investment of around US$ 1.2 billion. The client OGX defined the size and priority of its current orderbook for our units - Leasing, O&M and Shipbuilding. Due to these rearrangements, OSX initiated several dialogues, which remain in progress, with our business partners, with the goal of readjusting to the current reality and of creating value for our shareholders. OSX works with the strong capital discipline required to overcome this stage and to optimize our assets, designed to meet the oil production in the country”, informed Carlos Bellot, OSX Chief Executive Officer 2013 second quarter highlights and subsequent events:

Net revenue of R$ 188.5 million, increase of 96.1% related to 1Q13

Negative EBITDA of R$ 100.1 million

New Business Plan, released in May, prioritizing cash generating projects of the Leasing unit and phasing the construction works for implementing the shipyard

Paying up of US$ 120 million related to the capital increase resulting from the exercise of the put granted to the Company by the controlling shareholders

Update of client OGX orders, informed on 07/01

FPSO OSX-3: naming ceremony on 05/31

FPSO OSX-2: naming ceremony on 07/27 The increase in revenues from all OSX business units - Shipbuilding, Leasing and O&M Services (Operation and Maintenance) contributed to the 96.1% growth in the Company's total net revenues compared to 1Q13. EBITDA was negative R$ 100.1 million, with positive results coming from Shipbuilding and O&M Services units. The Leasing unit was impacted by a provision of impairment of assets (FPSO OSX-2 and WHP-2) in the amount of R$ 121.4 million and the write off of assets (WHP-1, 3 and 4 FPSOs OSX-4 and OSX-5), in the amount of R$ 794.0 million. Due to the market conditions envisioned for its business units, the reconfiguration of customers short and medium term needs, and the economic and financial perspective of the Company’s original Business Plan, OSX Board of Directors approved on 05/17/13 the Company’s new Business Plan, with the prioritization of cash generating projects of the Leasing unit and phasing the construction works for implementing the shipyard (Unidade de Construção Naval do Açu - “UCN Açu”). The phasing of the construction works for implementing the shipyard aims to complete the construction works of the initial phase, in order to meet the current customers orderbook, composed of the construction of one PLSV - Pipe-Laying Support Vessel - for Sapura Navegação Marítima S.A ("Sapura") and of the construction of some modules and the integration of two FPSOs - Floating, Production, Storage and Offloading - for Petróleo Brasileiro S.A. (“Petrobras”), through a joint venture in which OSX holds 49%. The termination of the construction contracts for 11 MRs vessels – Medium Range - with Kingfish do Brasil Navegação S.A. (“Kingfish”), was formalized according to the Material Fact released in this same date, 05/17/13 by OSX. The Company reaffirms its perception of the strategic value of a shipyard with the magnitude and quality as originally conceived, enabling to meet the vast demand for local content existing in the country, mainly as a result of the pre-salt discoveries. The resumption of future phases of construction of UCN Açu shall be compatible with the confirmation of new customers demand and corresponding economic and financial equation.

5

The results of the 11th Bid Round conducted by the Brazil’s National Agency of Petroleum, Natural Gas and Biofuels (ANP) indicate growth potential for the Company in the long term. On 07/01/13 OGX Petróleo e Gás Participações S.A. (“OGX”), concluded technical analysis concerning the development of its fields and, as a result, decided to update the orders made to OSX pursuant to the existing Strategic Cooperation Agreement between both companies. Regarding FPSOs OSX-4 and OSX-5 and WHPs 1, 3 and 4 units, OGX decided to discontinue the orders of such projects with the Company. The cancellation of the units planned to be constructed in UCN Açu - FPSOs OSX-4 and OSX-5 and WHPs 3 and 4 - confirms that the current shipyard's orderbook is comprised of customers Sapura and Petrobras demands, as previously mentioned. Concerning the cancellation of the WHP-1 order, OSX commenced negotiations with the EPC contractor for the amendment of the scope of work under the relevant contract, in line with the priority given to the construction of WHP-2, which is being carried out by the same EPC contractor. OGX also informed its decision not to use FPSO OSX-2 in the development of the Tubarão Tigre, Tubarão Gato e Tubarão Areia. Additionally, OGX clarified that the day rates for the FPSO OSX-2 charter will be paid to OSX in accordance with the respective contract commencing on January 2014 and to continue until the unit is either sold or redeployed. Regarding FPSO OSX-1, which is already in operation in the Tubarão Azul field and chartered to OGX by the Company, OGX informed that it has completed technical analyses which concluded that the wells currently in operation in this field may cease production during the year 2014. Additionally, OGX stated that the day rates for the charter of FPSO OSX-1 will continue to be paid to OSX in accordance with the relevant contract. Both FPSO OSX-3 and WHP-2 units are designed to be deployed to the Tubarão Martelo field, which regular development was confirmed by OGX, with first oil planned for the last quarter of 2013. The terms of these charter contracts are of 20 and 25 years and will include termination rights by OGX without costs as from 13th and 12th years, respectively. Such termination rights shall become effective in relation to FPSO OSX-3 only after full repayment of the relevant outstanding debt financing, which is expected to occur by 2015. Due to the above events informed by OGX, the companies entered into an agreement whereby OSX received USD 449 million from OGX. As a result of the update released above, several dialogues and initiatives were initiated by OSX, and will continue to be pursued with lenders, employees, suppliers and other stakeholders, with the goal of readjusting the Company’s new Business Plan to such update. OSX has been studying, among other initiatives, potential business combinations for UCN Açu, the Leasing and O&M Services units.

1. Financial Performance Below is the performance achieved in each segment of the Company for the quarter ended on 06/30/2013:

6

Shipbuilding – UCN Açu: This business unit focuses on construction, assembly and integration of Exploration and Production (E&P) units. In 2Q13, EBITDA was R$ 13.6 million, reflecting the physical progress of the construction of the PLSV for customer Sapura and the recognition of revenues related to customer Petrobras. General and administrative expenses decreased by 17.2% compared to 1Q13 due to lower spending on the shipyard because of its phasing. Leasing: This business unit encompasses both the E&P units leased to OSX’s clients in the oil and gas sector by means of long-term charter agreements and the pre-operational units. In 2Q13, operating expenses were impacted by the provision for impairment of assets (FPSO OSX-2 and WHP-2) in the amount of R$ 121.4 million, write off of assets (WHP-1, 3 and 4 and FPSOs OSX-4 and OSX-5), in the amount of R$ 794.0 million, and provision for future expenses. The receipt of R$ 975.7 million from the agreement between OGX and OSX, contributed positively to this business unit. EBITDA was negative R$ 107.9 million. O&M (Operation and Maintenance) Services: This business unit is responsible for crewing, operating and maintaining the E&P units. In 2Q13, EBITDA was R$ 4.5 million, reflecting the O&M contracts with the client OGX. Corporate: This segment includes the information related to OSX Brasil S.A., which is integrated with all Company's business units. EBITDA in 2Q13 was negative by R$ 10.1 million. The decrease of 17.9% compared to the previous quarter is explained by the adequacy of general and administrative expenses to the Company´s new Business Plan.

1.1. Net Financial Income

Net Financial Income (in R$ million) 2Q13 1Q13 2Q12

Financial revenues 3.3 12.2 14.2

Financial expenses (14.3) (14.1) (19.5)

Derivatives 51.9 (3.7) (5.3)

Exchange rate changes 5.9 (0.2) (0.1)

Total 46.8 (5.8) (10.7)

Financial revenues: Due to redemptions of investments to honor the commitments made by OSX, financial revenues decreased by R$ 8.8 million in 2Q13 against 1Q13. Financial expenses: Financial expenses remained in line with 1Q13. The main components of this item are: interest on the financing related to the FPSO OSX-1 (R$ 7.5 million), amortization of borrowing costs and financing (R$ 0.8 million) and tax expenses on financial transactions - IOF (R$ 3.2 million).

Exchange rate changes: Exchange rate variations were positive by R$ 5.8 million in the 2Q13, mainly explained by the appreciation of about 10% of the U.S. Dollar against the Brazilian Real from 03/31/13 (US$ 1 = R$ 2.0138, closing PTAX) to 06/30/13 (US$ 1 = R$ 2.2156, closing PTAX). Derivatives: Interest rates derivative transactions totaled a gain of R$ 51.9 million. In 2Q13, the Company identified that the hedge of its subsidiary OSX2, which until 03/31/13 was recorded as hedge accounting, didn’t have the effectiveness required to be kept as such. Therefore, the marked-to-market value of this financial transaction was fully recorded in the Company results.

1.2. CAPEX Considering construction costs, OSX’s main 2Q13 investments in fixed assets (CAPEX) were approximately R$ 764 million, allocated to the following projects: FPSO OSX-2: US$ 38.6 million were invested in the execution of EPCI (Engineering, Procurement, Construction & Installation) contract with SBM Offshore in 2Q13. As announced by the Company on 07/01/2013, the client OGX decided not to allocate the FPSO OSX-2 in the development of Tubarão Tigre, Tubarão Gato and Tubarão Areia fields. OSX

7

registered an impairment of assets in the amount of R$ 43.9 million. This asset is recorded in the balance sheet at the amount of R$ 2.001 billion (US$ 903.3 million) (as of 06/30/13). FPSO OSX-3: US$ 61.5 million were invested in the execution of EPCI (Engineering, Procurement, Construction & Installation) contract with Modec Inc. This asset is recorded in the balance sheet at the amount of R$ 2.045 billion (equivalent to US$ 923.2 million) (as of 06/30/13).

FPSOs OSX-4 and OSX-5: As announced by the Company on 07/01/2013, the client OGX decided to discontinue the orders of FPSO OSX-4 and OSX-5. Therefore, OSX recognized an impairment of assets in the amount of R$ 250.7 million, and reclassified it in assets available for sale, in the amount of R$ 70.9 million. WHPs-1 & 2: In 2Q13, US$ 125.6 million were invested in performing the contract for Engineering, Procurement, Construction and Installation (EPC) with Techint Engenharia e Construção S/A on the wellhead platform WHP-2 and related costs. OSX registered loss from an impairment of asset in the amount of R$ 79.9 million. The WHP-2 platform is registered in the balance sheet at a total amount of R$ 882.9 million (around US$ 398.5 million) (as of 06/30/13). On 07/01/13, the client OGX informed its decision to discontinue the order of unit WHP-1. Based on that decision, the Company recorded an impairment of asset in the amount of R$ 531.7 million. UCN Açu: R$ 259.1 million were invested in the construction of the shipyard, substantially in civil works. This asset is registered in the balance sheet at the amount of R$ 2.764 billion (as of 06/30/13).

1.3. Cash and Cash Equivalents The consolidated cash position of the Company and its subsidiaries on 06/30/2013 was R$ 799.5 million. The decrease of R$ 504.8 million compared to the 03/31/2013 balance sheet is explained by short-term debt payments and investments in fixed assets, offset by the receipt of funds from the exercise of the put option and about 80% of amount settled under the agreement entered between OSX and OGX. The remaining resources arising from this agreement were received by OSX in July. On 05/17/2013, the Company’s Board of Directors approved a capital stock increase of US$ 120 million, equivalent to R$ 243 million, due to the exercise of the put option granted by the controlling shareholders, with the issue of 6,055,008 new common, nominative, book-entry shares and with no par value, giving their holders the same rights and obligations guaranteed by the existing common shares. As mentioned above, OSX received US$ 183 million, equivalent to 75.3% of the resources of the put option exercise at the end of June and the remaining US$ 60 million in the first week of July (according to the schedule for exercise of leftovers). The Company's policy is to eliminate the cash risk related to foreign exchange rate variation. Therefore, although the Company had Dollar-indexed obligations as of 06/30/13, there is no net exposure to this currency since the cash required to meet material obligations in the short term has already been transferred to subsidiaries abroad. Furthermore, new Dollar-indexed debt is expected in relation to project funding. Operating revenue, which is Dollar-indexed, represents a natural hedge of the amortization schedule.

1.4. Debt

The Company’s consolidated debt on 06/30/2013 was R$ 5.3 billion, divided into: R$ 1.7 billion relative to the UCN; R$ 670 million to FPSO OSX-1; R$ 1.6 billion to FPSO OSX-2; R$ 1.1 billion to FPSO OSX-3 and R$ 260 million in other financing. Throughout 2Q13, the Company paid short-term debt in the amount of approximately R$ 500 million. All these obligations were denominated in U.S. Dollars. The exchange rate appreciation observed in the U.S. Dollar quote against the Brazilian Real between 03/31/13 (US$ 1 = R$ 2.0138, closing PTAX) and 06/30/13 (US$1 = R$ 2.2156, PTAX closing), neutralized the impact of the debt reduction, denominated in Brazilian Reais. FPSO OSX-1: The debt is related to a long-term syndicated loan led by the DVB Group in the total original amount of US$ 420 million, maturing in 2018 at an annual rate of LIBOR + 4.25% p.a. In order to

8

protect against interest rate fluctuation risks (3-month LIBOR) associated with the amortization schedule of the long-term financing of FPSO OSX-1, the Company contracted a hedge operation with HSBC and fixed all LIBOR exposure at an average rate of 1.91% p.a. On 06/30/13, the debt balance was R$ 676.4 million (equivalent to US$ 304.2 million). Throughout 2Q13, OSX amortized US$ 14.4 million totaling US$ 115.8 million amortized until the end of June. FPSO OSX-2: In October 2011, subsidiary OSX-2 signed a financing agreement in the amount up to US$ 850 million with a syndicate of international banks led by Itaú BBA, ING and Santander, with a 12-year payment term at an average rate of Libor + 4.41% p.a. for investment in the construction and installation of FPSO OSX-2. Until 06/30/2013, three tranches of the long-term financing had been disbursed in the total amount of US$ 632.2 million, or 74% of total funding. This financing is registered in the balance sheet by R$ 1.4 billion. FPSO OSX-3: In March 2012, subsidiary OSX-3 raised US$ 500 million with the foreign issue of Senior Secured Bonds (“Bonds”), the net revenues of which will be used in the construction of FPSO OSX-3. The bonds mature in March 2015 and pay quarterly interest of 9.25% p.a. OSX-3 has a call option exercisable (“call”) from June 2013 onwards, between 15 and 24 months from the date of issue at 103% of the face value or between 24 and 36 months at 102% of the face value. On 06/30/13, this financing is registered in the balance sheet by R$ 1.1 billion. UCN Açu: In December 2011, OSX obtained a R$ 427.8 million bridge loan from the BNDES (equivalent to US$ 227.96 million), which has an 18-month payment term, maturing in August 2013, with principal and interest payable upon final maturity. On 07/23/13, BNDES approved the extension of the maturity of such debt for 60 days from the original due date, now maturing on 10/15/13. Currently, this financing is recorded in the balance sheet by R$ 548.1 million. In April 2012, OSX received R$ 400 million in a bridge loan from Caixa Econômica Federal (CEF) intended for the implementation of the shipyard. The payment term is 18 months, maturing on 10/19/2013, with principal and interest payable upon final maturity. In December 2012, CEF on-lent R$ 627.4 million at an average rate of USD + 3.45% p.a., with a grace period of 36 months and 216 amortizations, maturing in June 2033 upon first disbursement of the long term loan from FMM - Merchant Marine Fund. Currently, the financing granted by CEF is recorded in the balance sheet by R$ 1.136 billion.

2. Operating Performance

2.1. OSX Construção Naval

The current order book of OSX shipyard allows the concentration of productive activities in Cais Norte, or North Quay, which is in an advanced stage of implementation.

client Sapura Construction of one PLSV for Sapura with contractual delivery date scheduled for 4Q14. The physical progress in June 2013 was 26.1%. Blocks and main equipment are under construction with delivery scheduled for UCN in the second half of 2013, where the vessel will be built, completed and commissioned.

client Petrobras Integration of two FPSOs for Petrobras, through a joint venture with Mendes Junior in which OSX holds 49%. The construction of the modules is planned to begin in the second half of 2013.

9

2.2. OSX Leasing

2.2.1. FPSO OSX-1

Chartered to OGX for a 20-year period at an average daily rate of US$ 263,000. Operated by OSX Serviços. Allocated in Tubarão Azul field, in the Campos Basin, it has three production wells connected, being two of them

in production.

FP

FPSO OSX-1

UCN Açu – phasing of construction

Cais Norte / Assembly Area / Auxiliary Office / Refectory / Warehouses /

Water Utilities & Sewage

Main Electrical Substation Transmission Line

10

2.2.2. FPSO OSX-2

Turn-key Engineering, Procurement, Construction and Installation (EPCI) contract with SBM Offshore, works executed in the Keppel shipyard in Singapore.

Installation of the onboard helideck, completion of commissioning of the turbines and installation of the offloading hose, completion of the flare tower.

Naming Ceremony held on 07/27/13. Physical progress: 96.3% (June 2013). Estimate deliver: 3Q13. Chartered to OGX The unit will be in lay up in Asia until it is sold or redeployed for another site.

2.2.3. FPSO OSX-3

Turn-key Engineering, Procurement, Construction and Installation (EPCI) contract with Modec Inc., works executed in the Jurong shipyard in Singapore

Naming Ceremony held on 05/31/13. Sail away on 07/16/13: the voyage to Brazil is estimated at approximately 50 days. Physical progress: 94.5% (June 2013). The ship that will carry out the installation of the mooring system, as well as the piles, ties and connectors of the

unit mooring system are already in Rio de Janeiro. Chartered to OGX: this unit will be allocated in the Tubarão Martelo field (Campos Basin): first oil scheduled for

4Q13.

OSX-3

FPSO OSX-3 FPSO OSX-3

FPSO OSX-2

11

2.2.4. WHP-2

Engineering, Procurement, Construction and Assembly (EPC) contract with Techint Engenharia e Construção S/A.

Several Factory Acceptance Tests (FAT) were performed in generators, tank and pumps, among others. Delivery of various equipments, such as drill water pumps, cooling water expansion tanks and diesel storage

tank. Concluded the construction of the third topside deck (from a total of four) and the mechanical completion of the

drilling package unit (DPU). Physical progress: 54.6% (June 2013).

Accommodation module assembly Deck assembly

Evolution of the OSX3 voyage towards Brazil, as of 08/12/13

12

2.3. OSX Serviços

2.3.1. FPSO OSX-1

Average operating efficiency of 99.8% in 2Q13. Two offloading operations (to relief tanker vessel) in the months of April and June, totaling 747 thousand barrels

and reaching the level of 4.3 million barrels transferred in various offloading operations performed since the beginning of its operation.

First audit of maintenance of OSX Serviços Operacionais Integrated Management System (IMS) certification on ISO 14001/9001 and OHSAS 18001 by BSI - British Standards Institution, which evidenced the effectiveness of the processes (not identified any non-compliance).

On 06/30/2013, FPSO OSX-1 completed 512 days without any accidents resulting in leave.

2.3.2. FPSO OSX-2 Conclusion of supervised training on FPSO OSX-1 for load and ballast operators. Conclusion of several crew training programs, such as Safety in Cargo Handling Offshore, Explosive

Atmospheres, Basic to Confined Space, Advanced Course in Firefighting, Medical First Aid, Safety in Machinery and Equipment, and Working at Height. 2.3.3. FPSO OSX-3

Load and ballast operators shipped in FPSO OSX-1 for conducting supervised training. Conclusion of several crew training programs, such as Basic to Confined Space, Advanced Course in

Firefighting, Medical First Aid, Process Units, Working at Height, and Security in Electricity. Development of Standards Process and Operating Instructions of the unit.

Edification of the table - jacket

ILUSTRATIVE

13

3. Health, Safety and Environmental Initiatives & Social and Environmental Responsability

Preparation of the Plan of Action to comply with the recommendations of the Environmental Assessment (1st

Progress Report of the Independent Environmental Assessment) conducted by the consulting firm AECOM in compliance with the environmental sustainability of the International Finance Corporation (IFC), and Equator Principles in compliance with Caixa Econômica Federal requests.

Preparation of the 6th Technical Report on Progress of Environmental Programs for the State Environmental Institute (Instituto Estadual do Ambiente - INEA), Rio de Janeiro environmental agency, aiming to provide managerial and technical information about the activities of implementation of Environmental Management Plan of UCN Açu, a part of the Basic Environmental Plan of this enterprise.

Presentation of the Report and Request for UCN Açu Operating License (3rd Technical Supplementary Documentation) to INEA.

Reached 9 million man-hours of risk exposure without accidents resulting in leave in UCN Açu. Audit of maintenance of OSX Leasing IMS certification on ISO 9001, ISO 14001 and OHSAS 18001 maintaining

certification by BSI.

OSX Brasil S.A. – information in IFRS, in thousands of reais

EBITDA Composition – Consolidated (R$ million)

2Q13 1Q13 2Q12

Net profit

(149.1) (17.9) (5.1)

(-) Financial income, net

46.8 (5.8) (10.7)

(-) Income tax and social contribution

(80.9) 16.8 15.5

(-) Expenses related to stock options granted

(2.9) (5.5) (12.2)

(-) Depreciation and amortization

(15.6) (13.9) (14.0)

(-) Participation of non-controlling shareholders

3.6 2.8 1.2

EBITDA

(100.1) (12.3) 15.1

14

OSX Brasil S.A Balance sheets June 30, 2013 and December 31, 2012 (In thousands of Reais) Parent company

Consolidated

Note 06/30/2013 12/31/2012

06/30/2013 12/31/2012 Assets

Current assets Cash and cash equivalents 5 4,479 245,968

798,370 1,684,076

Interest bearing bank deposits 6 4 18,782 1,147 21,059 Trade accounts receivable 8 82 -

442,483 221,543

Sundry advances 695 916

9,583 15,978 Inventories 9 - -

93,892 51,313

Recoverable taxes 10 60,644 58,107

84,170 82,774 Prepaid expenses 16 35 297

55,495 38,192

Related parties 21 306,484 - 570 - Assets for sale 11 - -

70,899 63,000

Other - - 219 - Total current assets 372,423 324,070

1,556,828 2,177,935

Non-current assets

Restricted deposits 7 - -

74,539 68,864 Related parties 21 - 4,602

- -

Other accounts receivable 2,409 2,357

2,415 2,357 Deferred income and social contribution taxes 12 - 67,097

3,595 102,770

2,409 74,056

80,549 173,991

Investments 13 3,675,036 2,866,346

39,119 21,070 Property, plant and equipment 14 7,076 8,716 9,059,779 7,420,609 Intangible assets 15 10,510 6,113

11,088 6,113

Total non-current assets 3,695,031 2,955,231

9,190,535 7,621,783

Total assets 4,067,454 3,279,301

10,747,363 9,799,718

15

OSX Brasil S.A Balance sheets June 30, 2013 and December 31, 2012 (In thousands of Reais) Parent company Consolidated

Note 06/30/2013 12/31/2012 06/30/2013 12/31/2012 Liabilities and equity

Current liabilities Social charges and labor obligations 17 8,883 16,594

67,067 90,277 Trade accounts payable 18 25,774 6,771

845,697 471,512

Tax liabilities 19 1,505 210

10,720 21,227 Loans and financing 20 - -

1,579,169 2,112,054

Related parties 21 43,077 3,300

12,296 6,792 Advances from customers 23 - -

154,752 315,286

Derivative financial instruments 34 - -

44,353 34,813 Other 650 - 2,061 -

Total current liabilities 79,889 26,875

2,716,115 3,051,961 Non-current liabilities

Trade accounts payable 18 - - 39 - Loans and financing 20 - -

3,756,870 3,333,507

Advances from customers 23 - - 199,680 - Derivative financial instruments 34 - -

13,150 81,472

- -

3,969,739 3,414,979

Shareholders' equity

Capital 25 3,775,592 3,023,769

3,775,592 3,023,769

(-) Capital stock to be paid-in (59,999) - (59,999) - (-) Cost of share issue 25 (81,057) (81,057)

(81,057) (81,057)

Stock options granted 27 179,895 171,451

179,895 171,451 Accumulated translation adjustments 25 589,751 345,679

589,751 345,679

Equity valuation adjustments 25 (119,170) (76,953)

(119,170) (76,953) Accumulated losses (297,447) (130,463)

(297,447) (130,463)

Allocated to investments by controlling shareholders

3,987,565 3,252,426

3,987,565 3,252,426

non-controlling interest -

73,944 80,352 Total shareholders' equity 3,987,565 3,252,426

4,061,509 3,332,778

Total liabilities and shareholders' equity 4,067,454 3,279,301

10,747,363 9,799,718

See accompanying notes.

16

OSX Brasil S.A. Statements of income Six-month period ended June 30, 2013 and 2012 (In thousands of Reais) Parent company Consolidated 6-month period ended 6-month period ended

Note 06/30/2013 06/30/2012 06/30/2013 06/30/2012

Income from sales of goods and/or services 28 - - 284,566 199,628 Cost of goods 29 - - (146,961) (120,136) Gross revenue (loss) - - 137,605 79,492 Operating income (expenses)

Administrative and general expenses 29 (24,641) (23,191) (66,820) (57,647) Expenses with stock option granted 27 (3,480) (18,803) (8,444) (25,489) Deployment expenses 29 - - (24,269) (11,923) Other operating income and expenses 30 - - (188,441) -

(28,121) (41,994) (287,974) (95,059) Equity income (loss) 13 (119,602) 37,448 - - Income (loss) before financial income (loss) and taxes (147,723) (4,546) (150,369) (15,567) Financial income (loss)

Financial income 31 6,833 5,424 15,511 32,031 Financial expenses 31 (4,659) (1,613) (28,397) (31,140) Derivative financial instruments 31 - - 48,254 (7,038) Net exchange variation 31 6,020 (1) 5,682 (918)

8,194 3,810 41,050 (7,065) Income (loss) before income tax (139,529) (736) (109,319) (22,632) Current income and social contribution taxes 12 - - (3,853) (4) Deferred income and social contribution taxes 12 (27,455) 6,108 (60,220) 26,533 Net income (loss) for the period 26 (166,984) 5,372 (173,392) 3,897 Allocated to non-controlling shareholders - - (6,408) (1,475) Allocated to controlling shareholders (166,984) 5,372 (166,984) 5,372 Basic and diluted income (loss) per share (in R$) 26 (0.56) 0.02 (0.56) 0.02

See accompanying notes.

17

OSX Brasil S.A. Statements of income Three-month period ended June 30, 2013 and 2012 (In thousands of Reais) Parent company Consolidated Quarter ended Quarter ended

Note 06/30/2013 06/30/2012 06/30/2013 06/30/2012

Income from sales of goods and/or services 28 - - 188,468 93,965 Cost of goods 29 - - (91,420) (52,272) Gross profit (loss) - - 97,048 41,693 Operating expenses

General and administrative expenses 29 (11,748) (13,652) (25,019) (32,545) Expenses with stock options granted 27 (1,533) (9,154) (2,933) (12,175) Deployment expenses 29 - - (16,663) (8,034) Other operating income and expenses 30 - - (171,008) -

(13,281) (22,806) (215,623) (52,754) Equity income (loss) 13 (111,364) 12,634 - - Income (loss) before financial income (loss) and taxes (124,645) (10,172) (118,575) (11,061) Financial income (loss)

Financial income 31 2,277 2,295 3,326 14,288 Financial expenses 31 (1,483) (531) (14,280) (19,573) Derivative financial instruments 31 - - 51,926 (5,327) Net exchange variation 31 6,016 - 5,830 (123)

6,810 1,764 46,802 (10,735) Income (loss) before income tax (117,835) (8,408) (71,773) (21,796) Current income and social contribution taxes 12 - - (2,091) 1,660 Deferred income and social contribution taxes 12 (31,270) 3,280 (78,820) 13,820 Net income (loss) for the period 26 (149,105) (5,128) (152,684) (6,316) Portion attributed to non-controlling shareholders - - (3,579) (1,188) Portion attributed to controlling shareholders (149,105) (5,128) (149,105) (5,128) Basic and diluted loss per share (in R$) 26 (0.49) (0.02) (0.49) (0.02)

See accompanying notes

18

OSX Brasil S.A. Statements of comprehensive income Six-month period ended June 30, 2013 and 2012 (In thousands of Reais) Parent company Consolidated 6-month period ended 6-month period ended

Note 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Income (loss) for the period (166,984) 5,372 (173,392) 3,897

Foreign currency translation adjustments 25 244,072 156,754 244,072 156,754 Equity valuation adjustments 25

Effective portion of the variations in the fair value of cash flow hedges - Hedge accounting

(2,575) (71,933) (2,575) (71,933)

Deferred income and social contribution taxes on hedge accounting

(39,642) 24,457 (39,642) 24,457

Total comprehensive income 34,871 114,650 28,463 113,175 Total comprehensive income attributed to

Non-controlling interest - - (6,408) (1,475) Controlling interest 34,871 114,650 34,871 114,650

See accompanying notes.

19

OSX Brasil S.A. Statements of comprehensive income Three-month period ended June 30, 2013 and 2012 (In thousands of Reais) Parent company Consolidated Quarter ended Quarter ended

Note 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Income (loss) for the period (149,105) (5,128) (152,684) (6,316)

Foreign currency translation adjustments 25 267,341 202,497 267,341 202,497 Equity valuation adjustments 25

Effective portion of the variations in the fair value of cash flow hedges - Hedge accounting

(10,266) (70,301) (10,266) (70,301)

Deferred income and social contribution taxes on hedge accounting

(37,028) 23,903 (37,028) 23,903

Total comprehensive income 70,942 150,971 67,363 149,783 Total comprehensive income attributed to

Non-controlling interest - - (3,579) (1,188) Controlling interest 70,942 150,971 70,942 150,971

See accompanying notes.

20

OSX BRASIL S.A. Statements of changes in shareholders' equity Six-month period ended June 30, 2013 and 2012 (In thousands of Reais)

Note

Capital

(-) Capital to be paid-in

(-) Share issue costs

Capital reserve

Foreign currency

translation adjustments

Hedge accounting

Retained earnings (loss)

Controlling interest

Non-controlling interest

Total

Balances at January 1, 2012 2,514,223

- (81,057)

150,112

166,086

(17,954)

(104,129)

2,627,281

73,026

2,700,307

Capital increase through share subscription 25 771

- -

-

-

-

-

771

-

771

Recognition of stock options granted for the year 27 -

- -

25,489

-

-

-

25,489

-

25,489 Foreign currency translation adjustments -

- -

-

156,754

-

-

156,754

-

156,754

Effect of hedge accounting, net of taxes -

- -

-

-

(47,476)

-

(47,476)

-

(47,476) Income (loss) for the period -

- -

-

-

-

5,372

5,372

(1,475)

3,897

Balances at June 30, 2012 2,514,994 - (81,057) 175,601 322,840 (65,430) (98,757) 2,768,191 71,551 2,839,742

Balances at January 1, 2013 3,023,769

- (81,057)

171,451

345,679

(76,953)

(130,463)

3,252,426

80,352

3,332,778

Capital increase through share subscription 25 751,823

- -

-

-

-

-

751,823

-

751,823

Capital to be paid-in - (59,999) - - - - - (59,999) - (59,999) Recognition of stock options granted for the year 27 -

- -

8,444

-

-

-

8,444

-

8,444

Foreign currency translation adjustments -

- -

-

244,072

-

-

244,072

-

244,072 Effect of hedge accounting, net of taxes -

- -

-

-

(42,217)

-

(42,217)

-

(42,217)

Income (loss) for the period -

- -

-

-

-

(166,984)

(166,984)

(6,408) (173,392)

Balances at June 30, 2013 3,775,592 (59,999) (81,057) 179,895 589,751 (119,170) (297,447) 3,987,565 73,944 4,061,509

See accompanying notes.

21

OSX BRASIL S.A. Statements of cash flows Six-month period ended June 30, 2013 and 2012 (In thousands of Reais) Parent company Consolidated

06/30/2013 06/30/2012 06/30/2013 06/30/2012 Cash flows from operating activities Net income (loss) for the period (166,984) 5,372 (166,984) 5,372 Adjustments to reconcile net income to cash flow used in operating activities

Depreciation and amortization 2,193 1,058 29,428 26,555 Equity income (loss) 119,602 (37,448) - - Non-controlling interest - - (6,408) (1,475) Recognized stock options granted 3,480 18,803 8,444 25,489 Gains and losses with derivative financial instruments - - (48,254) 7,038 Deferred income and social contribution taxes 27,455 (6,108) 60,220 (26,533) Provision for asset impairment 123,748 Write-off of fixed assets 809,582 Interest on financial debts expense - - 15,571 17,598

(14,254) (18,323) 825,346 54,044 Changes in assets and liabilities

Decrease in interest bearing bank deposits 18,778 394 19,912 3,660 (Increase) decrease in trade accounts receivable (82) - (220,940) (75,665) (Increase) in inventories - - (42,579) (5,911) Increase (decrease) in sundry advances 221 (538) 6,395 (61,098) (Increase) in other accounts receivable (52) (800) (277) (800) (Increase) in recoverable taxes (2,537) (2,859) (1,396) (5,045) Decrease (increase) in prepaid expenses 262 208 (17,303) (29,692) (Decrease) in social security and labor obligations (7,711) (977) (23,210) (465) Increase (decrease) in trade accounts payable 19,002 1,786 351,373 (171,766) Increase (decrease) in tax liabilities 1,295 21 (10,507) (681) Increase in advances from customers - - 39,146 141,828

Increase in other liabilities 650 - 2,060 - Net cash generated (used) in operating activities 15,572 (21,088) 928,021 (151,591) Payment of interest on loans and financing - - (150,953) (46,803) Net cash generated (invested in) in operating activities 15,572 (21,088) 777,068 (198,394) Cash flows from investment activities

Loans granted to related parties (440,454) (91,305) (570) - Loans received from related parties 146,840 30,287 - - Increase in restricted deposit - - (5,674) (14,182) Acquisition of permanent assets in other companies (681,831) (1,322) (19,725) - Acquisition of property, plant and equipment (44) (709) (1,879,598) (1,720,976) Purchase of intangible (4,906) - (5,486) - Increase of assets for sale - - 63,000 (3)

Net cash (invested) in investment activities (980,395) (63,049) (1,848,053) (1,735,161) Cash flows from financing activities

Capital increase, net 691,824 771 691,824 771 Loans and financing obtained - - 700,892 3,101,539 Payments of loans and financing - - (1,260,141) (276,481) Payments of derivative financial instruments, net - 54 (17,482) (11,559) Assumed debits with related parties 49,090 31,966 36,298 16,098 Payment of debts with related parties (11,564) (23,497) (30,794) (18,899)

Net cash generated by financing activities 729,350 9,294 120,597 2,811,469 Effect of exchange variation on cash and cash equivalents (6,016) - 64,682 22,993 Increase (decrease) in cash and cash equivalents (241,489) (74,843) (885,706) 900,907 Statement of increase (decrease) in cash and cash equivalents

At the beginning of the period 245,968 79,127 1,684,076 1,030,348 At the end of the period 4,479 4,284 798,370 1,931,255

Increase (decrease) in cash and cash equivalents (241,489) (74,843) (885,706) 900,907

See accompanying notes.

22

OSX BRASIL S.A Statements of added value Six-month period ended June 30, 2013 and 2012 (In thousands of Reais)

Parent company Consolidated

06/30/2013 06/30/2012 06/30/2013 06/30/2012

Income Income from sales of goods and/or services (net of

taxes)

- - 291,072 207,882 Income from construction of own assets - - 852,734 559,704

- - 1,143,806 767,586

Inputs acquired from third parties

Cost of goods and services sold

- - (146,961) (120,136)

Gain (loss) on disposal of assets

- - (149,144) - Materials, energy, outsourced services and other

(16,037) (14,287) (951,874) (603,644)

(16,037) (14,287) (1,247,979) (723,780)

Gross added value

(16,037) (14,287) (104,173) 43,806

Retentions

Depreciation and amortization

(2,193) (1,058) (2,775) (2,132)

(2,193) (1,058) (2,775) (2,132)

Net added value generated by the Company

(18,230) (15,345) (106,948) 41,674

Value added received in transfer

Equity income (loss)

(119,602) 37,448 - - Financial income

15,112 5,425 28,629 25,876

(104,490) 42,873 28,629 25,876

Total value added payable

(122,720) 27,528 (78,319) 67,550

Distribution of value added

Employees

Direct remuneration

8,763 25,445 23,599 43,129

Benefits 517 439 9,095 1,820 FGTS 91 379 861 970

9,371 26,263 33,555 45,919

Taxes Federal 27,535 (6,106) 70,788 (18,243) State - 1 7 168 Municipal 11 - 106 94

27,546 (6,105) 70,901 (17,981)

Third-party capital remuneration Interest 6,918 1,614 (12,423) 32,942 Rent 429 384 3,040 2,773

7,347 1,998 (9,383) 35,715

Remuneration of own capital Non-controlling interest - - (6,408) (1,475)

Net income (loss) for the period (166,984) 5,372 (166,984) 5,372

(166,984) 5,372 (173,392) 3,897

See accompanying notes.

23

OSX Brasil S.A. Notes to quarterly information Six-month period ended June 30, 2013 (In thousands of Reais, except when otherwise stated) 1. Operations

OSX Brasil S.A. (“OSX Brasil” or the “Company”) is an incorporated publicly-held company, organized on September 3, 2007 with headquarters in Rio de Janeiro. The Company is engaged in holding direct or indirect interest in the capital of other domestic or foreign companies engaged in the equipment and services segment for the offshore oil and natural gas industry, with integrated operation with naval construction, freight of exploration and production units (E&P) and operation and maintenance industries (O&M). Due to the market conditions envisioned for its business units, the reconfiguration of customers short and medium term needs, and the economic and financial perspective of the Company’s original Business Plan, OSX Board of Directors approved on May 17, 2013 the Company’s new Business Plan, with the prioritization of cash generating projects of the Leasing unit and phasing the construction works for implementing the shipyard (Unidade de Construção Naval do Açu - “UCN Açu”). The phasing of the construction works for implementing the shipyard aims to complete the construction works of the initial phase, in order to meet the current customer orderbook, composed of the construction of one PLSV - Pipe-Laying Support Vessel - for Sapura Navegação Marítima S.A ("Sapura") and of the construction of some modules and the integration of two FPSOs - Floating, Production, Storage and Offloading - for Petróleo Brasileiro S.A. (“Petrobras”), through a joint venture in which OSX holds 49%. The termination of the construction contracts for 11 MR vessels – Medium Range - with Kingfish do Brasil Navegação S.A. (“Kingfish”), was formalized according to the material news release on the same date, May 17, 2013 by OSX. The Company reaffirms its perception of the strategic value of a Brazilian shipyard, enabling it to meet the vast demand for local content existing in the country, including, and as a result of, the pre-salt oilfields. The resumption of future phases of construction of UCN Açu shall be compatible with the confirmation of new customers demand and corresponding economic and financial equation. The results of the 11th Bid Round conducted by the Brazil’s National Oil Agency (ANP) indicate growth potential for the Company in the long term. In the short term, at the end of 2013, OSX oil production platform fleet should be comprised of three FPSO’s, forming one of the main fleet of this type of equipment intended to oil production in Brazil.

24

On July 1, 2013, customer OGX completed technical analyses on its fields’ development and, as a result, adjusted orders made to the Company pursuant to the terms of the Strategic Cooperation Agreement between the two companies. Regarding FPSOs OSX-4 and OSX-5 and WHPs 1, 3 and 4 units, OGX decided to discontinue the orders of such projects with the Company. The cancellation of the units planned to be constructed in UCN Açu -FPSOs OSX-4 and OSX-5 and WHPs 3 and 4 - confirms that the current shipyard's orderbook is comprised of customers Sapura and Petrobras demands, as previously mentioned. Concerning the cancellation of the WHP-1 order, OSX commenced negotiations with the EPC contractor for the end of the scope of work under the relevant contract, in line with the priority given to the construction of WHP-2, which is being carried out by the same EPC contractor. OGX also stated its decision not to use FPSO OSX-2 in the development of the Tubarão Tigre, Tubarão Gato and Tubarão Areia, in view of its intention to request the suspension of the development of these fields with the ANP. Additionally, OGX clarified that the lease for the FPSO OSX-2 charter will be paid to OSX in accordance with the respective contract commencing on January 2014 and to continue until the unit is either sold or redeployed. Regarding FPSO OSX-1, which is already in operation in the Tubarão Azul field and chartered to OGX by the Company, OGX stated that it has completed technical analyses which concluded that the wells currently in operation in this field may cease production during the year 2014. Additionally, OGX stated that the day rates for the charter of FPSO OSX-1 will continue to be paid to OSX in accordance with the relevant contract. Both FPSO OSX-3 and WHP-2 units are designed to be deployed to the Tubarão Martelo field, which regular development was confirmed by OGX, with first oil planned for the last quarter of 2013, as in the previously announced schedule. The terms of these charter contracts are of 20 and 25 years and will include termination rights by OGX without costs as from 13th and 12th years, respectively. Such termination rights shall become effective in relation to FPSO OSX-3 only after full repayment of the relevant outstanding debt financing, which is expected to occur by 2015. As a result of above events stated by OGX, companies entered into an agreement according to which OSX Brasil immediately received the amount of USD449 million from OGX, regarding amounts advanced by the Company to permit development of projects that were subsequently cancelled by OGX. As a result of the aforementioned events, several dialogs and initiatives were started by OSX Brazil, and will continue to be pursued with customers, lenders, employees, suppliers and other stakeholders, with the goal of readjusting the Company’s Business Plan. OSX has been studying, among other initiatives, potential business combinations for UCN Açu, the Leasing and O&M Services units.

25

The Company incurred consolidated loss of R$173,392 thousand during the period ended June 30, 2013 and, on this date, the Company’s consolidated current liabilities exceeded consolidated current assets by R$1,159,287 thousand. As regards adequacy of the Company’s short term indebtedness profile to the new business plan, the following actions were completed/ are being carried out:

► As a result of adjustment of customer OGX’s orders’ portfolio stated to the market in Material News Release of July 1, 2013, OGX started (and will continue) dialogues and initiatives with financing agents, employees, and other stakeholders, considering the need to conform to this adjustment, and with Açu shipyard stages, communicated in Material New Release of May 17, 2013, in line with such actions implemented by the Company;

► Project Finance for units FPSOs OSX-1/OSX-2/OSX-3: generation of operating cash through daily rates of each unit is sufficient to settle assumed financial obligations;

► Cash Collateral for OSX 2 Leasing B.V. credit facility entered into with Itaú Nassau: debt principal has already been rolled over through agreement with the bank. The Company has been negotiating with Itaú a new debt payment profile by settling part of principal and rolled-over balance, as occurred in relation to prior payments;

► Bridge-loans raised by UCN with BNDES and Caixa, guaranteed by bankers letters from Banco Votorantim and Santander, respectively: the Company’s objective is to renegotiate both debts over 12 to 24 months, within a structure of guarantees that are adequate for debt guarantors. The Company entered into an addendum to loan contract with BNDES and agreed on an extension of respective guarantee with Banco Votorantim for the period of 60 additional days, in which the Company will discuss and formalize the establishment of a guarantee package required to extend guarantees and bridge loans for a period from 12 to 24 months. Negotiations with Caixa and Banco Santander (debt guarantor) follow the same general guidelines of agreements with BNDES and Votorantim;

► Sale of hulls of both sister ships of the type VLCC (Very Large Crude Oil Carriers), originally intended to FPSO OSX4 and FPSO OSX5, for the amount of USD32 million;

► Finally, possible liquidity events that would facilitate the above-mentioned processes should be taken into consideration, as follows:

o Possible long-term refinancing of FPSO OSX-3, similar to financing currently contracted with FPSO OSX-2, with possible release of approximately USD350 million of project’s equity; and

o Sale of assets, especially FPSO OSX-2 mentioned in Material News Release disclosed by the Company on July 1, 2013, which would release, after settlement of debt portion already disbursed (Project finance contracted for the project plus cash collateral from Itaú Nassau), approximately USD442 million of equity;

o Fundraising guaranteed by WHP 2 platform that will be used also to build such platform.

26

The Company has the following corporate structure on June 30, 2013:

2. Presentation of financial statements

a) Statement of conformity regarding the IFRS and BR GAAP rules

The individual and consolidated quarterly information, referring to the six-month period ended June 30, 2013, is presented as follows: Consolidated quarterly information Consolidated quarterly information is being presented in conformity with International Financial Reporting Standards (“IFRS”) issued by the International Accounting Standards Board (“IASB”), and also in accordance with accounting practices adopted in Brazil (“BR GAAP”). The statements of value added are being presented as supplementary information for IFRS purposes. Individual quarterly information The Individual Quarterly information are being submitted according to BR GAAP, in compliance with the provisions contained in the Corporation Law, and incorporates the changes introduced through Law 11638/07, supplemented by the new pronouncements, interpretations and guidelines of CPC, issued in 2009, 2010, 2011 and updated in 2012, approved by resolutions of CFC, and according CVM rules.

0,01%

99,99%

49%

Integra Offshore Ltda

0,01%OSX Contrução Naval S.A.

OSX Serviços Operacionais

Ltda.

OSX Serviços Gerais Ltda.

90% 99,99%

OSX Procurement

B.V.

OSX Brasil S.A.

100%

100%

100%100%100%100%100%100%

100%100%100%

OSX 2 Leasing B.V

100%

100%

OSX 1 Leasing B.V.

OSX 2 Holding B.V.

OSX WHP 1 & 2 Holding B.V.

OSX 3 Holding Co B.V.

OSX 4 Leasing B.V.

OSX 5 Leasing B.V.

OSX 3 Holding B.V.

OSX WHP 1 & 2 Leasing B.V.

OSX 3 Leasing B.V.

OSX Leasing Group B.V.

100%

OSX GmbH

OSX Asia Management Pte. Ltd

(Cingapura)

27

These practices differ from the IFRS applicable to Separate financial statements due to the fact that investments in subsidiaries, affiliated companies and joint ventures are valued under the equity method in BR GAAP, whereas, for IFRS purposes, these investments would be carried at cost or fair value. Thus, there is no difference between the shareholders' equity and consolidated income presented by Company and the shareholders' equity and income of the parent company in the individual quarterly information. Accordingly, the consolidated quarterly information and the Parent Company's individual quarterly information are being presented side by side in a single set of financial statements.

b) Basis of measurement The individual and consolidated quarterly information was prepared based on the historic cost, except for financial instruments measured at fair value through profit or loss and derivative financial instruments measured at fair value.

c) Functional currency and presentation currency This individual and consolidated quarterly information is being presented in Real, which is the functional currency of the Company. The Company and its subsidiaries defined that their functional currency is the Brazilian Real and the functional currency of the Company’s overseas subsidiaries is the United States Dollar, mainly due to its revenue and the costs of its operation. All financial information presented in Brazilian Reais has been rounded to the nearest value, except when otherwise indicated.

d) Use of estimates and judgments The preparation of individual and consolidated quarterly information according to IFRS and CPC standards requires Management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported values of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and assumptions are reviewed on an ongoing basis. Reviews in relation to accounting estimates are recognized in the period in which the estimates are reviewed and in any future periods affected. Information on assumptions and estimates that may result in adjustments within the next financial year are included in the following notes: ► Note 12 - Deferred income and social contribution taxes; ► Note 27 - Stock option plan, and ► Note 34 - Financial instruments

28

On August 14, 2013, the Company’s management has expressed its favorable opinion regarding quarterly information as of June 30, 2013.

3. Summary of significant accounting policies

In the preparation of this Quarterly Information ("ITR"), the accounting practices adopted are uniform with those utilized in the preparation of the financial statements at December 31, 2012, disclosed to the market on February 27, 2013 and published in the Official Gazette on February 28, 2013. Accordingly, this quarterly information should be read together with the aforesaid Financial Statements, except for:

i. Non-financial assets The carrying amounts of the Company’s non-financial assets and those of its subsidiaries, investment properties, inventories and deferred income and social contribution taxes are reviewed at each reporting date for any indication of impairment. If such indication exists, the asset's recoverable amount is determined. For goodwill and intangible assets with an indefinite useful life or intangible assets under development that are not yet available for use, the recoverable value is estimated on an annual basis. The recoverable value of an asset or cash-generating unit is the greater of its value in use and its fair value less selling expenses. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market conditions as to the recoverability period of capital and the risks specific to the asset. For the purpose of impairment testing, the assets that cannot be individually tested are grouped together into the smallest group of assets that generates cash inflows that are largely independent of the cash flows of other assets or group of assets (the "cash generating unit" or "CGU"). For goodwill recoverable value testing purposes, the goodwill amount calculated in a business combination is allocated to the cash generating unit or group of units to which the benefit of the combination synergies is expected. That allocation reflects the lowest level in which the goodwill is monitored for internal purposes and is not greater than an operating segment determined under IFRS 8 and CPC 22.

The Company's and its subsidiaries' corporate assets do not generate separate cash inflows. If there is any indication that a corporate asset is impaired, the recoverable amount is determined for the CGU or group of CGUs to which the corporate asset belongs in a reasonable and consistent manner. An impairment loss is recognized when the carrying amount of an asset or its CGU exceeds its estimated recoverable value. Impairment losses are recorded in the statement of operations. Impairment losses recognized for CGUs are initially allocated to reduce the carrying amount of any goodwill attributed to the CGUs and then, if there was a remaining loss, to reduce the carrying amount of the other assets within the CGU or group of CGUS on a pro-rata basis.

29

An impairment loss related to goodwill is not reversed. As to other assets, impairment losses recognized in prior periods are valued on each reporting date for any indications that the loss has increased, decreased or no longer exists. Any loss of value is reversed if there has been a change in estimates used to determine the recoverable value. An impairment loss is reversed only when the book value of the asset does not exceed the book value that would have been calculated, net of depreciation or amortization, if the loss had not been recognized. The goodwill within the book value of an investment in an associated company is not individually recognized and, therefore, is not separately tested for impairment loss. Instead, the total amount of an investment in an associated company is tested for impairment as a single asset when there is objective evidence that the investment in an affiliated company indicates loss in its recoverable value. Company's management identified evidence that justifies the need for provision for impairment on June 30, 2013. Such effects are described in Note 14.

a) New standards and interpretations already adopted

The process of convergence of the accounting practices adopted in Brazil with the International Financial Reporting Standards (IFRS) provides for the adoption of a number of standards, amendments to standards and interpretations of IFRS, issued by the International Accounting Standards Board (IASB). The following standards were effective for the period ended June 30, 2013: ► Employee benefits

Changes to the standard that addresses benefits to employees are not applicable to the Company.

► Separate financial statements This standard requires that, when an entity prepares separate financial statements, investments in subsidiaries, associates, and jointly-owned subsidiaries be accounted for at cost, or in accordance with IFRS 9 Financial Instruments/ IAS 39 Financial Instruments: Recognition and measurement. IFRS 10 replaces requirements previously included in this standard. This standard is not applicable to the Company.

► Investments in associates and jointly-owned companies Jointly-owned companies and joint ventures are those in which control is exercised jointly by the Company and one or more partners. Investments in jointly-owned companies in consolidated financial statements are recognized by the equity method. On June 30, 2013, the Company owned a joint venture (Integra Offshore Ltda.), however, it did not record equity in investees because this was immaterial.

30

► Consolidated financial statements This standard identifies control principles, determines how to identify whether an investor controls an investee and should, therefore, consolidate the investee, and establishes principles for the preparation of consolidated financial statements. This standard introduces a single consolidation model for all entities based on control, irrespective of the nature of the investee (i.e., whether an entity is controlled through voting rights of investors or through other contractual arrangements as is common in special purpose entities). Under IFRS 10, control is based on the evaluation of whether an investor has: i) power over the investee, (ii) exposure, or rights, to variable returns from its involvement with the investee, and iii) the ability to use its power over the investee to affect the amount of returns.

► Joint ventures This standard requires a part of the joint agreement to determine the type of joint agreement in which the company is involved, evaluating its rights and obligations and, subsequently, clarifying rights and obligations, according to the type of joint agreement. Joint agreements are either joint transactions or joint ventures: i. A joint transaction is a common agreement according to which parties

with joint control of an organization (joint operators) have rights on assets and obligations towards liabilities related to the agreement. Joint operators recognize their assets, liabilities, revenues and expenses in relation to their interest in a joint transaction (including their interest in any of these resulting items);

ii. A joint venture is a common arrangement according to which parties that

have joint control over an organization (joint ventures) have rights over contractual net assets. A joint venturer uses the equity method to record investment in joint ventures, in accordance with IAS 28 Investments in Associates and Joint Ventures (2011). Contrary to IAS 31, “proportional consolidation” is not permitted for joint ventures.

► Disclosure of interest in other entities This standard requires broad disclosure of information to allow users of financial statements to evaluate the nature and associated risks, interests in other entities and effects of such interests in its financial position, financial performance and cash flows. Significant required disclosures are grouped in the following categories: i. Significant judgments and assumptions (example: control, joint control,

determination of significant influence);

31

ii. Interest in subsidiaries – including details on group’s structure, risks associated with structured entities, changes in control, and so on.

iii. Interests in joint ventures and affiliates – effects of the nature and extent

of interests in joint ventures and affiliates (including names, details and a summary of financial information);

iv. Interests in structured non-consolidated entities – information to allow an understanding of the nature and extent of interest in structured non-consolidated entities and evaluate the nature, changes, and risks associated to their interests in non-consolidated structured entities.

► Fair value measurement

IFRS is the result of joint efforts by IASB and FASB to develop a consistent market value scenario. IFRS defines fair value, guides fair value determination and requires disclosures on fair value. However, IFRS 13 does not change requirements related to which items should be measured or disclosed at fair value. IFRS 13 applies when another IFRS requires or permits fair value measurement or disclosures on measurement of fair value (and measurements, such as fair value less sale costs, based on fair value or disclosures on measurements). With some exceptions, this standard requires entities to classify this measure into a “fair value hierarchy” based on the nature of these entries:

i. Level 1 - Prices quoted in active markets for identical assets and liabilities that the entity can access at the measurement date;

ii. Level 2 – quoted market price differences included in Level 1 that are

observable for the asset or liability, either directly or indirectly; iii. Level 3 – non-observable inputs for the asset or liability. Entities are obliged to make several disclosures, depending on the nature of fair value measurement (for example, if it is recognized in financial statements or only disclosed) and the level in which it is classified. The Company presents this disclosure on a quarterly basis in a note on financial instruments.

b) New standards and interpretations not yet adopted The process of convergence of the accounting practices adopted in Brazil with the International Financial Reporting Standards (IFRS) provides for the adoption of a number of standards, amendments to standards and interpretations of IFRS, issued by the "International Accounting Standards Board - (IASB), which are not effective for the period ended June 30, 2013, therefore, they have not been applied in the preparation of such quarterly information are as follows:

32

► IAS 36 (amendment) – Disclosure of recoverable value of non-financial

assets. This standard is effective for annual periods starting as of January 1, 2014.

► IAS 39 (amendment) – changes in derivatives and continued hedge accounting. This standard is effective for annual periods starting as of January 1, 2014.

► IFRIC 21 – Levies. This standard is effective for annual periods starting as of

January 1, 2014.

► IFRS 7- Financial Instruments - evidencing and IFRS 9 - Financial Instruments - Classification and measuring. Such standards will be effective for annual periods starting as of January 1, 2015.

The Company is currently assessing the extent of the impact of these new standards on its Financial statements and does it intend to adopt these standards or interpretations early.

4. Consolidated financial statements The Consolidated Quarterly Information was prepared in accordance with the IFRS issued by the IASB and also in accordance with standards issued by Brazil’s FASB (the CPC) and includes information from the parent company OSX Brasil , its direct and indirect subsidiaries as well as exclusive funds. As of June 30, 2013, OSX Brasil has the following direct and/or indirect subsidiaries: Companies headquartered in the City and State of Rio de Janeiro ► OSX Construção Naval S.A. (“OSX Construção Naval”)

The company was organized in July 28, 2009 and its business purpose is to provide construction, repair, assembly, integration activities and sale of maritime units related to the activities of gas and oil exploitation and production, and related structures and equipment, to supply the oil and natural gas market in Brazil, responsible for the Açu Shipbuilding Unit (“UCN Açu”). UCN Açu possesses optimum conditions for logistic integration, operating efficiency and local industrial synergies due to its location in the Açu Superport Industrial Complex, in the Industrial District of São João da Barra ("DISJB"), under deployment by CODIN (Industrial Development Company of the Rio de Janeiro State). OSX Brasil Board of Directors approved on May 17, 2013 changes to the Company’s Business Plans. Among measures adopted by OSX Brasil, we

33

highlight phasing of the implementation work of Açu Naval Construction Unit (“UCN Açu”) belonging to subsidiary OSX Construção Naval. This phasing comprises the conclusion of construction works of the initial phase, in order to meet the current customers’ orderbook, composed of the construction of one PLSV - Pipe-Laying Support Vessel - for Sapura Navegação Marítima S.A ("Sapura") and of the construction of some modules and the integration of two FPSOs - Floating, Production, Storage and Offloading - for Petróleo Brasileiro S.A. (“Petrobras”), through a joint venture in which OSX holds 49%, and the resumption of the remaining phases of the project to the extent necessary to meet the new firm orders made to OSX Construção Naval.

► Chalki Participações S.A. (“Chalki”) Organized on January 21, 2010, engaged in the management of own assets, properties and chattels, particularly the acquisition of plots of land in Biguaçu, Santa Catarina State, and investment in other domestic and foreign companies. This company was acquired by OSX Construção Naval with 99.99% of shareholding interest and by OSX Serviços Operacionais Ltda. with 0.01% of shareholding interest and was not characterized as a business combination, according to the definitions established in CPC 15 and IFRS 3 (Business Combinations) as it involves the acquisition of a shell company without any asset, liability or projected cash flow. The acquisition amount for this company was R$1.

On January 16, 2013, subsidiaries OSX Construção Naval S.A. and OSX Serviços Operacionais Ltda. entered into a contract for the purchase and sale of shares, in the amount of R$63,000, with the buyer, Taroii S.A., which became the holder of 100% of Chalki Participações S.A. common shares.

► OSX Serviços Operacionais Ltda. (“OSX Serviços”) The company was established on November 25, 2009 and its business purpose is to provide maritime operation and maintenance services for units related to the activities of gas and oil exploitation and production, such as, but not limited to, Fixed Production and/or Drilling Rigs, Floating Drilling or Production Units, FPSO (Floating, Production, Storage and Offloading) Units and FSO (Floating, Storage and Offloading) Units, as well as to provide engineering services, including basic engineering advisory, detail engineering, FEED (Front End Engineering Detail), advisory services in the field of maritime equipment for oil and gas exploitation and production.

► OSX Serviços Gerais Ltda. (“OSX Serviços Gerais”) The company was set up on January 28, 2011 with the business purpose of rendering general and corporate services, including the sharing of human resources and of infrastructure in addition to providing surety bonds and other guarantees relating to obligations assumed by its parent company or other companies under common control.

34

► Integra Offshore Ltda. (“Integra”) Established on July 2, 2012, it is engaged in the integration of two FPSO units.

Companies located overseas

► OSX GmbH (“OSX GmbH”)

The Company was organized on October 22, 2009 through acquisition of the capital in BVSARANTATRIABeteiligungsverwaltungGmbH, a company established under the laws of Austria, with headquarters in Austria, which, on November 19, 2009, had its name changed to OSX GmbH, and is engaged in holding interest in other companies. This acquisition was not characterized as a business combination, according to the definitions established in CPC 15 and IFRS 3 (Business Combinations) as it involves the acquisition of a company without any asset or liability and without projected cash flow.

► OSX Leasing Group B.V. (“OSX LG”) A company organized on November 20, 2009, established under the laws of the Netherlands, with headquarters in Netherlands, whose business purpose is to invest in other companies.

► OSX Asia Management Pte. Ltd A company organized on April 05, 2012, under the Asian Law, headquartered in Singapore, is engaged in providing general and corporate services, including sharing human resources and infrastructure.

► OSX 1 Leasing B.V. (“OSX 1”) A company organized on December 23, 2009, established under the laws of the Netherlands, with headquarters in Netherlands, OSX 1 is the owner of a floating production, storage and offloading unit (FPSO) of oil and gas, whose construction was concluded at the Samsung shipyard, in South Korea ("FPSO OSX 1") and was delivered to OSX 1 on January 27, 2010, and is currently in Waimea' accumulation, in Campos Field in operation to its client, OGX Petróleo e Gás Ltda. ("OGX") to which it is allocated.

► OSX2 Leasing B.V. (“OSX 2”) A company organized at January 6, 2011, established under the laws of the Netherlands, headquartered in the Netherlands, pursuant to Dutch laws, is engaged in the ownership of an oil and gas floating production, storage and offloading unit (FPSO).

35

► OSX WHP 1 & 2 Leasing B.V. (“WHP 1 & 2”) A company organized at June 16, 2011, established under the laws of the Netherlands, headquartered in Netherlands, is engaged in the ownership of two oil and gas fixed perforation and production units.

► OSX 3 Leasing B.V. (“OSX 3”) A company organized at June 17, 2011, established under the laws of the Netherlands, headquartered in the Netherlands, pursuant to Dutch laws, is engaged in the ownership of an oil and gas floating production, storage and offloading unit (FPSO).

► OSX 2 Holding B.V. (“OSX 2 HOL”) Formed on September 29, 2011, under the laws of the Netherlands, with headquarters in Netherlands, is engaged in providing general and corporate services, including sharing human resources and infrastructure, as well as providing collateral signatures and other guarantees related to obligations assumed by its subsidiary or other entities under common control.

► OSX 3 Holding Co B.V. (“OSX 3 HOLDCO”): Formed on September 07, 2013, under the laws of the Netherlands, with headquarters in Netherlands, is engaged in providing general and corporate services, including sharing human resources and infrastructure, as well as providing collateral signatures and other guarantees related to obligations assumed by its subsidiary or other entities under common control.

► OSX 3 Holding B.V. (“OSX 3 HOL”) On February 02, 2012, OSX LG contributed EUR 18,000 to establish the special purpose entity OSX 3 HOL, headquartered in Holland, established under the laws of the Netherlands. Its business purpose is to render general and corporate services, including the sharing of human resources and of infrastructure in addition to providing surety bonds and other guarantees relating to obligations assumed by its parent company or other companies under common control.

► OSX WHP 1&2 Holding B.V. (“WHP 1&2 HOL”) On February 02, 2012, OSX LG contributed EUR 18,000 to establish the special purpose entity OSX WHP 1&2 HOL, headquartered in Holland, established under the laws of the Netherlands Its business purpose is to render general and corporate services, including the sharing of human resources and of infrastructure in addition to providing surety bonds and other guarantees relating to obligations assumed by its parent company or other companies under common control.

36

► OSX 4 Leasing B.V. (“OSX 4”) On February 02, 2012, OSX LG contributed EUR 18,000 to establish the special purpose entity OSX 4, established under the laws of the Netherlands, headquartered in the Netherlands, pursuant to Dutch laws, and is engaged in the ownership of an oil and gas floating production, storage and offloading unit (FPSO).

► OSX 5 Leasing B.V. (“OSX 5”) On February 02, 2012, OSX LG contributed EUR 18,000 to establish the special purpose entity OSX 5, established under the laws of the Netherlands, headquartered in the Netherlands, pursuant to Dutch laws, and is engaged in the ownership of an oil and gas floating production, storage and offloading unit (FPSO).

► OSX Procurement B.V. (OSX Procurement) A company organized on October 29, 2012, established under the laws of the Netherlands, with headquarters in Netherlands, whose business purpose is to obtain, acquire, sell, rent, and lease material and equipment related to oil & gas.

Below, we present interest percentages held by OSX Brasil in its subsidiaries and exclusive funds, which are all consolidated.

Ownership interest 06/30/2013 12/31/2012 Direct subsidiaries

OSX Construção Naval 90.00% 90.00% OSX Serviços 99.99% 99.99% OSX Serviços Gerais 99.99% 99.99% OSX GmbH 100.00% 100.00%

Indirect subsidiaries

Chalki - 89.99% OSX LG 100.00% 100.00% OSX Asia Management Pte. Ltd 100.00% 100.00% OSX1 100.00% 100.00% OSX 2 HOL 100.00% 100.00% OSX2 100.00% 100.00% OSX 3 HOLDCO 100.00% - OSX 3 HOL 100.00% 100.00% OSX3 100.00% 100.00% WHP 1&2 HOL 100.00% 100.00% WHP 1 & 2 100.00% 100.00% OSX 4 100.00% 100.00% OSX 5 100.00% 100.00%

OSX Procurement B.V. 100.00% 100.00% Integra Offshore Ltda 49.00% 49.00%

Exclusive funds

OSX 63 Multimercado Crédito Privado Fundo de Investimento 100.00% 100.00%

37

Description of main consolidation procedures The accounting policies have been consistently applied in all the consolidated companies and are consistent with those used in the previous year. a) Elimination of intercompany asset and liability account balances; b) Elimination of income and expense balances arising from consolidated

intercompany transactions; c) The currency fluctuations referring to intragroup monetary assets are recognized

as exchange variation in the statement of operations of the entity that reports the information;

d) Elimination of investment account balances and corresponding interest, reserves

and retained earnings (losses) of the subsidiary companies; e) The interest of the non-controlling shareholders, which represents the portion of

net income for the period and shareholders' equity that is not held by the Group, is presented separately from the consolidated statement of operations and within the group of shareholders' equity in the consolidated balance sheet, separate from the shareholders' equity attributable to the controlling shareholders; and

f) Alterations in the percentage of interest in subsidiaries that do not result in loss

and/or gain of control are recorded in shareholders' equity. 5. Cash and cash equivalents

Parent company Consolidated 06/30/2013 12/31/2012 06/30/2013 12/31/2012 Cash and banks 4,479 274 798,370 730,067 Marketable securities (i) - 245,694 - 954,009 4,479 245,968 798,370 1,684,076

(i) Investments at Bradesco (exclusive fund) in repurchase agreements are purchase operations of assets, substantially debentures

from prime financial institutions with guarantee of repurchase at a rate previously established by them. Investments at Caixa Econômica in bank Deposit Notes - "CDB" issued by prime companies and financial institutions, all tied to post-fixed rates and with average yield calculated over the DI CETIP ("CDI"). Investments in time deposits with BTG Pactual: these are deposit certificates in the United States with defined maturities and pre-defined return rates.

38

6 Interest earning bank deposits The portfolio of interest bearing bank deposits (government bonds) is as follows: Parent company Consolidated 06/30/2013 12/31/2012 06/30/2013 12/31/2012

Bradesco – exclusive fund (i) 4 18,782 1,147 21,059 Total interest bearing bank deposits 4 18,782 1,147 21,059 (i) Bonds issued by the Brazilian Government substantially comprised of Financial Treasury Bills;

Interest bearing bank deposits refers substantially to highly liquid quotas of exclusive investment funds, promptly convertible into a known sum of cash regardless of asset maturity, and subject to an insignificant risk of change of value, at an average rate of remuneration of 61.4% of the CDI (mark-to-market). Fundo de Investimento Multimercado Crédito Privado OSX 63 (“FIM CP OSX 63”) is managed by Bradesco Asset Management and backed by federal government securities and private securities (Debentures and Bank Credit Bills - "CDB") issued by top-tier companies and financial institutions, all pegged to post-fixed rates and with average return on the DI CETIP ("CDI") of 61.4% (nominal rate on the curve). As of June 30, 2013, FIM CP OSX63 held only federal public securities. The calculation of the fair value of interest bearing bank deposits, when applicable, is performed taking into consideration the market quotations of the instrument, or market information that makes said calculation possible, taking into consideration the future rates of similar instruments.

7. Restricted deposits Consolidated 06/30/2013 12/31/2012 OSX1 (a) 44,639 41,132 OSX LG (b) 26,720 24,643 OSX Serviços Operacionais (c) 3,180 3,089 74,539 68,864

(a) On September 30, 2013, the subsidiary OSX 1 held a financial investment at the Standard

Chartered Bank Singapore, in the amount of USD20.1 million, equivalent to R$44.6 million as a restricted deposit with long-term debt instrument at a syndicate of banks led by DVB Bank, contracted on November 30, 2010. This investment will be liquid as of November 2013, providing the Debt Service Coverage Ratio (DSRC) of the FPSO project of OSX1 is more than 1.2 times and there is no default event in progress. Such restriction does not generate loss in the remuneration to be received by OSX 1 and is measured at fair value. As of June 30, 2013, DSCR of OSX1 FPSO Project was higher than 1.2 and there was no default event.

(b) On June 30, 2013, the subsidiary OSX LG held an interest bearing account at the HSBC Bank USA,

National Association in the amount of USD12 million, equivalent to R$26.7 million, as a restricted

39

deposit with derivative instrument (interest rate cash flow swap) as mentioned in Note 34, Financial Instruments. This contract mentions daily margin calls to MtM higher than negative USD10 million.

(c) On September 30, 2013, OSX Serviços invested R$ 3.2 million in Bank Deposit Certificates (CDBs)

with Banco Credit Suisse S.A., with a yield of 100% of CDI (interbank deposit rate). This amount is frozen in an account linked to the borrowing agreement entered into between Banco Credit Suisse and the subsidiary OSX Leasing Group B.V. on June 20, 2012, totaling USD 50 million.

8. Trade accounts receivable The balance of accounts receivable at June 30, 2013 is represented by amounts due, originating mainly from operations with companies OGX Petróleo e Gás Participações Ltda. (“OGX”) and Sapura Navegação Marítima S.A. (“Sapura”) and are divided as follows: Consolidated 06/30/2013 12/31/2012 Accounts receivable with OGX

Chartering operations (*) 19,276 18,371 Operating and maintenance services (O&M) 72,680 63,106 Reimbursable mobilization costs 28,520 28,882 Offsetting (**) 177,562 - Reimbursable insurance costs 187 413 Reimbursable spare parts costs 9 189

298,234 110,961 Accounts receivable with Sapura

Construction of pipe-laying vessel 144,167 73,173 144,167 73,173 Accounts receivable with Kingfish

Building of tankers (***) - 37,409 - 37,409 - Accounts receivable with IBM Reimbursement of expenses

82 -

82 - Total accounts receivable 442,483 221,543 (*) Described in note 24. (**) Refers to the balance of the Offset agreement (total amount US$449 million), described in note 22. (***) The end of this contract was formalized by OSX on May 17, 2013.

40

9. Inventories Consolidated

06/30/2013

12/31/2012

Materials 8,509

8,584 Advances to suppliers– IHC Offshore (i) 68,755

32,836

Construction in process 15,938

9,893 Other 690

-

Total 93,892

51,313 (i) Advances made for equipment to be used in the construction of the PLSV - Pipe-Laying Support Vessel.

10. Recoverable taxes

The Company’s tax credits are basically comprised of federal withholding taxes on financial investments or taxes withheld by third parties. The Company expects to use the entire balance, as it has been seeking offsets, either against other federal taxes or through requesting reimbursement from the federal revenue service, as provided for in law. Income tax recoverable referring substantially to the financial investments described in Note 6, is recorded at the account of taxes recoverable.

11. Assets for sale

As of June 30, 2013, assets for sale were comprised as follows:

Consolidated

06/30/2013 12/31/2012 Biguaçu and Santa Catarina land (i) - 63,000

Sister ships of the type VLCC (hulls) (ii) 70,899 -

70,899 63,000

(i) According to the Company's decision to install the Naval Construction Unit

(UCN) of its subsidiary, OSX Construção Naval, at Complexo Industrial do Superporto do Açu, in the Municipality of São João da Barra, State of Rio de Janeiro, all land located Biguaçu, state of Santa Catarina, were reclassified to current assets, in the account of assets held for sale. As of December 31, 2012, these pieces of land were part of the assets of Chalki Participações S.A. On January 16, 2013, subsidiaries OSX Construção Naval S.A. and OSX Serviços Operacionais Ltda. entered into a contract for the purchase and sale of all Chalki Participações S.A. shares they held.

(ii) Hulls of sister ships of the type VLCC were intended to be transformed into FPSOs OSX 4 and OSX 5, initially intended for OGX. As a result of cancellation of these orders, the Company reclassified from property, plant and

41

equipment to assets available for sale, under current assets, the amount of R$70,899 referring to these assets’ sales value, as per Note 14.a.v.

12. Deferred income and social contribution taxes

In accordance with CPC 32, dated September 15, 2009, the Company, based on its expectation of generating future taxable income, recognized tax credits on income and social contribution tax losses, with no statutory limitation period which can be offset against a maximum of 30% of annual taxable income. This condition was defined considering tax laws in each country. The book value of the deferred tax asset is reviewed regularly and the projections are reviewed annually. If material news release change projections, these are reviewed during the year, as has occurred in June 30, when we valued expected future gains and adjusted remaining tax loss balances that could still be offset. The origin of deferred income and social contribution taxes is presented below:

Changes in net deferred taxes

Parent company

Income tax

losses

CSLL tax losses

Provision for hedge

operations

Provision on hedge

accounting

Other provisions

Total

Recognized in the income (loss) for

the year

16,614

5,982

-

-

4,859

27,455 Recognized in shareholders' equity -

-

-

39,642

-

39,642

December 31, 2012 16,614

5,982

-

39,642

4,859

67,097

Recognized in the income (loss) for the year

(16,614) (5,982) - - (4,859) (27,455)

Recognized in shareholders' equity - - - (39,642) - (39,642) June 30, 2013 - - - - - -

Changes in net deferred taxes

Consolidated

Income tax losses

CSLL tax losses

Provision for hedge

operations

Provision on hedge

accounting

Tax credits of

companies abroad

Pre-operating expenses

Other provisions Total

Recognized in income (loss) for

the year

18,523

6,668

-

-

- 24,944

12,994 63,129

Recognized in shareholders' equity

- - - 39,642 - -

- 39,642

December 31, 2012 18,523

6,668

-

39,642

- 24,944

12,994 102,771

Recognized in income (loss) for the year

(18,017) (6,487) - - - (24,944)

(10,086) (59,534)

Recognized in shareholders' equity

- - - (39,642) - -

- (39,642)

June 30, 2013 506 181 - - - - 2,908 3,595

42

Reconciliation of income and social contribution taxes on profit or loss:

Reconciliation of income and social contribution taxes calculated according to prevailing nominal rates and tax amounts recorded in the periods ended June 30, 2013 and 2012 are as follows: Parent company Consolidated 06/30/2013 06/30/2012 06/30/2013 06/30/2012

Loss before income and social contribution taxes (139,529) (736) (109,319) (22,632) Adjustments to the Transition Tax Regime - RTT

Expenses with stock options granted 3,480 18,803 8,444 25,489 Total deferred and current IRPJ/CSLL after RTT (136,049) 18,067 (100,875) 2,857 Income and social contribution taxes at the nominal rate (46,256) 6,143 (34,297) 971

Adjustments to determine the effective rate

Income from the companies with different rates - - 21,721 (11,750) Equity income (loss) 40,664 (12,732) - - Net permanent exclusions 249 481 297 548 Tax incentives - PAT/PRONAC - - (11) - Tax credits of companies abroad - - - (16,298) Reversal of deferred income tax 32,798 76,363 Other - - -

Total deferred and current income and social contribution taxes 27,455 (6,108) 64,073 (26,529) Total deferred income and social contribution taxes in net

income 27,455 (6,108) 60,220 (26,533) Total current income and social contribution taxes in net

income - - 3,853 4 Total deferred and current income and social contribution

taxes 27,455 (6,108) 64,073 (26,529) Effective rate 20% 34% 64% 929%

43

Parent company Consolidated Quarter ended Quarter ended 06/30/2013 06/30/2012 06/30/2013 06/30/2012

Income (loss) before income and social contribution taxes (117,835) (8,408) (71,773) (21,796) Adjustments of the Transition Tax Regime - RTT

Expenses with stock option granted 1,533 9,154 2,933 12,175 Total deferred and current IRPJ/CSLL after RTT (116,302) 746 (68,840) (9,621) Income and social contribution taxes at the nominal rate (39,542) 254 (23,405) (3,271)

Adjustments at effective rate

Income from the companies with different rates - - 27,782 (5,574) Equity income (loss) 37,862 (4,295) - - Net permanent exclusions 152 762 139 767 Tax incentives - PAT/PRONAC - - 32 61 Tax credits of companies abroad - - - (7,468) Reversal of deferred income tax 32,798 76,363 Other - - 5

Total deferred and current income and social contribution taxes 31,270 (3,280) 80,911 (15,480)

Total deferred income and social contribution taxes in net

income 31,270 (3,280) 78,820 (13,820) Total current income and social contribution taxes in net

income - - 2,091 (1,660) Total deferred and current income and social contribution

taxes 31,270 (3,280) 80,911 (15,480) Effective rate 27% 440% ( 118% 161%

For purposes of calculating income and social contribution taxes, the taxation regime adopted by the Company and its subsidiaries is annual taxable income. The determination of income tax of the foreign companies is in compliance with the tax legislation of the respective countries. Also for purposes of calculating income and social contribution taxes for the year 2013, the companies opting for taxable income adopted the transition tax regime ("RTT"), as provided for in Provisional Executive Order No. 449/08 converted into Law 11941/09. This means that in the determination of taxable income they considered the criteria of Law No. 6404/76 before the alterations of Law No. 11638/07 and No. 11941/09.

44

13. Investments

a) Direct equity interest

12/31/2012 Number Net income/ of shares/ Shareholders' Net (loss)

Direct subsidiaries Interest units of interest

(thous.) Assets Liabilities equity income for the year OSX Construção Naval 90.00% 897,194 2,964,974 1,992,239 972,735 73,173 (63,901) OSX Serviços 99.99% 36,180 97,886 50,823 47,063 115,024 3,361 OSX Serviços Gerais 99.99% 1,000 1,137 1 1,136 - 79 OSX GmbH 100.00% - 6,478,956 4,553,191 1,925,765 245,576 67,917

06/30/2013 Number Net income/

of shares/ Shareholders'

equity Net income (loss)

Direct subsidiaries Interest units of interest

(thous.) Assets Liabilities net for the year OSX Construção Naval 90.00% 897,194 3,393,378 2,450,474 942,904 132,669 (141,972) OSX Serviços 99.99% 36,180 100,941 44,234 56,707 54,407 1,927 OSX Serviços Gerais 99.99% 1,000 1,167 4 1,163 - 28 OSX GmbH 100.00% - 7,432,355 4,684,148 2,748,207 97,490 (63,887)

b) Indirect equity interest

12/31/2012 Number Net income/ of shares/ Shareholders' Net (loss)

Indirect subsidiaries Interest units of interests

(thous.) Assets Liabilities equity income for the year Chalki 89.99% 71,613 63,000 - 63,000 - 8,613 OSX LG 100.00% - 2,732,844 809,284 1,923,560 - 75,607 OSX1 100.00% - 1,386,501 853,456 533,045 245,576 76,888 OSX2 100.00% - 2,230,021 2,141,354 88,667 - 1,446 OSX 2 HOL 100.00% - 600,288 523,147 77,141 - (23,987) OSX 3 HOL 100.00% - 472,740 4 472,736 - 516 OSX3 100.00% - 1,542,892 1,070,185 472,707 - 465 WHP 1&2 HOL 100.00% - 87,009 86,968 41 - (8) WHP 1&2 100.00% - 856,089 813,270 42,819 - 22 OSX 4 100.00% - 937 970 (33) - (83) OSX 5 100.00% - 638 625 13 - (36) OSX Procurement 100.00% - 51 - 51 - - OSX Asia 100.00% - 4,184 11 4,173 - (35) Integra Offshore Ltda (*) 49% - 163 141 22 - 22

06/30/2013 Number Net income/ of shares/ Shareholders' Net (loss)

Indirect subsidiaries Interest units of interests

(thous.) Assets Liabilities equity income for the year OSX LG 100.00% - 3,484,310 741,584 2,742,726 - (58,985) OSX1 100.00% - 1,468,341 880,041 588,300 97,490 45,963 OSX2 100.00% - 2,861,149 2,617,577 243,572 - 136,780 OSX 2 HOL 100.00% - 799,023 555,642 243,381 - 120,925 OSX 3 HOLCO 100.00% - 299,894 299,937 (43) - (88) OSX 3 HOL 100.00% - 942,172 319,826 622,346 - 100,743 OSX3 100.00% - 2,059,893 1,548,937 510,956 - (1,433) WHP 1&2 HOL 100.00% - 96,138 96,151 (13) - (53) WHP 1&2 100.00% - 881,349 982,739 (101,390) - (135,626) OSX 4 100.00% - 140 2,183 (2,043) - (1,841) OSX 5 100.00% - 144 1,611 (1,467) - (1,360) OSX Procurement 100.00% - 51 1,585 (1,534) - (1,458) OSX Asia 100.00% - 6,088 1,305 4,783 - (1,769) Integra Offshore Ltda (*) 49% - 63,951 1,505 62,446 - (7,577)

(*) May 2013 trial balance data.

45

c) Changes - Parent company

Changes

Subsidiaries 12/31/2012 Capital transfer

Equity in net income of

subsidiaries

Advances for future capital

increase

Accumulated translation adjustment

Hedge accounting

Stock options 06/30/2013

OSX Construção Naval 892,382 - (57,671) 31,000 - - 3,248 868,959 OSX Serviços Operacionais 47,063 - 1,927 6,000 - - 1,716 56,706 OSX Serviços Gerais 1,136 - 28 - - - - 1,164 OSX GmbH 1,925,765 644,831 (63,886) - 244,072 (2,575) - 2,748,207 Total 2,866,346 644,831 (119,602) 37,000 244,072 (2,575) 4,964 3,675,036

d) Investments in Special Purpose Entities - SPEs

The Company holds interest in 12 SPEs that are consolidated in the consolidated financial statements of the Company, under the terms of CVM Ruling No. 408 of August 18, 2005. OSX 1, OSX 2 HOL, OSX 2, OSX 3 HOL CO, OSX 3 HOL, OSX 3, WHP 1&2 HOL, WHP 1 & 2, OSX 4, OSX 5, OSX Procurement and OSX Asia are companies established pursuant to Dutch and Singapore laws and their activities are described in note 4. The Company’s subsidiary, OSX Construção Naval, holds interest of 49% of voting and total capital in Integra Offshore Ltda. (“Integra”), which is engaged in the integration of two FPSO units, since September 2012. This company is not consolidated in the Company’s financial statements, in accordance with CPC 19. Its interest is evaluated at cost and represents the amount of R$39,119 as of June 30, 2013.

e) Guarantees granted in favor of the subsidiaries and associated companies Guarantees granted in favor of the subsidiaries and associated companies are described in Note 21.

46

14. Property, plant and equipment Consolidated 06/30/2013 12/31/2012 OSX Brasil (Parent company) 7,076 8,716 OSX Construção Naval 2,771,491 1,824,168 OSX Serviços 834 370 OSX GmbH 6,280,378 5,587,355 9,059,779 7,420,609 a) Breakdown of balances

Parent company Rate of 06/30/2013 12/31/2012

depreciation

p.a.% Cost Depreciation amortization Net Net

Furniture and fixtures 10 697 (151) 546 414 Machinery and equipment 10 - - - 178 IT equipment 20 1,227 (586) 641 760 Leasehold improvements 20 10,260 (4,371) 5,889 7,364 12,184 (5,108) 7,076 8,716

Consolidated Rate of 06/30/2013 12/31/2012

depreciation

p.a.% Cost Depreciation amortization Net Net

Furniture and fixtures 10 4,053 (433) 3,620 1,930 Machinery and equipment 10 22 - 22 1,150 IT equipment 20 5,891 (1,622) 4,269 3,724 Lease 20 12,276 (4,572) 7,704 8,206 FPSO OSX 1 (i) 4 1,452,431 (101,670) 1,350,761 1,272,630 1,474,673 (108,297) 1,366,376 1,287,640 Construction in progress - FPSO OSX 2 (ii) 2,001,252 - 2,001,252 1,659,947 Construction in progress - FPSO OSX 3 (iii) 2,045,407 - 2,045,407 1,495,445 Construction in progress - UCN (iv) 2,763,801 - 2,763,801 1,818,258 Construction in progress –OSX 4 and OSX 5

(v) - - - 277,768 Construction in progress - WHP 1 (vi) - - - 431,126 Construction in progress - WHP 2(vi) 882,943 - 882,943 431,126 Constructions of projects under formation (vii) - - - 19,299 7,693,403 - 7,693,403 6,132,969 9,168,076 (108,297) 9,059,779 7,420,609

47

i. FPSO OSX 1 On December 27, 2009, OSX 1 entered into an agreement with Centennial Asset Ltd. ("CAL") for the acquisition of Floating, Production, Storage and Offloading Unit (FPSO OSX 1), and of certain assets, rights and obligations related to FPSO OSX-1. On December 30, 2009, OSX 1 paid Centennial Asset Ltd the amount of USD8 million, besides taking on the loan agreements signed with Banco Bradesco S.A. and HSBC Bank Brasil S.A. for financing of the acquisition, by CAL, of FPSO OSX 1 and of given rights and other assets related thereto, in the amount of USD350 million, as described in Note 20. Accordingly, the acquisition value of this asset was USD358 million. Pursuant to the terms of the acquisition contract, CAL also assigned and transferred to OSX 1 rights and obligations it had assumed in relation to FPSO OSX 1, through the following instruments: (i) construction contract entered into with Samsung Heavy Industries Ltd.; (ii) contract for the supply of equipment entered into with Advanced Production and Loading AS; (iii) contract for the management of construction work entered into with APL Management Services AS; (iv) insurance policies related to construction work; (v) government licenses and approvals; (vi) guarantee instruments issued in favor of OSX 1 and Samsung in relation to the construction and supply of equipment required for its operation. OSX 1 obtained the authorization and approval required for completion of the assignment and transfer of the instruments listed above. The construction of the FPSO OSX 1 was concluded at Samsung Heavy Industries Co. Ltd's shipyard in South Korea and it was delivered to its owner OSX 1 Leasing B.V. on January 27, 2010. Its customization was completed in August 2011 in Singapore, accompanied by an OSX operating team. On October 06, 2011, FPSO OSX 1 arrived in Rio de Janeiro where it underwent compulsory procedures with the competent Brazilian authorities. Customization costs total USD249 million since its acquisition. Today it is in Waimea accumulation in Campos Basin, Rio de Janeiro State, in operation for customer OGX, to which it was intended.

48

The FPSO OSX 1 has a production installed capacity of 60,000 barrels per day and storage capacity of 950,000 barrels.

According to the technical report issued by a specialized company, the useful life of the unit was established at 25 years.

ii. FPSO OSX 2 On April 25, 2011, OSX LG entered into an agreement with SBM Offshore (Single Buoy Moorings, Inc. Offshore), to start the engineering, procurement, construction and installation (EPCI) activities of floating platform FPSO OSX 2 (Floating Production Storage and Offloading), to be leased and operated by its client OGX, over a period of 20 years in Bacia de Campos and operated by OSX Serviços. FPSO OSX 2 will have an oil production capacity of 100,000 barrels per day, a storage capacity of 1,300,000 barrels and total estimated investment of USD775 million in the construction. As disclosed by the Company on July 1, 2013, through a Material News Release , customer OGX decided not to use FPSO OSX 2 for the development of fields; Tubarão Tigre, Tubarão Gato and Tubarão Areia, considering its intention to claim from the National Oil Agency (“ANP”) the suspension of these fields’ development. Rent for chartering the FPSO OSX 2, platform that would have been used to develop above-mentioned fields, will be paid by OGX to OSX beginning as of January 2014 and until this unit is sold or destined for another location. The Company recorded impairment losses for this asset in the amount of R$43,904, as described in note 14 d.

iii. FPSO OSX 3 On July 15, 2011, OSX 3 entered into an agreement with Modec Inc., to start the engineering, procurement, construction and installation (EPCI) activities of floating platform FPSO OSX 3 (Floating Production Storage and Offloading), to be leased and operated to its client OGX, over a period of 20 years in Bacia de Campos and operated by OSX Serviços and operated by OSX Serviços. The term of this contract will include the termination right by OGX without charge from the 13th year, just after the full repayment of its current funding, expected to occur by 2015. FPSO OSX 3 will have an oil production capacity of 100,000 barrels per day, a storage capacity of 1,300,000 barrels and total estimated investment of USD 804 million in construction. On July 15, 2013, this vessel started its journey from Singapore to Brazil, which should last approximately 50 days. This unit is expected to start operations in the fourth quarter of 2013.

49

iv. Construction in progress- UCN The costs directly attributable to form the UCN, are being capitalized as they occur. Such costs are essential for this asset to enter into operation in the manner intended by Management. This amount is substantially comprised of the transfer of technology, originating from the Technical Cooperation Agreement, which OSX Construção Naval and Hyundai Heavy Industries executed on February 1, 2010, and the civil construction related to the start of construction of Superporto do Açu. The Board of Directors of OSX Brasil approved on May 17, 2013, the amendment of the Company's Business Plan, announcing, among other measures, the phasing of the construction works for implementing the shipyard (Unidade de Construção Naval do Açu - “UCN Açu”) belonging to subsidiary, OSX Construção Naval. The phasing of the construction works for implementing the shipyard is intended to complete the construction works of the initial phase, in order to meet the current customers orderbook, composed of the construction of one PLSV - Pipe-Laying Support Vessel - for Sapura Navegação Marítima S.A ("Sapura") and of the construction of some modules and the integration of two FPSOs - Floating, Production, Storage and Offloading - for Petróleo Brasileiro S.A. (“Petrobras”), through a joint venture in which OSX Construção Naval holds 49%.

v. Construction in progress- OSX 4 and OSX 5 OSX LG, subsidiary of OSX Brasil, signed agreements for the purchase of two VLCC (Very Large Crude Oil Carriers) sister-ships, for the overall price of USD54 million. On January 13, 2011, OSX LG received the "Gemini Star" in Fujairah, United Arab Emirates, thus concluding the acquisition of the first VLCC contracted from Vela International Marine Limited (Vela). On February 22, 2011, OSX LG received, in Kalba, United Arab Emirates, the ship "Suhail Star"; thus, concluding the acquisition of the second VLCC contracted. The purpose of acquiring these two ships was to transform them into FPSO’s OSX 4 and OSX 5, initially intended for OGX. On July 1, 2013, OGX stated its decision to cancel the order for these units. As a result of this decision, as of June 30, 2013, the Company: (i) recognized a write-off for these assets in the amount of R$250,739, and (ii) reclassified to assets available for sale, in current assets, the amount of R$70,899 referring to sales value of VLCC (hulls) type sister ships , as stated in note 11. As a result of cancellation of these orders, the Company entered into an agreement under which OGX disbursed cash for compensation, as described in note 22.

50

vi. Construction in progress - WHP 1& 2 As of June 30, 2013, the Company had invested USD 133.8 million referring to EPCIC (Engineering, Contracting, Construction, Installation and Commissioning) contracts entered into with companies Techint and Technip, and USD 5.8 million referring to a contract entered into with the company TTS Energy to build for OGX two fixed platforms for oil exploration. On July 1, 2013, OGX stated its decision to cancel the order for WHP 1 unit. As a result of this decision, as of June 30, 2013, the Company recognized the write-off of these assets, in the amount of R$531,693. As a result of cancellation of this order, the Company entered into an agreement under which OGX disbursed cash for compensation, as described in note 22.

vii. Constructions of projects under formation On July 1, 2013, OGX stated its decision to cancel orders for other project in progress, namely WHP’s 3 and 4. As a result of this decision, as of June 30, 2013, the Company recognized the write-off of these assets, in the amount of R$27,150. As a result of cancellation of this order, the Company entered into an agreement under which OGX disbursed cash for compensation, as described in note 22.

b) Changes in cost

Parent company

Balance at 12/31/2012

Additions

Reclassification Write-offs

Balance at 06/30/2013

Furniture and fixtures

503

- 194 - 697

Machinery and equipment

197

- (197) - - IT equipment

1,180

47 - - 1,227

Leasehold improvements

10,260

-

- - 10,260 Total 12,140 47 (3) - 12,184

51

Consolidated

Balance at 12/31/2012

Additions (i)

Write-offs (ii)

Impairment (iii)

Reclassifi- cation (iv)

Exchange variation (v)

Balance at 06/30/2013

Furniture and fixtures 2,066

788 - - 1,198 - 4,052 Machinery and equipment 1,220

- - - (1,198) - 22

IT equipment 4,764

1,127 - - - - 5,891 Improvements to third-party property 11,202

1,074 - - - - 12,276

FPSO OSX 1 1,339,611

- - - - 112,820 1,452,431 Construction in progress- FPSO OSX 2 1,659,947 231,597 - (43,904) - 153,612 2,001,252 Construction in progress- FPSO OSX 3 1,495,445 395,178 - - (6,204) 160,988 2,045,407 Construction in progress- UCN 1,818,258 833,106 - - - 112,438 2,763,802 Construction in progress- OSX 4 and OSX 5 277,768 19,290 (250,739) - (70,899) 24,580 - Construction in progress- WHP 1 431,126 56,094 (531,693) - - 44,473 - Construction in progress- WHP 2 431,126 464,271 - (79,844) - 67,390 882,943 Constructions of projects under formation 19,299 - (27,150) - 6,204 1,647 - 7,491,832 2,002,525 (809,582) (123,748) (70,899) 677,948 9,168,076

(i) The additions that occurred in the period consider capitalized interest of R$122,927. (ii) Write-offs refer to orders that were cancelled by OGX, as described in note 22. (iii) Provision for impairment of assets, as explained in note 14.d. (iv) Amounts recorded as restatements of assets OSX4 and OSX5 are described in note 11. (v) The amount of exchange variation refers mainly to conversion of assets which are accounted for at the overseas subsidiaries, which

have at their functional currencies other than Real.

c) Componentization Each component of an item of property, plant and equipment, with a significant cost of the total cost of the asset, should be measured and depreciated separately, in conformity with CPC 27 and IAS 16 (Property, Plant and Equipment). The impacts of the application of the componentization concept, on its main assets are described below:

According to the technical report issued by a specialized company, the componentization of FPSO OSX 1 in item a. i was structured considering the following components: Hull, Topside (composed of the modules) and Anchoring System (including the Turret).

Component Structural life

(years) Useful life

(years) Hull (1) 108 25 Topside (1) (2) 95 25 Mooring system (including Turret) (1) 31 25 (1) Considering the operation of FPSO OSX 1 at the Waimea field. (2) Average value among the modules that form the topside. To maintain the structural lives presented above, FPSO OSX 1 must undergo structural inspections according to the applicable Rules and Regulations of the Maritime Authority and Classification Society, which allows its operational service life to be up to 25 years. After this period, the vessel will require intervention, where the Certifying Company will evaluate the needs for extension of the operational service life. Regarding the Shipyard, under construction, as under item a. iv - the Company concluded that it will adopt segregation by components only when the aforesaid

52

assets are ready to operate, when it will receive detailed information from the constructors.

d) Provision for asset impairment

In the period ended June 30, 2013, the Company identify the following signs of impairment associated with assets below:

► FPSO OSX2: Due to the Material News Release of July 1, 2013, in which the

Company stated that customer OGX decided not to use this asset for the development of fields Tubarão Tigre, Tubarão Gato and Tubarão Areia, and due to the possibility of their development being cancelled with ANP, as well as the intended sale of this asset, the Company recalculated value in use and identified the need to record a provision for impairment losses, as follows: Consolidated 06/30/2013 Value in use 2,001,252 Fair value 2,045,156 Provision for impairment (43,904)

► WHP2) Due to Material News Release of July 1, 2013, in which the Company stated that the contract for charging this unit now includes the right of OGX to terminate it at no penalty, beginning as of the 12th year, the Company calculated value in use again and identified the need to record a provision for impairment losses, as follows:

Consolidated 06/30/2013

Value in use 882,941 Fair value 962,785 Provision for impairment (79,844)

► Other assets: As a result of Material News Release of May 17 and July 1, 2013, as of June 30, 2013, the Company calculated value in use of assets FPSO OSX1, FPSO OSX3 and UCN, and did not identify the need to record a provision for impairment losses, as assets’ accounting values are lower than values in use.

15. Intangible assets

Intangible assets are substantially comprised of expenditures with software development and cost of personnel assigned to SAP System Implementation Project, and is in accordance with provisions established in CPC 04 and IAS 38 (Intangible Assets). As of June 30, 2013, consolidated amount was R$11,088.

53

16. Prepaid expenses As of June 30, 2013, advanced expenses were comprised of (i) R$19,581 referring to insurance of assets under development (UCN, FPSO OSX 2, FPSO OSX 3, and WHP 2) and of (ii) R$35,914 referring to advanced rental costs of the crane to be used in UCN.

17. Payroll and labor obligations

As of June 30, 2013, payroll and labor charges were comprised of (i) R$15,768 referring to salaries and payroll charges; (ii) R$21,619 referring to vacation accrual and 13th salary payment, and (iii) R$29,680 referring to the provision for bonus and respective charges.

18 Trade accounts payable

Trade accounts payable are as follows: Parent company Consolidated 06/30/2013 12/31/2012 06/30/2013 12/31/2012 Domestic Trade accounts payable (i) 11,168 1,069 155,030 91,336 Foreign Trade accounts payable (ii) 31 1 124,451 212,125 Trade accounts payable - Related parties (iii) 5,894 - 14,204 - Provision for future expenses (iv) - - 213,535 - Provisions (v) 8,681 5,700 338,516 168,051 25,774 6,771 845,736 471,512

(i) Substantially related to contracts for the construction of UCN in Açu complex, as follows: Acciona Infraestructuras S.A and AGF Engenharia.

(ii) Substantially related to contracts for the construction of assets WHP and FPSO, as follows: SBM, Modec, and Hyundai.

(iii) These are comprised of: EBX Holding, LLX Açu Operações Portuárias, Six Automation S.A., as described in Note 21.

(iv) This amount includes future expenditures amounting to R$213,535 for projects WHP1, FPSO OSX4 and OSX5, for which a provision was recorded due to the Offset agreement entered into with OGX, as described in note 22.

(v) Provisions refer to domestic and foreign trade accounts payable whose services were received and not yet billed. Carried out based on contract measurements.

With phasing of shipyard (Naval Construction Unit of Açu) implementation work, OSX Construção Naval S.A. contracted a specialist company to renegotiate its main contracts, as described in note 33.

54

Classification and measurement The balances of trade accounts payable are classified as “other financial liabilities” and “financial liabilities not measured at fair value”, are recognized at amortized cost.

19. Tax liabilities

Tax liabilities are as follows: Parent company Consolidated 06/30/2013 12/31/2012 06/30/2013 12/31/2012 IRPJ - - 3,333 3,052 CSLL - - 1,205 1,163 PIS/COFINS - - 686 799 ISS 14 24 713 2,649 INSS 2 2 70 4,299 PIS/COFINS/IRRF/CSRF – Retained 139 168 417 1,773 Taxes and contributions on imports - 16 2,947 7,085 IOF 1,349 - 1,349 - Other 1 - - 407 1,505 210 10,720 21,227

55

20. Loans and financing The chart below presents the Company's loans and financing. Consolidated

Financial Institutions Currency Maturity 06/30/2013 12/31/2012 Sindicato OSX 1 (i) US$ 08/30/2018 676,411 683,405 BNDES (ii) BRL 10/15/2013 548,108 492,127 Bondholders OSX3 (iii) US$ 03/20/2015 1,110,646 1,024,375 Sindicato OSX2 (iv) US$ 10/01/2023 1,417,268 1,073,274 Itau BBA - Nassau (v)

US$

08/21/2013 and 12/20/2013

308,896

523,144

Caixa Econômica Federal (vi)

BRL

10/19/2013 and 06/14/2033

1,136,176

1,052,762

Other US$ Other 269,450 711,085 Total loans and financing 5,466,955 5,560,172 (-) Unallocated transaction costs - OSX 1 Union (i) (7,872) (8,418) (-) Unallocated transaction cost - BNDES (ii) (48) (192) (-) Unallocated transaction costs - Bondholders OSX3 (iii) (23,104) (27,398) (-) Unrecognized transaction cost - Sindicato OSX2 (74,957) (70,997) (-) Unallocated transaction costs - Caixa Econômica (iv) (19,875) (2,106) (-) Unallocated transaction costs - Other (5,060) (5,500) (130,916) (114,611) Total loans and financings with unallocated transaction costs 5,336,039 5,445,561 Current (*) 1,579,169 2,112,054 Non-current 3,756,870 3,333,507

(*) Of this amount, 63% refers to bridge-loans of Açu shipyard and the remaining 37% refers substantially to loans to OSX 1, OSX 2 and OSX3 units.

(i) On September 30, 2010, the subsidiary OSX 1 signed a long-term agreement (8.5

years) in the amount of USD 420 million with a syndicate formed by the international banks DVB (leader), Eksportfinans ASA, ING, Santander, Credite Agricole and ABN, intended to finance the costs of acquisition and customization of FPSO OSX-1, at the annual LIBOR rate + 4.25% p.a. The first outlay of resources of this financing occurred on November 30, 2010 in the amount of USD 320 million. The remaining USD 100 million was released on November 30, 2011, completing the total of the loan. The financing costs were USD 6.2 million, and are recorded as established in CPC 08 and IAS 39 (Financial Instruments: Recognition and Measurement. Considering these costs, the weighted and average interest rate of this financing is LIBOR + 4.5% p.a. This debt was already partially amortized in USD 115.8 million up to June 2013.

(ii) On December 28, 2011, OSX Construção Naval received R$427.6 million

equivalent to USD227.96 million on December 31, 2011, in a bridge loan facility pegged to the dollar with the National Bank for Economic and Social Development ("BNDES"). This contract was executed into on November 15, 2011 and is used for the installation of the São João da Barra shipyard in Rio de Janeiro State. The payment deadline is 18 months with maturity date scheduled for August 15, 2013, with the payment of principal and interest at the end of the period or on the first disbursement date of the long-term loan of FMM - Merchant Marine Fund, for which UCN Açu received financing priority in June 2011. On July 23, 2013, BNDES approved the extension of this debt maturity for 60 days, i.e., it will mature on October 15, 2013.

56

(iii) On March 20, 2012, subsidiary OSX 3 raised USD 500 million in the international

market, through the issuance of debt securities, Senior Secured Bonds ("Bonds"), whose net funds are being used to build FPSO OSX-3. Fund raising financial conditions provide for final maturity in March 2015 and interest of 9.25% p.a., paid on a quarterly basis. OSX 3 has the option to anticipate full redemption of securities ("call") from 15 to 24 months from issuance at 103% of face value, or from 24 to 36 months at 102% of face value. In debt securities issuance, Pareto Securities operated as the global coordinator, "Joint Lead Manager" and "Bookrunner", DNB Markets as the “Joint Lead Manager” and “Bookrunner”, and Norsk Tillitsmann as the “Trustee”. The costs for the obtainment of this Bond were USD 14.4 million, and are recorded as established in CPC 08 and IAS 39 (Financial Instruments: Recognition and Measurement).

(iv) Up to June 31, 2013, USD 632.2 million was disbursed in the long-term financing

obtained for the construction of FPSO OSX 2, in the total amount of USD 850 million. The financing agreement was entered into in October 2011 with a syndicate of international banks led by Itaú BBA, ING, HSBC and Santander besides the financial banks: Citibank, Banco do Brasil, ABN Amro N.V and NIBC. Financing period is 12 years and it matures on September 30, 2023, at average interest rate of LIBOR + 4.41% p.a. LIBOR variation was offset by an interest rate swap which resulted in a fixed rate of 1.976% p.a.

(v) On April 27, 2012, the subsidiary OSX2 Holding received USD 250 million

referring to a loan with Itaú BBA Nassau Branch. As of June 30, 2013, total debt balance is USD137.5 million, with USD75 million maturing on August 21, 2013 and USD62.5 million on December 20, 2013.

(vi) On April 27, 2012, OSX Construção Naval received R$ 400 million referring to a

bridge loan credit facility from Caixa Econômica Federal, to be used in the installation of the São João da Barra shipyard in Rio de Janeiro State. The payment deadline is 18 months with maturity date scheduled for October 19, 2013, with the payment of principal and interest or on the first disbursement date of the long-term loan of FMM - Merchant Marine Fund, for which UCN Açu received financing priority in June 2011. On December 28, 2012, Caixa Econômica Federal transferred the amount of R$627.4 million, indexed to the Dollar at the average rate of 3.45% per annum, with grace period of 36 months, 216 amortizations and maturity in June 2033 referring to the 1st disbursement of the Merchant Marine Fund. Controlling shareholder is the guarantor of this loan, as described in note 20.

Financial covenants As a method for the creditors involved in financial agreements to monitor the Company and subsidiaries' financial situation, financial covenants are used in some instances.

57

We present below brief descriptions of the financial covenants and other main financial obligations originally required in the debt contracts. b) The debts of the subsidiary OSX 1 refer to a USD 420 million loan from the

syndicate of banks led by DVB i) Debt Service Coverage Ratio - DSCR:

Measures the payment capacity of the financial expense in relation to EBITDA (net income before interest, taxes, depreciation and amortization). This index should be measured every 3 months, and according to the contract, the EBITDA of the last 12 months should represent at least 1.2 times the financial expense of the same period. In the last period of interest calculation, in May 2013, DSCR was 1.43.

ii. Financial Indebtedness OSX 1 can not incur in any other financial debt, nor become the guarantor of any other debt of such nature, while there is a debit balance regarding the financing in question, except for financial debts authorized under the Permitted Financial Indebtedness agreement, which includes loans with related companies (since they are subordinated to the debt with the bank syndicate led by DVB). The Intercompany Loan mentioned in Note 20 (i) above is included in this category.

iii. Debt Service Reserve Account (Restricted deposit)

OSX 1 should have a bank account denominated Debt Service Reserve Account. Upon the disbursement of the debt, OSX 1 made available in this account the amount of USD20 million (Debt Service Reserve) to become available on November 30, 2013, if the DSCR is higher than 1.2 times and if no default event occurs. This amount is recorded in the Restricted Deposit account in conformity with Note 7.

iv. Proceeds Account

OSX 1 should have a bank account denominated Proceeds Account. This account will be used to deposit the payments made by OGX, referring to the chartering contract of FPSO, which may be transferred four times a year to the Operating Account, assuming there is no default event in progress and the financial covenants are met. The penalty provided in a contract in case of non-compliance with the financial covenants is the possibility of early expiration of the debt contracts of the subsidiary OSX 1. OSX 1 had not breached the covenants up to June 30, 2013.

58

b) The debts of the subsidiary OSX 2 refer to a USD 850 million loan from the syndicate of banks led by Itaú BBA, ING and Santander

i) Debt Service Coverage Ratio- DSCR:

Measures the payment capacity of the financial expense in relation to EBITDA (net income before interest, taxes, depreciation and amortization). This index should be measured at each quarterly accounting close process, and its calculation starts five months after the delivery of FPSO OSX2. The EBITDA of the last 12 months should represent at least 1.1 times the financial expense of the same period.

ii. Financial Indebtedness OSX 2 cannot incur in any other financial debt, neither become the guarantor of any other debt of such nature, while there is a debit balance regarding the financing, except for financial debts authorized in the agreement, which includes loans with related companies and hedge transactions required to mitigate the interest risk of this loan.

iii. Debt Service Reserve Account (Restricted deposit) OSX 2 shall open a bank account denominated Debt Service Reserve Account nine months after the first oil extraction by FPSO OSX2. The amount of this account shall be equivalent to the amount of the principal repayment plus the interest payable in the three subsequent months relating to this loan. The penalty provided in a contract in case of non-compliance with the financial covenants is the possibility of early expiration of the debt contracts of the subsidiary OSX 2. Until June 30, 2013, OSX 2 was compliant with all covenants.

c) The debts of the subsidiary OSX 3 refer to the issuance of Senior Secured Bonds ("Bonds") in the international market in the amount of USD 500 million.

i. Debt Service Reserve Account (Restricted deposit)

OSX 3 shall open a bank account denominated Debt Service Reserve Account to pay the principal of Bonds. Funds deposited in this account will derive from part of revenue from rendered services, as 1/3 of falling due interest should be recorded in the Retention Account. Therefore, funds are transferred after each interest payment date. Amounts accumulated in this account should be up to USD 30 million, and when this limit is exceeded and interest becomes due, that interest should be used to pay the Bond on a proportional basis. The first retention period in this account should not occur before March 20, 2014.

59

iii. Financial Indebtedness OSX 3 cannot incur in any other financial debt, nor become the guarantor of any other debt of such nature, while there is a debit balance regarding the Bonds, except for financial debts authorized in the agreement, which includes loans with related companies and refinancing of that issuance. The penalty provided in a contract in case of non-compliance with the financial covenants is the possibility of early expiration of the debt contracts of the subsidiary OSX 3. OSX 3 had not breached the covenants by June 30, 2013.

d) Debts of the subsidiary OSX Construção Naval referring to the loan of R$ 627 million with Caixa Econômica Federal

i. ICSD - service coverage rate

It measures debt service payment capacity (amortization of principal plus interest) in relation to EBITDA (net income before interest, taxes, depreciation and amortization) for the last 12 months. This index must be greater than or equal to 1.0. Calculation of this indicator is projected to start in January 2015.

ii. Financial Indebtedness OSX Construção Naval may contract other financial debt, provided that it is exclusively for working capital, in accordance with short-term receivables.

iii) Debt Service Reserve Account OSX Construção Naval must have a bank account denominated Reserve Account to maintain a minimum balance equivalent to 3 months of debt service beginning as of January 2015. This balance must be blocked up to total financing settlement. Up to June 30, 2013, other Company loans had no financial covenants.

21. Related parties The main balances of assets and liabilities on June 30, 2013, relating to operations with related parties, as well as transactions that have influenced the income for the period, arise from Company transactions with its subsidiary and associated companies, are described below. 21.1. Parent company

Control of the Company is held by Centennial Asset Mining Fund LLC ("CAMF") and by Eike Fuhrken Batista, which, together, hold approximately 75.31% of common shares. The Company is managed by a Board of Directors and an

60

Executive Board according to the duties and powers vested in their By-laws and in light of corporate law. a) Related companies

The Company has as its main associated companies, with which it maintains some kind of transaction, the following: EBX Investimentos Ltda., EBX Holding Ltda. (together with “EBX”), OGX Petróleo e Gás Participações Ltda. (“OGX”), LLX Logística S.A. (“LLX”), MPX Energia S.A. (“MPX”), MMX Mineração e Metálicos S.A. (“MMX”), AVX Táxi Aéreo Ltda. (“AVX”), OSX 2 Holding, OSX Leasing Group.

Parent company Accounts receivable Accounts payable Income (loss)

06/30/2013 12/31/2012 06/30/2013 12/31/2012 06/30/2013 06/30/2012 EBX Investimentos Ltda./EBX Holding

Ltda.(i) 113 - (1,521) (3,219) 7,520 9,072 OSX Construção Naval (ii) 57,993 3,727 (39) (81) (3,848) (14,265) OSX Serviços (iii) 8,434 875 (2,017) - (1,182) (3,688) AVX (iv) - - - - 75 32 MPX (vi) - - - - - 254 OSX 2 Holding 78,076 - - - - - OSX Leasing Group 161,868 - (39,465) - - - OGX (v) - - (35) - - - 306,484 4,602 (43,077) (3,300) 2,565 (8,595)

Consolidated

Accounts receivable Accounts payable/

advance from customers Capex Onerous

assignment Income (loss) 06/30/2013 12/31/2012 06/30/2013 12/31/2012 06/30/2013 12/31/2012 06/30/2013 06/30/2012

EBX Investimentos

Ltda./EBX Holding Ltda. (i) 570 - (2,357) (6,070) - - 11,246 16,113

AVX (iv) - - - - - 147 99 OGX (v) 298,234 110,962 (206,583) (178,820) - - (153,638) (196,560) MPX (vi) - - - - - - 254 LLX (vii) - - (3,036) (723) 15,928 33,271 - - 298,804 110,962 (211,976) (185,613) 15,928 33,271 (142,245) (180,094)

The main asset and liability balances as of June 30, 2013 referring to related-party transactions, arise from the Company's transactions with its direct and indirect subsidiaries and related people, which were carried out under regular market conditions for those types of transactions, as described below:

(i) Refers to the agreement for the sharing of resources and administrative

services signed between OSX Brasil and its subsidiaries, EBX Investimentos Ltda. and EBX Holding Ltda. whereby these companies perform the following services: cash management and financial management, legal services, insurance and internal audits, corporate governance, communication, purchasing and human resources, among other areas. EBX performs, on a monthly basis, the measurement and calculation of the amount of the activities subject to shared costs actually used by the Company, based on timesheets, performing the collection through trade notes. On June 30, 2013, the amount of R$11,246, related to the aforementioned agreement, is recorded in income under general and

61

administrative expenses. Regarding this contract, the balance payable at June 30, 2013 is R$2,357.

(ii) Refers to accounts receivable that OSX Brasil has with OSX

Construção Naval, related to the apportionments of costs, according to the agreement on shared administrative costs. Accounts payable balance also refers to shared administrative costs.

(iii) Refers to accounts receivable that OSX Brasil has with OSX Serviços,

related to the apportionments of costs, according to the agreement on shared administrative costs.

(iv) Refers to services rendered by AVX originating from the use of air taxi. (v) Refers to the sums of accounts receivable, advance from customers

and revenues and expenses with OGX, originating from the Chartering and O&M Service agreements, which the Company has with it, as described in Notes 8 and 23. Balance referring to the Offset agreement is also contemplated, as described in note 22.

(vi) Refers to a balance of accounts payable of OSX Brasil with MPX,

relating to the services provided by DEIP - Project Deployment Engineering Directorate.

(vii) Refers to the payment that OSX Construção Naval made as a fixed

consideration to LLX, relating to the onerous assignment of the right to use the area of the UCN as described below in item 20.2, and to the shared administrative costs agreement signed between them.

21.2. Other related party transactions

In March 2010, the controlling shareholders of the Company signed with OSX Brasil a Private Instrument of Granting of Option for Subscription of Shares and Other Covenants (“Option Agreement”), whereby they granted to OSX Brasil,, on an irrevocable and non-renounceable basis, an option so that, as from March 24, 2010 and up to March 23, 2013, OSX Brasil may require that these controlling shareholders subscribe new shares up to the maximum limit of US$ 1.0 billion, at the price per share equivalent to the price practiced in the initial public offering of shares of OSX Brasil, restated based on the IGP-M variation, through private capital increase to be made in conformity with articles 170 and the following of the Brazilian Corporate Law. The option may be exercised in the event of OSX Brasil’s additional cash needs for the performance of its business plan and lack of alternatives for said funding from the markets. In October 2012, the Board of Directors authorized the amendment to the Option Contract to postpone for another year (until March 23, 2014) the right granted to the Company to exercise the Option balance that, at that time, totaled an additional USD500 million.

62

The option was partially exercised in October 2012 and in January and May 2013, as explained in note 23. OSX Construção Naval has operations with OSX LG and OSX2, OSX3 and WHP1&2 in the amount of R$ 164,964, related to the costs for the development of the new unit projects. This amount is fully eliminated at the consolidated level, with only the fixed assets of OSX LG, OSX2, OSX 3 and WHP1&2 remaining, as described in Note 14. In March 2012, OSX LG signed a loan agreements with WHP1&2 in the amount of USD 49.5 million, subject to LIBOR interest rate + 2.90% p.a. In April 2012, OSX 2 Holding signed a loan agreement with OSX2 in the amount of USD 250 million, subject to LIBOR interest rate + 2.90% p.a. In February 2013, OSX 2 LG settled the amount of USD75 million. In April 2012, OSX LG signed a loan agreement with WHP1&2 Holding in the amount of USD 10.3 million, subject to LIBOR interest rate + 2.90% p.a. In April 2012, WHP 1&2 Holding signed a loan agreement with WHP1&2 in the amount of USD 10.3 million, subject to LIBOR interest rate + 2.90% p.a. In May 2012, OSX LG signed three loan agreements with WHP1&2 in the amounts of USD 8.0 million, USD 18.9 million and USD 12.2 million, respectively, subject to LIBOR interest rate + 2.90% p.a. In May 2012, WHP 1&2 Holding signed two loan agreements with WHP1&2 in the amount of USD 18.9 million and USD 12.2 million subject to LIBOR interest rate + 2.90% p.a., respectively. In June 2012, OSX LG signed two loan agreements with WHP1&2 in the amount of USD 15.2 million and USD 6.8 million subject to LIBOR interest rate + 2.90% p.a., respectively. In July 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 13,500 thousand, subject to LIBOR interest rate + 2.90% p.a. In July 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 10,000 thousand, subject to LIBOR interest rate + 2.90% p.a. In August 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 19,900 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 19,200 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 19,800 thousand, subject to LIBOR interest rate + 2.90% p.a.

63

In September 2012, OSX LG signed a loan agreement with OSX4 in the amount of USD 350 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2012, OSX LG signed a loan agreement with OSX5 in the amount of USD 290 thousand, subject to LIBOR interest rate + 2.90% p.a. In October 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 32,100 thousand, subject to LIBOR interest rate + 2.90% p.a. In November 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 34,000 thousand, subject to LIBOR interest rate + 2.90% p.a. In December 2012, OSX LG signed a loan agreement with OSX3 in the amount of USD25,000 thousand, subject to LIBOR interest rate + 2.90% p.a. In December 2012, OSX LG signed a loan agreement with OSX2 in the amount of USD6,000 thousand, subject to LIBOR interest rate + 2.90% p.a. In December 2012, OSX LG signed a loan agreement with OSX1 in the amount of USD50 thousand, subject to LIBOR interest rate + 2.90% p.a. In March 2013, there was a partial settlement in the amount of USD 50 thousand of principal and USD 1 thousand of interest. In December 2012, OSX LG signed a loan agreement with OSX4 in the amount of USD75 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 5,900 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2012, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 19,100 thousand, subject to LIBOR interest rate + 2.90% p.a. In January 2013, OSX LG signed a loan agreements with OSX1 in the amount of USD1,400 thousand, subject to LIBOR interest rate + 2.90% p.a. In March 2013, there was a partial settlement in the amount of USD 1,400 thousand of principal and USD 10 thousand of interest. In January 2013, OSX LG signed a loan agreement with OSX4 in the amount of USD 515 thousand, subject to LIBOR interest rate + 2.90% p.a.

In January 2013, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 37,500 thousand, subject to LIBOR interest rate + 2.90% p.a. In January 2013, OSX LG signed a loan agreement with OSX5 in the amount of USD 400 thousand, subject to LIBOR interest rate + 2.90% p.a. In January 2013, OSX LG signed a loan agreements with OSX2 in the amount of USD9,015 thousand, subject to LIBOR interest rate + 2.90% p.a.

64

In January 2013, OSX LG signed a loan agreements with OSX3 Holding B.V in the amount of USD45,300 thousand, subject to LIBOR interest rate + 2.90% p.a. In February 2013, OSX 3 HoldCo signed a loan agreement with WHP1&2 in the amount of USD 45,300 thousand, subject to LIBOR interest rate + 2.90% p.a. In January 2013, OSX LG signed a loan agreement with OSX Procurement B.V in the amount of USD 310 thousand, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX 3 Holding B.V signed a loan agreement with OSX3 in the amount of USD 45,300 thousand, subject to LIBOR interest rate + 2.90% p.a. In September 2013, OSX LG signed a loan agreement with OSX Procurement B.V in the amount of USD 340 thousand, subject to LIBOR interest rate + 2.90% p.a. In February 2013, OSX 3 HoldCo signed a loan agreement with OSX3 Holding B.V in the amount of USD 25,182 thousand, subject to LIBOR interest rate + 2.90% p.a. In February 2013, OSX 3 Holding B.V signed a loan agreement with OSX3 B.V in the amount of USD 25,182 thousand, subject to LIBOR interest rate + 2.90% p.a. In February 2013, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 30,150 thousand, subject to LIBOR interest rate + 2.90% p.a. In March 2013, OSX LG signed a loan agreement with OSX2 in the amount of USD57,000 thousand, subject to LIBOR interest rate + 2.90% p.a.

In March 2013, OSX LG signed a loan agreement with OSX Procurement B.V in the amount of USD40 thousand, subject to LIBOR interest rate + 2.90% p.a. In March 2013, OSX LG signed a loan agreement with WHP 1&2 in the amount of USD 9,610 thousand, subject to LIBOR interest rate + 2.90% p.a. In March 2013, OSX LG signed a loan agreement with OSX 3 HoldCo in the amount of USD62,000 thousand, subject to LIBOR interest rate + 2.90% p.a. In April 2013, OSX LG signed a loan agreement with OSX 2 Holding B.V in the amount of USD 5 million, subject to LIBOR interest rate + 2.9% p.a. In April 2013, OSX 3 HoldCo BV signed a loan agreement with OSX 3 Holding B.V in the amount of USD 62 million, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX3 Holding signed two loan agreements with OSX 3 BV in the amount of USD 62 million and USD 47,435 million subject to LIBOR interest rate + 2.90% p.a., respectively.

65

In April 2013, OSX Brasil entered into three Loan agreements with OSX Serviços Operacionais for the amounts of R$8 million, R$29,520 thousand and R$30,400 thousand, respectively, at interest rate of 101% of CDI. And amortized R$4 million of above-mentioned contract. In April 2013, OSX Brasil entered into a loan contract with OSX 2 Holding for the amount of R$70,626 million at interest rate of LIBOR + 2.90% p.a. In May 2013, OSX 3 Holding signed a loan agreement with OSX 3 BV in the amount of USD 689 thousand and USD 1,250 million, subject to LIBOR interest rate + 2.90% p.a. In May 2013, OSX LG settled six loan agreements with WHP1&2 BV in the amounts of USD 2,600 million, USD 5,900 million, USD 6,800 million, USD 7,500 million, USD 8 million and USD 7,691 million, respectively , subject to LIBOR interest rate + 2.90% p.a. In May 2013, OSX LG signed a loan agreement with OSX5 in the amount of USD 250 thousand, subject to LIBOR interest rate + 2.90% p.a. In May 2013, OSX LG signed a loan agreement with OSX 3 HoldCo in the amount of USD1,250 million, subject to LIBOR interest rate + 2.90% p.a. In May 2013, OSX LG signed two loan agreements with OSX Brasil in the amount of USD 755 million and USD 17 million subject to LIBOR interest rate + 2.90% p.a., respectively. In May 2013, OSX Brasil signed a loan agreement with OSX LG in the amount of USD 53,638 thousand, subject to LIBOR interest rate + 2.90% p.a. And settlement of R$54,977 million. In May 2013, OS Brasil entered into three Loan agreements with OSX Serviços Operacionais for the amounts of R$8,487 thousand, R$8,740 thousand and R$2,300 million, respectively, at the rate of 101% of CDI. In May 2013, OS Brasil entered into a loan contract with OSX Construção Naval for the amount of R$24,300 million at interest rate of 101% of CDI. In May 2013, OSX 3 HoldCo signed a loan agreement with OSX3 Holding in the amount of USD 1,250 million, subject to LIBOR interest rate + 2.9% p.a. In June 2013, OSX 3 Holding signed two loan agreements with OSX3 Leasing BV in the amount of USD 650 million and USD 9 million subject to LIBOR interest rate + 2.90% p.a., respectively. In June 2013, OSX 2 BV signed two loan agreements with OSX 3 Leasing BV in the amount of USD 64,601 million and USD 57 million subject to LIBOR interest rate + 2.90% p.a.

66

In June 2013, OSX LG signed a loan agreement with GMBH in the amount of USD 55 thousand, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX LG signed a loan agreement with OSX Asia in the amount of USD 60 thousand, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX LG signed a loan agreement with OSX 2 Holding BV in the amount of USD 2,200 thousand, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX LG signed a loan agreement with OSX 1 BV in the amount of USD 500 thousand, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX LG signed a loan agreement with OSX 3 Holding BV in the amount of USD 9 million, subject to LIBOR interest rate + 2.90% p.a. In June 2013, OSX Brasil entered into 12 loan agreements with OSX Construção Naval for the amounts of R$15 thousand, R$3,980 million, R$14,797 thousand, R$2,500 million, R$9,294 thousand, R$9,571 thousand, R$14,166 thousand, R$3,700 million, R$13,756 thousand, R$44,614 thousand, 45,944 thousand and R$12,000 million, respectively, at interest rate of 101% of CDI. In June 2013, OSX Serviços Operacionais entered into three loan agreements with OSX Brasil for the amounts of R$7,435 thousand, R$2,000 million and R$7,657 thousand, at interest rate of 101% of CDI. In June 2013, OSX Brasil entered into four loan agreements with OSX LG for the amounts R$160,000 million, R$608,000 thousand, R$614,916 thousand and R$597,115 thousand, at interest rate of 101% of CDI. OSX Construção Naval, and LLX Açu Operações Portuárias S.A., subsidiary of LLX, entered into an agreement on October 31, 2011 for the installation of the Naval Construction Unit of Açu, belonging to OSX ("UCN Açu"), within the context of the Complexo e Distrito Industrial de São João da Barra, implemented by CODIN (industrial development company of Rio de Janeiro State). Such agreement consolidates understandings concerning the onerous assignment, by LLX to OSX, of the construction area of UCN Açu, besides setting parameters for the performance of improvements and customization works at the site, including the construction of a marine access channel in an area located in the vicinity of the area in which the UCN is to be installed ("Channel"). In this context, it will be the responsibility of OSX Construção Naval to pay a fixed consideration to LLX, relating to the onerous assignment of the right to use the area of the UCN, in the amount, equivalent, in Reais, to five US dollars (US$ 5.00) per square meter per year, over the period of 40 years, renewable for a further 40 years. In addition, OSX Construção Naval will be participating in (i) investments relating to the Channel construction works; (ii) expenses with the

67

infrastructure of the complex, calculated according, to its use; and (iii) apportionment of the Complex infrastructure maintenance expenses. On March 23, 2012, OSX 2 Leasing BV and related company OGX Petróleo e Gás Ltda. entered into a contract for the freight of a production, storage and unload floating ship (FPSO OSX 2). In addition, on December 13, 2012, subsidiary OSX Serviços Operacionais Ltda. and OSX 2 Leasing B.V, the latter in the capacity of assenting party, entered into a contract for operation of Floating Production Storage and Offloading (FPSO OSX2) ship with related company OGX Petróleo e Gás Ltda. On June 28, an agreement, according to which OGX would make a cash disbursement of US$449,000 as compensation (“Compensation”) to the Company, was executed as a result of the orders’ portfolio adjustment pursuant to the terms of the Strategic Cooperation Agreement between the companies, as explained in note 22.

21.3. Guarantees

i. Bank Guarantee (SBLC) provided by OSX3, issued by Banco BTG Pactual S.A. to Modec Inc., as a result of an engineering agreement entered into on July 15, 2011, as explained in note 14. A Promissory Note issued by OSX 3, in the amount of USD165 million, is linked to this guarantee and OSX Brasil S.A is the joint debtor. In May 2013, the amount was reduced to USD75 million with achievement of contract goals.

ii. Bank Guarantee provided by OSX UCN, issued by Banco Votorantim S.A.

to BNDES, as a result of an engineering agreement entered into on November 15, 2011. A Promissory Note issued by OSX UCN, in the amount of USD520 million, is linked to this guarantee and OSX Brasil is the joint debtor.

iii. Bank Guarantee provided by OSX UCN, issued by Banco Santander S.A. to

Caixa Econômica Federal in the amount of R$ 400 million, as a result of an engineering agreement entered into on April 27, 2012. OSX Brasil is a co-debtor of OSX UCN.

iv. Bank Guarantee provided by OSX UCN, issued by Banco BTG Pactual, to

Caixa Econômica Federal as a result of the 1st disbursement of the financing from Fundo da Marinha Mercante, in the amount of R$125 million. OSX Brasil is a co-debtor of OSX UCN.

v. Letter of Guarantee, provided by OSX UCN, issued by Mr. Eike Fuhrken

Batista to Caixa Econômica Federal, as a result of the 1st disbursement of Fundo da Marinha Mercante financing, in the amount of R$627 million.

68

21.4. Remuneration of the members of the Board of Directors and Board of Executive Officers Pursuant to Law 6404/1976 and the Company's bylaws, it is the responsibility of shareholders, at a General Shareholders' Meeting, to set the total amount of the annual management fees. It is the responsibility of the Board of Directors to distribute the allowance to managers. The amounts related to the annual compensation of Executive Board, Audit Committee and Board of Directors are stated below:

Parent company and Consolidated 6 months ended 3 months ended

06/30/2013 06/30/2012 06/30/2013 06/30/2012 Director Compensation (*) 2,405 2,381 1,027 1,091 Stock options granted (**) 2,367 15,510 1,188 7,685 Audit Committee fees 90 90 45 45 Board of Directors fees 219 180 114 85 5,081 18,161 2,374 8,906 (*) Considers the benefits and INSS paid by the Company. (**) The stock options granted are described in Note 25.

22. Received compensations OGX

OGX, as disclosed in Material News Release of July 1, 2013, completed technical analyses on its fields development and, then, decided to update orders made to the Company pursuant to the terms of the Strategic Cooperation Agreement prevailing between them, as follows:

► Regarding FPSOs OSX-4 and OSX-5 and WHPs 1, 3 and 4 units, OGX decided to discontinue the orders of such projects with OSX;

► With respect to the FPSO OSX 2, OGX decided that it will not use Tubarão Tigre, Tubarão Gato and Tubarão Areia in the development of its fields, in view of its intention to request the suspension of the development of these fields with the ANP. Additionally, OGX clarified in its Public Announcement that the lease for the FPSO OSX-2 charter will be paid to OSX in accordance with the respective contract commencing on January 2014 and to continue until the unit is either sold or redeployed.

► Regarding FPSO OSX-1, in operation in the Tubarão Azul field and chartered to OGX by the Company, OGX stated that it has completed technical analyses which concluded that the wells currently in operation in this field may cease production during the year 2014. In addition, OGX clarified in its Material News Release that the lease for the charging of FPSO OSX 1, platform connected to said wells and in operation, will continue to be paid to OSX pursuant to contract terms.

► With respect to FPSO OSX-3 and WHP-2 units, both are designed to be deployed to the Tubarão Martelo field, which regular development was confirmed by OGX, with first oil planned for the last quarter of 2013. The terms of these charter contracts are of 20 and 25 years and will include termination rights by OGX without

69

costs as from 13th and 12th years, respectively. Such termination rights shall become effective in relation to FPSO OSX-3 only after full repayment of the relevant outstanding debt financing, which is expected to occur by 2015.

As a result of events stated above, the parties entered into an agreement according to which OSX receives compensation from OGX in the amount of USD449 million. According to the agreement, the Company is obliged to use approximately 70% of such amount to complete construction of FPSO OSX 3 and WHP 2. Effects from this agreement are reflected in notes 8, 11, 14, 18 and 30.

23 Advances from customers

Advances from customers account balance as of June 30, 2013 is comprised of transactions with OGX Petróleo e Gás Participações Ltda. (“OGX”), Sapura Navegação Marítima S.A. (“Sapura”) and Petróleo Brasileiro S.A. (“Petrobras”), as follows: Consolidated 06/30/2013 12/31/2012 Advances from customers with OGX

Chartering operations (*) 184,789 160,447 Interest levied on chartering operations 14,891 10,331 Spare part costs held by the Company - 8,043

199,680 178,821 Advances from customers with Sapura

Building a pipe-laying vessel (**) 154,752 77,022 77,022 Advances from customers with Kingfish

Construction of tankers (***) - 37,409 37,409 Advances from customers with Petrobras

Construction of FPSO vessels (****) - 22,034 - 22,034 Total advances from customers 354,432 315,286 (*) Chartering transactions classified in the long-term, described in note 24. (**) In February 2012, subsidiary OSX Construção Naval was retained by Sapura Navegação Marítima S.A. to build

a pipe-laying vessel (PLSV - Pipe-Laying Support Vessel). As the result of this contract, OSX Construção Naval recognized advance from customers in the amount of R$ 154,753.

(***) In March 2012, the subsidiary OSX Construção Naval was retained by Kingfish do Brasil Navegação S.A. to

build 11 tankers of Medium Range type, for the transportation of oil and light products which will be chartered by Kingfish to Petróleo Brasileiro S.A. (“Petrobras”). End of this contract was formalized by OSX on May 17, 2013.

(****) In November 2012, subsidiary OSX Construção Naval and Mendes Junior Trading e Engenharia, as a

partnership, were contracted by Petróleo Brasileiro S.A. (“Petrobrás”) through its vehicle companies Tupi B.V. and Guará B.V. to supply and integrate modules related to 2 ships FPSO denominated P67 and P70. Amounts advanced to OSX Construção Naval were recognized in income for the second quarter of 2013.

70

24. Charter agreement Operational commercial leasing (lessor) Floating production, storage and offloading (FPSO OSX 1) vessel chartered to the related company OGX. The Company signed a charter agreement for a floating production, storage and offloading vessel with the related company OGX Petróleo e Gás Participações S.A. ("Charter Agreement"), signed on February 26, 2010. This Charter Agreement is valid for 20 years from October 2011, the date of conclusion of the works in the FPSO OSX 1, in order to adapt it to the characteristics of OGX's concession area where this unit is used. The Charter Agreement signed is bareboat, whereby OSX 1 will only provide the FPSO OSX 1 to OGX, which will be fully responsible for the removal of the OSX 1, its operation and maintenance during the charter period and for returning it to OSX 1 at the end of the contractual term. Under the Charter Agreement and pursuant to the provisions of the Strategic Cooperation Agreement with OGX, the operation and maintenance of the FPSO OSX 1 were contracted by OGX from OSX Serviços. The Charter Agreement will be remunerated by monthly lease fees paid by OGX to OSX 1 BV. The average daily lease fee payable during the charter period corresponds to USD263 thousand, restated based on the inflation rate of the sector. Without prejudice to said average value, the Charter Agreement provides for daily lease fees that may vary during the charter period, in order to adjust OSX 1's flow of receivables to OSX 1's payments of financing and other liabilities. Complementary lease fees may also be collected in case OSX 1 proves the incurrence of additional costs, expenses and indemnities, particularly in connection with spare parts and pieces, as to be agreed upon between the parties. In the event of operating inefficiency of the FPSO OSX 1 at a level below 97% during any validity period of the Charter Agreement, the Company or OSX LG may have to pay part of the lease fees so as to compensate for said operating inefficiency of the OSX LG.

OGX has limited rights to rescind the Charter Agreement, such as in cases of total loss of the unit, if the activity performed becomes illegal, excessive increase of the tax burden, or environmental incidents in which OSX 1 or its shareholders are found guilty. OSX 1 may also rescind the Agreement in view of contractual default, such as non-payment, lack of insurance, breach of insurance obligations, breach of contractual obligations, involvement in insolvency procedures, cross default, litigations with probable adverse effect, among other.

71

The minimum future receipts of this charter agreement, discounted at present value, are estimated as follows:

Minimum future

receipts Up to 1 year 138,685 From 1 to 5 years 389,061 More than five years 460,418 988,164

25 Shareholders' equity (Parent company)

a) Capital

On October 17, 2012, the Board of Directors of the Company approved the exercise, in the amount of USD 500 million, of the subscription option ("Put" or "Option") granted to the Company by the controlling shareholder, pursuant the respective contract dated March 16, 2010 (the "Option Agreement”), intended to provide the Company with additional capital for the execution and implementation of its business plan. Based on this approval, on October 23, 2012, the Company’s Board of Directors approved the first capital increase in the amount of USD250 million, equivalent to R$508,775, within authorized capital limit and with the issuance of 12,919,630 new nominative, registered common shares, with no par value, which entitle their holders to the same rights and obligations guaranteed by existing common shares. This increase occurred on November 27, 2012 and December 6, 2012. Based on this approval, on January 31, 2013, the Company’s Board of Directors approved a second capital increase in the amount of USD250 million, equivalent to R$508,775, within authorized capital limit, and with issuance of 12,796,152 new common, nominative, registered common shares, with no par value, which entitle their holders to the same rights and obligations guaranteed by existing common shares. This increase occurred on March 6, 2013 and March 14, 2013. On October 22, 2013, the Board of Directors of the Company approved the exercise, in the amount equivalent to US$ 120 million, of the subscription option ("Put" or "Option") granted to the Company by the controlling shareholder, pursuant the respective contract dated March 16, 2010 (the "Option Agreement”), aiming to provide the Company with additional capital for the execution and implementation of its business plan. This amount is equivalent to R$243,048, within authorized capital limit, with issuance of 6,055,008 new common, nominative, registered common shares, with no par value, which entitle their holders to the same rights and obligations guaranteed by existing common shares. Of this amount, R$183,049 was paid in June 2013, the remaining amount of R$59,999 will be paid. Accordingly, on June 30, 2013, the Company’s capital was divided into 312,563,568 registered common shares with no par value. On June 30, 2013 and

72

December 31, 2012, the Company's total capital is R$3,775,592 and R$3,023,769, respectively. The ownership structure is as follows:

Shareholding structure 06/30/2013 Shareholders Common % Total %

Centennial Asset Mining Fund LLC. 198,359,152 63.46 198,359,152 63.46 Eike Fuhrken Batista 37,038,165 11.85 37,038,165 11.85 Management 250,665 0.08 250,665 0.08 Free Float 76,915,586 24.61 76,915,586 24.61 Total (*) 312,563,568 100.00 312,563,568 100.0 (*) capital increase approved by the CVM (Brazilian Securities and Exchange Commission) on July 24, 2013.

Shareholding structure 12/31/2012

Shareholders Common % Total % Centennial Asset Mining Fund LLC. 179,538,524 61.13 179,538,524 61.13 Eike Fuhrken Batista 47,153,765 16.05 47,153,765 16.05 Management 1,348,940 0.46 1,348,940 0.46 Free Float 65,671,179 22.36 65,671,179 22.36 Total 293,712,408 100.00 293,712,408 100.00

The Company does not have preferred or treasury shares.

b) Share issue cost The distribution costs of the Public Offering of Shares are recorded in an offseting account in the shareholders' equity, in conformity with CPC 08 e IAS 39 (Financial Instruments: Recognition and Measurement). These costs refer to commission, register and listing of the offering, lawyers, auditors, publicity and other services.

c) Dividends The corporate bylaws determine the distribution of a minimum compulsory dividend of 0.001% of the net income for the period, adjusted in accordance with article 202 of Law 6404/1976 (amended by Law 10303/2001). At the discretion of Management, the Company may pay interest on shareholders’ equity, the net amount of which shall be imputed to the minimum compulsory dividend, as stipulated by article 9 of Law 9249/1995.

d) Foreign currency translation adjustments Represented by the accounting record of the foreign exchange fluctuations of the subsidiary OSX GmbH, in compliance with CPC 02 and IAS 21 (The Effects of Changes in Foreign Exchange Rates).

e) Hedge accounting Restated by the journal entry of the hedge accounting, in compliance with CPC 38 and IAS 39 (Financial Instruments: Recognition and Measurement), as described in Note 34.

73

26 Income (loss) per share

The basic and diluted earnings (loss) per share were calculated with a basis on the result of the quarter allocated to the controlling and non-controlling shareholders of the Company, as of June 30, 2013, and the respective average quantity of shares in circulation the period of 2012, according to the chart below: Parent company and Consolidated 6-month period ended 6-month period ended 06/30/2013 06/30/2012

Common Preferred

shares Total Common Preferred

shares Total Numerator

Income allocated to shareholders (166,984) - (166,984) 5,372 - 5,372 Denominator

Weighted average of shares 300,525,189 - 300,525,189 280,698,334 - 280,698,334 Loss per share (in R$) – Basic and diluted (0.56) - (0.56) 0.02 - 0.02 Parent company and Consolidated Quarter ended Quarter ended 06/30/2013 06/30/2012

Common Preferred

shares Total Common Preferred

shares Total Numerator

Income allocated to shareholders (149,105) - (149,105) (5,128) - (5,128) Denominator

Weighted average of shares 306,841,253 - 306,841,253 280,792,758 - 280,792,758 Loss per share (in R$) – Basic and diluted (0.49) - (0.49) (0.02) - (0.02)

27 Stock option plan

The Company's stock options have the following composition: Parent company 06/30/2013 12/31/2012 Stock option granted – Shareholders' equity

Granted by the Company (table 1.a and 1.b) 70,428 64,378 Grant by Controlling shareholder (chart 2) 108,745 106,378 Granted by the Controlling Shareholder to executives from

other companies of the Group (chart 3)

722 695 179,895 171,451

74

Parent company 6-month period ended 06/30/2013 06/30/2012 Expenses with stock options granted

Granted by the Company (table 1.a and 1.b) 1,086 3,233 Grant by Controlling shareholder (chart 2) 2,367 15,510

Granted by the Controlling Shareholder to executives from other companies of the Group (chart 3)

27 60

3,480 18,803

Parent company

Quarter ended 06/30/2013 06/30/2012 Expenses with stock options granted

Granted by the Company (table 1.a and 1.b) 349 1,440 Grant by Controlling shareholder (chart 2) 1,188 7,685

Granted by the Controlling Shareholder to executives from other companies of the Group (chart 3)

(4) 29

1,533 9,154 Consolidated 06/30/2013 12/31/2012 Stock options granted – Shareholders' equity

Granted by the Company (table 1.a and 1.b) 70,428 64,378 Grant by Controlling shareholder (chart 2) 108,745 106,378 Granted by the Controlling Shareholder to executives from

other companies of the Group (chart 3)

722 695 179,895 171,451 Consolidated 6-month period ended 06/30/2013 06/30/2012 Expenses with stock options granted

Granted by the Company (table 1.a and 1.b) 6,050 9,918 Grant by Controlling shareholder (chart 2) 2,367 15,510 Granted by the Controlling Shareholder to executives from

other companies of the Group (chart 3)

27 61 8,444 25,489

75

Consolidated Quarter ended 06/30/2013 06/30/2012 Expenses with stock options granted

Granted by the Company (table 1.a and 1.b) 1,749 4,460 Grant by Controlling shareholder (chart 2) 1,188 7,685 Granted by the Controlling Shareholder to executives from

other companies of the Group (chart 3)

(4) 30 2,933 12,175 a) Stock options granted by the Company

The Company, in an Special General Meeting held on January 26, 2010, approved a Company issued share call option program or Subscription options of common shares. According to the program, options for purchase or subscription of common shares of the Company may be granted to the members of its Board of Directors, executive officers, managers, advisors and employees of other companies that are under, or shall be under, the direct or indirect control of the Company.

Under the Share call option program or Subscription options, at each year of its term, the Board of Directors may create option plans for purchase or subscription of shares, where the beneficiaries, the number of options, the price of the exercise of each option and the conditions and periods of exercise and payment of the option will be determined. The Board of Directors cannot, under any circumstances, establish a maturity term shorter than one year from the option granting date. However, the maximum period for exercise will be one year from the option maturity date, under penalty of loss of the exercise right. The total number of shares intended for the program cannot exceed the maximum limit of 3% of the total shares issued, not considering the capital authorized in the By-Laws. Phase 1 of the Plan: On March 1, 2010, Company granted options for the purchase of 2,628,350 shares (equivalent to 105,134 shares before the split of shares in the proportion of 1:25), which may be exercised by beneficiaries at the proportion of 10% at each of the ten first anniversaries as established in the respective granting agreements, at the exercise price of R$2.93 per share (equivalent to R$ 73.26 per share before the split of shares in the proportion of 1:25). Phase 2 of the Plan: On December 22, 2011, the Company granted options for the purchase of 3,209,000 shares (equivalent to 128,360 shares before the split of shares in the proportion of 1:25), which may be exercised by each beneficiary in the term of seven years as established in the respective granting agreements, at the exercise price equivalent to R$ 13.88 per share (equivalent to R$ 347.00 per share before the split of shares in the proportion of 1:25). The date of effectiveness is the date on which the Grantee became a collaborator eligible to the Plan. The date of maturation is one year after the date of effectiveness and the date of maturity one year after the date of maturation. The quantity of options

76

granted is 10% for each one of the first 4 years of the Plan and 20% for each one of its last 3 years. Below is a summary of the Company's share call option program or Subscription options of common shares (Phase 1) at June 30, 2013:

Chart 1.a - Stock options granted in shares by the Company – Phase 1

Grant date Grant terms Maturity Date Date of maturity

Quantity of options granted

(**) 03/01/2010 Remain at the Company for the

period of 10 years 03/01/2011 03/01/2012 262,835

03/01/2012 03/01/2013 228,810 03/01/2013 03/01/2014 218,623 03/01/2014 03/01/2015 218,623 03/01/2015 03/01/2016 218,623 03/01/2016 03/01/2017 218,623 03/01/2017 03/01/2018 218,623

03/01/2018 03/01/2019 218,623 03/01/2019 03/01/2020 218,623 03/01/2020 03/01/2021 218,623 Total 2,240,629

06/30/2013 Quantity of options exercisable on June 30, 2013 710,268 Quantity of options with non-fulfillment of condition of acquisition of

the right (to not vest) June 30, 2013 (**) 1,530,358 Remaining average period (years) 3.98 Fair value of the options granted in R$ (*) (**) 30.24 Weighted average price of the shares in R$ (**) 32.00 Strike price of the options in R$ (**) 2.93

Expected volatility from 6.01% to

6.60% Risk-free interest rate (average) 6.46% Intrinsic value in thousands of R$ 67,503 (*) Calculated considering the Black-Scholes model. (**) Calculated based on the split of shares in the proportion of 1:25, described in the Note 25.

77

Below is a summary of the Company's share call option program or Subscription options of common shares (Phase 2) at June 30, 2013:

Chart 1.b - Stock options granted in shares by the Company – Phase 2

Grant date

Grant terms Date of the 1st

maturity Date of the 1st

due date

Quantity of options granted

(**) 02/01/2010 Remain at the Company for the

period of 7 years 02/01/2011 02/01/2012 203,750

04/01/2010 04/01/2011 04/01/2012 101,875 04/15/2010 04/15/2011 04/15/2012 101,875 06/14/2010 06/14/2011 06/14/2012 203,750 08/02/2010 08/02/2011 08/02/2012 203,750 08/16/2010 08/16/2011 08/16/2012 203,750 09/01/2010 09/01/2011 09/01/2012 10,185 09/08/2010 09/08/2011 09/08/2012 101,875 10/15/2010 10/15/2011 10/15/2012 203,750 11/03/2010 11/03/2011 11/03/2012 458,425 11/16/2010 11/16/2011 11/16/2012 397,300 01/03/2011 01/03/2012 01/03/2013 254,675 01/14/2011 01/14/2012 01/14/2013 203,750 02/01/2011 02/01/2012 02/01/2013 10,185 03/01/2011 03/01/2012 03/01/2013 112,063 03/16/2011 03/16/2012 03/16/2013 101,875 Total 2,872,833

06/30/2013 Quantity of options exercisable on June 30, 2013 692,738 Quantity of options with non-fulfillment of condition of acquisition of

the right (to not vest) June 30, 2013 (**) 2,180,095 Remaining average period (years) 2.93 to 3.68 Fair value of the options granted in R$ (*) (**) 13.49 Weighted average price of the shares in R$ (**) 22.09 Strike price of the options in R$ (**) 13.88 Expected volatility 5.48% to 6.72% Risk-free interest rate (average) 6.08% Intrinsic value in thousands of R$ 26,338

(*) Calculated considering the Black-Scholes model. (**) Calculated based on the split of shares in the proportion of 1:25, described in the Note 25.

b) Stock option granted by the controlling shareholder

In order to encourage the Company's top executives, on January 26, 2010, the controlling shareholder had granted call options for shares of Company belonging to it, on behalf of all the Company's officers. The plan of the controlling shareholder involves 7,130,800 call options (equivalent to 285,232 options before the split of shares in the proportion of 1:25), which correspond to 2.54% of the Company's shares and represents a mechanism for remuneration and retention, over the period of ten years, of the officers and executives of the Company, without this implying any cost or dilution for the minority shareholders of the Company. On behalf of the officers, the controlling shareholder granted options for them to acquire globally up to 3.5% of his own shares. The options granted to these

78

Executive Officers may be exercised at the proportion of 10% at each of the ten first anniversaries as established in the respective granting agreements, and the beneficiaries of the option are subject to sale restriction for a period of 36 months from the conclusion of the initial public offering, registered on March 19 , 2010 with CVM, except for express authorization of the controlling shareholder. In addition to the aforementioned plan, certain collaborators from other companies controlled by the same controlling shareholder, which currently perform its functions at the Company, already held 304,920 granted options of those companies, but not exercised. Below is a summary of the parent company issued stock options purchase program at June 30, 2013:

Chart 2 - Stock options granted in shares by the controlling shareholder

Grant date Grant terms Maturity Date Date of maturity

Quantity of options granted

(**) 01/26/2010 Remain at the Company for the

period of 10 years; sale restriction for a period of 36 months from the conclusion of the Public Offering of

Shares (3/22/2010)

01/01/2011 01/01/2012 713,080 01/01/2012 01/01/2013 713,080 01/01/2013 01/01/2014 653,657 01/01/2014 01/01/2015 570,464 01/01/2015 01/01/2016 570,464 01/01/2016 01/01/2017 570,464 01/01/2017 01/01/2018 570,464

01/01/2018 01/01/2019 570,464 01/01/2019 01/01/2020 570,464 01/01/2020 01/01/2021 570,464 Total 6,073,065

06/30/2013 Quantity of options exercisable on June 30, 2013 2,079,817 Quantity of options with non-fulfillment of condition of acquisition of

the right (to not vest) June 30, 2013 (**) 3,993,248 Remaining average period (years) 4.00 Fair value of the options granted in R$ (*) (**) 30.02 Weighted average price of the shares in R$ (**) 32.00 Strike price of the options in R$ (**) 2.93 Expected volatility 5.82% to 6.64% Risk-free interest rate (average) 6.48% Intrinsic value in thousands of R$ 207,290 (*) Calculated considering the Black-Scholes model. (**) Calculated based on the split of shares in the proportion of 1:25, described in the Note 25.

79

A summary of options to shares of other subsidiaries of the same Controlling shareholder granted to employees of the Company is as follows:

Chart 3 - Stock options granted at other companies controlled by the same controlling shareholder (MMX, MPX and LLX) by the same Controlling Shareholder

06/30/2013

Grant date 07/21/2006 04/28/2008

6/19/2008 (vesting starts in the same

year)

Exercise period 5 years 5 years 4 years (term 1

year) Exercise date 07/21 of each year 12/13 of each year 07/21 of each year Final date of block of options 07/21/2009 12/31/2010 07/21/2009 Volatility (% p.a.) 52.57% 45.25% 69.34% Interest rate (% p.a.) 14.7% 11.6% 12.2% Total quantity of options granted (*) 32,080 33,480 25,600 Quantity options exercised by 12/31/2012 (*) 19,280 13,360 12,800 Quantity of options not exercised (*) 12,800 20,120 12,800 Strike price 0.01 0.01 0.01 Price on the grant date (**) 4.07 47.50 4.90 Price option 4.06 47.49 4.89 (*) Information on the part referring to the members of Management coming from other companies controlled by the same Controlling shareholder,

and that are currently on the Company's staff. (**) Calculated considering the Black-Scholes model.

28 Operating income

The reconciliation between gross income for tax purposes and the revenue presented in the statement of operations for the year is as follows: Consolidated 6-month period ended 06/30/2013 06/30/2012 Gross tax income 291,072 207,882

(-) Sales tax (6,506) (8,254)

Total accounting income 284,566 199,628

Consolidated Quarter ended 06/30/2013 06/30/2012 Gross tax income 192,685 97,511

(-) Sales tax (4,217) (3,546)

Total accounting income 188,468 93,965

80

29 Expenses per type Parent company Consolidated 6-month period ended 6-month period ended 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Depreciation and amortization 2,193 1,058 29,487 26,555 Personnel expenses 5,999 7,459 57,621 45,921 Services engaged 8,789 10,841 116,780 82,811 Travel expenses 122 129 4,166 1,305 Rent expenses 429 384 3,896 2,881 Insurance expenses - - - 13,452 Other expenses 7,109 3,320 26,100 16,781

24,641 23,191 238,050 189,706

Classified as: Cost - - 146,961 120,136 Administrative, general and depreciation expenses 24,641 23,191 66,820 57,647 Deployment expenses - - 24,269 11,923

24,641 23,191 238,050 189,706

Consolidated 6-month period ended 06/30/2013 06/30/2012 Personnel expenses 16,874 13,488 Services engaged 3,531 1,205 Travel expenses 1,774 624 Rent expenses 707 453 Other expenses 2,334 128 Total capitalized expenses 25,220 15,898

Parent company Consolidated Quarter ended Quarter ended 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Depreciation and amortization 1,603 542 15,570 13,977 Personnel expenses 1,823 4,254 14,801 25,182 Services engaged 4,265 5,645 81,962 31,702 Travel expenses 61 83 2,577 777 Rent expenses 248 189 2,137 1,650 Insurance expenses - - - 7,088 Other expenses 3,748 2,939 16,055 12,475

11,748 13,652 133,102 92,851

Classified as: Cost - - 91,420 52,272 Administrative, general and depreciation expenses

11,748 13,652 25,019 32,545

Deployment expenses - - 16,663 8,034 11,748 13,652 133,102 92,851

81

Consolidated Quarter ended 06/30/2013 06/30/2012

Personnel expenses

5,322 7,700 Services engaged 2,325 1,078 Travel expenses 610 315 Rent expenses 379 257 Other expenses 843 93 Total capitalized expenses 9,479 9,443

30. Other operating income and expenses

Consolidated 6-month period ended 06/30/2013 06/30/2012 Provision for asset impairment (i) 121,369 - Write-off of assets (ii) 1,003,446 - Offsetting OGX (iii) (975,677) - Technical availability (iv) 39,283 - Other 20 - Total other operating income and expenses 188,441 - Consolidated Quarter ended 06/30/2013 06/30/2012 Provision for asset impairment (i) 121,369 - Write-off of assets 1,003,446 - Received compensations OGX (975,677) - Technical availability 21,874 - Other (4) - Total other operating income and expenses 171,008 -

(i) As described in note 14.d., in the amount of USD55,853 thousand (equivalent to R$121,369

translated at average rate, and to R$123,748 translated at final rate). (ii) It is comprised of the write-off of assets in the amount of USD365,400 thousand (equivalent to

R$794,015 translated at average rate, and to R$809,582 translated at final rate), as described in note 14.b., and by the provision for future expenditures, in the amount of USD96,378 thousand (equivalent to R$209,431 translated at average rate and to R$213,535 translated at final rate), as described in note 18.

(iii) As described in note 22. (iv) Refers to UCN technical labor availability.

82

31. Financial income Parent company Consolidated 6-month period ended 6-month period ended 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Financial expenses

Interest paid (133) (346) (18,872) (20,724) Foreign exchange variations in liabilities (2,259) (2) (7,620) 5,342 IOF (4,298) (1,012) (7,031) (8,927) Losses with derivatives - - (184) (10,293) Other (228) (254) (2,494) (1,489)

(6,918) (1,614) (36,201) (36,091) Financial income

Income from interest bearing bank deposit 3,900 1,539 13,467 28,745 Asset interest 954 1,353 - - Foreign exchange variations in assets 8,279 1 13,302 (6,260) Gains with derivatives - - 48,438 3,254 Other 1,979 2,531 2,044 3,287

15,112 5,424 77,251 29,026 Net financial income 8,194 3,810 41,050 (7,065)

Parent company Consolidated Quarter ended Quarter ended 06/30/2013 06/30/2012 06/30/2013 06/30/2012 Financial expenses

Interest paid (130) (317) (9,321) (10,594) Foreign exchange variations in liabilities (2,258) (1) (7,472) 7,041 IOF (1,238) (188) (3,230) (8,168) Losses with derivatives - - - (56) Other (115) (25) (1,729) (812)

(3,741) (531) (21,752) (12,589) Financial income

Yield of interest income from interest earning bearing bank deposit 384 211 2,382 12,519 Asset interest 954 1,353 - - Foreign exchange variations in assets 8,274 1 13,302 (7,163) Gains with derivatives - - 51,926 (5,272) Other 939 730 944 1,770

10,551 2,295 68,554 1,854 Net financial income 6,810 1,764 46,802 (10,735)

32. Segment information

For business management purposes, the Company is divided into business units, which were segregated according to their operations. Naval Construction, Chartering of E&P (Exploration and Production) Units and Rendering of O&M (Operation and Maintenance) Services. Naval construction The focal point of this naval construction business unit (UCN) will be the construction, assembly and integration of E&P Units, such as fixed and floating production

83

platforms and drilling rigs, with an emphasis on operating efficiency and state-of-the-art technology.

Chartering The chartering unit should be concentrated in E&P Units, which will be leased to companies from the oil and natural gas sector, by means of long-term chartering agreements with the objective of guaranteeing a predictable flow of revenues. A significant part of the equipment to be used in the chartering activities will be built at the Company's UCN. Provision of O&M services Besides building and chartering the units, the Company also intends to operate them in such a way as to offer a complete solution to its customers. The Company has a highly qualified management team, with 30 years of experience on average, in the areas of exploration, production, drilling, operation and maintenance of oil fields. This accumulated experience is the basis for the hiring and training of staff. There was no grouping of segments in the formation of the abovementioned segments. Management monitors the results of the business units separately, to be able to make decisions on the allocation of resources and performance appraisal. The performance of the segments is appraised with a basis on the result, which is measurement in a manner consistent with the operating result of the Consolidated financial statements.

84

i. Statement of operations by segment

Statement of operations by segment

Quarter ended 06/30/2012

Naval

construction Chartering O&M services Corporate

Adjustments and

eliminations Consolidated Income from sales of goods and/or services

Third parties 132,669 96,814 55,083 - - 284,566 Inter-segment - - - - - -

132,699 96,814 55,083 - - 284,566 Cost of goods and/or services sold (75,648) (26,675) (44,638) - - (146,961) Gross Income (loss) 57,021 70,139 10,445 - - 137,605 Operating income (expenses)

Administrative and general expenses (27,607) (9,812) (4,760) (24,641) - (66,820) Expenses with stock options granted (3,248) - (1,716) (3,480) - (8,444) Deployment expenses (24,269) - - - - (24,269) Other operating income and expenses (37,911) (150,520) (10) (188,441)

(93,035) (160,332) (6,486) (28,121) - (287,974) Equity income (loss) - - - (119,602) 119,602 - - - - (119,602) 119,602 - Income (loss) before financial income (loss) and

taxes

(36,014) (90,193) 3,959 (147,723) 119,602 (150,369) Financial income (loss)

Financial income 8,908 535 307 6,833 (1,072) 15,511 Financial expenses (1,830) (22,607) (343) (4,659) 1,042 (28,397) Derivative financial instruments - 48,254 - - - 48,254 Net exchange variation (407) 91 (52) 6,020 30 5,682

6,671 26,273 (88) 8,194 - 41,050 Income (loss) before income tax (29,343) (63,920) 3,871 (139,529) 119,602 (109,319) Current income and social contribution taxes (4,537) - 684 - - (3,853) Deferred income and social contribution taxes (30,199) - (2,566) (27,455) - (60,220) Income (loss) for the period (64,079) (63,920) 1,989 (166,984) 119,602 (173,392) Other disclosures

Depreciation and amortization (539) (26,653) (43) (2,193) - (29,428)

Statement of operations by segment

Quarter ended 06/30/2012

Naval

construction Chartering O&M services Corporate

Adjustments and

eliminations Consolidated Income from sales of goods and/or services

Third parties 102,591 49,532 36,345 - - 188,468 Inter-segment - - - - - -

102,591 49,532 36,345 - - 188,468 Cost of goods and/or services sold (48,578) (13,570) (29,272) - - (91,420) Gross Income (loss) 54,013 35,962 7,073 - - 97,048 Operating income (expenses)

Administrative and general expenses (3,578) (6,953) (2,740) (11,748) - (25,019) Expenses with stock options granted (1,248) - (152) (1,533) - (2,933) Deployment expenses (16,663) - - - - (16,663) Other operating income and expenses (20,494) (150,520) 6 - - (171,008)

(41,983) (157,473) (2,886) (13,281) - (215,623) Equity income (loss) - - - (111,364) 111,364 - - - - (111,364) 111,364 - Income (loss) before financial income (loss) and

taxes

12,030 (121,511) 4,187 (124,645) 111,364 (118,575) Financial income (loss)

Financial income 1,756 239 127 2,277 (1,072) 3,326 Financial expenses (796) (12,742) (302) (1,483) 1,042 (14,280) Derivative financial instruments - 51,926 - - - 51,926 Net exchange variation (547) 383 (52) 6,016 30 5,830

413 39,806 (227) 6,810 - 46,802 Income (loss) before income tax 12,443 (81,705) 3,960 (117,835) 111,364 (71,773) Current income and social contribution taxes (4,537) - 2,446 - - (2,091) Deferred income and social contribution taxes (43,696) - (3,854) (31,270) - (78,820) Income (loss) for the period (35,790) (81,705) 2,552 (149,105) 111,364 (152,684)

Other disclosures Depreciation and amortization (310) (13,570) (28) (1,603) - (15,511)

Statement of operations by segment Quarter ended 06/30/2012

Naval

construction Chartering O&M services Corporate

Adjustments and

eliminations Consolidated

85

Income from sales of goods and/or services Third parties - 103,563 96,065 - - 199,628 Inter-segment - - - - - -

- 103,563 96,065 - - 199,628 Cost of goods and/or services sold - (37,848) (82,288) - - (120,136) Gross Income (loss) - 65,715 13,777 - - 79,492 Operating income (expenses)

Administrative and general expenses (21,337) (2,939) (7,970) (23,191) (2,210) (57,647) Expenses with stock options granted (5,037) - (1,649) (18,803) - (25,489) Deployment expenses (11,923) - - - - (11,923)

(38,297) (2,939) (9,619) (41,994) (2,210) (95,059)

Equity income (loss) - - - 37,448 (37,448) - - - - 37,448 (37,448) - Income (loss) before financial income (loss) and taxes

(38,297) 62,776 4,158 (4,546) (39,658) (15,567)

Financial income (loss)

Financial income 26,526 844 907 5,424 (1,670) 32,031 Financial expenses (7,667) (23,214) (316) (1,613) 1,670 (31,140) Derivative financial instruments - (7,038) - - - (7,038) Net exchange variation (297) (621) 1 (1) - (918)

18,562 (30,029) 592 3,810 - (7,065) Income (loss) before income tax (19,735) 32,747 4,750 (736) (39,658) (22,632)

Current income and social contribution taxes - - (4) - - (4) Deferred income and social contribution taxes 4,980 16,303 (858) 6,108 - 26,533

Income (loss) for the period (14,755) 49,050 3,888 5,372 (39,658) 3,897 Other disclosures

Depreciation and amortization (1,063) (24,396) (38) (1,058) - (26,555)

Statement of operations by segment

Quarter ended 06/30/2012

Naval

construction Chartering O&M services Corporate

Adjustments and

eliminations Consolidated Income from sales of goods and/or services

Third parties - 54,455 39,510 - - 93,965 Inter-segment - - - - - -

- 54,455 39,510 - - 93,965 Cost of goods and/or services sold - (19,959) (32,313) - - (52,272) Gross Income (loss) - 34,496 7,197 - - 41,693 Operating income (expenses)

Administrative and general expenses (10,685) (1,727) (4,271) (13,652) (2,210) (32,545) Expenses with stock options granted (2,267) - (754) (9,154) - (12,175) Deployment expenses (8,034) - - - - (8,034)

(20,986) (1,727) (5,025) (22,806) (2,210) (52,754)

Equity income (loss) - - - 12,634 (12,634) - - - - 12,634 (12,634) - Income (loss) before financial income (loss) and taxes

(20,986) 32,769 2,172 (10,172) (14,844) (11,061)

Financial income (loss)

Financial income 12,175 628 290 2,295 (1,100) 14,288 Financial expenses (7,935) (12,123) (84) (531) 1,100 (19,573) Derivative financial instruments - (5,327) - - - (5,327) Net exchange variation (86) (38) 1 - - (123)

4,154 (16,860) 207 1,764 - (10,735) Income (loss) before income tax (16,832) 15,909 2,379 (8,408) (14,844) (21,796)

Current income and social contribution taxes - - 1,660 - - 1,660 Deferred income and social contribution taxes 4,952 7,469 (1,881) 3,280 - 13,820

Income (loss) for the period (11,880) 23,378 2,158 (5,128) (14,844) (6,316) Other disclosures

Depreciation and amortization (544) (12,871) (20) (542) - (13,977)

86

ii. Assets and liabilities by segment

Assets and liabilities by segment

on 06/30/2013 Construction

naval Chartering O&M services Corporate

Adjustments and

eliminations Consolidated Assets

Current assets 675,000 1,080,618 100,471 372,423 (671,684) 1,556,828 Non-current assets - 71,359 804 2,409 5,977 80,549 Investments 39,119 - - 3,675,036 (3,675,036) 39,119 Property, plant and equipment 2,678,682 6,280,378 834 7,076 92,809 9,059,779 Intangible assets 578 - - 10,510 - 11,088

Total assets 3,393,379 7,432,355 102,109 4,067,454 (4,247,934) 10,747,363 Liabilities

Current liabilities 1,777,962 1,386,922 44,374 79,889 (573,032) 2,716,115 Non-current liabilities 672,513 3,297,226 (136) - 136 3,969,739

Shareholders' equity 942,904 2,748,207 57,871 3,987,565 (3,675,038) 4,061,509 Total liabilities and shareholders' equity 3,393,379 7,432,355 102,109 4,067,454 (4,247,934) 10,747,363

Assets and liabilities by segment on 12/31/2012

Construction naval Chartering O&M services Corporate

Adjustments and

eliminations Consolidated Assets

Current assets 1,089,375 825,826 90,090 324,070 (151,426) 2,177,935 Non-current assets 30,361 65,775 8,563 74,056 (4,764) 173,991 Investments 21,070 - - 2,866,346 (2,866,346) 21,070 Property, plant and equipment 1,824,168 5,587,355 370 8,716 - 7,420,609 Intangible assets - - - 6,113 - 6,113

Total assets 2,964,974 6,478,956 99,023 3,279,301 (3,022,536) 9,799,718 Liabilities

Current liabilities 1,366,956 1,763,496 50,824 26,875 (156,190) 3,051,961 Non-current liabilities 625,284 2,789,695 - - - 3,414,979

Shareholders' equity 972,734 1,925,765 48,199 3,252,426 (2,866,346) 3,332,778 Total liabilities and shareholders' equity 2,964,974 6,478,956 99,023 3,279,301 (3,022,536) 9,799,718

iii. Geographical information

06/30/2013 12/31/2012 Fixed assets by region

Brazil 2,779,401 1,833,254 European Union 6,280,378 5,587,355

Total 9,059,779 7,420,609 6-month period ended 06/30/2013 06/30/2012 Income per region

Brazil 55,083 96,065 European Union 229,483 103,563

Total 284,566 199,628 Quarter ended 06/30/2013 06/30/2012 Income per region

Brazil 36,345 39,510 European Union 152,123 54,455

Total 188,468 93,965

87

iv. Main customers The main client of the Company is the associated company OGX, as described in Note 8.

33. Commitments assumed

Goods and services hired The main commitments with goods and services trade accounts payable over R$1,000 are the following: Consolidated Date of Date of signature maturity 06/30/2013 12/31/2012 Project for WHP 2 equipment 11/16/2010 11/15/2013 1,490,766 1,963,319 Project for equipment FPSO OSX 2 04/25/2011 07/30/2013 88,707 251,244 Engineering contract FPSO OSX 3 07/15/2011 08/10/2013 116,737 422,403 Project for equipment FPSO OSX 4 and OSX 5 07/13/2011 12/29/2013 - 40,952 Contract of construction of UCN (Naval Construction Unit)

in the Açu complex 03/30/2010 2,260,732 2,604,427 Engineering contracts – OSX Procurement 10/29/2012 01/29/2013 - 1,402 Provision of services related to the operation of OSX Serviços Operacionais 07/12/2011 11/01/2014 18,801 21,257 3,975,743 5,305,004

Due to the phasing of implementation work of shipyard Unidade de Construção Naval do Açu (Açu Naval Construction Unit) and resulting reduction in current construction rhythm, several dialogues and initiatives were started (and will continue) by subsidiary OSX Construção Naval with customers, financing agents, employees, trade accounts payable and other stakeholders, considering the need to conform to this adjustment. Accordingly, the Company contracted a specialist company to advise it on the renegotiation of contracts related to Unidade de Construção Naval do Açu.

34. Financial instruments The management of instruments is done through operating strategies and internal controls, aimed at liquidity, profitability and security. The control policy consists of ongoing monitoring of the rates engaged versus those in force in the market. The Company and its subsidiaries do not make investments of a speculative nature with derivative financial instruments or any other risk assets, whereas this determination is provided for in the risk management policies in force.

The estimated realization values of the financial assets and liabilities of the Company and its subsidiaries were determined through information available in the market and appropriate valuation methodologies. However, considerable judgment was required in the interpretation of the market data to estimate the most adequate realizable value. Consequently, the estimates below do not necessarily indicate the values that could

88

be realized in the current exchange market. The use of different market methodologies may have a material effect on the estimated realizable value. The consolidated accounting balances and the fair values of the financial instruments included in the balance sheets at June 30, 2013 and December 31, 2012 are shown below:

Consolidated 06/30/2013 12/31/2012 Fair value Fair value Fair value Fair value

Assets

Cash and cash equivalents 798,370 798,370 1,684,076 1,684,076 Interest earnings bank deposits 1,147 1,147 21,059 21,059 Trade accounts receivable 442,483 442,483 221,543 221,543 Restricted deposits 74,539 74,539 68,864 68,864

Liabilities

Trade accounts payable 845,697 845,697 471,512 471,512 Related parties 12,296 12,296 6,792 6,792 Loans and financing 6,040,946 5,336,039 5,840,033 5,445,561 Derivative financial instruments 57,503 57,503 116,285 116,285

34.1 Fair value of financial instruments

The "fair value" concept provides for the valuation of assets and liabilities based on market prices in the case of liquid assets, or based on mathematical pricing models otherwise. The level in the fair value hierarchy gives priority to unadjusted quoted prices in an active market. The fair value of part of the company's accounts equals the carrying amount; these are accounts such as cash equivalents, payables and receivables, bullet loans and short-term debts. Accounts whose fair value differs from the carrying amount are specified below. Financial investments are stated at fair value because of their classification as "measured at fair value through profit or loss".

Fair value hierarchy

Observable prices in an

active market

Pricing based on observable

prices

Pricing not based on

observable prices

(Level I) (Level II) (Level III) Financial instruments

Interest bearing bank deposits -

1,147

- Loans and financing -

6,040,946

-

Derivative financial instruments -

57,503

- Balance at 06/30/2013 -

6,099,596

-

34.2. Derivatives, hedge and risk management

The Company has a formal policy for managing financial risks. The Company enters into financial instruments for hedging purposes (hedge) through an analysis of the risk exposure (foreign exchange and interest rate, among other risks) and follows the strategy approved by the Board of Directors. The hedging guidelines are applied in accordance with each type of exposure. The risk factors related to foreign currencies must necessarily be offset in the short term (within one year), and the protection can cover a longer period. Decisions concerning

89

the interest rate and inflation risks arising from liabilities acquired is assessed based on the economic and operating context and only when Management views the risk as significant. On June 30, 2013 and December 31, 2012, transactions with derivative instruments were as follows:

(i) Foreign currency purchase - Non Deliverable Forward (“NDF”)

Consolidated

06/30/2013

12/31/2012 Reference value

Reference value

Maturity (EUR thousand) MTM (EUR thousand) MTM

OSX LEASING GROUP BV

Long position EUR

MORGAN STANLEY - - 13,608 210 Standard Bank 12/03/2013 4,320 (118) 7,560 99

Total EUR

4,320 (118) 21,168 309

Total consolidated

(118) 309

(ii) Interest rate swap contract

Consolidated

06/30/2013

12/31/2012

Reference value

Reference value Maturity (USD thousand) MTM

(USD thousand) MTM

OSX LEASING GROUP BV

Swap LIBOR x Prefixed

HSBC Bank 08/30/2018 318,621 (36,447) 333,103 (41,806) Total Swap 318,621 (36,447) 333,103 (41,806)

OSX 2 Leasing BV

Swap LIBOR x Prefixed Financial institutions (*) 10/02/2023 778,199 (20,938) 659,092 (74,788)

Total Swap 778,199 (20,938) 659,092 (74,788)

Total consolidated (57,385) (116,594) (*) Banco Santander, Itaú BBA, ING Bank, ABN ANRO, Banco do Brasil, Citibank, HSBC Bank, NIBC, DNB.

34.2.1. Market risk

Risk of variation in the prices of commodities, foreign exchange rates and interest. 33.2.1.1. Foreign Exchange Risk

Risk of fluctuations in foreign exchange rates which may be associated with assets and liabilities of the Company. a) Risk management

The Company manages foreign exchange risk at the group level of its subsidiaries to identify and mitigate risks associated with fluctuations in the value of the currencies with which its global assets and liabilities are associated. The aim is to identify or form a natural hedge, taking advantage of the synergy between the operations of the subsidiaries of OSX Brasil. The aim is to minimize the use of hedging derivatives, managing the

90

net exposure to foreign exchange risk. Derivative instruments are used in cases where it is not possible to use the natural hedge strategy.

b) Transactions hedged by derivative instruments Investments in PP&E (Capex) At the end of 2011, the Company ordered the supply of the main system for power engine generation to FPSO OSX4, in the amount of EUR 43.2 million, with payment flow foreseen until the end of 2013. Hedge transactions were carried out through the contracting of a rate to buy Euro on future dates determined by payment flows. The instrument used was a NDF (Non Deliverable Forward) on the over-the-counter market without a margin deposit. The hedge covers the full amount of the contract, and, therefore, the Company is not subject to fluctuations in the euro against the U.S. dollar.

34.2.1.2. Interest rate risk Risk of a shift in the structure of interest rates that may be associated with the payment flows of debt principal and interest. a) Risk management and debt profile

More than 80% of Grupo OSX debt is indexed at fixed rates and/or rates duly fixed through derivative instruments. This makes companies’ payment flows highly predictable. The risk associated to detachment of fixed rates from their reference markets is permanently monitored as a result of mark-to-market of balance sheets, however, companies always settle their transactions on maturity dates and at the original curve.

b) Transactions hedged by derivative instruments In November 2010, OSX at its offshore subsidiary OSX Leasing Group, established an interest rate swap contract with Banco HSBC, also offshore, in order to hedge the financial of the long-term debt of OSX 1 indexed at the floating rate LIBOR. Accordingly, short position in LIBOR was exchanged by a fixed exposure, with variable structure throughout the operation period with an average rate of 1.91% p.a. Swap transaction threshold was established as USD 10 million.

91

In October 2011, the subsidiary OSX2 entered into a borrowing agreement with a syndicate of international banks led by Itaú BBA, ING and Santander, to raise USD 850 million or 80% of the total Capital Expenditure (Capex) amount (with a 12-year repayment term and subject to average interest of LIBOR + 4.25% per year), to be used in the construction and installation of FPSO OSX 2. The other financial institutions taking part in the syndicate are: HSBC, Citibank, ABN Amro Bank, Banco do Brasil, NIBC and DNB. LIBOR variation was offset by an interest rate swap which resulted in a fixed rate of 1.976% p.a. Cash flow hedge accounting

In relation to its subsidiary OSX LG, the investment in Capex regarding the acquisition and customization of the FPSO OSX 1 was be realized with 70% of long-term financing from DVB Bank, and 30% with own capital. In the 4th quarter of 2010, the Company formed a long-term debt in two tranches, with the syndicate of banks led by DVB Bank, in the amount of USD420 million and indexed at the 3-month LIBOR. The debt had 29 amortizations with the first made at August 30, 2011 and the last on August 30, 2018. With the objective of hedging the floating interest rate risks associated with the coupons of this loan, during the years of validity of the debt, the Company contracted, at the same time as the acquisition of the debt, a derivative instrument (interest rate cash flow swap) with quarterly maturities on the same debt maturity date, removing the LIBOR variation risk. The notional values of the derivative instrument refer to the expectation of accumulated disbursement of the 2 tranches of the long-term financings with DVB. In May 2012, the subsidiary OSX2 acquired a long-term debt of USD 850 million, the first tranche of which was released in May 2012, in the amount of USD 428.3 million, at an average interest rate of LIBOR+ 4.41% per year, the second in August 2013, in the amount of USD 90.7 million, and the third in January 2013 in the amount of USD 113.2 million, totaling USD 632.2 million for disbursement. The other tranches of this credit facility will be released up to 2014. With the objective of hedging the floating interest rate risks associated with the coupons of this loan, during the

92

years of validity of the debt, the Company contracted, at the same time as the acquisition of the debt, a derivative instrument (interest rate cash flow swap) with quarterly maturities on the same debt maturity date at a fixed cost of 1.976% p.a., therefore, removing the LIBOR variation risk. The notional amounts of the derivative instrument refer to the expected accumulated disbursement of the next tranches of the long-term financing from the syndicate of international banks, which will be released in 2012 and 2013. The swap transaction has no threshold. The Company adopts a hedge accounting methodology for the financial instruments entered into by the subsidiary OSX1 in view of the fact that the debt's payment flow is fully offset by the derivative instrument's flow, i.e., all critical terms are identical (amounts, maturities and indexes). As it is a case of hedge accounting classified as cash flow, the changes generated by the variation of the MTM (marked-to-market) are recognized directly in shareholders' equity in the account of asset valuation adjustments. The difference between the fair value and the LIBOR rate corresponds to the ineffective portion, and it is consequently recognized in net income. Based on the retrospective and prospective effectiveness tests, the hedge contracted by the Company for this financial instrument is 100% effective, thus there was no ineffective part. On June 30, 2013, the Company identified that OSX2 hedging, which, until March 31, 2013 was recorded as hedge accounting, was not effective enough to be maintained as such. Accordingly, MtM (marked-to-market) of this hedging was fully recorded in the Company’s income. In the context of this hedge structure, described interest rate risk is not relevant to the Company's management. Accordingly, sensitivity analysis for this market risk is not considered as representative.

The impacts of the gains and losses of this hedge accounting transaction in the period were as follows:

93

06/30/2013

Income (loss) Shareholders'

equity Derivatives intended for protection Gain with derivatives - (2,575)

34.2.3 Credit risk

The credit risk results from the possibility of the Company and its subsidiaries incur losses arising out of default of their counterparties or financial institutions depositories of funds or financial investments. This risk factor may arise from business operations and the cash management. The Company has a Financial Investment Policy which establishes investment limits by institution and uses the rating assigned as a reference to determine the maximum amount that can be invested. The average terms, as well as the indices of the investments, are constantly assessed to ensure the diversification of the portfolio. The maximum exposure to credit risk can be represented by the balance of financial investments.

Credit risk chart 06/30/2013 12/31/2012

Cash and cash equivalents 798,370 1,684,076 Interest bearing bank deposits 1,147 21,059 Restricted deposits 74,539 68,864 Gain with derivative financial instruments - - 874,056 1,773,999

34.2.4 Liquidity risk The Company and its subsidiaries monitor their liquidity level considering the cash flows expected in contra account to the available amount of cash and cash equivalents. Liquidity risk management implies the maintenance of enough cash and marketable securities and the ability to settle market positions. Cash and cash equivalents, considering the projection of short- and long-term debt disbursements, must be sufficient to honor expenses throughout the following 90 days. Below we present the projected future flows which include the interest payment and repayments forecast for the time bands.

Consolidated – 06/30/2013

Up to 6 months

From 6 to 12 months

From 1 to 2 years

From 2 to 5 years

Over 5 years

Total by account

Financial liabilities Trade accounts payable 630,799 - - - - 630,799

Related parties 12,296 - - - - 12,296 Loans and financing (*) 1,606,579 226,681 1,669,992 1,327,227 1,776,385 6,606,864 Derivative financial instruments 9,211 10,783 17,562 5,214 - 42,770

Total per aging range 2,258,885 237,464 1,687,554 1,332,441 1,776,385 7,292,729

(*)Considers the interest that will be provisioned over the course of the loan.

94

35 Insurance coverage The Company and its direct and indirect subsidiaries adopt the policy of contracting insurance coverage for property subject to risks at amounts considered sufficient to cover any claims, considering the nature of their activity by the management. The risk assumptions, given their nature, are out of the scope of the auditing of the financial statements, and therefore were not examined by our independent auditors. The policies in force and the premiums were duly paid. The Company and its subsidiaries consider that its insurance coverage is consistent with the other companies similar to its size, operating in the sector. On June 30, 2013 and December 31, 2012 the insurance coverage was as follows: Consolidated 06/30/2013 12/31/2012 Operational risks

Material damages 8,725,902 5,748,834 Management civil liability 340,000 340,000 Civil liability - P&I (Protection and Indemnity) 6,157,750 5,491,363 15,223,652 11,580,197

95

Members of Board of Directors Members of the Executive Board Eike Fuhrken Batista Chairman of the Board of Directors

Carlos Eduardo Sardenberg Bellot Chief Executive Officer

Eliezer Batista da Silva Vice Chairman

Ivo Dworschak Naval Construction Director

Aziz Bem Ammar Board Member

Luiz Guilherme Esteves Marques CEO and Investor Relations Officer

Luiz Eduardo Guimarães Carneiro Board Member

Antonio Jorge Gonçalves Caldas Accountant

Controllership General Manager CRC - RJ 61504/0