MATERIAL FACT - Changes in PetroRio's Senior Management Team and in the Material Information Disclosure, Confidentiality and Securities Trading Policy

RIO DE JANEIRO, Aug. 05, 2015 /CNW/ - Petro Rio S.A. ("PetroRio" or the "Company") (BM&FBovespa: PRIO3, TSX-V: PRJ), hereby informs that, at a Board of Directors meeting held on this date, the Board Members were informed of the resignation presented by Mr. Ricardo Wagner Carvalho de Oliveira from the position of Chief Legal Officer. During this same meeting, the Board Members unanimously approved the appointment of Mr. Blener Braga Cardoso Mayhew to fill the position of New Business Development Officer and Investor Relations Officer and Mr. Roberto Bernardes Monteiro to fill the position of Operations Officer to hold office until the meeting of the Board of Directors following the Company's Annual General Shareholders' Meeting to be held in the 2016 fiscal year.

Due to the end of print editions of Brasil Econômico newspaper, used by PetroRio as newspaper for publishing corporate documents, annual financial statements and Material Facts, the Board of Directors approved its replacement by Valor Econômico newspaper.

Additionally, the Board of Directors also approved the revision and unification of the Material Information Disclosure, Confidentiality and Securities Trading Policy, as provided in the terms of CVM Instruction 358/2002 and CVM Instruction 547/2014, to stipulate that the disclosure of any PetroRio's material act or fact will be made through news portal in the internet. Thus, PetroRio will release its material acts or facts through news portal "Valor RI" (http://www.valor.com.br/valor-ri/fatos-relevantes). Such measure is in line with the strategy developed by the Company to reduce its corporate expenses.

In addition to the aforementioned website, the disclosure of PetroRio's material acts or facts remains carried out through: (i) the Brazilian Securities and Exchange Commission – CVM´s system, available at http://www.cvm.gov.br and (ii) the Company´s website, at Investor Relations section, http://www.petrorio.com.br/ri.  In Canada, PetroRio will continue to disseminate its material information via newswire and file that material information under PetroRio's profile on the SEDAR website at www.sedar.com.

The Company's Material Information Disclosure, Confidentiality and Securities Trading Policy is available at the Company´s website, at Investor Relations section, http://www.petrorio.com.br/ri.

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About PetroRio
PetroRio is one of the largest independent companies in the oil and gas production in Brazil. It is the operator of the Polvo Field, located in the Campos Basin, where it holds a 60% participating interest. The Polvo Field has Brazil's seventh largest daily production of barrels of oil equivalent (boe). PetroRio is the owner of "Polvo A" fixed platform and a 3.000HP drilling rig, currently in operation in this Field, being the platform connected to the "Polvo FPSO" vessel, with capacity to segregate hydrocarbons and water treatment, oil storage and offloading. Polvo Field license covers an area of approximately 134km2, with several prospects with potential for further explorations. In January 2015, PetroRio announced the proposed acquisition of 80% of the Bijupira and Salema Fields located at the same basin, Campos Basin, at a distance of approximately 80 km from the Polvo Field. In June 2015, PetroRio announced the proposed acquisition of the remaining 20%. The Bijupira and Salema Fields will allow PetroRio to triple its current production volume. The BJSA acquisition is subject to the approval of Brazil's National Agency of Petroleum, Natural Gas and Biofuels (ANP).

The Company´s corporate culture seeks to increase production through the acquisition of new production assets, the re-exploration of assets, increased operational efficiency and reduction of production costs and corporate expenses. PetroRio's main objective is to create value for its shareholders with growing financial discipline and preserving its liquidity, with full respect for safety and the environment. For further information, please visit the Company's website: www.petroriosa.com.br.

Disclaimer
This news release contains forward-looking statements. All statements other than statements of historical fact contained in this news release are forward-looking statements, including, without limitation, statements regarding our drilling and seismic plans, operating costs, acquisitions of equipment, expectations of finding oil, the quality of oil we expect to produce and our other plans and objectives. Readers can identify many of these statements by looking for words such as "expects", "believe", "hope" and "will" and similar words or the negative thereof. Although management believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. By their nature, forward-looking statements require us to make assumptions and, accordingly, forward-looking statements are subject to inherent risks and uncertainties. We caution readers of this news release not to place undue reliance on our forward-looking statements because a number of factors may cause actual future circumstances, results, conditions, actions or events to differ materially from the plans, expectations, estimates or intentions expressed in the forward-looking statements and the assumptions underlying the forward-looking statements.

The following risk factors could affect our operations, as well as our ability to complete the proposed acquisition: the contingent resource and prospective resource evaluation reports involving a significant degree of uncertainty and being based on projections that may not prove to be accurate; inherent risks to the exploration and production of oil and natural gas; limited operating history as an oil and natural gas exploration and production company; drilling and other operational hazards; breakdown or failure of equipment or processes; contractor or operator errors; non-performance by third party contractors; labor disputes, disruptions or declines in productivity; increases in materials or labor costs; inability to attract sufficient labor; requirements for significant capital investment and maintenance expenses which HRT may not be able to finance; cost overruns and delays; exposure to fluctuations in currency and commodity prices; political and economic conditions in Namibia and Brazil; complex laws that can affect the cost, manner or feasibility of doing business; environmental, safety and health regulation which may become stricter in the future and lead to an increase in liabilities and capital expenditures, including indemnity and penalties for environmental damage; early termination, non-renewal and other similar provisions in concession contracts; and competition. We caution that this list of factors is not exhaustive and that, when relying on forward-looking statements to make decisions, investors and others should also carefully consider other uncertainties and potential events. The forward-looking statements herein are made based on the assumption that our plans and operations will not be affected by such risks, but that, if our plans and operations are affected by such risks, the forward-looking statements may become inaccurate.

The forward-looking statements contained herein are expressly qualified in their entirety by this cautionary statement. The forward-looking statements included in this news release are made as of the date of this news release. Except as required by applicable securities laws, we do not undertake to update such forward-looking statements.

SOURCE PetroRio

INVESTOR RELATIONS: Praia de Botafogo 370, 1st floor, Botafogo, Rio de Janeiro, RJ, CEP 22250 040, Phone: [phone], website: www.petroriosa.com.br, e-mail:[email protected]