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PetroNor E&P ASA

Earnings Release Nov 20, 2024

3710_rns_2024-11-20_513d4d06-65a7-47b7-84db-5e440b4e3ac0.pdf

Earnings Release

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3

Interim Financial Report

For the quarter ended 30 September 2024

HIGHLIGHTS

For the nine months ended 30 September 2024
EBITDA (USD million) EBIT (USD million) Net profit (USD million)
72.6 62.7 31.5
YTD 2023: 71.1 YTD 2023: 61.6 YTD 2023: 28.4
2P Reserves (MMboe) 2C Contingent Resources (MMboe) Market capitalisation (USD million)
17.2
(Q3 2023: 20.3)
36.7
(Q3 2023: 37.1)
133.2
(Q3 2023: 120.0)
  • Oil sales of 914,268 bbls at average realised price of 82.90 USD/bbl for year to date
  • Q3 2024 PNGF Sud net production 4,763 bopd (Q3 2023 : 5,113 bopd) 1
  • New Tchendo 2 generators fully meet power demands of PNGF Sud field complex
  • Next oil sale of 920,000 bbls scheduled for end of December 2024, increasing 2024 total to approximately 1,834,000 bbls

Assets

Republic of Congo (Brazzaville)

PetroNor E&P ASA (PetroNor or the "Company") has three production licence agreements (Tchibouela II, Tchendo II, and Tchibeli-Litanzi II), which cover six oil fields located in 80-100 m water depths approximately 25 km off the coast of Pointe-Noire. The complex oil field was discovered in 1979, commenced production in 1987, and is called PNGF Sud.

The PNGF Sud fields are developed with eleven wellhead platforms and currently produce from 69 active production wells, with oil exported via the onshore Djeno terminal. With its long production history, substantial well count and extensive infrastructure, PNGF Sud offers well diversified and low risk production and reserves with low break-even cost.

Nigeria

PetroNor is working with the OML 113 operator, Yinka Folawiyo Petroleum ("YFP"), through the jointly owned company, Aje Production AS, which holds a project economic and joint operating agreement (JOA) voting interest of 39 per cent. Aje Production AS will lead the technical and management efforts in the next phase of the Aje field development, from which PetroNor will hold an indirect 20.2 per cent interest.

In October 2023, PetroNor announced the acquisition of 32.1 per cent additional interests in the OML113 licence through a binding agreement with New Age (African Global Energy) Limited. A due diligence process for approval of the acquisition took place with The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) in September and is enroute to final approval in Q4 2024.

The Gambia

PetroNor is continuing to seek partners in order to enter into a drilling commitment for an exploration well on the A4 block after 15 November 2025 with a further 18 months to drill. This highly prospective block contains multiple low risk commercial-size prospects and lies 30 km South of the Senegal "Sangomar" field (Woodside).

1 Based on finally allocated gross production for July and August, preliminary allocation for September, of 28,304 bopd at 16.83% indirect working interest

OPERATIONS

Health, safety and environment (HSE)

The safety and security of our and our operators' staff and contractors is our highest priority. The Company's objective for health, environment, safety, and quality (HSEQ) is zero accidents and incidents in all activities. The oil and gas assets located in West Africa imply frequent travel, and the Company seeks to ensure adequate safety levels for employees travelling. PetroNor experienced no accidents, injuries, incidents or any environmental claims during the quarter period.

The Group's operations have been conducted by the operators on behalf of the licence partners and the operator of PNGF Sud is reporting regularly on all key HSE indicators. No restricted work cases (RWC) nor medical treatment cases (MTC) were reported in the period of January to September 2024. The last lost time injury incident (LTI) in PNGF Sud was reported by the operator in September 2021. Workover activities have increased in PNGF, yielding steadily increasing production efficiencies and returns going forward after a period of lagging production in Q2. There have been no significant known breaches of the Company's exploration licenses conditions or any environmental regulations to which it is subject. Time lost due to employee illness or accidents was negligible. Employee safety is of the highest priority, and the Company is continuously working towards identifying. and employing administrative and technical solutions, that ensure a safe and efficient workplace.

Production

Republic of Congo – PNGF Sud

The 17-well drilling campaign targeting PNGF Sud that commenced in 2021 saw six new wells in 2022 on Litanzi and Tchibeli NE and five new wells in Tchibeli in 2023. These infill wells encountered reservoir properties and thus production rates above expectations. The Tchibeli NE Vanji well completed in April 2024 produces at expectation and is important to the further development considerations in the PNGF BIS Vanji discoveries Loussima and Loussima SW.

The infill drilling programme will focus on the Tchibouela East field during 2025. The Tchendo 2, 14-slot wellhead (jackup) platform was upgraded in the Netherlands and is now commissioned together with the Litanzi-Tchibeli-Tchendo 2 gas pipeline allowing fully autonomous power generation capacity in the field.

Gross production for Q3 2024 was 2.6 MMbbls (Q3 2023: 2.8 MMbbls), corresponding to 0.44 MMbbls (Q3 2023: 0.47 MMbbls) net to the Company.

Production efficiency is a measure of the actual production relative to the production capacity of the field without losses due to field or well shut-ins or losses from pending well workovers.

Production efficiency during the third quarter averaged 87 per cent, up from Q2 of 82 per cent but lower than the 2023 average of 92 per cent. Production efficiencies were affected by system instabilities due to the high commissioning activities and third-party power import interruptions in addition to the lagging workover activities, all of which have shown an improvement in Q3.

In March 2024, AGR Petroleum prepared a Competent Person's Report ("CPR") whereby the reserves were calculated as at 31 December 2023. The numbers are lower than the previous year largely due to the 2023 production. Additional infill opportunities have been identified with the potential of increasing reserves in 2025 onward.

CPR as at 31 December 2023:

Participation Interest 16.83%
1P reserves 11.8 MMboe
2P reserves 17.2 MMboe

PetroNor's contingent resource base includes discoveries of varying degrees of maturity towards development decisions. At the end of 2023, PNGF Sud contains a net 2C volume of approximately 7.5 MMboe assuming a 16.83 per cent participation interest.

Development

Nigeria – OML 113 / The Aje field

In October 2023, PetroNor entered into a binding agreement with New Age (African Global Energy) Limited ("New Age") to acquire New Age's interests in OML 113 in Nigeria which contains the Aje field. Due diligence meetings were held with the Nigerian Upstream Petroleum Regulatory Commission (NUPRC) during September after application for the approval of the acquisition was filed in April. Final approval is expected in Q4 2024.

This acquisition strengthens the Company's position by adding 32.1 per cent economic and voting interest in OML 113 which will reinforce the Company's active involvement and influence in the licence partnership to plan for the redevelopment of the Aje field.

3 Operational update PETRONOR E&P ASA INTERIM FINANCIAL REPORT 30 SEPTEMBER 2024 Following completion of the transaction with New Age, PetroNor, together with its joint partner in Aje Production

AS will have a project economic and JOA voting interest of 71 per cent in OML113.

PetroNor and the partners received results of the seismic reprocessing completed in February 2024, this has led to further confirmatory seismic reprocessing work which when complete will be integrated into the final Concept Select. The partners continue to work towards a Field Development Plan. The partnership has secured the land on the coast at the proposed landing site of a gas pipeline from the field. The Environmental Impact and Social Assessment study work announced earlier has started and will complete in H1, 2025.

Exploration

The Gambia - A4

PetroNor secured an 18-month extension to the first phase of the exploration licence with the government of The Gambia. As a result, PetroNor continues efforts to find a suitable partner to enter the subsequent 18-month drilling commitment period.

Financial performance and activities

The Group continues to strengthen its balance sheet, ending Q3 with cash of USD 100.7 million. The two sales of entitlement oil during H1 generated a cash inflow of USD 75.8 million from 914,268 bbls of oil lifted. This was made possible by new trading arrangements in Q2 that allowed the Company to lift more oil than it had in stock at the time of lifting.

Production during the quarter replenished the stock held at the Djeno oil terminal so by the end of Q3, the overlift position had been unwound and USD 3.3 million of oil inventory was on the balance sheet. USD 3.2 million of surplus long lead items originally purchased for the planned exploration well in Guinea-Bissau have been sold, as these items were not included in the farmout to Apus Energy at the end of 2023. Inventories for the PNGF Sud asset will now commence to ramp up again in readiness for the planned 2025 infill drilling programme.

There were no sales of entitlement oil during Q3, whilst sufficient stock was being built up for a new cargo and as a result there are no trade receivables at quarter end. USD 5.0 million is held as a current asset balance for the advance payments to New Age for their interest in OML113.

PetroNor is debt free after the USD 5.5 million early repayment of an external facility during Q2 decreasing loans and borrowings.

PetroNor recognised a profit for the nine-month period of USD 31.5 million (Q3 2023: 28.4 million) and USD 0.5 million for Q3 (Q3 2023: loss USD 2.1 million). As there were no sales of entitlement oil due to no liftings in Q3 2024, the only revenue for the quarter arises from the assignment of tax oil and royalties based on production.

Cost of Sales for Q3 was only USD 1.9 million (Q3 2023 USD 20.8 million) due to the unwinding of the overlift position from Q2 together with a build-up in inventory (USD 3.3 million). The previous CAPEX investment in the prior years' infill drilling campaign has led to an increased depreciation charge of USD 5.0 million (Q3 2023 USD 3.0 million).

During Q2, the board adopted a strategy focused on the current portfolio in Congo, Nigeria and The Gambia with a tactical suspension of new business development efforts. The restructuring has incurred USD 0.6 million in costs for the year to date.

For the nine months to date, legal and professional costs include USD 2.7 million in fees from third parties associated with the work to co-operate with the investigating authorities.

In the third quarter no dividend was paid or recommended.

The Board confirms that the interim financial statements have been prepared pursuant to the going concern assumption, and that this assumption was realistic at the balance sheet date. The going concern assumption is based upon the financial position of the Group and the development plans currently in place.

CORPORATE

Principal Risks

The Group participates in oil and gas projects in countries in West Africa with emerging economies, such as Congo Brazzaville, Nigeria and The Gambia.

Oil and gas exploration, development and production activities in such emerging markets are subject to a number of significant political and economic uncertainties as further detailed in the annual report. These may include, but are not limited to, the risk of war, terrorism, expropriation, nationalisation, renegotiation or nullification of existing or future licences and contracts, changes in crude oil or natural gas pricing policies, changes in taxation and fiscal policies, imposition of currency controls and imposition of international sanctions.

Board Matters

On 15 October 2024, the Company announced that board members Ingvil Smines Tybring-Gjedde and Gro Kielland will resign as board members of the Company effective from 1 November 2024. The Company has commenced a search for new directors and will provide further details as and when this process is completed.

Økokrim Charges

PetroNor continues to co-operate with Økokrim and the Department of Justice (DoJ) to assist in their investigations into the allegations of corruption by individuals associated with the Company.

On 13 May 2024, the Company was notified by Økokrim that these charges have been revised to include misleading investors through disclosures made to the market during the reverse take-over of African Petroleum Corporation Limited in August 2019 and subsequent disclosures. Consequently, the Company and its subsidiary Hemla Africa Holding have been given formal status as suspect for any possible corporate criminal liability resulting from the revised charges against the individuals. Due to the change in status, in July, the Company received access to formal information on the investigations, and a legal review of this material is ongoing.

Shareholder distribution

Following discussions with investigating authorities, the Company is moving forward with implementation of the strategy to make excess cash available to shareholders as signalled during the AGM of 29 May 2024.

The distribution to shareholders is planned to take place as soon as practically possible using an interim audited balance sheet to be approved at an extraordinary general meeting. Further details including timing for the extraordinary general meeting and for the subsequent payment of such distribution, will be provided as and when available.

Significant events after reporting date

There are no significant events after the reporting date.

Outlook

The operator's plan for well infill drilling program on PNGF Sud has been updated, shifting focus with five wells now planned on Tchibouela East in 2025 to boost production in this field. Thereby delaying any infill drilling on Tchendo to allow for additional planning.

The next lifting of entitlement oil has been scheduled just before the end of December 2024. It has been agreed that a full cargo of 920,000 bbls will be sold to ADNOC Trading. This will bring the oil sales for the Company during 2024 to a total of approximately 1,834,000 bbls.

The Company awaits the results of the Atum-1X well in Guinea-Bissau spudded early September, after the 100 per cent farm-out to Apus Energy Guinea Bissau SA in 2023. The new operator have not yet announced the results. A successful well would increase the likelihood of the next contingent consideration payment of USD 30 million, (paid on government approval of a field development plan) and could have a positive impact on the outlook for other regional exploration interests.

Top 20 Shareholders

As of 1 November 2024:
------------------------ -- -- --
# Shareholder Number of
shares
Per cent
1 Petromal LLC1 48,148,167 33.82%
2 Symero Limited2 13,876,364 9.75%
3 Ambolt Invest AS3 8,758,329 6.15%
4 Sjøvollen AS4 5,979,072 4.20%
5 Gulshagen III AS4 4,500,000 3.16%
6 Gulshagen IV AS 4,500,000 3.16%
7 Nordnet Bank AB 3,252,367 2.28%
8 Nordnet Livsforsikring AS 2,806,587 1.97%
9 Enga Invest AS 975,000 0.68%
10 UBS Switzerland AG 933,911 0.66%
11 Interactive Brokers LLC 898,237 0.63%
12 Omar Al-Qattan 764,546 0.54%
13 Leena Al-Qattan 764,546 0.54%
14 Morgan Stanley & Co. Int.
Plc.
754,628 0.53%
15 Pust For Livet AS 749,761 0.53%
16 BNP Paribas 696,639 0.49%
17 NOR Energy AS2 674,665 0.47%
18 Danske Bank A/S 696,541 0.49%
19 NOR Energy AS 674,665 0.47%
20 Solaris AS 600,000 0.42%
Subtotal 101,004,025 70.95%
Others 41,352,830 29.05%
Total 142,356,855 100.00%

1 Non-Executive Chairman, Mr. Joseph Iskander is the Head of Investments of Emirates International Investment Company, sister company to Petromal LLC. All of the shares held by Petromal LLC are recorded in the name of nominee company, Clearstream Banking S.A. on behalf of Petromal LLC.

2 Symero Limited is a company controlled by NOR Energy AS.

3 Ambolt Invest AS is a company controlled by board member Mr. Norman-Hansen.

4 Gulshagen III AS is a company controlled by Sjøvollen AS.

Consolidated statement of comprehensive income

For the quarter ended and nine months ended 30 September 2024

Amounts in USD thousand Quarter ended Nine months ended
Note 30 September 30 September 30 September 30 September
2024 2023 2024 2023
(Unaudited) (Unaudited) (Unaudited) (Unaudited)
Continuing operations
Revenue 3 15,439 18,687 125,873 112,606
Cost of sales 4 (1,861) (5,970) (52,019) (41,560)
Gross profit 13,578 12,717 73,851 71,046
Exploration expenses - (334) (55) (1,227)
Impairment of Exploration - - - 484
Administrative expenses 5 (3,439) (2,600) (11,319) (8,718)
Profit from operations 10,139 9,783 62,480 61,585
Finance expense 6 (375) (635) (1,163) (1,622)
Finance income 6 442 - 1,014 -
Foreign exchange gain / (loss) (192) 291 (118) (1,874)
Profit before tax 10,014 9,439 62,213 58,089
Tax Expense (9,501) (11,592) (30,718) (29,663)
Profit / (Loss) for the period 513 (2,153) 31,495 28,426
Other Comprehensive income:
Exchange (losses) / gains arising on - (146) - 2,176
translation of foreign operations
Total comprehensive income / (loss) 513 (2,299) 31,495 30,602
Profit for the period attributable to:
Owners of the parent 46 (2,149) 25,097 22,352
Non-controlling interest 467 (4) 6,398 6,074
Total 513 (2,153) 31,495 28,426
Total comprehensive income / (loss)
attributable to:
Owners of the parent 46 (2,295) 25,097 24,528
Non-controlling interest 467 (4) 6,398 6,074
Total 513 (2,299) 31,495 30,602
Earnings per share attributable to USD cents USD cents USD cents USD cents
members:
Basic profit per share 8 0.03 (1.51) 17.63 15.70
Diluted profit per share 8 0.03 (1.51) 17.63 15.70

The accompanying notes form part of these financial statements.

Consolidated statement of financial position

As at As at
Note 30 September 2024 31 December 2023
Amounts in USD thousand (Unaudited) (Audited)
ASSETS
Current assets
Inventories 9 15,481 17,839
Trade receivables 10 - 27,317
Other receivables 10 6,046 3,757
Cash and cash equivalents 11 100,708 46,249
Total 122,235 95,162
Non-current assets
Property, plant and equipment 13 87,411 92,791
Intangible assets 14 8,290 7,860
Other receivables 10 43,804 43,707
Investments 2 2
Total 139,507 144,360
Total assets 261,742 239,522
LIABILITIES
Current liabilities
Trade payables 15 1,846 11,954
Other payables 15 13,539 8,097
Loans and borrowings 16 - 5,500
Total 15,385 25,551
Non-current liabilities
Provisions 17 28,033 27,072
Other payables 75 145
Total 28,108 27,217
Total liabilities 43,493 52,768
Net assets 218,249 186,754
EQUITY
Issued capital and reserves attributable to owners of the parent
Share capital 19 72,115 72,115
Reserves 796 796
Retained earnings 114,840 93,480
Total 187,751 166,391
Non-controlling interests 18 30,498 20,363
Total equity 218,249 186,754

The interim financial statements were approved and authorised for issue by the Board on 19 November 2024.

The accompanying notes form part of these interim financial statements.

Consolidated statement of changes in equity

For the nine months ended 30 September 2024

Foreign Non
currency controlling
Amounts in USD thousand Share Share translation Retained interest
(Unaudited) capital premium reserve earnings (NCI) Total
2024
Balance at 1 January 2024 159 71,956 796 93,480 20,363 186,754
Profit for the period - - - 25,097 6,398 31,495
Write-back balance attributable to NCI1 - - - (3,737) 3,737 -
Other Comprehensive Income - - - - - -
Total comprehensive income for the
period
- - - 21,360 10,135 31,495
Dividend distributed to non-controlling
interest
- - - - - -
Balance at 30 September 2024 159 71,956 796 114,840 30,498 218,249
2023
Balance at 1 January 2023 159 71,956 (3) 25,497 12,316 109,925
Profit for the period - - - 22,352 6,074 28,426
Other Comprehensive Income - - 2,176 - - 2,176
Total comprehensive income for the
period
- - 2,176 22,352 6,074 30,602
Dividends distributed to non-controlling
interest
- - - - (3,170) (3,170)
Balance at 30 September 2023 159 71,956 2,173 47,849 15,220 137,357

1Interests relating to the non-controlling interest of subsidiary company African Petroleum Senegal Limited have been reclassified as the legal entity holding those interests has been dissolved.

The accompanying notes form part of these interim financial statements.

Consolidated statement of cash flows

For the quarter ended and nine months ended 30 September 2024

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Cash flows from operating activities
Profit for the period 10,014 28,337 62,213 58,089
Adjustments for:
Depreciation and amortisation 5,302 3,414 15,288 9,472
Unwinding of discount on decommissioning 375 235 819 706
liability
Net foreign exchange differences - (146) - 2,176
Finance income (442) - (1014)
Finance expense 384 399 344 748
Total 15,633 13,341 77,650 71,191
Decrease in trade and other receivables 48,365 19,259 25,085 660
(Increase) / decrease in advance against - 10 (154) (618)
decommissioning cost
Decrease in other provisions - - - (328)
Increase in abandonment provision - - 142 -
(Increase) / decrease in inventories (3,750) (10,637) 2,358 (8,708)
Increase / (decrease) in trade and other (15,321) 553 (4,736) 2,009
payables
Cash generated from operations 44,927 22,526 100,345 64,206
Income taxes paid (9,501) (11,592) (30,718) (29,663)
Net cash flows from operating activities 35,426 10,934 69,627 34,543
Investing activities
Purchases of property, plant and equipment (890) (11,836) (9,560) (25,961)
Purchase/disposal of intangible assets 324 (100) (778) (1,441)
Net cash flows from investing activities (566) (11,936) (10,338) (27,402)
Financing activities
Repayment of loans and borrowings (-) (1,375) (5,500) (4,353)
Interest on loans and borrowings (384) (399) (344) (748)
Interest income 442 - 1,014 -
Dividends paid to non-controlling interest - - - (3,170)
Net cash flows from financing activities 58 (1,774) (4,830) (8,271)
Net increase / (decrease) in cash and cash 34,918 (2,776) 54,459 (1,130)
equivalents
Cash and cash equivalents at beginning of 65,790 26,462 46,249 24,816
period
Cash and cash equivalents at end of period 100,708 23,686 100,708 23,686

The accompanying notes form part of these interim financial statements.

Note 01 Corporate information

The consolidated interim financial statements of the Company and its subsidiaries (together "the Group") for the period ended 30 September 2024 was authorised for issue in accordance with a resolution of the directors on 19 November 2024.

Note 02 Basis of preparation

The general purpose interim financial statements for the quarter and nine months ended 30 September 2024 have been prepared in accordance with IAS 34 Interim Financial Reporting and the supplement requirements of the Norwegian Securities Trading Act (Verdipapirhandelloven).

The interim financial statements do not include all notes of the type normally included within the annual financial report and therefore cannot be expected to provide as full an understanding of the financial performance, financial position and financing and investing activities of the Company as the full financial report.

It is recommended that the interim financial statements be read in conjunction with the Annual Report for 2023 and considered together with any public announcements made by the Company during the period ended 30 September 2024 in accordance with the continuous disclosure obligations of the Oslo Børs. A copy of the annual report is available on the Company's website www.petronorep.com.

The interim financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) which have been adopted by the EU. The PetroNor E&P ASA is a 'for profit entity' and is a company limited by shares incorporated in Norway. Its shares are publicly traded on the Oslo Børs (ticker: PNOR), the main regulated marketplace of the Oslo Stock Exchange, Norway. The principal activities of the Group are the exploration and production of crude oil.

interim financial statements have been prepared on a historical cost basis, and on the basis of uniform accounting principles for similar transactions and events under otherwise similar circumstances.

The interim financial statements are presented in United States Dollars.

The accounting policies adopted are consistent with those disclosed in the annual report for the year ended 31 December 2023.

The preparation of the interim financial statements entails the use of judgements, estimates and assumptions that affect the application of accounting policies and the amounts recognised as assets and liabilities, income, and expenses. The estimates and associated assumptions are based on historical experience and other factors that are considered to be reasonable under the circumstances. The actual results may deviate from these estimates. The material assessments underlying the application of the Company's accounting policies and the main sources of uncertainty are the same for the interim financial statements as for the annual report for 2023.

Note 03 Revenue

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September
2024
30 September
2023
30 September
2024
30 September
2023
Revenue from contracts from customers
Revenue from sales of petroleum products - - 75,779 63,579
Other revenue
Assignment of tax oil 9,501 11,592 30,718 29,663
Assignment of royalties 5,938 7,095 19,206 19,364
Marketing fees - - 170 -
Total 15,439 18,687 125,873 112,606
Quantity of oil lifted (barrels) - - 914,268 833,266
Average selling price (USD per barrel) - - 82.89 76.30
Quantity of net oil produced after royalty,
cost oil and tax oil (barrels)
277,884 339,291 923,639 1,029,675

All revenue from the sales of petroleum products in 2024 is generated, recognised and transferred at a point in time. Invoices are due for settlement thirty days from the bill of lading, the point at which crude oil had been loaded onto vessel for shipment. All Group revenue is derived from production in the Republic of Congo from the PNGF Sud offshore asset. The Group presents profit oil tax and royalties on a grossed-up basis as an income tax expense with corresponding increase in oil and gas revenues and any associated royalties are included in cost of sales.

Note 04 Cost of sales

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Operating expenses 5,660 4,584 16,546 16,954
Movement in oil overlift position (12,073) - - -
Royalty 5,938 7,095 19,206 19,364
Depreciation and amortisation of oil and gas 5,327 3,413 15,297 9,269
properties
Provision for Diversified Investment 396 467 1,278 1,288
Movement in oil inventory (3,387) (9,589) (308) (5,315)
Total 1,861 5,970 52,019 41,560

Note 05 Administrative expenses

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Employee expenses 942 1,279 4,115 3,766
Director bonuses - - 576 -
Restructuring expenses 211 - 620 -
Travelling expenses 58 111 315 440
Legal and professional expenses 1,633 911 4,325 2,947
Corporate social responsibility - - 6 294
Other expenses 595 299 1,362 1,270
Total 3,439 2,600 11,319 8,718

Note 06 Finance income/expenses

Finance income

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Interest income 442 - 1,014 -
Total 442 - 1,014 -

Finance expenses

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Unwinding of discount on decommissioning 375 236 819 706
liability
Other finance costs - 167 19 181
Interest expense - 232 324 735
Total 375 635 1,163 1,622

Note 07 Tax expense

The tax expense in Congo represents the assignment of tax oil on the revenue from sales of petroleum products.

Note 08 Earnings per share

Amounts in USD thousand Quarter ended Nine months ended
(Unaudited) 30 September 30 September 30 September 30 September
2024 2023 2024 2023
Profit attributable to the ordinary equity 46 (2,149) 25,097 22,354
holders used in calculating basic / diluted
profit per share
Weighted average number of ordinary 142,356,855 142,356,855 142,356,855 142,356,855
shares outstanding during the period used
in the calculation of earnings per share

Options on issue are considered to be potential ordinary shares and have been included in the determination of diluted loss per share only to the extent to which they are dilutive. There are nil options as at 30 September 2024 (30 September 2023: nil).

Note 09 Inventories

30 September 2024
(Unaudited)
31 December 2023
(Audited)
3,388 3,078
14,761
17,839
12,093
15,481

The crude oil inventory and the material and supplies inventory are valued at the lower of cost and net realisable value. Net realisable value is the estimated selling price, less applicable selling expenses. The cost of inventory includes all costs related to bringing the inventory to its current condition, including processing costs, labour costs, supplies, direct and allocated indirect operating overhead and depreciation expense, where applicable, including allocation of fixed and variable costs to inventory.

Note 10 Trade and other receivables

Amounts in USD thousand 30 September 2024
(Unaudited)
31 December 2023
(Audited)
Recoverability less than one year
Trade receivables - 27,317
Other receivables1 6,046 3,757
Total 6,046 31,074
Recoverability more than one year
Advance against decommissioning cost 30,204 30,050
Due from related parties 11,000 11,057
Fair value of contingent consideration 2,600 2,600
Total 43,804 43,707

In addition to the booking of decommissioning cost asset and corresponding liability, the contractors group on the PNGF Sud licence have advanced cash funds for the decommissioning cost that is held in an escrow account which is managed by the operator.

1 As at 30 September 2024, Other receivables included a balance of USD 5 million in relation to the agreement with New Age to acquire their 32 per cent project and economic and voting interest of OML 113 in Nigeria. Upon completion, this is expected to form part of investments.

Note 11 Cash and cash equivalents

Amounts in USD thousand 30 September 2024
(Unaudited)
31 December 2023
(Audited)
Cash in bank
Restricted cash
100,615
93
46,217
32
Total 100,708 46,249

Restricted cash at 30 September 2024 represents ringfenced cash payable to Norwegian authorities in relation to employment obligations.

Note 12 Segment information

For management purposes, the Group is organised into one main operating segment, which involves exploration and production of hydrocarbons. All of the Group's activities are interrelated, and discrete financial information is reported to chief operating decision maker as a single segment. Accordingly, all significant operating decisions are based upon analysis of the Group as one segment. The financial results from this segment are equivalent to the financial statements of the Group as a whole.

The Group only has one operating segment, being exploration and production of hydrocarbons.

The analysis of the location of non-current assets is as follows:

Amounts in USD
thousand (Unaudited)
30 September 2024
(Unaudited)
31 December 2023
(Audited)
Congo 119,274 120,798
The Gambia 6,414 5,461
Guinea-Bissau 2,600 2,600
Norway 11,219 11,326
Other countries - 175
Total 139,507 144,360

Note 13 Property, plant and equipment

Amounts in USD thousand For period ended
30 September 2024
(Unaudited)
For year ended
31 December 2023
(Audited)
Cost
Opening balance 132,033 90,883
Additions 9,560 42,076
Disposals - (926)
Closing balance 141,593 132,033
Accumulated Depreciation
Opening balance 39,242 22,942
Charge for the period 14,940 16,300
Closing balance 54,182 39,242
Closing net carrying value 87,411 92,791

Note 14 Intangible assets

LICENCES AND APPROVALS

For period ended For year ended
30 September 2024 31 December 2023
(Unaudited) (Audited)
13,025 37,831
1,102 1,129
(324) (667)
- (25,268)
13,803 13,025
5,165 4,579
348 586
5,513 5,165
8,290 7,860

Note 15 Trade and other payables

Amounts in USD thousand 30 September 2024
(Unaudited)
31 December 2023
(Audited)
Amounts due less than one year
Trade payables 1,846 11,954
Due to related parties - 305
Taxes and state payables 5,231 4,162
Other payables and accrued liabilities 7,992 3,630
Total 15,069 20,051
Amounts due more than one year
Other payables 75 145
Total 75 145

Note 16 Loans and borrowings

Amounts in USD thousand For period ended
30 September 2024
(Unaudited)
For the year ended
31 December 2023
(Audited)
Opening balance
Received
5,500
-
11,000
-
Principal repayment
Interest on loan accrued
Interest on loan paid
(5,500)
325
(325)
(5,500)
813
(813)
Closing balance - 5,500
Ageing of loans payable
Current
Non-current
-
-
5,500
-
Total - 5,500

As at 30 September 2024, the debt facility has been fully repaid.

Note 17 Provisions

Amounts in USD thousand For period ended
30 September 2024
(Unaudited)
For the year ended
31 December 2023
(Audited)
Decommissioning Provision
Opening balance 23,749 20,912
Arising during the period - 4,284
Decrease due to disposal of entities - (3,887)
Unwinding of discount on decommissioning 793 2,440
Closing balance 24,542 23,749
Other provisions 3,491 3,323
Total 28,033 27,072

Based on the existing production profile of the PNGF Sud field and the size of the reserves, it is expected that expenditure on retirement is likely to be after more than ten years. In Q4 2023, the inflation rate was reassessed increasing from 1.6 to 3.0 per cent, though the discount rate remained constant at 6.5%, overall increasing the provision in 2023.

The disposal of fully owned subsidiaries Aje Nigeria Holding BV and Aje Services Holding BV as the contribution to form the jointly controlled Aje Production AS was responsible for the decrease in the prior year decommissioning provision.

Note 18 Material Non-Controlling Interests

Set out below is summarised financial information for the subsidiary Hemla E&P Congo SA that has non-controlling interests that are material to the Group. The amounts disclosed for the subsidiary are before inter-company eliminations.

Summarised statement of financial position

Amounts in USD thousand 30 September 2024
(Unaudited)
31 December 2023
(Audited)
Current assets 103,388 61,523
Current liabilities 7,858 12,836
Current net assets 95,530 48,687
Non-current assets 119,274 124,798
Non-current liabilities 28,034 27,084
Non-current net assets 91,240 97,714
Net assets 186,770 146,401
Accumulated NCI 30,498 24,138

Summarised statement of comprehensive income

For the nine months ended
Amounts in USD thousand 30 September 2024 30 September 2023
(Unaudited) (Unaudited) (Unaudited)
Revenue 125,874 112,606
Profit for the period 40,364 38,514
Other comprehensive income - -
Total comprehensive income 40,364 32,410
Profit allocated to NCI 6,398 6,104
Dividends paid to NCI - 3,170

Summarised statement of cash flows

For the nine months ended

Amounts in USD thousand
(Unaudited)
30 September 2024
(Unaudited)
30 September 2023
(Unaudited)
Cash flows from operating activities 58,038 50,176
Cash flows from investing activities (10,516) (25,962)
Cash flows from financing activities 233 (20,020)
Net increase / (decrease) in cash and 47,755 4,194
cash equivalents

Note 19 Share capital

On 16 June 2023 PetroNor announced that the reverse share split in the ratio 10:1 had been registered with the Norwegian Register of Business Enterprises. Following such registration, the share capital of the Company is NOK 1,423,568.55 divided into 142,356,855 shares, each with a nominal value of NOK 0.01.

Note 20 Post balance sheet events

There are no significant events after the reporting date.

Statement of responsibility

We confirm that, to the best of our knowledge, the condensed set of unaudited consolidated financial statements as of 30 September 2024 has been prepared in accordance with IAS34 Interim Financial Statements, provides a true and fair view of the Company's consolidated assets, liabilities, financial position and results of operations, and that the management report includes a fair review of the information required under the Norwegian Securities Trading Act section 5-6 fourth paragraph.

Approved by the Board of PetroNor E&P ASA:

Joseph Iskander, Chairman of the Board

Azza Fawzi, Director of the Board Jarle Norman-Hansen, Director of the Board

DIRECTORS

Joseph Iskander, Chair Jarle Norman-Hansen Azza Fawzi

CEO

Jens Pace

REGISTERED OFFICE

Frøyas gate 13 0273 Oslo Norway

WEBSITE

www.petronorep.com

AUDITORS

BDO AS Munkedamsveien 45, Vika Atrium 0121 Oslo Norway

SHARE REGISTRAR

DNB Bank ASA Verdipapirservice Dronning Eufemias gate 30 0191 Oslo Norway

STOCK EXCHANGE LISTING

Oslo Børs Ticker: PNOR ISIN: NO0012942525

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