Quarterly Report • Aug 22, 2024
Quarterly Report
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22 August 2024
| ABOUT PANORO 3 | ||||
|---|---|---|---|---|
| HIGHLIGHTS, EVENTS AND UPDATES 3 | ||||
| First half 2024 Highlights and Events 3 | ||||
| FINANCIAL INFORMATION 6 | ||||
| Statement of Comprehensive Income review 6 | ||||
| Statement of Financial Position review 6 | ||||
| Risk and Uncertainties 8 | ||||
| CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 9 | ||||
| Condensed Consolidated Statement of Comprehensive Income 9 | ||||
| Condensed Consolidated Statement of Financial Position 10 | ||||
| Condensed Consolidated Statement of Cashflows 11 | ||||
| Condensed Consolidated Statement of Changes in Equity 12 | ||||
| 1 | NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 13 Corporate information 13 |
|||
| 2 | Basis of preparation 13 | |||
| 3 | Segment information 14 | |||
| 4 | Share buyback program 16 | |||
| 5 | Loans and borrowings 16 | |||
| 6 | Oil revenue advances 17 | |||
| 7 | Income Tax 17 | |||
| RESPONSIBILITY STATEMENT 18 | ||||
| OTHER INFORMATION 19 | ||||
| Glossary and definitions 19 | ||||
| Disclaimer 19 |
Panoro Energy ASA is an independent exploration and production company based in London and listed on the main board of the Oslo Stock Exchange with the ticker PEN. Panoro holds production, exploration and development assets in Africa, namely interests in Block-G, Block S and Block EG-01 offshore Equatorial Guinea, the Dussafu Marin License offshore southern Gabon, the TPS operated assets, Sfax Offshore Exploration Permit and Ras El Besh Concession, offshore Tunisia, and onshore Technical Co-operation Permit 218 in South Africa.
Interim Review of Reserves Following Gabon Discoveries
Cash Distribution and Share Buyback Programme
Equatorial Guinea – Block G (Panoro 14.25%)
Equatorial Guinea - Block S (Panoro 12.0 per cent) and Block EG-01 (Panoro 56.0 per cent, op.)
Bourdon – Gabon, Dussafu Marin (Panoro: 17.5 per cent)
› The Bourdon Prospect is located in a water depth of 115 metres approximately 7 kilometres to the southeast of the BW MaBoMo production facility and 14 kilometres west of the BW Adolo FPSO. The Prospect has an estimated mid-case potential of 83 million barrels in place and 29 million barrels recoverable in the Gamba and Dentale formations. The partner's intention is to drill the well during the current Gabon drilling campaign
Underlying Operating Profit/(Loss) before tax is considered by the Group to be a useful Non-GAAP financial measure to help understand underlying operational performance. The foregoing analysis has also been performed including, on an adjusted basis, the Underlying Operating Profit/(Loss) before tax from continuing operations of the Group. A reconciliation with adjustments to arrive at the Underlying Operating Profit/(Loss) before tax from continuing operations is included in the table below:
| Q2 | Q1 | Q2 | YTD | YTD | |
|---|---|---|---|---|---|
| 2023 | 2024 | 2024 | 2024 | 2023 | |
| (Unaudited) | (Unaudited) | (Unaudited) | Amounts in USD 000 | (Unaudited) | (Unaudited) |
| (10,013) | 20,982 | 21,289 | Net income/(loss) before tax - continuing operations | 42,271 | 14,463 |
| 447 | 434 | 519 | Share based payments | 953 | 860 |
| (337) | 289 | (1,026) | Non-recurring items | (737) | (3,324) |
| - | - | - | Loss/(gain) on investment | - | 26 |
| - | - | - | Unrealised (gain)/loss on commodity hedges | - | 133 |
| (9,903) | 21,705 | 20,782 | Underlying operating profit/(loss) before tax | 42,487 | 12,158 |
Underlying Operating Profit/(Loss) before tax is a supplemental non-GAAP financial measures used by management and external users of the Company's consolidated financial statements, such as industry analysts, investors, lenders and rating agencies. The Company defines Underlying Operating Profit/(loss) before tax as Net income (loss) from continuing operations before tax adjusted for (i) Share based payment charges, (ii) unrealised (gain) loss on commodity hedges, (iii) (gain) loss o n sale of oil and gas properties, (iv) impairments write-offs and reversals, and (v) similar other material items which management believes affect the comparability of operating results. We believe that Underlying Operating Profit/(Loss) before tax and oth er similar measures are useful to investors because they are frequently used by securities analysts, investors , and other interested parties in the evaluation of companies in the oil and gas sector and will provide investors with a useful tool for assessing the comparability between periods, among securities analysts, as well as company by company. Because EBITDA and Underlying Operating Profit/(Loss) before tax excludes some, but not all, items that affect net income, these measures as presented by us may not be comparable to similarly titled measures of other companies.
The commentary that follows pertains only to the Group's continuing operations in Equatorial Guinea, Gabon, Tunisia and South Africa.
Panoro Energy reported a positive EBITDA from continuing operations of USD 77.8 million in the first half of 2024, compared to USD 38.9 million in the first half of 2023. Higher EBITDA in the first half of 2024 is primarily driven by additional international liftings, with six in 2024 compared to two in 2023, and by the impact of higher realised oil prices of USD 80 per barrel in 2024 compared to USD 75 per barrel in 2023. It should be noted that lifting scheduling across the Group's production assets will vary and as such due to revenue recognition accounting standards, uneven financial results are to be expected quarter on quarter despite normal operational performance.
Total revenue from continuing operations in the first half of 2024 was USD 142.7 million compared to USD 66.3 million in 1H 2023, generated through the sale of 1,681,894 barrels during the first six months of 2024 (1H 2023: 835,750 barrels) with four international liftings for Dussafu and one international lifting each for Block G and TPS (1H 2023: 1 at TPS and Block G). Included in total revenue, is the gross-up of the State profit oil allocation under the terms of the Dussafu PSC, with a corresponding amount shown as Income tax, of USD 7.4 million in 2024 (2023: USD 3.3 million). This presentation is consistent with oil and gas reporting standards and is a notional adjustment which is neutral to net income/loss on an overall basis.
The total oil sales revenue from continuing activities was USD 135 million for the first half of 2024, USD 63 million from Dussafu, USD 55 million from Block G and USD 18 million from the TPS assets. This compares to USD 51 million from Block G and USD 12 million from the TPS assets for the first half of 2023.
Operating and other costs attributable to continuing operations of the Group were USD 59 million in the first half of 2024 compared to USD 25.5 million in 1H 2023, an increase of USD 33.5 million due to increased operating costs and lower inventories as a result of additional liftings during 2024 compared to 2023.
General and Administrative (G&A) costs from continuing operations increased to USD 6.6 million (2023: USD 5.3 million) as a result of the higher levels of activity during the first half of 2024 and the effect of the increase in ownership from 60% to 100% in the TPS asset in April 2023.
DD&A charge for the Group's assets attributable to continuing operations increased by USD 10 million to USD 25 .1 million in the current period compared to USD 15.1 million in the first half of 2023. The increase is driven by higher production levels at Dussafu as a result of the commencement of production of Hibiscus wells as part of the Ruche development, accounting for USD 6.7 million of the increase. The remaining USD 3.3 million is accounted for by higher production levels at Block G.
EBIT from continuing operations for the first six months of 2024 was thus USD 51.7 million compared to USD 22.9 million in 1H 2023.
Net financial items from continuing operations amounted to a loss of USD 9.5 million in the first half of 2024, compared to a loss of USD 8.4 million in the first half of 2023. This increase of USD 1.1 million is mainly due to increase in use of the Trafigura oil revenue advance facility during the period (see note 6).
Profit before tax for the first half from continuing operations was therefore USD 42.3 million compared to USD 14.5 million in the first half of 2023.
First half net profit after tax from continuing operations was USD 24.2 million, compared to USD 0.9 million in 2023.
Income taxes increased to USD 18.1 million for the first six months of 2024 compared to USD 13.5 million in the same period of 2023. These tax charges consisted of USD 7.4 million (2023: USD 3.3 million) representing State profit oil under the terms of the Dussafu PSC and USD 10.7 million (2023: USD 10.2 million) for taxes on profits for the Group's Equatorial Guinea and Tunisian Operations. The higher taxes in the current period are mainly due to the increase in liftings and associated profit during the period.
Underlying operating profit before tax from continuing operations for first six months of 2024 was USD 42.5 million compared to USD 12.2 million for the same period 2023 (see page 6).
Movements in the Group statement of financial position during the first half of 2024 were a combination of the following:
Non-current assets amount to USD 531.5 million at 30 June 2024, an increase of USD 28.8 million from USD 502.7 million at 31 December 2023. This is a result of investment in exploration and production assets of USD 6.8 million and USD 22 million respectively.
Current assets amount to USD 115.1 million at 30 June 2024 compared to USD 113.2 million at 31 December 2023.
The USD 1.9 million increase relates to a reduction in trade receivables of USD 9 million and a reduction in oil inventory of USD 7.4 million, offset by an increase in cash and cash equivalents of USD 15.4 million.
Inventories, trade and other receivables at 30 June 2024 of USD 71.9 million (31 December 2023: USD 85.4 million) consists of crude oil and materials inventory of USD 46 million (31 December 2023: USD 50.5 million) and trade and other receivables of USD 25.9 million (31 December 2023: USD 34.8 million).
Cash and cash equivalents at 30 June 2024 was USD 43.2 million compared to USD 27.8 million at 31 December 2023. The increase of USD 15.4 million is a result of cash inflows from operations of USD 78.5 million, cash proceeds on the MaBoMo sale-and-leaseback arrangement of USD 25.9 million and loan drawdowns of USD 10 million. This is offset by investment in exploration and production assets of USD 47.8 million, oil revenue advance and secured loan repayments of USD 33.9 million, borrowing costs of USD 4.9 million, distributions to shareholders of USD 9.3 million and share buybacks of USD 2.1 million.
Equity as at 30 June 2024 amounts to USD 248.5 million compared to USD 236 million at the end of December 2023, an increase of USD 12.5 million for the six months. This increase is a result net income of USD 24.2 million, offset by distributions to shareholders of USD 9.3 million, payments of USD 2.1 million under the share buy-back program (see note 4) and decrease due to movement in employee share option reserve of USD 0.3 million.
Total non-current liabilities are USD 297.5 million as at 30 June 2024 compared to USD 261.1 million at 31 December 2023, an increase of USD 36.4 million.
Non-current portion of external loan facilities increased by USD 8.7 million from USD 43.4 million at 31 December 2023 to USD 52.2 million at 30 June 2024 as a result of the redetermination of the Trafigura Senior Secured Reserve Based Loan facility which extended the facility duration by two years (see note 5).
Decommissioning liabilities of USD 138.2 million were USD 9 million higher than at 31 December 2023 as a result of updated estimates of asset retirement obligations of USD 5.8 million and the usual unwinding of discount on such liabilities of USD 3.2 million during this period.
Other non-current liabilities increased from USD 15.7 million on 31 December 2023, to USD 36 million by 30 June 2024. This increase is primarily due to the USD 20.3 million long-term financial liability associated with the MaBoMo sale-andleaseback, as described in note 5.2.
Deferred tax liabilities decreased from USD 72.9 million on 31 December 2023 to USD 71.1 million at 30 June 2024, mainly a result of estimated timing and transfers of tax liabilities between current and non-current.
Current liabilities amounted to USD 100.6 million at 30 June 2024 compared to USD 118.7 million at the end of December 2023, a decrease of USD 18.2 million, mainly a result of reduction in advances taken against oil revenues of USD 23.8 million and a decrease in the current portion of external loan facilities of USD 9.6 million. This was offset by an increase in other current liabilities of USD 8.1 million, which includes USD 5.3 million for the purchase of oil to comply with the domestic market obligation in Gabon and USD 4.7 million financial liability for the MaBoMo sale -andleaseback as described in note 5.2, and increases in tax liabilities of USD 7.1 million due to operations during the period.
Investment in Panoro Energy involves risks and uncertainties as described in the Company's Annual Report for 202 3.
As an oil and gas company operating in multiple jurisdictions in Africa, exploration results, reserve and resource estimates and estimates for capital and operating expenditures are associated with uncertainty. The field's production performance may be uncertain over time.
The company is exposed to various forms of financial risks, including, but not limited to, fluctuation in oil prices, exchange rates, interest rates and capital requirements; these are described in the Company's 2023 Annual Report and Accounts, and in Note 2 to the half year financial statements. The Company is also exposed to uncertainties relating to the international capital markets and access to capital and this may influence the speed with which development projects can be accomplished.
The development of oil and gas fields in which the Company is involved is associated with technical risk, reservoir performance, alignment in the consortiums with regards to development plans and on obtaining the necessary licenses and approvals from the authorities. Such operations might occasionally lead to cost overruns and production disruptions, as well as delays compared to the plans laid out by the operator of these fields. Furthermore, the Company has limited influence on operational risk related to exploration success and development of industry cost.
| Q2 | Q1 | Q2 | YTD | YTD | |
|---|---|---|---|---|---|
| 2023 | 2024 | 2024 | 2024 | 2023 | |
| (Unaudited) | (Unaudited) | (Unaudited) | Amounts in USD 000 | (Unaudited) | (Unaudited) |
| 5,669 | 68,935 | 73,720 | Total revenues | 142,655 | 66,342 |
| (12,678) | (23,077) | (22,301) | Operating expenses | (45,378) | (24,740) |
| 12,234 | (3,623) | (9,977) | Inventory movements * | (13,600) | (774) |
| 337 | (289) | 1,026 | Non-recurring items | 737 | 3,324 |
| (2,228) | (3,291) | (3,356) | General and administrative costs | (6,647) | (5,253) |
| 3,334 | 38,655 | 39,112 | EBITDA | 77,767 | 38,899 |
| (8,813) | (13,230) | (11,849) | Depreciation, depletion and amortisation | (25,079) | (15,127) |
| (447) | (434) | (519) | Other non-operating items | (953) | (886) |
| (5,926) | 24,991 | 26,744 | EBIT - Operating income/(loss) | 51,735 | 22,886 |
| (4,087) | (4,009) | (5,455) | Financial costs net of income | (9,464) | (8,423) |
| (10,013) | 20,982 | 21,289 | Profit/(loss) before tax | 42,271 | 14,463 |
| (3,417) | (8,924) | (9,188) | Income tax expense | (18,112) | (13,523) |
| (13,430) | 12,058 | 12,101 | Net profit/(loss) for the period | 24,159 | 940 |
| - | - | - | Other comprehensive income | - | - |
| (13,430) | 12,058 | 12,101 | Total comprehensive income/(loss) for the period (net of tax) |
24,159 | 940 |
| NET INCOME /(LOSS) FOR THE PERIOD ATTRIBUTABLE TO: | |||||
| (13,430) | 12,058 | 12,101 | Equity holders of the parent | 24,159 | 940 |
| TOTAL COMPREHENSIVE INCOME / (LOSS) FOR THE PERIOD ATTRIBUTABLE TO: |
|||||
| (13,430) | 12,058 | 12,101 | Equity holders of the parent | 24,159 | 940 |
| EARNINGS PER SHARE | |||||
| (0.12) | 0.10 | 0.10 | Basic and diluted EPS on profit/(loss) for the period attributable to equity holders of the parent (USD) - Total |
0.21 | 0.01 |
| (0.12) | 0.10 | 0.10 | Basic and diluted EPS on profit/(loss) for the period attributable to equity holders of the parent (USD) - Continuing operations |
0.21 | 0.01 |
* Crude oil inventory and over/underlift movements form part of cost of sales and are valued using a cost per barrel that includes operating costs and depreciation, resulting in negative cost of sales during periods of limited or no liftings.
The accompanying notes form an integral part of these condensed consolidated financial statements.
| As at 30 June 2024 |
As at 31 March 2024 |
As at 31 December 2023 |
|
|---|---|---|---|
| Amounts in USD 000 | (Unaudited) | (Unaudited) | (Audited) |
| Tangible and intangible assets | 531,311 | 516,721 | 502,532 |
| Other non-current assets | 143 | 143 | 143 |
| Total Non-current assets | 531,454 | 516,864 | 502,675 |
| Inventories, trade and other receivables | 71,859 | 100,617 | 85,349 |
| Cash and cash equivalents | 43,206 | 22,437 | 27,821 |
| Total current assets | 115,065 | 123,054 | 113,170 |
| Total Assets | 646,519 | 639,918 | 615,845 |
| Total Equity | 248,505 | 243,840 | 236,037 |
| Decommissioning liability | 138,203 | 130,780 | 129,111 |
| Loans and borrowings | 52,142 | 60,584 | 43,418 |
| Other non-current liabilities | 36,035 | 15,784 | 15,679 |
| Deferred tax liabilities | 71,074 | 71,616 | 72,883 |
| Total Non-current liabilities | 297,454 | 278,764 | 261,091 |
| Loans and borrowings - current portion | 16,459 | 18,234 | 26,071 |
| Oil revenue advances | - | 17,900 | 23,780 |
| Trade and other current liabilities | 42,602 | 44,911 | 34,485 |
| Current and deferred taxes | 41,499 | 36,269 | 34,381 |
| Total Current liabilities | 100,560 | 117,314 | 118,717 |
| Total Liabilities | 398,014 | 396,078 | 379,808 |
| Total Equity and Liabilities | 646,519 | 639,918 | 615,845 |
The accompanying notes form an integral part of these condensed consolidated financial statements.
| Q2 2023 |
Q1 2024 |
Q2 2024 |
YTD 2024 |
YTD 2023 |
|
|---|---|---|---|---|---|
| (Unaudited) | (Unaudited) | (Unaudited) | Cash inflows / (outflows) (USD 000) | (Unaudited) | (Unaudited) |
| (10,013) | 20,982 | 21,289 | Net (loss)/income for the period before tax | 42,271 | 14,463 |
| ADJUSTED FOR: | |||||
| 8,813 | 13,230 | 11,849 | Depreciation | 25,079 | 15,127 |
| (14,372) | (5,410) | 21,761 | Increase/(decrease) in working capital | 16,351 | (5,138) |
| (2,249) | (4,065) | (4,065) | State share of profit oil | (8,130) | (2,249) |
| (1,183) | (4,238) | (435) | Taxes paid | (4,673) | (4,407) |
| 4,042 | 3,943 | 3,943 | Net finance costs and losses/(gains) on commodity hedges |
7,886 | 8,388 |
| 482 | 442 | (675) | Other non-cash items | (233) | 896 |
| (14,480) | 24,884 | 53,667 | Net cash (out)/inflow from operations | 78,551 | 27,080 |
| CASH FLOW FROM INVESTING ACTIVITIES | |||||
| (4,848) | - | - | Cash outflow related to acquisition(s) | - | (4,848) |
| 1,881 | - | - | Net cash acquired at acquisition(s) | - | 1,881 |
| (18,900) | (27,261) | (20,510) | Investment in exploration, production and other assets |
(47,771) | (32,956) |
| (21,867) | (27,261) | (20,510) | Net cash (out)/inflow from investing activities | (47,771) | (35,923) |
| CASH FLOW FROM FINANCING ACTIVITIES | |||||
| 14,758 | 10,000 | - | Proceeds from loans and borrowings (net of upfront and arrangement costs) |
10,000 | 14,758 |
| - | - | 25,856 | MaBoMo sale and leaseback arrangement proceeds | 25,856 | - |
| - | - | (856) | MaBoMo sale and leaseback arrangement payments | (856) | - |
| 17,400 | (5,880) | (17,900) | Oil revenue advances | (23,780) | 17,400 |
| - | - | - | Repayment of non-recourse loan | - | (653) |
| - | - | (10,175) | Repayment of Senior Secured loans | (10,175) | (12,240) |
| - | - | - | Realised gain/(loss) on commodity hedges | - | (208) |
| (2,552) | (2,379) | (2,501) | Borrowing costs, including bank charges | (4,880) | (5,130) |
| - | - | (2,110) | Cost of buy-back of own shares | (2,110) | - |
| (55) | (59) | (59) | Lease liability payments | (118) | (110) |
| (2,884) | (4,689) | (4,643) | Distributions to shareholders | (9,332) | (5,807) |
| 26,667 | (3,007) | (12,388) | Net cash (out)/inflow from financing activities | (15,395) | 8,010 |
| (9,680) | (5,384) | 20,769 | Change in cash and cash equivalents during the period |
15,385 | (833) |
| 41,517 | 27,821 | 22,437 | Cash and cash equivalents at the beginning of the period |
27,821 | 32,670 |
| 31,837 | 22,437 | 43,206 | Cash and cash equivalents at the end of the period |
43,206 | 31,837 |
| For the six months ended 30 June 2024 Amounts in USD 000 |
Issued capital |
Share premium |
Treasury shares |
Additional paid-in capital |
Retained earnings |
Other reserves |
Currency translation reserve |
Total |
|---|---|---|---|---|---|---|---|---|
| At 1 January 2024 (Audited) | 738 | 433,969 | - | 122,038 | (277,300) | (37,647) | (5,761) | 236,037 |
| Net income/(loss) for the period - continuing operations |
- | - | - | - | 12,058 | - | - | 12,058 |
| Other comprehensive income/(loss) | - | - | - | - | - | - | - | - |
| Total comprehensive income/(loss) | - | - | - | - | 12,058 | - | - | 12,058 |
| Employee share options charge | - | - | - | 434 | - | - | - | 434 |
| Distributions to shareholders | - | (4,689) | - | - | - | - | - | (4,689) |
| At 31 March 2024 (Unaudited) | 738 | 429,280 | - | 122,472 | (265,242) | (37,647) | (5,761) | 243,840 |
| Net income/(loss) for the period - continuing operations |
- | - | - | - | 12,101 | - | - | 12,101 |
| Other comprehensive income/(loss) | - | - | - | - | - | - | - | - |
| Total comprehensive income/(loss) | - | - | - | - | 12,101 | - | - | 12,101 |
| Settlement of Restricted Share Units | - | - | - | (1,230) | - | - | - | (1,230) |
| Buyback of own shares | - | - | (2,110) | - | - | - | - | (2,110) |
| Employee share options charge | - | - | - | 547 | - | - | - | 547 |
| Distributions to shareholders | - | (4,643) | - | - | - | - | - | (4,643) |
| At 30 June 2024 (Unaudited) | 738 | 424,637 | (2,110) | 121,789 | (253,141) | (37,647) | (5,761) | 248,505 |
Attributable to equity holders of the parent
| For the six months ended 30 June 2023 Amounts in USD 000 |
Issued capital |
Share premium |
Treasury shares |
Additional paid-in capital |
Retained earnings |
Other reserves |
Currency translation reserve |
Total |
|---|---|---|---|---|---|---|---|---|
| At 1 January 2023 (Audited) | 723 | 428,503 | - | 121,834 | (301,149) | (37,647) | (5,761) | 206,503 |
| Net income/(loss) for the period - continuing operations |
- | - | - | - | 14,370 | - | - | 14,370 |
| Other comprehensive income/(loss) | - | - | - | - | - | - | - | - |
| Total comprehensive income/(loss) | - | - | - | - | 14,370 | - | - | 14,370 |
| Employee share options charge | - | - | - | 414 | - | - | - | 414 |
| Distributions to shareholders | - | - | - | - | (2,923) | - | - | (2,923) |
| At 31 March 2023 (Unaudited) | 723 | 428,503 | - | 122,248 | (289,702) | (37,647) | (5,761) | 218,364 |
| Net income/(loss) for the period - continuing operations |
- | - | - | - | (13,430) | - | - | (13,430) |
| Other comprehensive income/(loss) | - | - | - | - | - | - | - | - |
| Total comprehensive income/(loss) | - | - | - | - | (13,430) | - | - | (13,430) |
| Share issue - business combinations | 14 | 8,319 | - | - | - | - | - | 8,333 |
| Employee share options charge | - | - | - | 446 | - | - | - | 446 |
| Share issue under RSU plan | 1 | 791 | - | (792) | - | - | - | - |
| Distributions to shareholders | - | - | - | - | (2,884) | - | - | (2,884) |
| At 30 June 2023 (Unaudited) | 738 | 437,613 | - | 121,902 | (306,016) | (37,647) | (5,761) | 210,829 |
The holding Company, Panoro Energy ASA, was incorporated on 28 April 2009, as a public limited company under the Norwegian Public Limited Companies Act of June 19, 1997 No. 45. The registered organisation number of the Company is 994 051 067 and its registered address is c/o Advokatfirmaet Schjødt AS, Tordenskiolds gate 12 0201 Oslo, Norway.
The Company and its subsidiaries are engaged in exploration and production of oil and gas resources in Africa. The unaudited condensed consolidated financial statements of the Group for the period ended 30 June 2024 were authorised for issue by the Board of Directors on 21 August 2024.
The Company's shares are traded on the Oslo Stock Exchange under the ticker symbol PEN.
The unaudited condensed consolidated financial statements have been prepared in accordance with IAS 34, "Interim Financial Reporting", as adopted by the EU. The condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the financial information and the risk factors contained in the Company's 2023 Annual Report which is available on the Company's website www.panoroenergy.com.
The condensed consolidated financial statements are presented in US Dollars and all values are rounded to the nearest thousand dollars (USD 000), except when otherwise stated.
The accounting policies adopted in preparation of these condensed consolidated financial statements are consistent with those followed in the preparation of the Group's 2023 Annual Report.
The Group's activities expose it to a number of risks and uncertainties, which are continuously monitored and reviewed. The main risks and uncertainties are the operational and financial risks described below.
At its current stage of development, Panoro is commercially producing oil and also exploring for and appraising undeveloped known oil and/or natural gas accumulations from its continuing activities in Equatorial Guinea, Gabon, Tunisia and South Africa.
The main operational risk in exploration and appraisal activities is that the activities and investments made by Panoro will not evolve into commercial reserves of oil and gas. The oil price is of significant importance in all parts of operation s as income and profitability is and will be dependent on prevailing prices. Significantly lower oil prices will reduce current and expected cash flows and profitability in projects and can make projects sub economic. Panoro operates a commodity hedging program to strategically hedge a portion of its 2P oil reserves to protect against a fall in oil prices and consequently, to protect the Group's ability to service its debt obligations and to fund operations including planned capital expenditure.
Another operational risk factor is access to equipment in Panoro's projects. In the drilling/development phase of a project the Group is dependent on advanced equipment such as rigs, casing, pipes etc. A shortage of these supplies can present difficulties for Panoro to complete projects. Through its operations, Panoro is also subject to political risk, environmental risk and the risk of not being able to retain key personnel.
The Group's activities expose it to a variety of financial risks, mainly categorised as exchange rate and liquidity risk. The Group's risks are continuously monitored and analysed by the management and the Board. The aim is to minimise potential adverse effects on the Group's financial performance.
A more detailed analysis of the Group's risks and uncertainties, and how the Group addresses these risks, are detailed in the 2023 Annual Report which is available on www.panoroenergy.com.
The Group continuing operations are classified into three business segments, being the exploration and production of oil and gas in North Africa (Tunisia), West Africa (Gabon and Equatorial Guinea) and South Africa (South Africa).
The Group's reportable segments, for both management and financial reporting purposes, are as follows:
*Figures only represent net participation interest in proportion to Panoro's equity holding during the period at the dates explained above.
Management monitors the operating results of business segments separately for the purpose of making decisions about resources to be allocated and for assessing performance. Segment performance is evaluated based on capital and general expenditure. Details of group segments are reported below.
| Q2 2023 |
Q1 2024 |
Q2 2024 |
YTD 2024 |
YTD 2023 |
|
|---|---|---|---|---|---|
| (Unaudited) | (Unaudited) | (Unaudited) | All amounts in USD 000 unless otherwise stated | (Unaudited) | (Unaudited) |
| OPERATING SEGMENTS - GROUP NET SALES | |||||
| 3,420 | 3,481 | 3,460 | Net average daily production - Block G (bopd) | 3,472 | 3,650 |
| 2,660 | 4,347 | 3,707 | Net average daily production - Dussafu (bopd) | 4,027 | 1,980 |
| 2,010 | 1,777 | 1,562 | Net average daily production - TPS assets (bopd) | 1,670 | 1,590 |
| 8,090 | 9,605 | 8,729 | Total Group Net average daily production (bopd) | 9,169 | 7,220 |
| - | - | 682,415 | Oil sales (bbls) - Net to Panoro - Block G, Equatorial Guinea |
682,415 | 659,812 |
| - | 608,652 | 174,492 | Oil sales (bbls) - Net to Panoro - Dussafu, Gabon | 783,144 | - |
| 52,830 | 190,747 | 25,588 | Oil sales (bbls) - Net to Panoro - TPS assets, Tunisia | 216,335 | 175,938 |
| 52,830 | 799,399 | 882,495 | Total Group Net Sales (bbls) - continuing operations | 1,681,894 | 835,750 |
| OPERATING SEGMENT - WEST AFRICA - EQUATORIAL GUINEA |
|||||
| 1,913 | 3,849 | 27,198 | EBITDA | 31,047 | 33,227 |
| 3,413 | 4,789 | 4,977 | Depreciation and amortisation | 9,766 | 7,190 |
| 238,032 | 260,282 | 266,487 | Segment assets | 266,487 | 238,032 |
| OPERATING SEGMENT - WEST AFRICA - GABON | |||||
| 1,967 | 29,150 | 11,852 | EBITDA | 41,002 | 2,886 |
| 3,305 | 6,257 | 5,313 | Depreciation and amortisation | 11,570 | 4,813 |
| 248,469 | 260,049 | 268,803 | Segment assets | 268,803 | 248,469 |
| OPERATING SEGMENT - NORTH AFRICA - TUNISIA | |||||
| 3,684 | 8,245 | 2,548 | EBITDA | 10,793 | 9,156 |
| 2,500 | 2,137 | 1,500 | Depreciation and amortisation | 3,637 | 3,450 |
| 100,873 | 111,264 | 102,928 | Segment assets | 102,928 | 100,873 |
| OPERATING SEGMENT - SOUTH AFRICA | |||||
| (162) | (4) | (45) | EBITDA | (49) | (349) |
| 135 | 151 | 151 | Segment assets | 151 | 135 |
| CORPORATE | |||||
| (4,068) | (2,585) | (2,441) | EBITDA | (5,026) | (6,021) |
| (405) | 47 | 59 | Depreciation and amortisation | 106 | (326) |
| 25,931 | 8,172 | 8,150 | Segment assets | 8,150 | 25,931 |
| TOTAL - CONTINUING OPERATIONS | |||||
| 3,334 | 38,655 | 39,112 | EBITDA | 77,767 | 38,899 |
| 8,813 | 13,230 | 11,849 | Depreciation and amortisation | 25,079 | 15,127 |
| 613,440 | 639,918 | 646,519 | Segment assets | 646,519 | 613,440 |
The segment assets represent position as of quarter ends and the Statement of Comprehensive Income items represent results for the respective quarters presented. There are no differences in the nature of measurement methods used on segment level compared with the interim condensed consolidated financial statements. There are no inter-segment adjustments and eliminations for the periods presented. The segment information only includes net results from DMO operations in Gabon.
The Company initiated a share buyback program on 23 May 2024 to repurchase up to NOK 100 million in value of the Company's common shares in open market transactions on the Oslo Stock Exchange until 31 December 2024. A total of 670,000 shares were bought back up to 30 June 2024 at an average price of NOK 34.32 per share and the cost of the bought back shares are shown as Treasury Shares on the Condensed Consolidated Statement of Changes in Equity on page 12.
Up to and including 19 August 2024 the Company had purchased 811,500 of its own shares at an average price of NOK 34.0690 per share, corresponding to a total transaction value of NOK 27.6 million and 0.69 percent of the Company's share capital.
Current and non-current portion of the outstanding balance of the MCB/Trafigura Senior Secured Reserve Based Lending facility as of the date of the statement of financial position is as follows:
| 30 June 2024 | 31 March 2024 | 31 December 2023 | |
|---|---|---|---|
| Amounts in USD 000 | (Unaudited) | (Unaudited) | (Audited) |
| Borrowing Base Loan facility - Non-current | 53,477 | 62,198 | 44,033 |
| Borrowing Base Loan facility - Current | 16,976 | 18,430 | 26,420 |
| Total Senior Loan facility | 70,453 | 80,628 | 70,453 |
| Borrowing Base Unamortised borrowing costs - Non-current | (1,335) | (1,614) | (615) |
| Borrowing Base Unamortised borrowing costs - Current | (517) | (196) | (349) |
| Total Unamortised borrowing costs | (1,852) | (1,810) | (964) |
| Total Senior Loan facility | 68,601 | 78,818 | 69,489 |
The amended Senior Loan facility has a term of seven years from 31 March 2021 with interest charged and paid quarterly at USD 3-month SOFR plus 7.5% on the balance outstanding, with principal repayments due each six months in the months of March and September.
This Company successfully concluded a redetermination of the Reserve Based Loan ("RBL") facility during the first quarter, resulting in an increase to borrowing headroom and extension of facility duration. As a result, the Company made a USD 10 million drawdown and re-sculpted the RBL maturity profile. Commercial terms of the RBL facility are unchanged while the final maturity date has been extended by 24 months to end Q1 2028.
On 29 May 2024, the company made a non-scheduled principal repayment of USD 10.2 million which will reduce future principal repayments on the RBL facility on a pro-rata basis.
Unamortised borrowing costs include structuring fees and directly attributable third-party costs. During the current quarter, these costs are expensed using an effective interest rate of 12.8% per annum over the remaining term of the facility.
Key financial covenants are required to be tested 30 September and 31 March and, in some cases, every quarter. These covenants, applicable at the levels of the borrower group as defined in the loan documentation, include the following:
During the second quarter, the operator of the Dussafu Marin Permit, following regulatory approvals, executed a sale and lease back agreement with Minsheng Financial Leasing Co ("MSFL") for the BW MaBoMo production facility under a ten-year lease term with an option to repurchase the unit from the end of year seven. Gross sales proceeds of USD 150 million was realised to the joint venture and Panoro received net sales proceeds of USD 25.9 million. The transfer of an asset does not satisfy the requirements of IFRS 15 to be accounted for as a sale of the asset and continues to
recognise the transferred asset and a financial liability equal to the transfer proceeds of USD 25.9 million as a financial liability under IFRS 9. Under the PSC, the proceeds has been considered as an accelerated cost recovery.
The Group has an advance facility of USD 25 million with Trafigura which is short term and settled from upcoming crude liftings proceeds. At 30 June 2024, there were no amounts owing under this facility (31 March 2024: USD 17.9 million; 31 December 2023: USD 23.8 million).
Corporation tax charge for the respective quarters presented is split as follows:
| Q2 2023 |
Q1 2024 |
Q2 2024 |
YTD 2024 |
YTD 2023 |
|
|---|---|---|---|---|---|
| (Unaudited) | (Unaudited) | (Unaudited) | Amounts in USD 000 | (Unaudited) | (Unaudited) |
| 2,249 | 4,065 | 3,370 | Effect of taxes under PSA arrangements - Gabon | 7,435 | 3,307 |
| 1,464 | 6,124 | 6,360 | Current income tax charge/(credit) | 12,484 | 7,783 |
| - | 2 | - | Other Corporate | 2 | 12 |
| (296) | (1,267) | (542) | Deferred tax charge/(credit) | (1,809) | 2,421 |
| 3,417 | 8,924 | 9,188 | Total tax charge | 18,112 | 13,523 |
Deferred tax liability has arisen on temporary differences between tax base and accounting base of the production assets in Tunisia and has been calculated using the effective tax rate applicable to the concessions.
We confirm to the best of our knowledge that the condensed set of interim consolidated financial statements as of 30 June 2024 has been prepared in accordance with IAS 34 Interim Financial Reporting and gives a true and fair view of the Company's assets, liabilities, financial position and result for the period viewed in their entirety, and that the interi m management report in accordance with the Norwegian Securities Trading Act section 5-6 fourth paragraph includes a fair review of any significant events that arose during the six-month period and their effect on the half-yearly financial report, and any significant related parties transactions, and a description of the principal risks and uncertainties for the remaining six months of the year.
| JULIEN BALKANY | TORSTEIN SANNESS | GARRETT SODEN |
|---|---|---|
| Chairman of the Board | Deputy Chairman of the Board | Non-Executive Director |
| ALEXANDRA HERGER | GUNVOR ELLINGSEN |
|---|---|
| Non-Executive Director | Non-Executive Director |
| Bbl | One barrel of oil, equal to 42 US gallons or 159 liters |
|---|---|
| Bopd | Barrels of oil per day |
| Kbopd | Thousands of barrels of oil per day |
| Bcf | Billion cubic feet |
| Bm3 | Billion cubic meter |
| BOE | Barrel of oil equivalent |
| Btu | British Thermal Units, the energy content needed to heat one pint of water by one degree Fahrenheit |
| IP | Initial production |
| Mcf | Thousand cubic feet |
| MMcf | Million cubic feet |
| MMbbl | Million barrels of oil |
| MMboe | Million barrels of oil equivalents |
| MMBtu | Million British thermal units |
| MMm3 | Million cubic meters |
| Tcf | Trillion cubic feet |
| EBITDA | Earnings before Interest, Taxes, Depreciation and Amortisation |
| EBIT | Earnings before Interest and Taxes |
| TVDSS | True Vertical Depth Subsea |
This report does not constitute an offer to buy or sell shares or other financial instruments of Panoro Energy ASA ("Company"). This report contains certain statements that are, or may be deemed to be, "forward-looking statements", which include all statements other than statements of historical fact. Forward-looking statements involve making certain assumptions based on the Company's experience and perception of historical trends, current conditions, expected future developments and other factors that we believe are appropriate under the circumstances. Although we believe that the expectations reflected in these forward-looking statements are reasonable, actual events or results may differ materially from those projected or implied in such forward-looking statements due to known or unknown risks, uncertainties and other factors. These risks and uncertainties include, among others, uncertainties in the exploration for and development and production of oil and gas, uncertainties inherent in estimating oil and gas reserv es and projecting future rates of production, uncertainties as to the amount and timing of future capital expenditures, unpredictable changes in general economic conditions, volatility of oil and gas prices, competitive risks, counter-party risks including partner funding, regulatory changes including country risks where the Group's assets are located and other risks and uncertainties discussed in the Company's periodic reports. Forward-looking statements are often identified by the words "believe", "budget", "potential", "expect", "anticipate", "intend", "plan" and other similar terms and phrases. We caution you not to place undue reliance on these forward-looking statements, which speak only as of the date of this report, and we undertake no obligation to update or revise any of this information.

For further information, please contact:
Panoro Energy ASA/ Panoro Energy Limited [email protected] Tel: +44 20 3405 1060
Qazi Qadeer, Chief Financial Officer Panoro Energy ASA/ Panoro Energy Limited [email protected] Tel: +44 20 3405 1060
Panoro Energy ASA – Half Year Report 2024 Page | 20
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