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Birchcliff Energy Ltd. — Management Reports 2020
May 13, 2020
45554_rns_2020-05-13_4669fa8c-520f-4adc-853a-5ee5f497ca7b.pdf
Management Reports
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MANAGEMENT'S DISCUSSION AND ANALYSIS
GENERAL
This Management's Discussion and Analysis ("MD&A") for Birchcliff Energy Ltd. ("Birchcliff" or the "Corporation") dated May 13, 2020 is with respect to the three months ended March 31, 2020 (the "Reporting Period") as compared to the three months ended March 31, 2019 (the "Comparable Prior Period"). This MD&A has been prepared by management and approved by the Corporation's Audit Committee and Board of Directors and should be read in conjunction with the annual audited financial statements of the Corporation and the related notes for the year ended December 31, 2019 which have been prepared in accordance with IFRS. All dollar amounts are expressed in Canadian currency, unless otherwise stated.
This MD&A uses "adjusted funds flow", "adjusted funds flow per common share", "free funds flow", "transportation and other expense", "operating netback", "adjusted funds flow netback", "total cash costs", "adjusted working capital deficit" and "total debt", which do not have standardized meanings prescribed by GAAP and therefore may not be comparable to similar measures presented by other companies where similar terminology is used. For further information, including reconciliations to the most directly comparable GAAP measure where applicable, see "Non-GAAP Measures" in this MD&A.
This MD&A contains forward-looking statements and information (collectively, "forward-looking statements") within the meaning of applicable Canadian securities laws. Such forward-looking statements are based upon certain expectations and assumptions and actual results may differ materially from those expressed or implied by such forwardlooking statements. For further information regarding the forward-looking statements contained herein, see "Advisories – Forward-Looking Statements" in this MD&A.
All boe amounts have been calculated by using the conversion ratio of 6 Mcf of natural gas to 1 bbl of oil and all Mcfe amounts have been calculated by using the conversion ratio of 1 bbl of oil to 6 Mcf of natural gas. For further information, see "Advisories – Boe and Mcfe Conversions" in this MD&A.
With respect to the disclosure of Birchcliff's production contained in this MD&A: (i) references to "light oil" mean "light crude oil and medium crude oil" as such term is defined in National Instrument 51-101 – Standards of Disclosure for Oil and Gas Activities("NI 51-101"); (ii) unless otherwise indicated, references to "liquids" mean "light crude oil and medium crude oil" and "natural gas liquids" (including condensate) as such terms are defined in NI 51-101; and (iii) references to "natural gas" mean "shale gas", which also includes an immaterial amount of "conventional natural gas", as such terms are defined in NI 51-101. In addition, NI 51-101 includes condensate within the product type of natural gas liquids. Birchcliff has disclosed condensate separately from other natural gas liquids as the price of condensate as compared to other natural gas liquids is currently significantly higher and Birchcliff believes presenting the two commodities separately provides a more accurate description of its operations and results therefrom.
ABOUT BIRCHCLIFF
Birchcliff is a Calgary, Alberta based intermediate oil and natural gas company with operations concentrated within its one core area, the Peace River Arch of Alberta. Birchcliff's common shares and cumulative redeemable preferred shares, Series A and Series C, are listed for trading on the Toronto Stock Exchange (the "TSX") under the symbols "BIR", "BIR.PR.A" and "BIR.PR.C", respectively. Additional information relating to the Corporation, including its Annual Information Form for the financial year ended December 31, 2019 (the "AIF"), is available on the SEDAR website at www.sedar.com and on the Corporation's website at www.birchcliffenergy.com.
COVID-19 OPERATING ENVIRONMENT
On January 30, 2020, the World Health Organization declared the novel Coronavirus disease ("COVID-19") outbreak a public health emergency of international concern and, on March 10, 2020, declared it to be a pandemic. The outbreak of the COVID-19 pandemic has had a significant negative impact on global economic conditions. This has included a sharp decrease in crude oil demand which, combined with other macro-economic conditions, has resulted in significant volatility in oil and natural gas commodity prices, as well as increased economic uncertainty.
There is significant ongoing uncertainty surrounding COVID-19 and the extent and duration of the impacts that Birchcliff may experience, including on demand for the commodities that Birchcliff produces, on the Corporation's cash flow and access to capital, on the Corporation's suppliers and on the Corporation's employees. Birchcliff determined there were impairment indicators present at March 31, 2020 due to the decline in the current and forward commodity prices for oil and natural gas and reduction in market capitalization since December 31, 2019 and concluded that Birchcliff's P&NG properties and equipment were not impaired at March 31, 2020.
Birchcliff has increased its monitoring of receivables due from petroleum and natural gas marketers and from joint asset partners to manage credit risk. Birchcliff historically has not experienced any collection issues with petroleum and natural gas marketers as a significant portion of these receivables are with creditworthy purchasers. The Corporation continues to expect that its receivables were substantially collectible at March 31, 2020.
The COVID-19 pandemic is an evolving situation that is expected to continue to have widespread implications on Birchcliff's business, results of operations, financial condition and the environment in which it operates. Management cannot reasonably estimate the length or severity of this pandemic, or the extent to which the disruption will impact the Corporation's statements of net income (loss) and comprehensive income (loss), statements of financial position or statements of cash flows in fiscal 2020. The potential direct and indirect impacts of the economic downturn have been considered in management's estimates and assumptions at March 31, 2020 and have been reflected in the Corporation's results for the Reporting Period.
See also "Risk Factors and Risk Management" in this MD&A.
2020 FIRST QUARTER FINANCIAL AND OPERATIONAL HIGHLIGHTS
- Achieved quarterly average production of 73,580 boe/d in the Reporting Period, a 2% decrease from the Comparable Prior Period.
- Liquids accounted for approximately 22% of Birchcliff's total production in the Reporting Period as compared to approximately 21% in the Comparable Prior Period.
- Delivered adjusted funds flow of $36.9 million, or $0.14 per basic common share, in the Reporting Period, a 68% decrease in each case from the Comparable Prior Period.
- Achieved low operating expense of $3.14/boe in the Reporting Period, an 8% decrease from the Comparable Prior Period.
- Realized an operating netback of $9.32/boe in the Reporting Period, a 46% decrease from the Comparable Prior Period.
- Continued with the successful and efficient execution of its 2020 capital program (the "2020 Capital Program"), drilling 18 (18.0 net) wells, completing 14 (14.0 net) wells and bringing 4 (4.0 net) wells on production in the Reporting Period. Total F&D capital expenditures were $132.4 million in the Reporting Period.
- Paid approximately $7.0 million in common share dividends in the Reporting Period.
- Birchcliff performed an impairment test on its petroleum and natural gas properties and equipment at March 31, 2020 and such assets were not impaired.
See "Cash Flow from Operating Activities and Adjusted Funds Flow", "Net Income (Loss) to Common Shareholders", "Discussion of Operations", "Capital Expenditures" and "Capital Resources and Liquidity" in this MD&A for further information regarding the financial and operational results for the Reporting Period and Comparable Prior Period.
OUTLOOK AND GUIDANCE
Birchcliff remains focused on its strategy of strengthening its balance sheet and liquidity. In response to the significant decline in commodity prices, Birchcliff has undertaken a number of initiatives to remain competitive and withstand this current period of low and volatile oil prices as a result of the COVID-19 pandemic, which are discussed in detail below under "Capital Resources and Liquidity" and "Discussion of Operations – Risk Management" in this MD&A.
Birchcliff is also focused on the successful and efficient execution of its 2020 Capital Program, which is expected to be completed on time and on budget. The 2020 Capital Program contemplates the drilling of a total of 28 (28.0 net) wells and the bringing on production of a total of 34 (34.0 net) wells in 2020. The program is heavily weighted towards the first half of the year, with the majority of F&D capital expected to be spent by the end of Q2 2020.
Over the course of 2020, the Corporation's production is expected to increase with a corresponding reduction in per unit operating costs, with a significant number of wells planned to be brought on production in late Q3 2020, which will coincide with the bringing on-stream of Birchcliff's 20,000 bbls/d (50% condensate, 50% water) inlet liquids-handling facility (the "Inlet Liquids-Handling Facility") at its 100% owned and operated natural gas processing plant in Pouce Coupe (the "Pouce Coupe Gas Plant"). Production in Q4 2020 is expected to average approximately 81,000 to 83,000 boe/d. As the Corporation anticipates that natural gas prices will continue to strengthen throughout 2020 and into 2021, the Corporation expects that its higher production in the third and fourth quarters of 2020 will drive higher adjusted funds flow and lower per unit costs.
As a result of very weak commodity prices anticipated for Q2 2020, Birchcliff currently expects that it will have significantly lower adjusted funds flow in Q2 2020 as compared to the Reporting Period. In addition, as a result of executing the vast majority of the 2020 Capital Program in the first half of 2020, total debt is expected to peak early in Q3 2020. As production increases and commodity prices for natural gas are expected to strengthen over the course of 2020, Birchcliff anticipates that its total debt will gradually decrease throughout the remainder of 2020, while its adjusted funds flow will steadily increase.
Revised Guidance
In light of the COVID-19 pandemic and current economic conditions, Birchcliff has revised its average royalty expense, adjusted funds flow, free funds flow and total debt guidance and commodity price assumptions for 2020. All other previous guidance for 2020 remains unchanged. The following table sets forth Birchcliff's revised and previous guidance and commodity price assumptions for 2020:
| Revised 2020 guidance and | Previous 2020 guidance and | |
|---|---|---|
| assumptions(1) | assumptions(1)(2) | |
| Production | ||
| Annual average production (boe/d) | 78,000 – 80,000 | 78,000 – 80,000 |
| % Light oil | 7% | 7% |
| % Condensate | 8% | 8% |
| % NGLs | 9% | 9% |
| % Natural gas | 76% | 76% |
| Q4 average production (boe/d) | 81,000 – 83,000 | 81,000 – 83,000 |
| Average Expenses ($/boe) | ||
| Royalty | 0.65 – 0.85 | 1.00 – 1.20 |
| Operating | 3.05 – 3.25 | 3.05 – 3.25 |
| Transportation and other | 4.90 – 5.10(3) | 4.90 – 5.10 |
| Adjusted Funds Flow (MM$) | 161(4) | 252 |
| F&D Capital Expenditures (MM$) | 275 – 295(5) | 275 – 295 |
| Free Funds Flow (MM$)(6) | (114) – (134) | (23) – (43) |
| Total Debt at Year End (MM$) | 770 – 790(7) | 700 – 720 |
| Natural Gas Market Exposure(8) | ||
| AECO exposure as a % of total natural gas production | 20% | 20% |
| Dawn exposure as a % of total natural gas production | 45% | 45% |
| NYMEX HH exposure as a % of total natural gas production | 34% | 34% |
| Alliance exposure as a % of total natural gas production | 1% | 1% |
| Commodity Prices | ||
| Average WTI price (US$/bbl) | 33.00 | 48.00 |
| Average WTI-MSW differential (CDN$/bbl) | 11.00 | 5.70 |
| Average AECO 5A price (CDN$/GJ) | 2.20 | 1.90 |
| Average Dawn price (US$/MMBtu)(9) | 2.00 | 2.15 |
| Average NYMEX HH price (US$/MMBtu)(9) | 2.25 | 2.20 |
| Exchange rate (CDN$ to US$1) | 1.38 | 1.34 |
(1) Birchcliff's guidance for its commodity mix, adjusted funds flow and natural gas market exposure in 2020 is based on an annual average production rate of 79,000 boe/d during 2020, which is the mid-point of Birchcliff's annual average production guidance for 2020.
(2) As disclosed on March 11, 2020.
(3) Includes transportation tolls for 175,000 GJ/d of natural gas sold at the Dawn price and includes any unused firm transportation costs associated with Birchcliff's commitments on the NGTL system.
(4) Birchcliff's estimate of adjusted funds flow takes into account the effects of its physical and financial commodity risk management contracts outstanding as at May 12, 2020. See "Discussion of Operations – Risk Management" in this MD&A.
(5) Birchcliff's estimate of F&D capital expenditures excludes any net potential acquisitions and dispositions and corresponds to Birchcliff's 2020 F&D capital budget. See "Advisories – Capital Expenditures" in this MD&A.
(6) Free funds flow is calculated as adjusted funds flow less F&D capital expenditures and is prior to acquisitions and dispositions, dividend payments, abandonment and reclamation obligations, administrative assets, financing fees and capital lease obligations. See "Non-GAAP Measures" in this MD&A.
(7) The total debt amount set forth in the table above assumes the following: (i) that the timing and amount of preferred share dividends paid by the Corporation remains consistent with previous years, with the dividend rates remaining flat; (ii) that a common share dividend of $0.005 per share is paid for the quarters ending June 30, 2020, September 30, 2020 and December 31, 2020; (iii) that there are 265,935,229 common shares and 2,000,000 series C preferred shares outstanding, with no series C preferred shares redeemed in 2020; (iv) that the 2020 Capital Program will be carried out as currently contemplated and the level of capital spending set forth herein will be achieved; and (v) the targets for production, commodity mix, capital expenditures, adjusted funds flow, free funds flow and natural gas market exposure and the commodity price and exchange rate assumptions set forth herein are met. The amount set forth in the table above does not include annual cash incentive payments.
(8) Birchcliff's guidance regarding its natural gas market exposure in 2020 assumes: (i) 175,000 GJ/d being sold at the Dawn index price; (ii) 5 MMcf/d being sold at Alliance's Trading Pool daily index price until October 31, 2020; and (iii) 132,500 MMBtu/d being hedged on a financial and physical basis at a fixed basis differential between the AECO 7A price and the NYMEX HH price.
(9) See "Advisories – MMBtu Pricing Conversions".
The outbreak of the COVID-19 pandemic has had a significant negative impact on global economic conditions and has resulted in a sharp decrease in the demand for crude oil which, combined with other macro-economic conditions, has resulted in significant volatility in oil and natural gas commodity prices, as well as increased economic uncertainty. Changes in assumed commodity prices and variances in production estimates can have a significant impact on the Corporation's estimates of adjusted funds flow and free funds flow and the Corporation's other guidance. For further information, see "Advisories – Forward-Looking Statements" and "Risk Factors and Risk Management" in this MD&A.
CASH FLOW FROM OPERATING ACTIVITIES AND ADJUSTED FUNDS FLOW
The following table sets forth the Corporation's cash flow from operating activities and adjusted funds flow for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Cash flow from operating activities ($000s) | 50,551 | 94,744 |
| Adjusted funds flow ($000s) | 36,894 | 116,648 |
| Per common share – basic ($) | 0.14 | 0.44 |
| Per common share – diluted ($) | 0.14 | 0.44 |
| Adjusted funds flow netback ($/boe) | 5.51 | 17.31 |
Adjusted funds flow decreased by 68% from the Comparable Prior Period. The decrease was primarily due to lower reported revenue and a realized loss on financial instruments of $14.3 million in the Reporting Period as compared to a realized gain on financial instruments of $13.3 million in the Comparable Prior Period. Revenue decreased by $55.1 million (or 31%) from the Comparable Prior Period, largely due to lower average realized liquids and natural gas sales prices in the Reporting Period. Birchcliff's light oil revenue in the Reporting Period was impacted by the significant weakness and volatility in oil prices as a result of the COVID-19 pandemic and OPEC+'s initial plan to increase production announced in early March 2020. Adjusted funds flow was also impacted by lower operating, royalty and interest expenses, partially offset by higher transportation and other expense as a result of Birchcliff's increased Dawn and AECO firm service.
Cash flow from operating activities decreased by 47% from the Comparable Prior Period. The reason for the change is consistent with the explanation for adjusted funds flow; however, cash flow from operating activities was also impacted by changes in non-cash operating working capital and decommissioning expenditures.
The following table sets forth a breakdown of the Corporation's total cash costs on a per unit basis for the periods indicated:
| Three months endedMarch 31, | |||
|---|---|---|---|
| ($/boe) | 2020 | 2019 | % Change |
| Royalty expense | 0.95 | 1.22 | (22%) |
| Operating expense | 3.14 | 3.40 | (8%) |
| Transportation and other expense | 5.00 | 4.61 | 8% |
| G&A expense, net | 0.90 | 0.90 | - |
| Interest expense | 0.89 | 1.03 | (14%) |
| Total cash costs | 10.88 | 11.16 | (3%) |
See "Discussion of Operations" in this MD&A for further details regarding the period-over-period movement in revenue and total cash cost inputs.
NET INCOME (LOSS) TO COMMON SHAREHOLDERS
The following table sets forth the Corporation's net income (loss) to common shareholders for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Net income (loss) to common shareholders ($000s) | (45,201) | 15,799 |
| Per common share – basic ($) | (0.17) | 0.06 |
| Per common share – diluted ($) | (0.17) | 0.06 |
| Net income (loss) to common shareholders ($/boe) | (6.75) | 2.34 |
The change to a net loss position was primarily due to lower adjusted funds flow as described above, partially offset by an income tax recovery of $12.7 million recorded in the Reporting Period as compared to an income tax expense of $7.0 million recorded in the Comparable Prior Period.
POUCE COUPE GAS PLANT NETBACKS
Birchcliff processed approximately 69% of its total corporate natural gas production and 59% of its total corporate production through the Pouce Coupe Gas Plant in the Reporting Period and Comparable Prior Period.The following table sets forth Birchcliff's average daily production and operating netback for wells producing to the Pouce Coupe Gas Plant for the periods indicated:
| Three months ended | Three months ended | |||
|---|---|---|---|---|
| March 31, 2020 | March 31, 2019 | |||
| Average production: | ||||
| Condensate (bbls/d) | 2,981 | 2,931 | ||
| NGLs (bbls/d) | 1,025 | 532 | ||
| Natural gas (Mcf/d) | 239,236 | 242,699 | ||
| Total (boe/d) | 43,879 | 43,913 | ||
| Liquids-to-gas ratio(1) (bbls/MMcf) | 16.7 | 14.3 | ||
| Netback and cost: | $/Mcfe | $/boe | $/Mcfe | $/boe |
| Petroleum and natural gas revenue(2) | 2.90 | 17.39 | 4.07 | 24.42 |
| Royalty expense | (0.10) | (0.62) | (0.12) | (0.71) |
| Operating expense(3) | (0.33) | (1.98) | (0.32) | (1.87) |
| Transportation and other expense | (0.89) | (5.34) | (0.78) | (4.71) |
| Operating netback | $1.58 | $9.45 | $2.85 | $17.13 |
| Operating margin(4) | 54% | 54% | 70% | 70% |
(1) Liquids consists of condensate and other NGLs.
(2) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
(3) Represents plant and field operating expense.
(4) Operating margin is calculated by dividing the operating netback for the period by the petroleum and natural gas revenue for the period.
The Corporation's liquids-to-gas ratio increased by 17% as compared to the Comparable Prior Period primarily due to specifically targeted condensate-rich natural gas wells in Pouce Coupe and an increase in C3+ extracted from the natural gas stream at the Pouce Coupe Gas Plant. The amount of liquids (condensate and other NGLs) from Montney horizontal natural gas wells being produced to the Pouce Coupe Gas Plant increased by 16% to 4,006 bbls/d in the Reporting Period from 3,463 bbls/d in the Comparable Prior Period. The increase in the liquids-to-gas ratio improved Birchcliff's average realized sales price and operating netback at the Pouce Coupe Gas Plant.
Operating expense per boe at the Pouce Coupe Gas Plant remained largely unchanged from the Comparable Prior Period. Transportation and other expense per boe at the Pouce Coupe Gas Plant increased from the Comparable Prior Period mainly due to additional AECO and Dawn firm service.
DISCUSSION OF OPERATIONS
Petroleum and Natural Gas Revenue
The following table sets forth Birchcliff's P&NG revenue by product category for the Corporation's Pouce Coupe operating assets geologically situated in the dry gas and condensate-rich trends of the Montney/Doig Resource Play (the "Pouce Coupe assets"), the Corporation's Gordondale operating assets geologically situated in the oil-rich trend of the Montney/Doig Resource Play (the "Gordondale assets") and on a corporate basis for the periods indicated:
| Three months ended | Three months ended | |||||
|---|---|---|---|---|---|---|
| March 31, 2020 | March 31, 2019 | |||||
| Pouce Coupe | Gordondale | Pouce Coupe | Gordondale | |||
| ($000s) | assets | assets | Corporate(1) | assets | assets | Corporate(1) |
| Light oil | 226 | 18,910 | 19,138 | 341 | 28,193 | 28,547 |
| Condensate | 18,180 | 5,899 | 24,080 | 18,369 | 7,645 | 26,013 |
| NGLs | 2,560 | 6,150 | 8,710 | 1,798 | 8,951 | 10,750 |
| Natural gas | 53,598 | 17,734 | 71,332 | 85,506 | 27,468 | 112,976 |
| P&NG sales(2) | 74,564 | 48,693 | 123,260 | 106,014 | 72,257 | 178,286 |
| Royalty income | 1 | - | 3 | 3 | 66 | 69 |
| P&NG revenue | 74,565 | 48,693 | 123,263 | 106,017 | 72,323 | 178,355 |
| % of corporate P&NG revenue | 60% | 40% | 59% | 41% |
(1) Includes other minor oil and natural gas properties that were not individually significant during the respective periods.
(2) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
On a corporate basis, P&NG revenue decreased by 31% from the Comparable Prior Period, primarily due to a lower average realized sales price received for Birchcliff's production. Actions taken around the world to mitigate the spread of COVID-19, combined with OPEC+'s initial plan to increase global supply, resulted in significant weakness and volatility in oil prices which impacted revenue in the Reporting Period. Revenue for natural gas was primarily affected by a decrease in North American pricing due to increasing supply and demand imbalance during the Reporting Period.
Production
The following table sets forth Birchcliff's production by product category for the Pouce Coupe assets, the Gordondale assets and on a corporate basis for the periods indicated:
| Three months ended | Three months ended | |||||
|---|---|---|---|---|---|---|
| March 31, 2020 | March 31, 2019 | |||||
| Pouce Coupe | Gordondale | Pouce Coupe | Gordondale | |||
| assets | assets | Corporate(1) | assets | assets | Corporate(1) | |
| Light oil (bbls/d) | 43 | 3,911 | 3,954 | 54 | 4,744 | 4,800 |
| Condensate (bbls/d) | 3,341 | 1,184 | 4,524 | 3,230 | 1,187 | 4,416 |
| NGLs (bbls/d) | 1,154 | 6,808 | 7,962 | 635 | 6,108 | 6,743 |
| Natural gas (Mcf/d) | 253,940 | 88,891 | 342,831 | 266,006 | 87,536 | 353,548 |
| Production (boe/d) | 46,861 | 26,718 | 73,580 | 48,253 | 26,628 | 74,884 |
| Liquids-to-gas ratio (bbls/MMcf) | 17.9 | 133.9 | 48.0 | 14.7 | 137.5 | 45.1 |
| % of corporate production | 64% | 36% | 64% | 36% |
(1) Includes other minor oil and natural gas properties that were not individually significant during the respective periods.
Birchcliff's corporate production decreased by 2% from the Comparable Prior Period. In order to minimize frac-driven interaction associated with offset drilling and completions activities, Birchcliff proactively and temporarily shut-in some production during the Reporting Period in order to protect its existing wells, which was the main driver for the decrease from the Comparable Prior Period. Corporate production was also impacted by natural production declines, partially offset by incremental production from new horizontal oil and natural gas wells brought on production since the Comparable Prior Period.
Corporate liquids production increased by 3% from the Comparable Prior Period and the corporate liquids-to-gas ratio (liquids yield) increased by 6% from the Comparable Prior Period. These increases were largely attributable to incremental production from new horizontal condensate-rich natural gas wells that were brought on production in Pouce Coupe and an increase in C3+ extracted from the natural gas stream at the Pouce Coupe Gas Plant.
The following table sets forth Birchcliff's production weighting by product category for its Pouce Coupe and Gordondale assets and on a corporate basis for the periods indicated:
| Three months endedMarch 31, 2020 | Three months endedMarch 31, 2019 | |||||
|---|---|---|---|---|---|---|
| Pouce Coupe | Gordondale | Pouce Coupe | Gordondale | |||
| assets | assets | Corporate(1) | assets | assets | Corporate(1) | |
| % Light oil production | - | 15% | 5% | - | 18% | 6% |
| % Condensate production | 8% | 5% | 6% | 7% | 4% | 6% |
| % NGLs production | 2% | 25% | 11% | 1% | 23% | 9% |
| % Natural gas production | 90% | 55% | 78% | 92% | 55% | 79% |
(1) Includes other minor oil and natural gas properties that were not individually significant during the respective periods.
Commodity Prices
The following table sets forth the average benchmark index prices and exchange rate for the periods indicated:
| Three months endedMarch 31, | |||
|---|---|---|---|
| 2020 | 2019 | Change | |
| Light oil – WTI Cushing (US$/bbl) | 46.17 | 54.90 | (16%) |
| Light oil – MSW (Mixed Sweet) (CDN$/bbl) | 51.27 | 66.07 | (22%) |
| Natural gas – NYMEX HH (US$/MMBtu)(1) | 1.95 | 3.15 | (38%) |
| Natural gas – AECO 5A Daily (CDN$/GJ) | 1.93 | 2.49 | (22%) |
| Natural gas – AECO 7A Month Ahead (US$/MMBtu)(1) | 1.60 | 1.46 | 10% |
| Natural gas – Dawn Day Ahead (US$/MMBtu)(1) | 1.76 | 2.91 | (40%) |
| Natural gas – ATP 5A Day Ahead (CDN$/GJ) | 1.63 | 2.63 | (38%) |
| Exchange rate (CDN$ to US$1) | 1.3442 | 1.3293 | 1% |
| Exchange rate (US$ to CDN$1) | 0.7439 | 0.7523 | (1%) |
(1) See "Advisories – MMBtu Pricing Conversions" in this MD&A.
Birchcliff sells substantially all of its light oil based on the MSW benchmark price and substantially all of its natural gas production based on the AECO and Dawn benchmark prices. Effective November 1, 2019, Birchcliff increased its firm service transportation to Dawn by 25,000 GJ/d, bringing its total natural gas production receiving the Dawn benchmark price to 175,000 GJ/d (see "Discussion of Operations – Petroleum and Natural Gas Revenue – Natural Gas Sales, Production and Average Realized Sales Price" in this MD&A). Birchcliff has also financially diversified a portion of its AECO production to NYMEX HH-based pricing beginning January 1, 2019 (see "Discussion of Operations – Risk Management" in this MD&A). The average realized sales prices the Corporation receives for its light oil and natural gas production depend on a number of factors, including the average benchmark prices for crude oil and natural gas, the US to Canadian dollar exchange rate, transportation costs, product quality differentials and the heat premium on its natural gas production.
The benchmark prices for crude oil are impacted by global and regional events that dictate the level of supply and demand for crude oil. The principal benchmark trading exchanges that Birchcliff compares its oil price to are the WTI price and the MSW price. The differential between the WTI price and the MSW price can fluctuate due to a number of factors, including, but not limited to, North American refinery utilization rates, domestic production growth levels, inventory levels in North America and pipeline infrastructure capacity connecting key consuming oil markets. In late February 2020, benchmark oil index prices started a significant drop, due to a combination of the impact of the COVID-19 pandemic on the global economy and OPEC+'s initial plan to increase production which was announced in early March 2020. Demand for oil has decreased with the outbreak of COVID-19. As a result, the benchmark oil index prices dropped precipitously and differentials between the WTI price and MSW price began to widen in early March 2020.
Canadian natural gas prices are mainly influenced by North American supply and demand fundamentals which can be impacted by a number of factors, including, but not limited to, production growth levels, weather-related conditions in key consuming natural gas markets, changing demographics, economic growth, inventory levels, access to underground storage, net import and export markets, pipeline supply takeaway capacity, maintenance on key natural gas infrastructure, cost of competing renewable and non-renewable energy alternatives, drilling and completion rates and efficiencies in extracting natural gas from North American natural gas basins. While benchmark natural gas index prices were largely unaffected by the COVID-19 pandemic, their decline since the Comparable Prior Period was primarily due to an increased demand and supply imbalance in North America in the Reporting Period.
The following table sets forth Birchcliff's average realized light oil, condensate, NGLs and natural gas sales prices for the periods indicated:
| Three months ended | ||||
|---|---|---|---|---|
| March 31, | ||||
| 2020 | 2019 | Change | ||
| Light oil ($/bbl) | 53.18 | 66.08 | (20%) | |
| Condensate ($/bbl) | 58.48 | 65.45 | (11%) | |
| NGLs ($/bbl) | 12.02 | 17.71 | (32%) | |
| Natural gas ($/Mcf) | 2.29 | 3.55 | (35%) | |
| Average realized sales price ($/boe)(1) | 18.41 | 26.45 | (30%) |
(1) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
The average realized sales price decreased by 30% from the Comparable Prior Period, primarily due to lower average oil and natural gas benchmark index prices in the Reporting Period. The average realized sales price for the Comparable Prior Period also includes the effects of physical natural gas delivery contracts at Dawn for 50,000 MMBtu/d at an average contract price of US$5.05/MMBtu.
The average realized sales price for the Pouce Coupe assets was $17.49/boe in the Reporting Period, a 28% decrease from the Comparable Prior Period. The average realized sales price for the Gordondale assets was $20.78/boe in the Reporting Period, a 31% decrease from the Comparable Prior Period. The Gordondale assets received a higher average realized sales price compared to the Pouce Coupe assets, largely as a result of the higher volume weighting of liquids produced in the Gordondale area, which received a higher value on a per boe basis than Birchcliff's natural gas sales. The higher volume weighting of liquids in the total corporate production mix generally improves Birchcliff's average realized sales price.
For further production and average realized pricing details for Birchcliff's Pouce Coupe assets and Gordondale assets, see "Discussion of Operations – Operating Netbacks" in this MD&A.
Natural Gas Sales, Production and Average Realized Sales Price
The following table sets forth Birchcliff's sales, average daily production and average realized sales price by natural gas market for the periods indicated:
| Three months endedMarch 31, 2020 | Three months endedMarch 31, 2019 | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Natural gassales($000s)(1) | (%) | Natural gasproduction(Mcf/d) | (%) | Averagerealizedsales price($/Mcf)(1) | Natural gassales($000s)(1) | (%) | Natural gasproduction(Mcf/d) | (%) | Averagerealizedsales price($/Mcf)(1) | |
| AECO | 34,352 | 48 | 175,188 | 51 | 2.17 | 44,682 | 39 | 194,058 | 55 | 2.55 |
| Dawn(2) | 35,818 | 50 | 159,126 | 46 | 2.47 | 62,861 | 56 | 137,978 | 39 | 5.06 |
| Alliance(3) | 1,162 | 2 | 8,517 | 3 | 1.50 | 5,433 | 5 | 21,512 | 6 | 2.81 |
| Total | 71,332 | 100 | 342,831 | 100 | 2.29 | 112,976 | 100 | 353,548 | 100 | 3.55 |
(1) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
(2) Birchcliff has agreements for the firm service transportation of an aggregate of 175,000 GJ/d of natural gas on TCPL's Canadian Mainline, whereby natural gas is transported to the Dawn trading hub in Southern Ontario. The first tranche of this service (120,000 GJ/d) became available on November 1, 2017, the second tranche (30,000 GJ/d) became available on November 1, 2018 and the third tranche (25,000 GJ/d) became available on November 1, 2019. Each tranche has a 10-year term. During the Comparable Prior Period, Birchcliff had in place physical natural gas delivery contracts at Dawn for 50,000 MMBtu/d at an average contract price of US$5.05/MMBtu. There were no physical delivery contracts in place at Dawn subsequent to March 31, 2019.
(3) Birchcliff has sales agreements with a third-party marketer to sell and deliver into the Alliance pipeline system. Alliance sales are recorded net of transportation tolls.
Risk Management
Birchcliff engages in risk management activities by utilizing various financial instruments and physical delivery contracts to diversify its sales points or fix commodity prices and market interest rates. Subject to compliance with the agreement governing the Corporation's extendible revolving credit facilities (the "Credit Facilities"), the Board of Directors has authorized the Corporation to execute a risk management strategy whereby Birchcliff is authorized to enter into agreements and financial or physical transactions with one or more counterparties from time to time that are intended to reduce the risk to the Corporation from volatility in future commodity prices, foreign exchange rates and/or interest rates.
In addition to the Corporation's long-term natural gas risk management contracts, as a result of the COVID-19 pandemic, Birchcliff has entered into a number of short-term risk management contracts to help reduce its exposure to volatility in oil prices.
Financial Derivative Contracts
Birchcliff has not designated its financial derivative contracts as effective accounting hedges, even though the Corporation considers all commodity price contracts to be effective economic hedges. As a result, all such financial instruments are recorded on the statements of financial position on a mark-to-market fair value basis at March 31, 2020, with the changes in fair value being recognized as a non-cash unrealized gain or loss in profit or loss and realized upon settlement. These contracts are not entered into for trading or speculative purposes.
At March 31, 2020, Birchcliff had the following financial derivative contracts in place in order to manage commodity price risk:
| Product | Type of Contract | Notional Quantity | Remaining Term(1) | Contract Price |
|---|---|---|---|---|
| Natural gas | AECO 7A basis swap(2 | 30,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2023 | NYMEX HH less US$1.298/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 10,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2023 | NYMEX HH less US$1.320/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 30,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2023 | NYMEX HH less US$1.330/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 15,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2024 | NYMEX HH less US$1.185/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2024 | NYMEX HH less US$1.200/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2024 | NYMEX HH less US$1.200/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 12,500 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2025 | NYMEX HH less US$1.108/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 10,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2025 | NYMEX HH less US$1.115/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 10,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2025 | NYMEX HH less US$1.050/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Jan. 1, 2021 – Dec. 31, 2025 | NYMEX HH less US$1.178/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 10,000 MMBtu/d | Jan. 1, 2021 – Dec. 31, 2025 | NYMEX HH less US$1.175/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Jan. 1, 2021 – Dec. 31, 2025 | NYMEX HH less US$1.190/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 30,000 MMBtu/d | Jan. 1, 2024 – Dec. 31, 2025 | NYMEX HH less US$1.114/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 35,000 MMBtu/d | Jan. 1, 2024 – Dec. 31, 2025 | NYMEX HH less US$1.081/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Jan. 1, 2024 – Dec. 31, 2025 | NYMEX HH less US$1.013/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 20,000 MMBtu/d | Jan. 1, 2025 – Dec. 31, 2025 | NYMEX HH less US$1.005/MMBtu |
| Natural gas | AECO 7A basis swap(2) | 5,000 MMBtu/d | Jan. 1, 2025 – Dec. 31, 2025 | NYMEX HH less US$0.990/MMBtu |
(1) Transactions with common terms and the same counterparty have been aggregated and presented at the weighted average price.
(2) Birchcliff sold AECO basis swap.
| Product | Type of Contract | Quantity | Remaining Term(1) | Contract Price |
|---|---|---|---|---|
| Crude oil | MSW fixed price | 1,000 bbls/d | May 1, 2020 – May 31, 2020 | CDN$20.00/bbl |
| Crude oil | MSW fixed price | 1,000 bbls/d | Jun. 1, 2020 – Jun. 30, 2020 | CDN$27.00/bbl |
| Crude oil | MSW fixed price | 1,000 bbls/d | Jun. 1, 2020 – Jun. 30, 2020 | CDN$27.00/bbl |
| Crude oil | MSW fixed price | 500 bbls/d | Jun. 1, 2020 – Jun. 30, 2020 | CDN$27.20/bbl |
| Crude oil | MSW fixed price | 500 bbls/d | Jul. 1, 2020 – Jul. 31, 2020 | CDN$30.00/bbl |
| Crude oil | MSW fixed price | 1,000 bbls/d | Jul. 1, 2020 – Jul. 31, 2020 | CDN$32.00/bbl |
| Condensate | C5+ fixed price | 500 bbls/d | Aug. 1, 2020 – Aug. 31, 2020 | CDN$32.50/bbl |
The following financial derivative contracts were entered into subsequent to March 31, 2020:
(1) Transactions with common terms and the same counterparty have been aggregated and presented at the weighted average price.
Physical Delivery Contracts
Birchcliff also enters into physical delivery contracts to manage commodity price risk. These contracts are considered normal executory sales contracts and are not recorded at fair value through profit or loss.
At March 31, 2020, the Corporation had the following physical delivery contract in place:
| Product | Type of Contract | Quantity | Remaining Term | Contract Price |
|---|---|---|---|---|
| Natural gas | AECO 7A basis swap(1) | 5,000 MMBtu/d | Apr. 1, 2020 – Dec. 31, 2023 | NYMEX HH less US$1.205/MMBtu |
(1) Birchcliff sold AECO basis swap.
The following physical delivery contracts were entered into subsequent to March 31, 2020:
| Product | Type of Contract | Quantity | Remaining Term(1) | Contract Price |
|---|---|---|---|---|
| Crude oil | MSW fixed price | 2,000 bbls/d | May 1, 2020 – May 31, 2020 | CDN$20.10/bbl |
| Crude oil | MSW fixed price | 1,000 bbls/d | May 1, 2020 – May 31, 2020 | CDN$20.00/bbl |
| Crude oil | MSW fixed price | 2,000 bbls/d | Jun. 1, 2020 – Jun. 30, 2020 | CDN$26.00/bbl |
| Crude oil | MSW fixed price | 1,500 bbls/d | Jun. 1, 2020 – Jun. 30, 2020 | CDN$25.67/bbl |
(1) Transactions with common terms and the same counterparty have been aggregated and presented at the weighted average price.
Interest Rate Risk
Interest rate risk is the risk that future cash flows will fluctuate as a result of changes in market interest rates. The Corporation's Credit Facilities are exposed to interest rate risk. The remainder of Birchcliff's financial assets and liabilities are not exposed directly to interest rate risk.
At March 31, 2020, Birchcliff had the following financial derivative contracts in place to manage interest rate risk:
| Type of Contract | Index | Remaining Term(1) | Notional value | Fixed Rate |
|---|---|---|---|---|
| Interest rate swap | One-month banker's acceptance – CDOR(2) | Apr.1 2020 – Mar. 1, 2024 | $350 million | 2.215% |
(1) Transactions with common terms and the same counterparty have been aggregated and presented at the weighted average price.
(2) Canadian Dollar Offered Rate ("CDOR").
Realized and Unrealized Gains and Losses on Financial Instruments
The following table provides a summary of the realized and unrealized gains (losses) on financial instruments for the periods indicated:
| Three months ended | ||||
|---|---|---|---|---|
| March 31, | ||||
| 2020 | 2019 | |||
| ($000s) | ($/boe) | ($000s) | ($/boe) | |
| Realized gain (loss) | (14,260) | (2.13) | 13,318 | 1.98 |
| Unrealized loss | (39,339) | (5.88) | (38,875) | (5.77) |
Birchcliff realized a cash loss of $14.3 million during the Reporting Period due to the settlement of financial NYMEX HH/AECO basis swap contracts that were outstanding in the period.
Birchcliff recorded an unrealized non-cash loss on financial instruments of $39.3 million in the Reporting Period, primarily due to the decrease in the fair value of the Corporation's financial instruments to a liability position of $171.9 million at March 31, 2020 from a liability position of $132.6 million at December 31, 2019. The fair value of the liability is the estimated discounted value to settle outstanding financial contracts at a point in time. The decrease in the fair value of Birchcliff's financial instruments during the Reporting Period was primarily attributable to: (i) the decrease in the forward basis spread between NYMEX HH and AECO 7A for contracts outstanding at March 31, 2020 as compared to the fair value previously assessed at December 31, 2019; and (ii) the settlement of financial NYMEX HH/AECO basis swap contracts in the Reporting Period.
The unrealized gains and losses on financial instruments can fluctuate materially from period-to-period due to movement in the forward strip commodity prices and interest rates. Unrealized gains and losses on financial instruments do not impact adjusted funds flow and may differ materially from the actual gains or losses realized on the eventual cash settlement of financial contracts in the period.
Royalties
The following table sets forth Birchcliff's royalty expense for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Royalty expense ($000s)(1) | 6,361 | 8,209 |
| Royalty expense ($/boe) | 0.95 | 1.22 |
| Effective royalty rate (%)(2) | 5% | 5% |
(1) Royalties are paid primarily to the Government of Alberta.
(2) The effective royalty rate is calculated by dividing the aggregate royalties into P&NG sales for the period.
Birchcliff's per unit royalties decreased by 22% from the Comparable Prior Period, primarily due to the decline in the average realized light oil, condensate and NGLs sales prices and the effect these prices have on the sliding scale royalty calculation. See "Discussion of Operations – Operating Netbacks" in this MD&A for details on royalties for the Corporation's Pouce Coupe and Gordondale assets.
Operating Expense
The following table sets forth a breakdown of Birchcliff's operating expense for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Field operating expense | 21,868 | 23,567 |
| Recoveries | (821) | (650) |
| Operating expense | 21,047 | 22,917 |
| Operating expense per boe | $3.14 | $3.40 |
On a per unit basis, operating expense decreased by 8% from the Comparable Prior Period. The decrease was primarily due to various field optimization initiatives in Pouce Coupe and Gordondale, which included the Corporation's expanded liquids-handling capabilities in Pouce Coupe.
In response to the COVID-19 pandemic, Birchcliff implemented a number of initiatives during the Reporting Period to protect the well-being of its employees and contractors, including remote work-from-home arrangements, physical distancing measures, enhanced cleaning and sanitization measures and conducting meetings through virtual means. At various critical field sites, only essential personnel are authorized to be physically present and a rotational work schedule has been implemented. Birchcliff's operating cost structure remained largely unaffected by the COVID-19 pandemic in the Reporting Period.
See "Discussion of Operations – Operating Netbacks" in this MD&A for details on operating expense for the Pouce Coupe assets and Gordondale assets.
Transportation and Other
The following table sets forth Birchcliff's transportation and other expense for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Natural gas transportation | 26,843 | 23,854 |
| Liquids transportation | 6,433 | 6,063 |
| Fractionation | 1,432 | 1,126 |
| Other fees | 34 | 34 |
| Transportation | 34,742 | 31,077 |
| Transportation per boe | $5.17 | $4.61 |
| Marketing purchases(1) | 3,916 | - |
| Marketing revenue(1) | (5,206) | - |
| Marketing gain(1) | (1,290) | - |
| Marketing gain per boe | ($0.17) | - |
| Transportation and other expense | 33,452 | 31,077 |
| Transportation and other expense per boe | $5.00 | $4.61 |
(1) Marketing purchases and marketing revenue represent the volumes purchased and sold to third parties, which are recorded on a gross basis for financial statement presentation purposes. Birchcliff enters into certain marketing purchase and sales arrangements to reduce its take-or-pay fractionation fees associated with thirdparty commitments. Any gains or losses from the purchase and sale of third-party products relate to the commodity price differential.
On a per unit basis, transportation expense increased by 12% from the Comparable Prior Period. The increase was primarily due to: (i) an additional 25,000 GJ/d of firm service transportation to Dawn that became available on November 1, 2019; (ii) additional AECO firm service transportation associated with Birchcliff's commitments on the NGTL system; and (iii) increased total liquids production in the Reporting Period. See "Discussion of Operations – Operating Netbacks" in this MD&A for details on transportation and other expense for the Pouce Coupe assets and Gordondale assets.
Operating Netback
The following table sets forth Birchcliff's average production and operating netback for the Corporation's Pouce Coupe assets, Gordondale assets and on a corporate basis for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Pouce Coupe assets: | ||
| Average production: | ||
| Light oil (bbls/d) | 43 | 54 |
| Condensate (bbls/d) | 3,341 | 3,230 |
| NGLs (bbls/d) | 1,154 | 635 |
| Natural gas (Mcf/d) | 253,940 | 266,006 |
| Total (boe/d) | 46,861 | 48,253 |
| % of corporate production | 64% | 64% |
| Liquids-to-gas ratio (bbls/MMcf) | 17.9 | 14.7 |
| Netback and cost ($/boe): | ||
| Petroleum and natural gas revenue(1) | 17.49 | 24.41 |
| Royalty expense | (0.66) | (0.77) |
| Operating expense | (2.31) | (2.35) |
| Transportation and other expense | (5.29) | (4.73) |
| Operating netback | 9.23 | 16.56 |
| Gordondale assets: | ||
| Average production: | ||
| Light oil (bbls/d) | 3,911 | 4,744 |
| Condensate (bbls/d) | 1,184 | 1,187 |
| NGLs (bbls/d) | 6,808 | 6,108 |
| Natural gas (Mcf/d) | 88,891 | 87,536 |
| Total (boe/d) | 26,718 | 26,628 |
| % of corporate production | 36% | 36% |
| Liquids-to-gas ratio (bbls/MMcf) | 133.9 | 137.5 |
| Netback and cost ($/boe): | ||
| Petroleum and natural gas revenue(1) | 20.78 | 30.18 |
| Royalty expense | (1.46) | (2.04) |
| Operating expense | (4.60) | (5.29) |
| Transportation and other expense | (5.23) | (4.39) |
| Operating netback | 9.49 | 18.46 |
| Total Corporate: | ||
| Average production: | ||
| Light oil (bbls/d) | 3,954 | 4,800 |
| Condensate (bbls/d) | 4,524 | 4,416 |
| NGLs (bbls/d) | 7,962 | 6,743 |
| Natural gas (Mcf/d) | 342,831 | 353,548 |
| Total (boe/d)(2) | 73,580 | 74,884 |
| Liquids-to-gas ratio (bbls/MMcf) | 48.0 | 45.1 |
| Netback and cost ($/boe): | ||
| Petroleum and natural gas revenue(1) | 18.41 | 26.46 |
| Royalty expense | (0.95) | (1.22) |
| Operating expense | (3.14) | (3.40) |
| Transportation and other expense | (5.00) | (4.61) |
| Operating netback | 9.32 | 17.23 |
(1) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
(2) Includes other minor oil and natural gas properties which were not individually significant.
Pouce Coupe Montney/Doig Resource Play
Birchcliff's average production from its Pouce Coupe assets was 46,861 boe/d in the Reporting Period, a 3% decrease from the Comparable Prior Period. The decrease was primarily due to natural production declines and proactive temporary production shut-ins to minimize frac-driven interactions, partially offset by the incremental production from horizontal condensate-rich natural gas wells that were brought on production in Pouce Coupe since the Comparable Prior Period.
Birchcliff's liquids-to-gas ratio for the Pouce Coupe assets was 17.9 bbls/MMcf in the Reporting Period, a 22% increase from the Comparable Prior Period. The increase was primarily due to the specifically targeted condensate-rich natural gas wells in Pouce Coupe.
Operating expense for the Pouce Coupe assets was $2.31/boe in the Reporting Period, 2% decrease from the Comparable Prior Period. The decrease was primarily due to increased operating efficiencies from the Corporation's expanded liquids-handling capabilities in the Pouce Coupe area.
Transportation and other expense for the Pouce Coupe assets was $5.29/boe in the Reporting Period, a 12% increase from the Comparable Prior Period. The increase was primarily due to additional firm service transportation to AECO and Dawn sales trading hubs and increased totals liquids production in Pouce Coupe.
Birchcliff's operating netback for the Pouce Coupe assets was $9.23/boe in the Reporting Period, a 44% decrease the Comparable Prior Period. The decrease in the Reporting Period was primarily due to a lower average realized sales price received for Birchcliff's Pouce Coupe production and higher per boe transportation and other expense, partially offset by lower per boe operating and royalty expenses.
Gordondale Montney/Doig Resource Play
Birchcliff's average production from its Gordondale assets was 26,718 boe/d in the Reporting Period, which was comparable to the Comparable Prior Period. Production in the Reporting Period was primarily influenced by incremental production from new horizontal oil wells that were brought on production in Gordondale since the Comparable Prior Period, partially offset by natural production declines and proactive temporary production shut-ins to minimize fracdriven interactions.
Birchcliff's liquids-to-gas ratio for the Gordondale assets was 133.9 bbls/MMcf in the Reporting Period, which was consistent with the Comparable Prior Period.
Operating expense for the Gordondale assets was $4.60/boe in the Reporting Period, a 13% decrease from the Comparable Prior Period. The decrease was primarily due to various field optimization initiatives which increased operating efficiencies in the Gordondale area.
Transportation and other expense for the Gordondale assets was $5.23/boe in the Reporting Period, a 19% increase from the Comparable Prior Period. The increase was primarily due to additional firm service transportation to AECO and Dawn sales trading hubs.
Birchcliff's operating netback for the Gordondale assets was $9.49/boe in the Reporting Period, a 49% decrease from the Comparable Prior Period. The decrease in the Reporting Period was primarily due to a lower average realized sales price received for Birchcliff's Gordondale production and higher transportation and other expense, partially offset by lower per boe royalty and operating expenses.
Administrative Expense
The following table sets forth the components of Birchcliff's net administrative expense for the periods indicated:
| Three months ended | ||||
|---|---|---|---|---|
| March 31, | ||||
| 2020 | 2019 | |||
| ($000s) | (%) | ($000s) | (%) | |
| Cash: | ||||
| Salaries and benefits(1) | 6,535 | 67 | 6,210 | 64 |
| Other(2) | 3,179 | 33 | 3,432 | 36 |
| 9,714 | 100 | 9,642 | 100 | |
| Operating overhead recoveries | (33) | - | (37) | - |
| Capitalized overhead(3) | (3,638) | (37) | (3,517) | (36) |
| G&A expense, net | 6,043 | 63 | 6,088 | 64 |
| G&A expense, net per boe | $0.90 | $0.90 | ||
| Non-cash: | ||||
| Other compensation | 1,722 | 100 | 1,747 | 100 |
| Capitalized compensation(3) | (977) | (57) | (980) | (56) |
| Other compensation, net | 745 | 43 | 767 | 44 |
| Other compensation, net per boe | $0.11 | $0.11 | ||
| Administrative expense, net | 6,788 | 6,855 | ||
| Administrative expense, net per boe | $1.01 | $1.01 |
(1) Includes salaries and benefits paid to officers and employees of the Corporation and retainer fees, meeting fees and benefits paid to directors of the Corporation.
(2) Includes costs such as rent, legal, tax, insurance, computer hardware and software and other business expenses incurred by the Corporation.
(3) Includes a portion of gross G&A expenses and other compensation directly attributable to the exploration and development activities of the Corporation, which have been capitalized.
In response to the COVID-19 pandemic, Birchcliff implemented a number of initiatives during the Reporting Period to protect the well-being of its employees and contractors, including remote work-from-home arrangements, physical distancing measures, enhanced cleaning and sanitization measures and conducting meetings through virtual means. At various critical field sites, only essential personnel are authorized to be physically present and a rotational work schedule has been implemented. There was no significant impact to G&A expenditure as a result of the COVID-19 pandemic during the Reporting Period.
The following table sets forth the Corporation's outstanding stock options for the periods indicated:
| Three months ended | |||||
|---|---|---|---|---|---|
| March 31, | |||||
| 2020 | 2019 | ||||
| Number | Price ($)(1) | Number | Price ($)(1) | ||
| Balance, beginning | 23,483,368 | 4.28 | 15,847,570 | 5.74 | |
| Granted(2) | 35,500 | 1.92 | 4,732,200 | 3.54 | |
| Exercised | - | - | (13,000) | (3.07) | |
| Forfeited | (57,567) | (3.18) | (40,000) | (4.59) | |
| Expired | (2,299,300) | (6.56) | (1,911,334) | (8.66) | |
| Balance, ending | 21,162,001 | 4.03 | 18,615,436 | 4.89 |
(1) Calculated on a weighted average basis.
(2) Each stock option granted entitles the holder to purchase one common share at the exercise price.
At March 31, 2020, there were also 2,939,732 performance warrants outstanding with an exercise price of $3.00 and an expiry date of January 31, 2025.
Depletion and Depreciation Expense
Depletion and depreciation ("D&D") expense is a function of the estimated proved plus probable reserve additions, the F&D costs attributable to those reserves, the associated future development costs required to recover those reserves and the actual production in the relevant period. The Corporation determines its D&D expense on a field area basis. The following table sets forth Birchcliff's D&D expense for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Depletion and depreciation expense | 51,608 | 50,859 |
| Depletion and depreciation expense per boe | $7.71 | $7.55 |
D&D expense on an aggregate basis for the Reporting Period was comparable with the Comparable Prior Period.
Asset Impairment Assessment
The Corporation reviews its petroleum and natural gas assets for impairment in accordance with International Accounting Standards ("IAS") 36 under IFRS. Birchcliff's assets are grouped into cash-generating units ("CGU") for the purpose of determining impairment. A CGU represents the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets. In determining the Corporation's CGUs, the Corporation takes into consideration all available information, including, but not limited to: geographical proximity; geological similarities (i.e. reservoir characteristics and production profiles); degree of shared infrastructure; independent versus interdependent cash flows; operating structure; the regulatory environment; management decision-making; and overall business strategy.
The Corporation's CGUs are reviewed at each reporting date for both internal and external indicators of potential impairment. Potential CGU impairment indicators include, but are not limited to: changes to Birchcliff's business plan; deterioration in commodity prices; negative changes in the technological, economic, legal, capital or operating environment; adverse changes to the physical condition of a CGU; current expectations that a material CGU (or a significant component thereof) is more likely than not to be sold or otherwise disposed of before the end of its previously estimated useful life; non-compliance with the agreements governing the Corporation's bank credit facilities; deterioration in the financial and operational performance of a CGU; net assets exceeding market capitalization; and significant downward revisions of estimated proved plus probable reserves of a CGU. If impairment indicators exist, an impairment test is performed by comparing a CGU's carrying value to its recoverable amount.
Birchcliff determined there were impairment indicators present at March 31, 2020 due to the decline in the current and forward commodity prices for oil and natural gas and reduction in market capitalization since its previously completed impairment assessment at December 31, 2019. Birchcliff performed an impairment test on a CGU basis and determined that the carrying value of its P&NG properties and equipment was recoverable. Birchcliff's P&NG properties and equipment were not impaired at March 31, 2020 or December 31, 2019.
Finance Expense
The following table sets forth the components of the Corporation's finance expense for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Cash: | ||
| Interest expense(1) | 5,988 | 6,936 |
| Interest expense per boe(1) | $0.89 | $1.03 |
| Non-cash: | ||
| Accretion(2) | 843 | 1,047 |
| Amortization of deferred financing fees | 386 | 374 |
| Other expenses | 1,229 | 1,421 |
| Other expenses per boe | $0.19 | $0.22 |
| Finance expense | 7,217 | 8,357 |
| Finance expense per boe | $1.08 | $1.25 |
(1) The Credit Facilities are comprised of an extendible revolving syndicated term credit facility (the "Syndicated Credit Facility") of $900.0 million and an extendible revolving working capital facility (the "Working Capital Facility") of $100.0 million. Birchcliff may draw on its Syndicated Credit Facility using CDN dollar denominated bankers' acceptances and US dollar denominated LIBOR loans. The average effective interest rate under the Syndicated Credit Facility is determined based on: (i) the market interest rate of its drawn bankers' acceptances and LIBOR loans; and (ii) Birchcliff's stamping fees. Birchcliff's stamping fees are calculated using a pricing margin grid and will change as a result of the ratio of outstanding indebtedness to the trailing four quarter EBITDA as calculated in accordance with the Corporation's agreement governing the Credit Facilities. EBITDA is defined as earnings before interest and non-cash items, including (if any) income taxes, other compensation, gains and losses on sale of assets, unrealized gains and losses on financial instruments, depletion, depreciation and amortization and impairment charges.
(2) Includes accretion on decommissioning obligations, lease obligations and post-employment benefit obligations.
Birchcliff's aggregate interest expense in the Reporting Period decreased by 14% from the Comparable Prior Period. The decrease was primarily due to: (i) higher drawn US dollar denominated LIBOR loans in the Reporting Period, which had a lower average market interest rate component compared to higher drawn CDN dollar denominated bankers' acceptances in the Comparable Prior Period; and (ii) lower stamping fees applicable to Birchcliff's Syndicated Credit Facility in the Reporting Period. The following table sets forth the Corporation's effective interest rates under its Credit Facilities for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Working Capital Facility | 3.5% | 5.2% |
| Syndicated Credit Facility | 4.0% | 4.6% |
Birchcliff's average outstanding total Credit Facilities balance was approximately $602 million in the Reporting Period, as compared to $616 million in the Comparable Prior Period, calculated as the simple average of the month-end amounts.
Income Taxes
The following table sets forth the components of the Corporation's income taxes for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Deferred tax recovery (expense) | 13,480 | (6,236) |
| Dividend tax expense on preferred shares | (769) | (769) |
| Income tax recovery (expense) | 12,711 | (7,005) |
| Income tax recovery (expense) per boe | $1.91 | $(1.03) |
Birchcliff's income taxes are primarily impacted by the before-tax net income or losses recorded in the respective periods. The Corporation's estimated income tax pools were $2.2 billion at March 31, 2020. Management expects that future taxable income will be available to utilize the accumulated tax pools. The components of the Corporation's estimated income tax pools are set forth in the table below:
| Tax pools as at | |
|---|---|
| ($000s) | March 31, 2020 |
| Canadian oil and gas property expense | 398,924 |
| Canadian development expense | 415,458 |
| Canadian exploration expense | 312,375 |
| Undepreciated capital costs | 358,431 |
| Non-capital losses | 641,415 |
| SR&ED(1) & Investment tax credits | 25,592 |
| Financing costs and other | 9,901 |
| Estimated income tax pools | 2,162,096 |
(1) Scientific research and experimental development ("SR&ED") tax pools.
CAPITAL EXPENDITURES
The following table sets forth a summary of the Corporation's capital expenditures for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Land | 777 | 524 |
| Seismic | 314 | 3,324 |
| Workovers | 3,525 | 904 |
| Drilling and completions | 74,262 | 60,458 |
| Well equipment and facilities | 53,483 | 26,256 |
| Finding and development capital | 132,361 | 91,466 |
| Acquisitions | 15 | 39,260 |
| Finding, development and acquisition capital | 132,376 | 130,726 |
| Administrative assets | 464 | 1,232 |
| Total capital expenditures | 132,840 | 131,958 |
During the Reporting Period, Birchcliff had total capital expenditures of $132.8 million which included approximately $38.4 million (29%) on the drilling and completion of Montney horizontal wells in Pouce Coupe, $35.8 million (27%) on the drilling and completion of Montney horizontal wells in Gordondale and $18.8 million (14%) on the Inlet Liquids-Handling Facility. During the Reporting Period, Birchcliff drilled a total of 18 (18.0 net) wells, consisting of 8 (8.0 net) Montney horizontal oil wells in Gordondale and 10 (10.0 net) Montney horizontal natural gas wells in Pouce Coupe. The remaining capital during the Reporting Period was primarily spent on land, seismic, infrastructure expansion, gas gathering and optimization projects in the Montney/Doig Resource Play and other oil and gas development projects in the Peace River Arch.
CAPITAL RESOURCES AND LIQUIDITY
Liquidity and Capital Resources
The following table sets forth a summary of the Corporation's capital resources for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Adjusted funds flow | 36,894 | 116,648 |
| Changes in non-cash working capital from operations | 14,208 | (21,031) |
| Decommissioning expenditures | (551) | (873) |
| Exercise of stock options | - | 40 |
| Lease payments | (573) | (537) |
| Dividends paid | (8,903) | (8,902) |
| Net change in revolving term credit facilities | 9,569 | 6,347 |
| Deposit on acquisition | - | 3,900 |
| Changes in non-cash working capital from investing | 82,197 | 36,366 |
| Capital resources | 132,841 | 131,958 |
The capital-intensive nature of Birchcliff's operations requires it to maintain adequate sources of liquidity to fund its short-term and long-term financial obligations. Birchcliff's capital resources primarily consist of adjusted funds flow and available Credit Facilities. The COVID-19 pandemic has had a significant negative impact on oil prices and global capital markets. The disruption and volatility that has resulted from the COVID-19 pandemic is expected to continue for some time and could impact future oil price recovery and increase future costs of capital. Notwithstanding this, the Corporation believes that its internally generated adjusted funds flow and its existing undrawn Credit Facilities will provide sufficient liquidity to fund its 2020 Capital Program, dividend distributions and working capital requirements for the foreseeable future. Birchcliff's adjusted funds flow depends on a number of factors, including, but not limited to, commodity prices and market diversification initiatives, production and sales volumes, royalties, operating and transportation expenses and foreign exchange rates.
The Corporation closely monitors commodity prices and its capital spending and has taken proactive measuresto ensure liquidity and financial flexibility in the current environment, including the following:
- On March 11, 2020, the Corporation announced the deferral of $65 million of capital spending in 2020, which represented approximately 19% of its original 2020 capital budget.
- At March 31, 2020, the Corporation has $374.8 in unused credit capacity available under its Credit Facilities. In connection with the semi-annual review of the borrowing base limit under the Credit Facilities which was completed by the Corporation's syndicate of lenders in May 2020, the borrowing base limit was confirmed at $1.0 billion. The Credit Facilities do not mature until May 11, 2022 and do not contain any financial maintenance covenants.
- Birchcliff continues to engage in strategic risk management activities and the Corporation has added short-term crude oil and condensate hedges for the spring and summer months in 2020 to reduce the Corporation's exposure to volatility in oil prices. In addition, Birchcliff's market diversification initiatives have increased its exposure to various natural gas sales trading hubs in North America. Birchcliff has agreements for the firm service transportation of an aggregate of 175,000 GJ/d of natural gas on TCPL's Canadian Mainline whereby natural gas is transported to the Dawn sales trading hub in Southern Ontario. Birchcliff also has various financial and physical risk management contracts in place to 2025 with exposure to NYMEX HH pricing. See "Discussion of Operations – Petroleum and Natural Gas Revenue" and "Discussion of Operations – Risk Management" in this MD&A.
- Birchcliff intends to reduce the amount of its quarterly common share dividend from $0.02625 per share (or $0.105 per share annually) to $0.005 per share (or $0.02 per share annually) commencing with the quarter ending June 30, 2020, which would result in the preservation of approximately $17.0 million in 2020. Birchcliff's Board of Directors and management team believe that reducing the common share dividend is a prudent step in order to preserve the Corporation's financial resiliency in the current environment.
- Birchcliff expects to be eligible, and to apply for, assistance under the Federal Government's Canadian Emergency Wage Subsidy Program. Birchcliff continues to actively monitor all Government announcements to determine its eligibility for any relief that is being provided through this highly volatile and challenging period.
Working Capital
The Corporation's adjusted working capital deficit increased to $120.6 million at March 31, 2020 from $23.4 million at December 31, 2019. The deficit at March 31, 2020 was largely comprised of costs incurred from the drilling and completion of new wells in Pouce Coupe and Gordondale.
At March 31, 2020, the major component of Birchcliff's current assets was revenue to be received from its marketers in respect of March 2020 production (81%), which was subsequently received in April 2020. Current liabilities largely consisted of trade payables (60%) and accrued capital and operating expense (14%). Birchcliff monitors the financial strength of its marketers. At this time, Birchcliff expects that such counterparties will be able to meet their financial obligations.
Adjusted working capital includes items expected from normal operations, including trade receivables and payables, accruals, deposits and prepaid expenses and excludes the current portion of the fair value of financial instruments and capital securities. The Corporation's adjusted working capital varies from quarter to quarter primarily due to the timing of such items, as well as the size and timing of the Corporation's capital expenditures, volatility in commodity prices and changes in revenue, among other things. Birchcliff manages its adjusted working capital deficit using adjusted funds flow and advances under its Credit Facilities. The adjusted working capital deficit position does not reduce the amount available under the Credit Facilities.
Bank Debt
Management of debt levels continues to be a priority for Birchcliff given the current volatility in the commodity price environment. Total debt, including the adjusted working capital deficit, was $739.6 million at March 31, 2020 as compared to $632.6 million at December 31, 2019. Total debt increased from December 31, 2019 primarily due to adjusted funds flow being less than the aggregate of total capital expenditures and dividends paid in the Reporting Period.
The following table sets forth the Corporation's unused Credit Facilities for the periods indicated:
| As at, ($000s) | March 31, 2020 | December 31, 2019 |
|---|---|---|
| Maximum borrowing base limit(1): | ||
| Revolving term credit facilities | 1,000,000 | 1,000,000 |
| Principal amount utilized: | ||
| Drawn revolving term credit facilities | (621,053) | (611,483) |
| Outstanding letters of credit(2) | (4,185) | (4,185) |
| (625,238) | (615,668) | |
| Unused credit | 374,762 | 384,332 |
| % unused credit | 37% | 38% |
(1) The Credit Facilities are subject to a semi-annual review of the borrowing base limit, which is directly impacted by the value of Birchcliff's P&NG reserves. In connection with the semi-annual review of the borrowing base limit under the Credit Facilities which was completed by the Corporation's syndicate of lenders in May 2020, the borrowing base limit was confirmed at $1.0 billion. Birchcliff's Credit Facilities include a provision giving the lenders the right to redetermine the borrowing base if the Corporation's liability management rating ("LMR") is less than 2.0. Birchcliff's LMR at March 31, 2020 was 18.4. The Credit Facilities do not contain any financial maintenance covenants.
(2) Letters of credit are issued to various service providers. The letters of credit reduce the amount available under the Working Capital Facility.
Contractual Obligations and Commitments
The Corporation enters into various contractual obligations and commitments in the normal course of operations. The following table lists Birchcliff's estimated material contractual obligations and commitments at March 31, 2020:
| ($000s) | 2020 | 2021 | 2022-2024 | Thereafter |
|---|---|---|---|---|
| Accounts payable and accrued liabilities | 160,945 | - | - | - |
| Drawn revolving term credit facilities | - | - | 621,053 | - |
| Firm transportation and fractionation(1) | 97,760 | 137,787 | 370,817 | 304,130 |
| Natural gas processing(2) | 12,925 | 17,155 | 51,512 | 137,334 |
| Operating commitments(3) | 1,695 | 2,260 | 6,780 | 6,968 |
| Lease payments | 2,137 | 3,008 | 7,791 | 8,821 |
| Capital securities(4) | 50,000 | - | - | - |
| Estimated contractual obligations(5) | 325,462 | 160,210 | 1,057,953 | 457,253 |
(1) Includes firm transportation service arrangements and fractionation commitments with third parties.
(2) Includes natural gas processing commitments at third-party facilities.
(3) Includes variable operating components associated with Birchcliff's head office premises.
(4) Birchcliff has 2,000,000 Series C Preferred Shares outstanding at March 31, 2020, which are redeemable by their holders at $25.00 per share. For further details, see the interim condensed financial statements of the Corporation and related notes for the Reporting Period.
(5) Contractual obligations and commitments that are not material to Birchcliff are excluded from the above table. The Corporation's decommissioning obligations are excluded from the table as these obligations arose from a regulatory requirement rather than from a contractual arrangement. Birchcliff estimates the total undiscounted cash flow to settle its decommissioning obligations on its wells and facilities at March 31, 2020 to be approximately $206.9 million and are estimated to be incurred as follows: 2020 - $2.9 million, 2021 – $2.9 million and $201.1 million thereafter. The estimate for determining the undiscounted decommissioning obligations requires significant assumptions on both the abandonment cost and timing of the decommissioning and therefore the actual obligation may differ materially.
OFF-BALANCE SHEET TRANSACTIONS
The Corporation has certain arrangements, all of which are reflected in the contractual obligations and commitments table above, which were entered into in the normal course of operations.
OUTSTANDING SHARE INFORMATION
At May 13, 2020, Birchcliff had common shares, Series A Preferred Shares and Series C Preferred Shares that were outstanding. Birchcliff's common shares are listed on the TSX under the symbol "BIR". Birchcliff's Series A Preferred Shares and Series C Preferred Shares are individually listed on the TSX under the symbols "BIR.PR.A" and "BIR.PR.C", respectively.
The following table sets forth the common shares issued by the Corporation:
| Common Shares | |
|---|---|
| Balance at December 31, 2019 | 265,935,229 |
| Exercise of options | - |
| Balance at March 31, 2020 and May 13, 2020 | 265,935,229 |
At May 13, 2020, the Corporation had the following securities outstanding: 265,935,229 common shares; 2,000,000 Series A Preferred Shares; 2,000,000 Series C Preferred Shares; 21,133,001 stock options to purchase an equivalent number of common shares; and 2,939,732 performance warrants to purchase an equivalent number of common shares.
Dividends
The following table sets forth the dividend distributions by the Corporation for each class of shares for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| 2020 | 2019 | |
| Common shares: | ||
| Dividend distribution ($000s) | 6,981 | 6,980 |
| Per common share ($) | 0.0263 | 0.0263 |
| Preferred shares - Series A: | ||
| Series A dividend distribution ($000s) | 1,047 | 1,047 |
| Per Series A preferred share ($) | 0.5234 | 0.5234 |
| Preferred shares - Series C: | ||
| Series C dividend distribution ($000s) | 875 | 875 |
| Per Series C preferred share ($) | 0.4375 | 0.4375 |
All dividends have been designated as "eligible dividends" for the purposes of the Income Tax Act (Canada).
The Corporation intends to reduce the amount of its quarterly common share dividend from $0.02625 per share (or $0.105 per share annually) to $0.005 per share (or $0.02 per share annually) commencing with the quarter ending June 30, 2020. This reduced quarterly cash dividend is expected to be declared by the Corporation's Board of Directors on June 2, 2020, as originally scheduled.
SUMMARY OF QUARTERLY RESULTS
The following table sets forth a summary of the Corporation's quarterly results for the eight most recently completed quarters:
| Mar. 31, | Dec. 31, | Sep. 30, | Jun. 30, | Mar. 31, | Dec. 31, | Sep. 30, | Jun. 30, | |
|---|---|---|---|---|---|---|---|---|
| Quarter ending, | 2020 | 2019 | 2019 | 2019 | 2019 | 2018 | 2018 | 2018 |
| Average production (boe/d) | 73,580 | 77,962 | 80,548 | 78,453 | 74,884 | 76,408 | 79,331 | 76,296 |
| Average realized light oil sales price ($/bbl)(1) | 53.18 | 67.58 | 67.15 | 72.25 | 66.08 | 41.39 | 80.16 | 79.55 |
| Average realized condensate sales price ($/bbl)(1) | 58.48 | 68.80 | 65.94 | 71.69 | 65.45 | 55.99 | 84.10 | 87.52 |
| Average realized NGLs sales price ($/bbl)(1) | 12.02 | 16.62 | 9.75 | 11.13 | 17.71 | 21.60 | 23.39 | 21.94 |
| Average realized natural gas sales price ($/Mcf)(1) | 2.29 | 2.81 | 1.71 | 1.95 | 3.55 | 3.03 | 2.06 | 2.01 |
| Average realized sales price ($/boe) | 18.41 | 22.97 | 17.62 | 19.59 | 26.45 | 22.01 | 21.45 | 21.68 |
| P&NG revenue ($000s)(1) | 123,263 | 164,759 | 130,588 | 139,857 | 178,355 | 154,720 | 156,609 | 150,561 |
| Operating expense ($/boe) | 3.14 | 3.06 | 2.75 | 3.17 | 3.40 | 3.51 | 3.45 | 3.36 |
| F&D capital expenditures ($000s) | 132,361 | 56,800 | 40,192 | 67,937 | 91,466 | 52,321 | 44,984 | 69,826 |
| Total capital expenditures ($000s) | 132,840 | 58,136 | 41,621 | 68,532 | 131,958 | 52,886 | 45,524 | 66,464 |
| Cash flow from operating activities ($000s) | 50,551 | 85,557 | 48,908 | 97,857 | 94,744 | 92,200 | 68,556 | 71,825 |
| Adjusted funds flow ($000s) | 36,894 | 80,941 | 62,958 | 73,957 | 116,648 | 81,517 | 75,378 | 72,369 |
| Per common share – basic ($) | 0.14 | 0.30 | 0.24 | 0.28 | 0.44 | 0.31 | 0.28 | 0.27 |
| Per common share – diluted ($) | 0.14 | 0.30 | 0.24 | 0.28 | 0.44 | 0.30 | 0.28 | 0.27 |
| Free funds flow ($000s) | (95,467) | 24,141 | 22,766 | 6,020 | 25,182 | 29,196 | 30,394 | 2,543 |
| Net income (loss) ($000s) | (44,154) | (17,937) | (45,843) | (8,458) | 16,846 | 71,947 | 7,703 | 7,437 |
| Net income (loss) to common shareholders ($000s)(2) | (45,201) | (18,984) | (46,889) | (9,505) | 15,799 | 70,900 | 6,657 | 6,390 |
| Per common share – basic ($) | (0.17) | (0.07) | (0.18) | (0.04) | 0.06 | 0.27 | 0.03 | 0.02 |
| Per common share – diluted ($) | (0.17) | (0.07) | (0.18) | (0.04) | 0.06 | 0.27 | 0.02 | 0.02 |
| Total assets ($ million) | 2,871 | 2,817 | 2,822 | 2,840 | 2,860 | 2,763 | 2,707 | 2,715 |
| Long-term bank debt ($000s) | 619,055 | 609,177 | 638,631 | 622,282 | 611,911 | 605,267 | 635,120 | 617,291 |
| Total debt ($000s) | 739,631 | 632,582 | 644,407 | 654,709 | 626,454 | 641,484 | 661,409 | 657,732 |
| Dividends on common shares ($000s) | 6,981 | 6,981 | 6,981 | 6,981 | 6,980 | 6,648 | 6,647 | 6,646 |
| Dividends on pref. shares – Series A ($000s) | 1,047 | 1,047 | 1,046 | 1,047 | 1,047 | 1,047 | 1,046 | 1,047 |
| Dividends on pref. shares – Series C ($000s) | 875 | 875 | 875 | 875 | 875 | 875 | 875 | 875 |
| Pref. shares outstanding – Series A (000s) | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 |
| Pref. shares outstanding – Series C (000s) | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 | 2,000 |
| Common shares outstanding (000s) | ||||||||
| Basic | 265,935 | 265,935 | 265,935 | 265,935 | 265,924 | 265,911 | 265,885 | 265,845 |
| Diluted | 290,037 | 292,358 | 287,407 | 287,381 | 287,480 | 284,699 | 285,825 | 285,253 |
| Wtd. avg. common shares outstanding (000s) | ||||||||
| Basic | 265,935 | 265,935 | 265,935 | 265,933 | 265,914 | 265,910 | 265,877 | 265,820 |
| Diluted | 265,935 | 265,935 | 265,935 | 265,933 | 266,382 | 267,288 | 268,605 | 267,773 |
(1) Excludes the effects of financial instruments but includes the effects of physical delivery contracts.
(2) Reduced for the Series A Preferred Share dividends paid in the period.
Average daily quarterly production volumes were impacted primarily by Birchcliff's successful drilling of new horizontal wells brought on production in Pouce Coupe and Gordondale and natural production declines during those periods.
Quarterly variances in revenue, adjusted funds flow and net income (loss) are primarily due to fluctuations in commodity prices and production volumes. Oil and gas revenue and adjusted funds flow in the last eight quarters were largely impacted by quarterly production and the average realized sales price received for Birchcliff's production. Over the last eight quarters, Birchcliff's adjusted funds flow was also impacted by realized gains and losses on the settlement of financial instruments and lower trending operating expenses primarily due to reduced third-party processing fees, the addition of Phase VI of the Pouce Coupe Gas Plant and higher trending transportation and other expense primarily due to added market diversification initiatives and additional AECO firm service.
Birchcliff's net income (loss) in each of the last eight quarters were largely impacted by adjusted funds flow and certain non-cash adjustments, including depletion expense and any unrealized mark-to-market gains and losses on financial instruments after giving effect to income taxes.
The Corporation's F&D and total capital expenditures fluctuate quarter-to-quarter based on the outlook in commodity prices and market conditions, the timing of drilling and completions operations and the timing of acquisitions and dispositions. Quarterly variances in long-term debt and total debt are primarily due to fluctuations in adjusted funds flow and the amount and timing of capital expenditures (including acquisitions and dispositions) and dividends paid.
Quarterly variances in free funds flow are primarily due to fluctuations in adjusted funds flow and F&D capital expenditures.
POTENTIAL TRANSACTIONS
Within its focus area, the Corporation is continually reviewing potential asset acquisitions and dispositions and corporate mergers and acquisitions for the purpose of determining whether any such potential transaction is of interest to the Corporation, as well as the terms on which such a potential transaction would be available. As a result, the Corporation may from time to time be involved in discussions or negotiations with other parties or their agents in respect of potential asset acquisitions and dispositions and corporate merger and acquisition opportunities.
INTERNAL CONTROL OVER FINANCIAL REPORTING
There were no changes in the Corporation's internal control over financial reporting ("ICFR") that occurred during the period beginning on January 1, 2020 and ended on March 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Corporation's ICFR. Birchcliff's ICFR was not impacted by the COVID-19 pandemic during the Reporting Period.
CRITICAL ACCOUNTING ESTIMATES
The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect the application of IFRS accounting policies, reported amounts of assets and liabilities and income and expenses. Accordingly, actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected. The Corporation's use of estimates, judgments and assumptions in preparing the interim condensed financial statements for the Reporting Period and the Comparable Prior Period is discussed in Note 3 of the annual audited financial statements for the year ended December 31, 2019.
Management cannot reasonably estimate the length or severity of the COVID-19 pandemic, or the extent to which the disruption will impact the Corporation's statements of net income (loss) and comprehensive income (loss), statements of financial position or statements of cash flows in fiscal 2020. The potential direct and indirect impacts of the economic downturn have been considered in management's estimates and assumptions at March 31, 2020 and have been reflected in the Corporation's unaudited interim financial statements for the Reporting Period.
CHANGES IN ACCOUNTING POLICIES
Accounting Pronouncements Adopted
On January 1, 2020, Birchcliff adopted the amendment as issued on October 22, 2018 to IFRS 3: Business Combinations ("IFRS 3"). IFRS 3 sets out the principles in accounting for the acquisition of a business.
The amendments to this standard include a change in the definition of a business and the addition of an optional concentration test to determine if the acquisition is a business for any acquisition occurring on or after January 1, 2020. The amended definition of a business under IFRS 3 is that a business consists of inputs and processes applied to those inputs that have the ability to contribute to the creation of outputs. The three elements of a business are defined as follows:
- Input: any economic resource that creates outputs, or has the ability to contribute to the creation of outputs, when one or more processes are applied to it.
- Process: any system, standard, protocol, convention or rule that, when applied to an input or inputs, creates outputs or has the ability to contribute to the creation of outputs.
- Output: the result of inputs and processes applied to those inputs that provide goods or services to customers, generate investment income or generate other income from ordinary activities.
The optional concentration test permits a simplified assessment of whether an acquired set of activities and assets is in fact a business. An entity may elect to apply, or not apply, the test. An entity may make such an election separately for each transaction or other event. If the concentration test is met, the set of activities and assets is determined not to be a business and no further assessment is needed. The amendment to IFRS 3 had no effect to the Corporation for the Reporting Period.
RISK FACTORS AND RISK MANAGEMENT
Birchcliff's financial and operational performance is potentially affected by a number of factors, including, but not limited to, financial risks, risks relating to economic conditions, business and operational risks, environmental and regulatory risks and other risks. A detailed discussion of the risk factors affecting the Corporation is presented under the headings "Risk Factors and Risk Management" in the MD&A for the year ended December 31, 2019 and "Risk Factors" in the AIF. The following risk factor supplements those disclosed in Birchcliff's AIF and MD&A for the year ended December 31, 2019.
COVID-19 Pandemic
The COVID-19 pandemic has adversely affected and could continue to adversely affect the Corporation's business
During the Reporting Period, the World Health Organization declared the COVID-19 outbreak a pandemic prompting many countries around the world to close international borders and order the closure of institutions and businesses. The outbreak of the COVID-19 pandemic has had a significant negative impact on global economic conditions and has resulted in a sharp decrease in the demand for crude oil which, combined with other macro-economic conditions, has resulted in significant volatility in oil and natural gas commodity prices, as well as increased economic uncertainty. COVID-19 has caused an unprecedented global health crisis which, coupled with an oversupply of crude oil, has contributed to an economic crisis as well.
There is significant ongoing uncertainty surrounding COVID-19 and the extent and duration of the impacts that Birchcliff may experience. While the duration and full impact of the COVID-19 pandemic is not yet known, the effect of low commodity prices as a result of reduced demand associated with the impact of COVID-19 has had, and is likely to continue to have a negative impact on the Corporation's business, results of operations and financial condition. Low prices for crude oil and natural gas will reduce Birchcliff's cash flow, impact itslevel of capital investment and may result in the reduction of production at certain producing properties. Furthermore, the Corporation may from time to time have restricted access to capital and increased borrowing costs. In addition to the economic impacts associated with falling commodity prices, the effects of COVID-19 may also include disruptions to production operations, access to materials and services, increased employee absenteeism from illness and temporary closures of the Corporation's facilities. COVID-19 may also increase the Corporation's third-party credit risk and the risk that counterparties default on their contractual obligations to the Corporation. All of the foregoing may adversely and materially affect Birchcliff's business, results of operations, financial condition, prospects and its ability to pay dividends.
The extent to which the Corporation's business, results of operations, financial condition and prospects are affected by COVID-19 will depend on various factors and consequences beyond its control, such as the duration and scope of the pandemic, additional actions taken by business and government in response to the pandemic and the speed and effectiveness of responses to combat the virus.
Additionally, the COVID-19 pandemic and its effect on local and global economic conditions stemming from the pandemic could also aggravate the other risk factors identified in Birchcliff's AIF and MD&A for the year ended December 31, 2019, the extent of which is not yet known.
ABBREVIATIONS
| AECO | benchmark price for natural gas determined at the AECO 'C' hub in southeast Alberta |
|---|---|
| ATP | Alliance Trading Pool |
| bbl | barrel |
| bbls | barrels |
| bbls/d | barrels per day |
| boe | barrel of oil equivalent |
| boe/d | barrel of oil equivalent per day |
| C3+ | propane plus |
| condensate pentanes plus (C5+) | |
| F&D | finding and development |
| G&A | general and administrative |
| GAAP | generally accepted accounting principles for Canadian public companies which are currently IFRS |
| GJ | gigajoule |
| GJ/d | gigajoules per day |
| HH | Henry Hub |
| IFRS | International Financial Reporting Standards as issued by the International Accounting Standards Board |
| m3 | cubic metres |
| Mcf | thousand cubic feet |
| Mcf/d | thousand cubic feet per day |
| Mcfe | thousand cubic feet of gas equivalent |
| MJ | megajoule |
| MM$ | millions of dollars |
| MMBtu | million British thermal units |
| MMBtu/d | million British thermal units per day |
| MMcf | million cubic feet |
| MMcf/d | million cubic feet per day |
| MSW | price for mixed sweet crude oil at Edmonton, Alberta |
| NGLs | natural gas liquids consisting of ethane (C2), propane (C3) and butane (C4) and specifically excluding condensate |
| NGTL | NOVA Gas Transmission Ltd. |
| NYMEX | New York Mercantile Exchange |
| OPEC+ | Organization of the Petroleum Exporting Countries ("OPEC"), with certain non-OPEC oil exporting countries |
| P&NG | petroleum and natural gas |
| TCPL | TransCanada PipeLines Limited |
| WTI | West Texas Intermediate, the reference price paid in U.S. dollars at Cushing, Oklahoma, for crude oil of standard grade |
| 000s | thousands |
| $000s | thousands of dollars |
NON-GAAP MEASURES
This MD&A uses "adjusted funds flow", "adjusted funds flow per common share", "free funds flow", "transportation and other expense", "operating netback", "adjusted funds flow netback", "total cash costs", "adjusted working capital deficit" and "total debt". These measures do not have standardized meanings prescribed by GAAP and therefore may not be comparable to similar measures presented by other companies where similar terminology is used. Management believes that these non-GAAP measures assist management and investors in assessing Birchcliff's profitability, efficiency, liquidity and overall performance. Each of these measures is discussed in further detail below.
"Adjusted funds flow" denotes cash flow from operating activities before the effects of decommissioning expenditures and changes in non-cash operating working capital and "adjusted funds flow per common share" denotes adjusted funds flow divided by the basic or diluted weighted average number of common shares outstanding for the period. Birchcliff eliminates settlements of decommissioning expenditures from cash flow from operating activities as the amounts can be discretionary and may vary from period-to-period depending on its capital programs and the maturity of its operating areas. The settlement of decommissioning expenditures is managed with Birchcliff's capital budgeting process which considers available adjusted funds flow. Changes in non-cash operating working capital are eliminated in the determination of adjusted funds flow as the timing of collection and payment are variable and by excluding them from the calculation, the Corporation believes that it is able to provide a more meaningful measure of its operations and ability to generate cash on a continuing basis. Management believes that adjusted funds flow and adjusted funds flow per common share assist management and investors in assessing Birchcliff's operating performance, as well as its ability
to generate cash necessary to fund sustaining and/or growth capital expenditures, repay debt, settle decommissioning obligations and pay common share and preferred share dividends. Investors are cautioned that adjusted funds flow should not be construed as an alternative to or more meaningful than cash flow from operating activities or net income or loss as determined in accordance with GAAP as an indicator of Birchcliff's performance. "Free funds flow" denotes adjusted funds flow less F&D capital expenditures. Management believes that free funds flow assists management and investors in assessing Birchcliff's ability to further generate shareholder returns through a number of initiatives, including but not limited to, potential debt repayment, common share repurchases, future dividend increases and acquisitions. The following table provides a reconciliation of cash flow from operating activities, as determined in accordance with GAAP, to adjusted funds flow and free funds flow for the periods indicated:
| Three months ended | ||
|---|---|---|
| March 31, | ||
| ($000s) | 2020 | 2019 |
| Cash flow from operating activities | 50,551 | 94,744 |
| Change in non-cash operating working capital | (14,208) | 21,031 |
| Decommissioning expenditures | 551 | 873 |
| Adjusted funds flow | 36,894 | 116,648 |
| F&D capital expenditures | (132,361) | (91,466) |
| Free funds flow | (95,467) | 25,182 |
"Transportation and other expense" denotes transportation expense plus marketing purchases minus marketing revenue. Birchcliff may enter into certain marketing purchase and sales arrangements with the objective of reducing any available transportation and/or fractionation fees associated with its take-or-pay commitments. Management believes that transportation and other expense assists management and investors in assessing Birchcliff's total cost structure related to transportation activities.
"Operating netback" denotes petroleum and natural gas revenue less royalty expense, less operating expense and less transportation and other expense. "Adjusted funds flow netback" denotes petroleum and natural gas revenue less royalty expense, less operating expense, less transportation and other expense, less net G&A expense, less interest expense and less any realized losses (plus realized gains) on financial instruments and plus any other cash income sources. All netbacks are calculated on a per unit basis, unless otherwise indicated. Management believes that operating netback and adjusted funds flow netback assist management and investors in assessing Birchcliff's operating results by isolating the impact of production volumes to better analyze its performance against prior periods on a comparable basis. The following table provides a breakdown of Birchcliff's operating netback and adjusted funds flow netback for the periods indicated:
| Three months ended | |||||
|---|---|---|---|---|---|
| March 31, | |||||
| 2020 | 2019 | ||||
| ($000s) | ($/boe) | ($000s) | ($/boe) | ||
| Petroleum and natural gas revenue | 123,263 | 18.41 | 178,355 | 26.46 | |
| Royalty expense | (6,361) | (0.95) | (8,209) | (1.22) | |
| Operating expense | (21,047) | (3.14) | (22,917) | (3.40) | |
| Transportation and other expense | (33,452) | (5.00) | (31,077) | (4.61) | |
| Operating netback | 62,403 | 9.32 | 116,152 | 17.23 | |
| G&A, net | (6,043) | (0.90) | (6,088) | (0.90) | |
| Interest expense | (5,988) | (0.89) | (6,936) | (1.03) | |
| Realized gain (loss) on financial instruments | (14,260) | (2.13) | 13,318 | 1.98 | |
| Other income | 782 | 0.11 | 202 | 0.03 | |
| Adjusted funds flow netback | 36,894 | 5.51 | 116,648 | 17.31 |
(1) All per boe amounts are calculated by dividing each aggregate financial amount by the production (boe) in the respective period.
The breakdown for the operating netback from the Pouce Coupe Gas Plant is provided under the heading "Pouce Coupe Gas Plant Netbacks" in this MD&A.
"Total cash costs" are comprised of royalty, operating, transportation and other, G&A and interest expenses. Total cash costs are calculated on a per unit basis. Management believes that total cash costs assists management and investors in assessing Birchcliff's efficiency and overall cash cost structure.
"Adjusted working capital deficit" is calculated as current assets minus current liabilities excluding the effects of any current portion of financial instruments and capital securities. In the Comparable Prior Period, Birchcliff's capital securities were long-term in nature and therefore no adjustment for capital securities was made to adjusted working capital deficit for that period. Management believes that adjusted working capital deficit assists management and investors in assessing Birchcliff's short-term liquidity. The following table reconciles working capital deficit (current assets minus current liabilities), as determined in accordance with GAAP, to adjusted working capital deficit:
| As at, ($000s) | March 31, 2020 | December 31, 2019 | March 31, 2019 |
|---|---|---|---|
| Working capital deficit | 207,789 | 100,199 | 20,805 |
| Financial instrument – current asset | - | - | 17,470 |
| Financial instrument – current liability | (37,290) | (26,949) | (984) |
| Capital securities – current liability | (49,923) | (49,845) | - |
| Adjusted working capital deficit | 120,576 | 23,405 | 37,291 |
"Total debt" is calculated as the revolving term credit facilities plus adjusted working capital deficit. Management believes that total debt assists management and investors in assessing Birchcliff's liquidity. The following table provides a reconciliation of the revolving term credit facilities, as determined in accordance with GAAP, to total debt:
| As at, ($000s) | March 31, 2020 | December 31, 2019 | March 31, 2019 |
|---|---|---|---|
| Revolving term credit facilities | 619,055 | 609,177 | 611,911 |
| Adjusted working capital deficit | 120,576 | 23,405 | 37,291 |
| Total debt | 739,631 | 632,582 | 649,202 |
ADVISORIES
Unaudited Information
All financial and operational information contained in this MD&A for the Reporting Period and the Comparable Prior Period is unaudited.
Currency
Unless otherwise indicated, all dollar amounts are expressed in Canadian dollars and all references to "$" and "CDN$" are to Canadian dollars and all references to "US$" are to United States dollars.
MMBtu Pricing Conversions
$1.00 per MMBtu equals $1.00 per Mcf based on a standard heat value of 37.4 MJ/m3 or a heat uplift of 1.055 when converting from $/GJ.
Boe and Mcfe Conversions
Boe amounts have been calculated by using the conversion ratio of 6 Mcf of natural gas to 1 bbl of oil and Mcfe amounts have been calculated by using the conversion ratio of 1 bbl of oil to 6 Mcf of natural gas. Boe and Mcfe amounts may be misleading, particularly if used in isolation. A boe conversion ratio of 6 Mcf: 1 bbl and an Mcfe conversion ratio of 1 bbl: 6 Mcf is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.
Oil and Gas Metrics
This MD&A contains metrics commonly used in the oil and natural gas industry, including netbacks. These oil and gas metrics do not have any standardized meanings or standard methods of calculation and therefore may not be comparable to similar measures presented by other companies where similar terminology is used. As such, they should not be used to make comparisons. Management uses these oil and gas metrics for its own performance measurements and to provide investors with measures to compare Birchcliff's performance over time; however, such measures are not reliable indicators of Birchcliff's future performance, which may not compare to Birchcliff's performance in previous periods, and therefore should not be unduly relied upon. For additional information regarding netbacks, see "Non-GAAP Measures" in this MD&A.
Capital Expenditures
Unless otherwise indicated, references in this MD&A to: (i) "F&D capital" denotes capital for land, seismic, workovers, drilling and completions and well equipment and facilities; and (ii) "total capital expenditures" denotes F&D capital plus acquisitions, less any dispositions, plus administrative assets.
Forward-Looking Statements
Certain statements contained in this MD&A constitute forward-looking statements and forward-looking information (collectively referred to as "forward-looking statements") within the meaning of applicable Canadian securities laws. The forward-looking statements contained in this MD&A relate to future events or Birchcliff's future plans, operations or performance and are based on Birchcliff's current expectations, estimates, projections, beliefs and assumptions. Such forward-looking statements have been made by Birchcliff in light of the information available to it at the time the statements were made and reflect its experience and perception of historical trends. All statements and information other than historical fact may be forward-looking statements. Such forward-looking statements are often, but not always, identified by the use of words such as "seek", "plan", "focus", "future", "outlook", "position", "expect", "project", "intend", "believe", "anticipate", "estimate", "forecast", "guidance", "potential", "proposed", "predict", "budget", "continue", "targeting", "may", "will", "could", "might", "should", "would", "on track" and other similar words and expressions.
By their nature, forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. Accordingly, readers are cautioned not to place undue reliance on such forward-looking statements. Although Birchcliff believes that the expectations reflected in the forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct and Birchcliff makes no representation that actual results achieved will be the same in whole or in part as those set out in the forward-looking statements.
In particular, this MD&A contains forward-looking statements relating to the following:
- Birchcliff's plans and other aspects of its anticipated future financial performance, results, operations, focus, objectives, strategies, opportunities, priorities and goals;
- the information set forth under the heading "COVID-19 Operating Environment", "Risk Factors and Risk Management" and elsewhere in this MD&A as it relates to the expected impacts of the COVID-19 pandemic, including: that the COVID-19 pandemic is expected to continue to have widespread implications on Birchcliff's business, results of operations, financial condition and the environment in which it operates; and that the Corporation continues to expect that its receivables were substantially collectible at March 31, 2020;
- statements regarding the Corporation's outlook for commodity prices, including: that natural gas prices will continue to strengthen throughout 2020 and into 2021; and that very weak commodity prices are anticipated for Q2 2020;
- the information set forth under the heading "Outlook and Guidance" and elsewhere in this MD&A as it relates to Birchcliff's 2020 Capital Program and outlook and guidance, including: statements that Birchcliff remains focused on its strategy of strengthening its balance sheet and liquidity; statements regarding Birchcliff's competitive position and its ability to withstand this current period of low and volatile oil prices; statements that Birchcliff is
also focused on the successful and efficient execution of its 2020 Capital Program, which is expected to be completed on time and on budget; statements regarding the number of wells expected to be completed and brought on production; statements that the 2020 Capital Program is heavily weighted towards the first half of the year, with the majority of F&D capital expected to be spent by the end of Q2 2020; statements that the Corporation's production is expected to increase over the course of 2020 with a corresponding reduction in per unit operating costs; statements that a significant number of wells are planned to be brought on production in late Q3 2020, which will coincide with the bringing on-stream of the Inlet Liquids-Handling Facility; statements regarding Birchcliff's Inlet Liquids-Handling Facility; statements that production in Q4 2020 is expected to average approximately 81,000 to 83,000 boe/d; statements that the Corporation anticipates that natural gas prices will continue to strengthen throughout 2020 and into 2021 and that its higher production in the third and fourth quarters of 2020 will drive higher adjusted funds flow and lower per unit costs; Birchcliff's expectation that it will have significantly lower adjusted funds flow in Q2 2020 as compared to the Reporting Period; statements that total debt is expected to peak early in Q3 2020; statements that as production increases and commodity prices for natural gas are expected to strengthen over the course of 2020, that Birchcliff's total debt will gradually decrease throughout the remainder of 2020, while its adjusted funds flow will steadily increase; and estimates of annual and Q4 average production, annual commodity mix, average expenses, adjusted funds flow, F&D capital expenditures, free funds flow, total debt and natural gas market exposure;
- Birchcliff's market diversification and risk management activities and any anticipated benefits to be derived therefrom;
- the Corporation's estimated income tax pools and management's expectation that future taxable income will be available to utilize the accumulated tax pools;
- the information set forth under the heading "Capital Resources and Liquidity" and elsewhere in this MD&A as it relates to the Corporation's liquidity and capital resources, including: statements that the capital-intensive nature of Birchcliff's operations requires it to maintain adequate sources of liquidity to fund its short-term and long-term financial obligations; statements that Birchcliff's capital resources primarily consist of adjusted funds flow and available Credit Facilities; statements that the disruption and volatility that has resulted from the COVID-19 pandemic is expected to continue for some time and could impact future oil price recovery and increase future costs of capital; the Corporation's belief that its internally generated adjusted funds flow and its existing undrawn Credit Facilities will provide sufficient liquidity to fund its 2020 Capital Program, dividend distributions and working capital requirements for the foreseeable future; statements regarding the Corporation's financial flexibility; statements that Birchcliff expects to be eligible, and to apply for, assistance under the Federal Government's Canadian Emergency Wage Subsidy Program; the Corporation's expectation that counterparties will be able to meet their financial obligations; and statements that management of debt levels continues to be a priority for Birchcliff;
- statements regarding Birchcliff's quarterly common share dividend, including: that the Corporation intends to reduce its quarterly common share dividend from $0.02625 per share (or $0.105 per share annually) to $0.005 per share (or $0.02 per share annually) commencing with the quarter ending June 30, 2020, which would result in the preservation of approximately $17.0 million in 2020; and statements that this reduced quarterly cash dividend is expected to be declared by the Corporation's Board of Directors on June 2, 2020;
- estimates of Birchcliff's material contractual obligations and commitments and decommissioning obligations; and
- and statements regarding potential transactions.
With respect to the forward-looking statements contained in this MD&A, assumptions have been made regarding, among other things: the degree to which the Corporation's results of operations and financial condition will be disrupted by circumstances attributable to the COVID-19 pandemic and the responses of governments and the public to the pandemic; prevailing and future commodity prices and differentials, currency exchange rates, interest rates, inflation rates, royalty rates and tax rates; the state of the economy, financial markets and the exploration, development and production business; the political environment in which Birchcliff operates; the regulatory framework regarding royalties, taxes, environmental, climate change and other laws; the Corporation's ability to comply with existing and future environmental, climate change and other laws; future cash flow, debt and dividend levels; future operating, transportation, marketing, general and administrative and other expenses; Birchcliff's ability to access capital and obtain financing on acceptable terms; the timing and amount of capital expenditures and the sources of funding for capital expenditures and other activities; the sufficiency of budgeted capital expenditures to carry out planned operations; the successful and timely implementation of capital projects and the timing, location and extent of future drilling and other operations; results of operations; Birchcliff's ability to continue to develop its assets and obtain the anticipated benefits therefrom; the performance of existing and future wells; the success of new wells drilled; reserves and resource volumes and Birchcliff's ability to replace and expand reserves through acquisition, development or exploration; the impact of competition on Birchcliff; the availability of, demand for and cost of labour, services and materials; the ability to obtain any necessary regulatory or other approvals in a timely manner; the satisfaction by third parties of their obligations to Birchcliff; the ability of Birchcliff to secure adequate processing and transportation for its products; Birchcliff's ability to successfully market natural gas and liquids; the availability of hedges on terms acceptable to Birchcliff; and Birchcliff's natural gas market exposure. In addition to the foregoing assumptions, Birchcliff has made the following assumptions with respect to certain forward-looking statements contained in this MD&A:
- Birchcliff's 2020 guidance (as updated May 13, 2020) assumes the following commodity prices and exchange rate: an average WTI price of US$33.00/bbl; an average WTI-MSW differential of CDN$11.00/bbl; an average AECO 5A price of CDN$2.20/GJ; an average Dawn price of US$2.00/MMBtu; an average NYMEX HH price of US$2.25/MMBtu; and an exchange rate (CDN$ to US$1) of 1.38.
- With respect to estimates of 2020 capital expenditures and Birchcliff's spending plans for 2020, such estimates and plans assume that the 2020 Capital Program will be carried out as currently contemplated. Birchcliff makes acquisitions and dispositions in the ordinary course of business. Any acquisitions and dispositions completed could have an impact on Birchcliff's capital expenditures, production, adjusted funds flow, free funds flow, costs and total debt, which impact could be material. The amount and allocation of capital expenditures for exploration and development activities by area and the number and types of wells to be drilled and brought on production is dependent upon results achieved and is subject to review and modification by management on an ongoing basis throughout the year. Actual spending may vary due to a variety of factors, including commodity prices, economic conditions, results of operations and costs of labour, services and materials.
- With respect to Birchcliff's estimates of adjusted and free funds flow for 2020, such estimates assume that: the 2020 Capital Program will be carried out as currently contemplated and the level of capital spending for 2020 set forth herein will be achieved; and the targets for production, commodity mix and natural gas market exposure and the commodity price and exchange rate assumptions set forth herein are met.
- With respect to Birchcliff's production guidance, such guidance assumes that: the 2020 Capital Program will be carried out as currently contemplated; no unexpected outages occur in the infrastructure that Birchcliff relies on to produce its wells and that any transportation service curtailments or unplanned outages that occur will be short in duration or otherwise insignificant; the construction of new infrastructure meets timing and operational expectations; existing wells continue to meet production expectations; and future wells scheduled to come on production meet timing, production and capital expenditure expectations. Birchcliff's production guidance may be affected by acquisition and disposition activity.
- With respect to statements of future wells to be drilled and brought on production, the key assumptions are: the continuing validity of the geological and other technical interpretations performed by Birchcliff's technical staff, which indicate that commercially economic volumes can be recovered from Birchcliff's lands as a result of drilling future wells; and that commodity prices and general economic conditions will warrant proceeding with the drilling of such wells.
Birchcliff's actual results, performance or achievements could differ materially from those anticipated in the forwardlooking statements as a result of both known and unknown risks and uncertainties including, but not limited to: the risks posed by pandemics (including COVID-19) and epidemics and their impacts on supply and demand and commodity prices; actions taken by OPEC+ and other major producers of crude oil and the impact such actions may have on supply and demand and commodity prices; general economic, market and business conditions which will, among other things, impact the demand for and market prices of Birchcliff's products and Birchcliff's access to capital; volatility of crude oil and natural gas prices; fluctuations in currency exchange and interest rates; stock market volatility; loss of market demand; an inability to access sufficient capital from internal and external sources on terms acceptable to the Corporation; fluctuations in the costs of borrowing; operational risks and liabilities inherent in oil and natural gas operations; the occurrence of unexpected events such as fires, severe weather, explosions, blow-outs, equipment failures, transportation incidents and other similar events affecting Birchcliff or other parties whose operations or assets directly or indirectly affect Birchcliff; an inability to access sufficient water or other fluids needed for operations; uncertainty that development activities in connection with Birchcliff's assets will be economic; an inability to access or implement some or all of the technology necessary to efficiently and effectively operate its assets and achieve expected future results; uncertainties associated with estimating oil and natural gas reserves and resources; the accuracy of estimates of reserves, future net revenue and production levels; geological, technical, drilling, construction and processing problems; uncertainty of geological and technical data; horizontal drilling and completions techniques and the failure of drilling results to meet expectations for reserves or production; uncertainties related to Birchcliff's future potential drilling locations; delays or changes in plans with respect to exploration or development projects or capital expenditures, including delays in the completion of gas plants and other facilities; the accuracy of cost estimates and variances in Birchcliff's actual costs and economic returns from those anticipated; incorrect assessments of the value of acquisitions and exploration and development programs; changes to the regulatory framework in the locations where the Corporation operates, including changes to tax laws, Crown royalty rates, environmental laws, climate change laws, carbon tax regimes, incentive programs and other regulations that affect the oil and natural gas industry and other actions by government authorities; an inability of the Corporation to comply with existing and future environmental, climate change and other laws; the cost of compliance with current and future environmental laws; political uncertainty and uncertainty associated with government policy changes; dependence on facilities, gathering lines and pipelines, some of which the Corporation does not control; uncertainties and risks associated with pipeline restrictions and outages to third-party infrastructure that could cause disruptions to production; the lack of available pipeline capacity and an inability to secure adequate and cost-effective processing and transportation for Birchcliff's products; an inability to satisfy obligations under Birchcliff's firm marketing and transportation arrangements; a failure to comply with covenants under Birchcliff's credit facilities; shortages in equipment and skilled personnel; the absence or loss of key employees; competition for, among other things, capital, acquisitions of reserves, undeveloped lands, equipment and skilled personnel; management of Birchcliff's growth; environmental and climate change risks, claims and liabilities; potential litigation; default under or breach of agreements by counterparties and potential enforceability issues in contracts; claims by Indigenous peoples; the reassessment by taxing or regulatory authorities of the Corporation's prior transactions and filings; unforeseen title defects; third-party claims regarding the Corporation's right to use technology and equipment; uncertainties associated with the outcome of litigation or other proceedings involving Birchcliff; uncertainties associated with credit facilities and counterparty credit risk; risks associated with Birchcliff's risk management activities and the risk that hedges on terms acceptable to Birchcliff may not be available; risks associated with the declaration and payment of future dividends, including the discretion of Birchcliff's Board of Directors to declare dividends and change the Corporation's dividend policy; the failure to obtain any required approvals in a timely manner or at all; the failure to complete or realize the anticipated benefits of acquisitions and dispositions and the risk of unforeseen difficulties in integrating acquired assets into Birchcliff's operations; negative public perception of the oil and natural gas industry and fossil fuels, including transportation and hydraulic fracturing involving fossil fuels; the Corporation's reliance on hydraulic fracturing; market competition, including from alternative energy sources; changing demand for petroleum products; the availability of insurance and the risk that certain losses may not be insured; breaches or failure of information systems and security (including risks associated with cyber-attacks); risks associated with the ownership of the Corporation's securities; the accuracy of the Corporation's accounting estimates and judgments; and potential requirements under applicable accounting standards for the impairment or reversal of estimated recoverable amounts of the Corporation's assets from time to time.
Without limitation of the foregoing, the declaration and payment of future dividends (and the amount thereof) is subject to the discretion of the Board of Directors and may vary depending on a variety of factors and conditions existing from time to time, including fluctuations in commodity prices, the financial condition of Birchcliff, production levels, results of operations, capital expenditure requirements, working capital requirements, debt service requirements, operating costs, royalty burdens, foreign exchange rates, interest rates, contractual restrictions, Birchcliff's hedging activities or programs, available investment opportunities, Birchcliff's business plan, strategies and objectives and the satisfaction of the solvency and liquidity tests imposed by the Business Corporations Act (Alberta). Additionally, pursuant to the agreement governing the Credit Facilities, the Corporation is not permitted to make any distribution (which includes dividends) at any time when an event of default exists or would reasonably be expected to exist upon making such distribution, unless such event of default arose subsequent to the ordinary course declaration of the applicable distribution. For further information relating to risks relating to dividends, see "Risk Factors – Dividends" in the AIF.
Readers are cautioned that the foregoing lists of factors are not exhaustive. Additional information on these and other risk factors that could affect results of operations, financial performance or financial results are included in Birchcliff's AIF and in other reports filed with Canadian securities regulatory authorities.
This MD&A contains information that may constitute future-orientated financial information or financial outlook information (collectively, "FOFI") about Birchcliff's prospective results of operations including, without limitation, adjusted funds flow, free funds flow and total debt, all of which is subject to the same assumptions, risk factors, limitations and qualifications as set forth above. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise or inaccurate and, as such, undue reliance should not be placed on FOFI. Birchcliff's actual results, performance and achievements could differ materially from those expressed in, or implied by, FOFI. Birchcliff has included FOFI in order to provide readers with a more complete perspective on Birchcliff's future operations and management's current expectations relating to Birchcliff's future performance. Readers are cautioned that such information may not be appropriate for other purposes. FOFI contained herein was made as of the date of this MD&A. Unless required by applicable laws, Birchcliff does not undertake any obligation to publicly update or revise any FOFI statements, whether as a result of new information, future events or otherwise.
Management has included the above summary of assumptions and risks related to forward-looking statements provided in this MD&A in order to provide readers with a more complete perspective on Birchcliff's future operations and management's current expectations relating to Birchcliff's future performance. Readers are cautioned that this information may not be appropriate for other purposes.
The forward-looking statements contained in this MD&A are expressly qualified by the foregoing cautionary statements. The forward-looking statements contained herein are made as of the date of this MD&A. Unless required by applicable laws, Birchcliff does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.