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GeoPark Ltd Regulatory Filings 2021

Aug 5, 2021

33195_ffr_2021-08-05_85298063-43a4-4e14-94e7-08d2b49f70a9.zip

Regulatory Filings

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6-K 1 gprk-20210804x6k.htm 6-K Enhanced HTML document created with Toppan Merrill Bridge 9.11.0.85 Created on: 8/4/2021 10:25:30 PM (UTC) HTML PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd"

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2021

Commission File Number: 001-36298

GeoPark Limited

(Exact name of registrant as specified in its charter)

Calle 94 N° 11-30 8° piso

Bogota, Colombia

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F X Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes No X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes No X

Table of Contents

GEOPARK LIMITED

TABLE OF CONTENTS

ITEM

  1. Interim Condensed Consolidated Financial Statements and Explanatory Notes for the three-months and six-months periods ended June 30, 2020 and 2021.

Table of Contents

Item 1

GEOPARK LIMITED

INTERIM CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

AND EXPLANATORY NOTES

For the three-months and six-months periods ended June 30, 2020 and 2021

Table of Contents

GEOPARK LIMITED

JUNE 30, 2021

CONTENTS

Page
3 Condensed Consolidated Statement of Income
4 Condensed Consolidated Statement of Comprehensive Income
5 Condensed Consolidated Statement of Financial Position
6 Condensed Consolidated Statement of Changes in Equity
7 Condensed Consolidated Statement of Cash Flow
8 Explanatory Notes to the Interim Condensed Consolidated Financial Statements

2

Table of Contents

GEOPARK LIMITED

JUNE 30, 2021

CONDENSED CONSOLIDATED STATEMENT OF INCOME

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Amounts in US$ ´000 Note (Unaudited) (Unaudited) (Unaudited) (Unaudited)
REVENUE 3 165,598 55,650 312,193 188,889
Commodity risk management contracts 4 (47,669) (9,131) (94,960) 22,880
Production and operating costs 5 (53,020) (20,714) (95,972) (61,789)
Geological and geophysical expenses 6 (2,128) (2,951) (5,203) (7,409)
Administrative expenses 7 (12,694) (11,318) (24,027) (24,003)
Selling expenses 8 (1,829) (1,638) (3,552) (3,600)
Depreciation (20,594) (23,322) (43,161) (62,623)
Write-off of unsuccessful exploration efforts 10 (8,061) (8,061) (3,205)
Impairment loss recognized for non-financial assets 19 (97,481)
Other expenses (394) (7,429) (2,148) (7,661)
OPERATING PROFIT (LOSS) 19,209 (20,853) 35,109 (56,002)
Financial expenses 9 (20,735) (16,545) (36,709) (31,299)
Financial income 9 135 674 598 2,097
Foreign exchange gain (loss) 9 1,810 4,726 4,504 (6,061)
PROFIT (LOSS) BEFORE INCOME TAX 419 (31,998) 3,502 (91,265)
Income tax (expense) benefit (2,887) 12,144 (16,307) (18,131)
LOSS FOR THE PERIOD (2,468) (19,854) (12,805) (109,396)
Losses per share (in US$) for loss attributable to owners of the Company. Basic (0.04) (0.33) (0.21) (1.81)
Losses per share (in US$) for loss attributable to owners of the Company. Diluted (0.04) (0.33) (0.21) (1.81)

The above condensed consolidated statement of income should be read in conjunction with the accompanying notes.

3

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GEOPARK LIMITED

JUNE 30, 2021

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Amounts in US$ ´000 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Loss for the period (2,468) (19,854) (12,805) (109,396)
Other comprehensive income
Items that may be subsequently reclassified to profit or loss:
Currency translation differences 2,461 (1,682) 1,812 (10,182)
Losses on cash flow hedges (6,770)
Income tax relating to losses on cash flow hedges 2,166
Other comprehensive profit (loss) for the period 2,461 (1,682) 1,812 (14,786)
Total comprehensive loss for the period (7) (21,536) (10,993) (124,182)

The above condensed consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.

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GEOPARK LIMITED

JUNE 30, 2021

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

Note At June 30, 2021 Year ended
Amounts in US$ ´000 (Unaudited) December 31, 2020
ASSETS
NON CURRENT ASSETS
Property, plant and equipment 10 615,084 614,665
Right-of-use assets 18,728 21,402
Prepayments and other receivables 1,071 1,060
Other financial assets 13,923 13,364
Deferred income tax asset 22,404 18,168
TOTAL NON CURRENT ASSETS 671,210 668,659
CURRENT ASSETS
Inventories 9,154 13,326
Trade receivables 47,391 46,918
Prepayments and other receivables 19,346 27,263
Derivative financial instrument assets 15 1,013
Other financial assets 13 28
Cash and cash equivalents 85,023 201,907
Assets held for sale 1,152
TOTAL CURRENT ASSETS 160,927 291,607
TOTAL ASSETS 832,137 960,266
EQUITY
Equity attributable to owners of the Company
Share capital 11 61 61
Share premium 179,339 179,399
Reserves 91,675 92,216
Accumulated losses (391,197) (380,866)
TOTAL EQUITY (120,122) (109,190)
LIABILITIES
NON CURRENT LIABILITIES
Borrowings 12 656,172 766,897
Lease liabilities 10,293 11,457
Provisions and other long-term liabilities 13 81,627 82,370
Deferred income tax liability 1,550 7,190
Trade and other payables 14 1,330 4,886
TOTAL NON CURRENT LIABILITIES 750,972 872,800
CURRENT LIABILITIES
Borrowings 12 27,527 17,689
Lease liabilities 7,596 10,890
Derivative financial instrument liabilities 15 67,247 15,094
Current income tax liability 4,549 52,775
Trade and other payables 14 94,368 100,156
Liabilities associated with assets held for sale 52
TOTAL CURRENT LIABILITIES 201,287 196,656
TOTAL LIABILITIES 952,259 1,069,456
TOTAL EQUITY AND LIABILITIES 832,137 960,266

The above condensed consolidated statement of financial position should be read in conjunction with the accompanying notes.

5

Table of Contents

GEOPARK LIMITED

JUNE 30, 2021

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

Attributable to owners of the Company
Share Share Other Translation Accumulated
Amount in US$ '000 Capital Premium Reserve Reserve losses Total
Equity at January 1, 2020 59 173,716 116,291 (3,820) (153,361) 132,885
Comprehensive loss:
Loss for the six-months period (109,396) (109,396)
Other comprehensive loss for the period (4,604) (10,182) (14,786)
Total comprehensive loss for the period ended June 30, 2020 (4,604) (10,182) (109,396) (124,182)
Transactions with owners:
Share-based payment 2 2,679 1,254 3,935
Repurchase of shares (1) (3,070) (3,071)
Stock distribution 1 2,342 (2,343)
Cash distribution (2,343) (2,343)
Total transactions with owners for the period ended June 30, 2020 2 1,951 (4,686) 1,254 (1,479)
Balance at June 30, 2020 (Unaudited) 61 175,667 107,001 (14,002) (261,503) 7,224
Balance at January 1, 2021 61 179,399 104,485 (12,269) (380,866) (109,190)
Comprehensive profit (loss):
Loss for the six-months period (12,805) (12,805)
Other comprehensive profit for the period 1,812 1,812
Total comprehensive profit (loss) for the period ended June 30, 2021 1,812 (12,805) (10,993)
Transactions with owners:
Share-based payment 1 1,295 2,474 3,770
Repurchase of shares (1) (1,355) (1,356)
Cash distribution (2,353) (2,353)
Total transactions with owners for the period ended June 30, 2021 (60) (2,353) 2,474 61
Balance at June 30, 2021 (Unaudited) 61 179,339 102,132 (10,457) (391,197) (120,122)

The above condensed consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

6

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CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW

Six-months Six-months
period ended period ended
June 30, 2021 June 30, 2020
Amounts in US$ ’000 (Unaudited) (Unaudited)
Cash flows from operating activities
Loss for the period (12,805) (109,396)
Adjustments for:
Income tax expense 16,307 18,131
Depreciation 43,161 62,623
Loss on disposal of property, plant and equipment 293 15
Write-off of unsuccessful exploration efforts 8,061 3,205
Impairment loss for non-financial assets 97,481
Amortization of other long-term liabilities (118)
Accrual of borrowing interests 23,470 23,692
Borrowings cancellation costs 6,308
Unwinding of long-term liabilities 2,451 2,873
Accrual of share-based payment 3,770 3,935
Foreign exchange gain (4,504) (3,353)
Unrealized loss (gain) on commodity risk management contracts 38,619 (8,572)
Income tax paid (61,267) (16,970)
Change in working capital 15,184 (27,743)
Cash flows from operating activities – net 78,930 45,921
Cash flows from investing activities
Purchase of property, plant and equipment (54,738) (39,508)
Acquisition of business, net of cash acquired (272,335)
Proceeds from disposal of long-term assets (Note 17) 1,100
Cash flows used in investing activities – net (53,638) (311,843)
Cash flows from financing activities
Proceeds from borrowings 162,201 350,000
Debt issuance costs paid (2,019) (7,507)
Principal paid (255,000) (3,575)
Interest paid (22,957) (14,046)
Borrowings cancellation costs paid (12,908)
Lease payments (3,948) (4,775)
Repurchase of shares (1,356) (3,071)
Cash distribution (2,353) (2,343)
Payments for transactions with former non-controlling interest (3,580) (1,000)
Cash flows (used in) from financing activities - net (141,920) 313,683
Net (decrease) increase in cash and cash equivalents (116,628) 47,761
Cash and cash equivalents at January 1 201,907 111,180
Currency translation differences (256) (1,431)
Cash and cash equivalents at the end of the period 85,023 157,510
Ending Cash and cash equivalents are specified as follows:
Cash at bank and bank deposits 85,003 157,487
Cash in hand 20 23
Cash and cash equivalents 85,023 157,510

The above condensed consolidated statement of cash flow should be read in conjunction with the accompanying notes.

7

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EXPLANATORY NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1

General information

GeoPark Limited (the “Company”) is a company incorporated under the laws of Bermuda. The Registered Office address is Clarendon House, 2 Church Street, Hamilton HM11, Bermuda.

The principal activity of the Company and its subsidiaries (the “Group” or “GeoPark”) is the exploration, development and production for oil and gas reserves in Colombia, Chile, Brazil, Argentina and Ecuador.

This condensed consolidated interim financial statements were authorized for issue by the Board of Directors on August 4, 2021.

Basis of Preparation

The condensed consolidated interim financial statements of GeoPark Limited are presented in accordance with IAS 34 “Interim Financial Reporting”. They do not include all of the information required for full annual financial statements, and should be read in conjunction with the annual consolidated financial statements as of and for the year ended December 31, 2020, which have been prepared in accordance with IFRS.

The condensed consolidated interim financial statements have been prepared in accordance with the accounting policies applied in the most recent annual consolidated financial statements. The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective. Several amendments and interpretations apply for the first time in 2021, but do not have an impact on the condensed consolidated interim financial statements of the Group.

Whenever necessary, certain comparative amounts have been reclassified to conform to changes in presentation in the current period.

Taxes on income in the interim periods are accrued using the tax rate that would be applicable to expected total annual profit or loss.

The activities of the Group are not subject to significant seasonal changes.

Estimates

The preparation of interim financial information requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. Actual results may differ from these estimates.

In preparing these condensed consolidated interim financial statements, the significant judgements made by management in applying the Group’s accounting policies and the key sources of estimation uncertainty were the same as those that applied to the annual consolidated financial statements as of and for the year ended December 31, 2020.

Financial risk management

The Group’s activities expose it to a variety of financial risks: currency risk, price risk, credit risk- concentration, funding and liquidity risk, interest risk and capital risk. The condensed consolidated interim financial statements do not include all financial risk management information and disclosures required in the annual consolidated financial statements, and should be read in conjunction with the Group’s annual consolidated financial statements as of and for the year ended December 31, 2020.

8

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Note 1 (Continued)

Financial risk management (Continued)

The 2019 coronavirus (“COVID-19”) outbreak has had numerous worldwide effects on general commercial activity, including that the price of crude oil dropped dramatically during 2020. By the end of 2020 and the beginning of 2021, the crude demand recovery resulted in improvements in the market conditions. At this time, given the uncertainty of the lasting effect of the COVID-19 outbreak, its impact on the Group’s business cannot be completely determined.

During May and June 2021, extensive protests and demonstrations across Colombia affected overall logistics and supply chains, restricting GeoPark’s crude oil transportation, drilling and the mobilization of personnel, equipment, and supplies. These events caused GeoPark to manage production curtailments that started in early May 2021 and normalized towards the end of June 2021.

The Group is continually reviewing its exposure to the current market conditions and adjusting the 2021 capital expenditures program which remains flexible, quickly adaptable and expandable as prices recover. The Group also continues to add new oil hedges, increasing its price risk protection within the next twelve months. GeoPark maintained a cash position of US$ 85,023,000 and has available US$ 108,029,000 in uncommitted credit lines as of June 30, 2021.

Subsidiary undertakings

The following chart illustrates the main companies of the Group structure as of June 30, 2021:

Details of the subsidiaries and joint operations of the Group are set out in Note 21 to the annual consolidated financial statements as of and for the year ended December 31, 2020.

On March 13, 2021, the Company incorporated a subsidiary in the United States named Market Access LLP (ownership interest: 9%), which is in start-up phase.

The Chilean branch GeoPark Latin America Limited - Agencia en Chile was voluntary dissolved and liquidated. In May 2021, the Register of Commerce registered the dissolution with an effective date March 31, 2021.

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Note 2

Segment Information

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Executive Committee. This committee is integrated by the CEO, COO, CFO and managers in charge of the Geoscience, Operations, Legal and Corporate Governance, People and Sustainability departments. This committee reviews the Group’s internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports. The committee considers the business from a geographic perspective.

The Executive Committee assesses the performance of the operating segments based on a measure of Adjusted EBITDA. Adjusted EBITDA is defined as profit (loss) for the period (determined as if IFRS 16 Leases had not been adopted), before net finance cost, income tax, depreciation, amortization, certain non-cash items such as impairments and write-offs of unsuccessful exploration efforts, accrual of share-based payment, unrealized result on commodity risk management contracts, geological and geophysical expenses allocated to capitalized projects and other items. Operating Netback is equivalent to Adjusted EBITDA before cash expenses included in Administrative and Geological and Geophysical expenses. Other information provided to the Executive Committee is measured in a manner consistent with that in the financial statements.

Six-months period ended June 30, 2021:

Amounts in US$ '000 Total Colombia Chile Brazil Argentina Ecuador Corporate
Revenue 312,193 277,008 10,186 10,618 14,381
Sale of crude oil 291,167 275,941 2,525 319 12,382
Sale of gas 21,026 1,067 7,661 10,299 1,999
Production and operating costs (95,972) (79,580) (5,608) (2,286) (8,498)
Royalties (44,429) (41,044) (356) (905) (2,124)
Share-based payment (133) (111) (23) 1
Operating costs (51,410) (38,425) (5,229) (1,381) (6,375)
Depreciation (43,161) (27,010) (7,182) (2,091) (6,760) (116) (2)
Operating profit (loss) 35,109 52,846 (8,286) 5,451 (3,543) (972) (10,387)
Operating Netback 153,561 136,554 4,441 7,509 5,057
Adjusted EBITDA 126,920 121,580 3,113 6,842 2,695 (1,009) (6,301)

Six-months period ended June 30, 2020:

Amounts in US$ '000 Total Colombia Chile Brazil Argentina Peru (a) Ecuador Corporate
Revenue 188,889 159,097 11,556 4,823 13,413
Sale of crude oil 172,837 158,067 2,609 698 11,463
Sale of gas 16,052 1,030 8,947 4,125 1,950
Production and operating costs (61,789) (43,311) (5,486) (2,075) (10,917)
Royalties (15,914) (13,268) (399) (380) (1,867)
Share-based payment (132) (83) (27) (2) (20)
Operating costs (45,743) (29,960) (5,060) (1,693) (9,030)
Depreciation (62,623) (35,629) (16,077) (1,598) (9,000) (250) (11) (58)
Operating profit (loss) (56,002) 79,166 (64,259) 90 (22,605) (38,622) (392) (9,380)
Operating Netback 134,076 124,538 5,947 1,711 1,880
Adjusted EBITDA 105,454 104,714 5,201 633 2,516 (1,577) (368) (5,665)

(a) As of the date of these interim condensed consolidated financial statements, Peru is no longer an operating segment due to the decision to retire from the Morona Block.

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Note 2 (Continued)

Segment Information (Continued)

Total Assets Total Colombia Chile Brazil Argentina Peru Ecuador Corporate
June 30, 2021 832,137 658,423 95,189 37,721 33,220 939 1,319 5,326
December 31, 2020 960,266 680,828 101,742 38,172 36,803 4,656 1,127 96,938

A reconciliation of total Operating Netback to total profit (loss) before income tax is provided as follows:

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Operating Netback 74,189 40,654 153,561 134,076
Geological and geophysical expenses (2,151) (3,065) (5,259) (7,616)
Administrative expenses (11,587) (9,837) (21,382) (21,006)
Adjusted EBITDA for reportable segments 60,451 27,752 126,920 105,454
Unrealized (loss) gain on commodity risk management contracts (11,964) (17,859) (38,619) 8,572
Depreciation (a) (20,594) (23,322) (43,161) (62,623)
Write-off of unsuccessful exploration efforts (8,061) (8,061) (3,205)
Impairment loss recognized for non-financial assets (97,481)
Share-based payment (1,716) (2,015) (3,770) (3,935)
Lease accounting - IFRS 16 1,487 1,991 3,948 4,775
Others (b) (394) (7,400) (2,148) (7,559)
Operating profit (loss) 19,209 (20,853) 35,109 (56,002)
Financial expenses (20,735) (16,545) (36,709) (31,299)
Financial income 135 674 598 2,097
Foreign exchange gain (loss) 1,810 4,726 4,504 (6,061)
Profit (Loss) before tax 419 (31,998) 3,502 (91,265)

(a) Net of capitalized costs for oil stock included in Inventories. Depreciation for the six-months period ended June 30, 2021 includes US$ 1,424,000 (US$ 1,406,000 in 2020) generated by assets not related to production activities. For the three-months period ended June 30, 2021 the amount included in depreciation is US$ 724,000 (US$ 706,000 in 2020).

(b) Includes allocation to capitalized projects.

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Note 2 (Continued)

Segment Information (Continued)

The following table presents a reconciliation of Adjusted EBITDA to operating profit (loss) for the six-months period ended June 30, 2021 and 2020:

Six-months period ended June 30, 2021
Colombia Chile Brazil Argentina Other (a) Total
Adjusted EBITDA for reportable segments 121,580 3,113 6,842 2,695 (7,310) 126,920
Depreciation (27,010) (7,182) (2,091) (6,760) (118) (43,161)
Unrealized gain on commodity risk management contracts (38,619) (38,619)
Write-off of unsuccessful exploration efforts (3,626) (4,435) (8,061)
Share-based payment (371) (48) (6) (70) (3,275) (3,770)
Lease accounting - IFRS 16 2,164 311 890 471 112 3,948
Others (1,272) (45) (184) 121 (768) (2,148)
Operating profit / (loss) 52,846 (8,286) 5,451 (3,543) (11,359) 35,109

(a) Includes Ecuador and Corporate.

Six-months period ended June 30, 2020
Colombia Chile Brazil Argentina Other (a) Total
Adjusted EBITDA for reportable segments 104,714 5,201 633 2,516 (7,610) 105,454
Depreciation (35,629) (16,077) (1,598) (9,000) (319) (62,623)
Unrealized gain on commodity risk management contracts 8,572 8,572
Write-off of unsuccessful exploration efforts (3,205) (3,205)
Impairment loss recognized for non-financial assets (50,281) (16,205) (30,995) (97,481)
Share-based payment (173) (47) (12) (87) (3,616) (3,935)
Lease accounting - IFRS 16 2,870 70 1,106 469 260 4,775
Others (1,188) 80 (39) (298) (6,114) (7,559)
Operating profit / (loss) 79,166 (64,259) 90 (22,605) (48,394) (56,002)

(a) Includes Peru, Ecuador and Corporate.

Note 3

Revenue

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Sale of crude oil 153,849 49,002 291,167 172,837
Sale of gas 11,749 6,648 21,026 16,052
165,598 55,650 312,193 188,889

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Note 4

Commodity risk management contracts

The Group entered into derivative financial instruments to manage its exposure to oil price risk. These derivatives are zero-premium collars, fixed price or zero-premium 3 ways (put spread plus call), and were placed with major financial institutions and commodity traders. The Group entered into the derivatives under ISDA Master Agreements and Credit Support Annexes, which provide credit lines for collateral posting thus alleviating possible liquidity needs under the instruments and protect the Group from potential non-performance risk by its counterparties. The Group’s derivatives are accounted for as non-hedge derivatives and therefore all changes in the fair values of its derivative contracts are recognized as gains or losses in the results of the periods in which they occur.

The following table summarizes the Group’s production hedged during the six-months period ended June 30, 2021 and for the following periods as a consequence of the derivative contracts in force as of June 30, 2021:

Volume Average
Period Reference Type bbl/d price US$/bbl
January 1, 2021 - March 31, 2021 ICE BRENT Zero Premium Collars 23,500 38.91 Put 52.72 Call
January 1, 2021 - March 31, 2021 VASCONIA (a) Zero Premium Collars 2,000 35.00 Put 43.01 Call
25,500
April 1, 2021 - June 30, 2021 ICE BRENT Zero Premium Collars 25,500 40.61 Put 53.59 Call
25,500
July 1, 2021 - September 30, 2021 ICE BRENT Zero Premium Collars 18,000 43.19 Put 60.64 Call
July 1, 2021 - September 30, 2021 VASCONIA (a) Zero Premium Collars 2,000 41.50 Put 68.57 Call
20,000
October 1, 2021 - December 31, 2021 ICE BRENT Zero Premium Collars 19,500 43.72 Put 62.65 Call
19,500
January 1, 2022 - March 31, 2022 ICE BRENT Zero Premium Collars 14,500 49.10 Put 74.81 Call
14,500
April 1, 2022 - June 30, 2022 ICE BRENT Zero Premium Collars 8,000 50.55 Put 77.28 Call
8,000

(a) Vasconia Crude (ICE Brent minus Vasconia Differential).

The table below summarizes the (loss) gain on the commodity risk management contracts:

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Realized (loss) gain on commodity risk management contracts (35,705) 8,728 (56,341) 14,308
Unrealized (loss) gain on commodity risk management contracts (11,964) (17,859) (38,619) 8,572
Total (47,669) (9,131) (94,960) 22,880

The following table presents the Group’s derivative contracts agreed after the balance sheet date:

Volume
Period Reference Type bbl/d Price US$/bbl
July 1, 2022 - September 30, 2022 ICE BRENT Zero Premium Collars 1,000 52.00 Put 80.00 Call

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Note 5

Production and operating costs

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Staff costs 4,016 3,571 8,025 7,270
Share-based payment 115 64 133 132
Royalties 24,625 3,205 44,429 15,914
Well and facilities maintenance 4,602 2,498 9,544 7,895
Operation and maintenance 1,636 1,689 3,565 3,585
Consumables 4,131 3,630 8,795 8,735
Equipment rental 1,787 2,010 3,577 4,425
Transportation costs 300 2,445 1,550 3,525
Gas plant costs 708 426 1,266 994
Safety and insurance costs 1,070 803 2,017 1,921
Field camp 794 587 2,104 1,347
Non-operated blocks costs 1,436 976 2,377 1,340
Crude oil stock variation 5,104 (3,074) 4,723 68
Other costs 2,696 1,884 3,867 4,638
53,020 20,714 95,972 61,789

Note 6

Geological and geophysical expenses

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Staff costs 1,788 2,746 3,745 6,081
Share-based payment 53 (3) 100 66
Other services 287 237 1,358 1,364
Allocation to capitalized project (29) (102)
2,128 2,951 5,203 7,409

Note 7

Administrative expenses

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Staff costs 6,368 5,356 12,637 11,246
Share-based payment 1,548 1,954 3,537 3,737
Consultant fees 3,011 2,428 4,574 4,637
Travel expenses 59 60 114 867
Director fees and allowance 672 431 1,566 1,084
Communication and IT costs 1,050 832 1,929 1,438
Allocation to joint operations (1,950) (759) (3,925) (3,263)
Other administrative expenses 1,936 1,016 3,595 4,257
12,694 11,318 24,027 24,003

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Note 8

Selling expenses

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Transportation 833 1,274 1,766 2,927
Selling taxes and other 996 364 1,786 673
1,829 1,638 3,552 3,600

Note 9

Financial results

Three-months Three-months Six-months Six-months
period ended period ended period ended period ended
Amounts in US$ '000 June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020
Financial expenses
Bank charges and other financial costs (1,852) (2,902) (4,310) (4,764)
Interest and amortization of debt issue costs (11,309) (12,310) (23,640) (23,662)
Borrowings cancellation costs (6,308) (6,308)
Unwinding of long-term liabilities (1,266) (1,333) (2,451) (2,873)
(20,735) (16,545) (36,709) (31,299)
Financial income
Interest received 135 674 598 2,097
135 674 598 2,097
Foreign exchange gains and losses
Foreign exchange gain 1,810 1,308 4,504 4,227
Result on currency risk management contracts (a) 3,418 (10,288)
1,810 4,726 4,504 (6,061)
Total financial results (18,790) (11,145) (31,607) (35,263)

(a) GeoPark manages its exposure to local currency fluctuation with respect to income tax balances in Colombia. As of December 31, 2019, the Group entered into derivative financial instruments with local banks in Colombia for an amount equivalent to US$ 83,700,000 in order to anticipate any currency fluctuation with respect to income taxes payable in February, April and June 2020. The realized result on these contracts for the six-months period ended June 30, 2020 was a loss of US$ 9,414,000. No currency risk management contracts were in place during 2021.

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Note 10

Property, plant and equipment

Furniture, Exploration
equipment Production Buildings and
Oil & gas and facilities and and Construction evaluation
Amounts in US$'000 properties vehicles machinery improvements in progress assets Total
Cost at January 1, 2020 830,937 19,549 172,507 11,770 69,587 48,036 1,152,386
Additions (875) (a) ​ 811 4 423 28,394 10,019 38,776
Disposals (24) (24)
Acquisitions 174,962 617 34,613 1,221 79,693 291,106
Write-off / Impairment (66,486) (b) ​ (30,995) (b) ​ (3,205) (c) ​ (100,686)
Transfers 23,186 3,447 78 (21,619) (5,092)
Currency translation differences (19,846) (310) (3,587) (79) (81) (1,187) (25,090)
Cost at June 30, 2020 941,878 20,643 206,984 12,192 46,507 128,264 1,356,468
Cost at January 1, 2021 968,617 20,707 197,829 12,442 18,848 78,614 1,297,057
Additions (1,480) (a) ​ 572 31,845 22,323 53,260
Disposals (789) (900) (543) (3,371) (d) ​ (5,603)
Write-off (8,061) (e) ​ (8,061)
Transfers 20,741 8,578 64 (29,625) 242
Currency translation differences (2,030) (26) (139) (9) (10) (82) (2,296)
Cost at June 30, 2021 985,848 20,464 205,368 11,954 17,687 93,036 1,334,357
Depreciation and write-down at January 1, 2020 (467,806) (15,149) (95,047) (6,596) (584,598)
Depreciation (47,155) (1,153) (8,013) (253) (56,574)
Disposals 9 9
Currency translation differences 14,675 182 3,858 45 18,760
Depreciation and write-down at June 30, 2020 (500,286) (16,111) (99,202) (6,804) (622,403)
Depreciation and write-down at January 1, 2021 (548,445) (16,985) (109,987) (6,975) (682,392)
Depreciation (33,417) (1,076) (6,279) (348) (41,120)
Disposals 474 900 436 1,810
Currency translation differences 2,260 21 139 9 2,429
Depreciation and write-down at June 30, 2021 (579,602) (17,566) (115,227) (6,878) (719,273)
Carrying amount at June 30, 2020 441,592 4,532 107,782 5,388 46,507 128,264 734,065
Carrying amount at June 30, 2021 406,246 2,898 90,141 5,076 17,687 93,036 615,084

(a) Corresponds to the effect of the change in the estimate of assets retirement obligations.

(b) Corresponds to impairment losses recognized in the Fell Block (Chile), the Aguada Baguales and El Porvenir Blocks (Argentina) and the Morona Block (Peru) for US$ 50,281,000, US$ 16,205,000 and US$ 30,995,000, respectively.

(c) Corresponds to an unsuccessful exploratory well drilled in the Isla Norte Block (Chile).

(d) Corresponds to assets related to the operationship of the non-producing Morona Block (Block 64) in Peru, that were transferred to Petroperu in May 2021. See Note 17.

(e) Corresponds to two unsuccessful exploratory wells drilled in the Llanos 32 Block (Colombia) and other exploration costs incurred in the Fell Block (Chile).

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Note 11

Equity

Share capital

At Year ended
Issued share capital June 30, 2021 December 31, 2020
Common stock (US$ ´000) 61 61
The share capital is distributed as follows:
Common shares, of nominal US$ 0.001 61,077,168 61,029,772
Total common shares in issue 61,077,168 61,029,772
Authorized share capital
US$ per share 0.001 0.001
Number of common shares (US$ 0.001 each) 5,171,949,000 5,171,949,000
Amount in US$ 5,171,949 5,171,949

GeoPark’s share capital only consists of common shares. The authorized share capital consists of 5,171,949,000 common shares of par value US$ 0.001 per share. All of the Company issued and outstanding common shares are fully paid and nonassessable.

Cash distributions

On March 10, 2021, and on May 5, 2021, the Company’s Board of Directors declared a quarterly cash distribution of US$ 0.0205 per share that was paid on April 13, 2021, and on May 28, 2021, respectively.

Buyback Program

On November 4, 2020, the Company’s Board of Directors approved a program to repurchase up to 10% of its shares outstanding or approximately 6,062,000 shares. The repurchase program began on November 5, 2020 and will expire on November 15, 2021. During the six-months period ended June 30, 2021, the Company purchased 94,005 common shares for a total amount of US$ 1,356,000. These transactions have no impact on the Group’s results.

Note 12

Borrowings

The outstanding amounts are as follows:

At Year ended
Amounts in US$ '000 June 30, 2021 December 31, 2020
2024 Notes (a) (c) 171,685 428,737
2027 Notes (b) (c) 498,792 352,113
Banco Santander 3,880 3,736
Bancolombia (d) 9,342
683,699 784,586

Classified as follows:

Current 27,527 17,689
Non-Current 656,172 766,897

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Note 12 (Continued)

Borrowings (Continued)

(a) On September 21, 2017, the Company successfully placed US$ 425,000,000 Notes, which were offered to qualified institutional buyers in accordance with Rule 144A under the United States Securities Act (the “Securities Act”), and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes carry a coupon of 6.50% per annum. The debt issuance cost for this transaction amounted to US$ 6,683,000 (debt issuance effective rate: 6.90%). The Notes are fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia S.L.U. Final maturity of the Notes will be September 21, 2024. For additional information, see reference (c).

(b) On January 17, 2020, the Company successfully placed US$ 350,000,000 Notes, which were offered in a private placement to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside the United States to non U.S. persons in accordance with Regulation S under the Securities Act. The Notes were priced at 99.285% and carry a coupon of 5.50% per annum (yield 5.625% per annum). The debt issuance cost for this transaction amounted to US$ 5,004,000 (debt issuance effective rate: 5.88%). The Notes are fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia S.L.U. Final maturity of the Notes will be January 17, 2027. For additional information, see reference (c).

(c) In April 2021, the Company executed a series of transactions that included a successful tender to purchase US$ 255,000,000 of the 2024 Notes that was funded with a combination of cash in hand and a US$ 150,000,000 new issuance from the reopening of the 2027 Notes. The new notes offering and the tender offer closed on April 23, 2021 and April 26, 2021, respectively.

The tender total consideration included the tender offer consideration of US$ 1,000 for each US$ 1,000 principal amount of the 2024 Notes plus the early tender payment of US$ 50 for each US$ 1,000 principal amount of the 2024 Notes. The tender also included a consent solicitation to align the covenants of the 2024 Notes to those of the 2027 Notes.

The reopening of the 2027 Notes was priced above par at 101.875%, representing a yield to maturity of 5.117%. The debt issuance cost for this transaction amounted to US$ 2,019,000. The Notes were offered in a private placement to qualified institutional buyers in accordance with Rule 144A under the Securities Act, and outside the United States to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes are fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia S.L.U.

After these transactions, the Company reduced its total indebtedness nominal amount in US$ 105,000,000 and improved its financial profile by extending its debt maturities. The current outstanding nominal amount of the 2024 Notes and 2027 Notes is US$ 170,000,000 and US$ 500,000,000, respectively. The Company recorded a loss of US$ 6,308,000 within Financial expenses for the three-months period ended June 30, 2021 as a consequence of these transactions.

The indentures governing the 2024 Notes and the 2027 Notes include incurrence test covenants that provide among other things, that, the Net Debt to Adjusted EBITDA ratio should not exceed 3.25 times and the Adjusted EBITDA to Interest ratio should exceed 2.5 times. Failure to comply with the incurrence test covenants does not trigger an event of default. However, this situation may limit the Company’s capacity to incur additional indebtedness, as specified in the indentures governing the Notes. Incurrence covenants as opposed to maintenance covenants must be tested by the Company before incurring additional debt or performing certain corporate actions including but not limited to dividend payments, restricted payments and others. As of the date of these interim condensed consolidated financial statements, the Company is in compliance of all the indentures’ provisions and covenants.

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Note 12 (Continued)

Borrowings (Continued)

(d) On May 14, 2021, GeoPark Colombia S.A.S. executed a loan agreement with Bancolombia for Colombian Pesos 35,000,000 (equivalent to US$ 9,388,000 at the moment of the loan execution) to finance working capital requirements in Colombia as a consequence of the demonstrations and road blockades across the country that affected logistics and supply chains during May and June. The interest rate applicable to this loan is the IBR index (interest rate of reference for short-term loans in Colombia) plus 1.6% per annum. Final maturity of the loan will be on May 14, 2022 and interests are payable monthly.

This note should be read in conjunction with Note 27 to the annual consolidated financial statements as of and for the year ended December 31, 2020.

As of the date of these interim condensed consolidated financial statements, the Group has credit lines available for US$ 108,029,000.

Note 13

Provisions and other long-term liabilities

The outstanding amounts are as follows:

At Year ended
Amounts in US$ '000 June 30, 2021 December 31, 2020
Assets retirement obligation 64,125 64,040
Deferred income 3,553 3,828
Other 13,949 14,502
81,627 82,370

Note 14

Trade and other payables

The outstanding amounts are as follows:

At Year ended
Amounts in US$ '000 June 30, 2021 December 31, 2020
Trade payables 70,824 63,528
To be paid to co-venturers 205 5,760
Payables to LGI 3,528
Staff costs to be paid 8,967 13,752
Royalties to be paid 7,042 5,287
V.A.T. 4,185 3,453
Taxes and other debts to be paid 4,475 9,734
95,698 105,042

Classified as follows:

Current 94,368 100,156
Non-Current 1,330 4,886

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Note 15

Fair value measurement of financial instruments

Fair value hierarchy

The following table presents the Group’s financial assets and financial liabilities measured and recognized at fair value at June 30, 2021 and December 31, 2020 on a recurring basis:

At
Amounts in US$ '000 Level 1 Level 2 June 30, 2021
Assets
Cash and cash equivalents
Money market funds 270 270
Total Assets 270 270
Liabilities
Derivative financial instrument liabilities
Commodity risk management contracts 67,247 67,247
Total Liabilities 67,247 67,247
At
Amounts in US$ '000 Level 1 Level 2 December 31, 2020
Assets
Cash and cash equivalents
Money market funds 823 823
Derivative financial instrument assets
Commodity risk management contracts 1,013 1,013
Total Assets 823 1,013 1,836
Liabilities
Derivative financial instrument liabilities
Commodity risk management contracts 15,094 15,094
Total Liabilities 15,094 15,094

There were no transfers between Level 2 and 3 during the period. The Group did not measure any financial assets or financial liabilities at fair value on a non-recurring basis as of June 30, 2021.

Fair values of other financial instruments (unrecognized)

The Group also has a number of financial instruments which are not measured at fair value in the balance sheet. For the majority of these instruments, the fair values are not materially different to their carrying amounts, since the interest receivable/payable is either close to current market rates or the instruments are short-term in nature.

Borrowings are comprised primarily of fixed rate debt and variable rate debt with a short term portion where interest has already been fixed. They are measured at their amortized cost. The Group estimates that the fair value of its main financial liabilities is approximately 101% of its carrying amount including interests accrued as of June 30, 2021. Fair values were calculated based on market price for the Notes and cash flows discounted for other borrowings using a rate based on the borrowing rate and are within Level 1 and Level 2 of the fair value hierarchy, respectively.

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Note 16

Capital commitments

Capital commitments are detailed in Note 33.2 to the audited Consolidated Financial Statements as of December 31, 2020. The following updates have taken place during the six-months period ended June 30, 2021:

Colombia

The Colombian National Hydrocarbons Agency (“ANH”) approved GeoPark’s proposal to transfer part of its capital commitments in the PUT-30 Block to the Llanos 34 Block. Consequently, GeoPark has committed to drill 3 exploratory wells in the Llanos 34 Block for a total amount of US$ 17,381,000, before November 10, 2021. Due to a private agreement with the partner in the block, the investment commitment to be incurred by GeoPark amounts only to US$ 12,840,000. As of the date of these interim condensed consolidated financial statements, one of the three committed exploratory wells has already been drilled.

Ecuador

On April 27, 2021 and May 7, 2021, the Ecuadorian Ministry of Energy and Non-Renewable Resources approved the requests to extend the exploratory period in the Espejo and Perico Blocks until June 17, 2025 and June 16, 2025, respectively.

Note 17

Business transactions

REC-T-128 Block (Brazil)

In July 2020, GeoPark initiated a farm-out process to sell its 70% interest in the currently non-producing REC-T-128 Block in Brazil. On March 1, 2021, the farm-out agreement was signed. The total consideration is US$ 1,100,000, plus a contingent payment of up to US$ 710,000. Closing of the transaction took place in May 2021, after the corresponding customary regulatory approvals.

Morona Block (Peru)

On July 15, 2020, GeoPark notified its irrevocable decision to retire from the non-producing Morona Block (Block 64) in Peru, due to extended force majeure, which allows for the termination of the license contract. On April 6, 2021, the final agreement with Petroperu was signed and, on May 31, 2021, the joint operation agreement was ended. From such date on, GeoPark only acts as operator of the Morona Block on behalf of Petroperu until the supreme decree approving the assignment is issued by the Peruvian Government.

Note 18

Subsequent events

In July 2021, GeoPark Colombia S.A.S. extended the availability period for its offtake and prepayment agreement with Trafigura, one of its customers, until August 10, 2021. The prepayment agreement provides GeoPark with access to up to US$ 75,000,000 in the form of prepaid future oil sales. As of the date of these Consolidated Financial Statements, GeoPark did not withdrawn any amount from this prepayment agreement.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GeoPark Limited
By: /s/ Andrés Ocampo
Name: Andrés Ocampo
Title: Chief Financial Officer

Date: August 4, 2021

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