TSX-V: ORC.A, ORC.B
TORTOLA, British Virgin
Islands, April 14, 2016 /CNW/
- Orca Exploration Group Inc. ("Orca" or "the Company")
announces its financial results and its independent reserves
evaluation for the year ended 31 December
2015. All currency amounts are in United States dollars unless otherwise
stated.
- Revenue decreased 4% to US$54.1
million from US$56.6 million.
The fall in revenue is the result of an 11% fall in total
Additional Gas sales volumes, and a 6% fall in the weighted average
sale price. The capital investment in the workover programme
during the year increased the Company share of net revenue as a
consequence of increased Cost Gas and a smaller Profit Gas
allocation to the Tanzanian Petroleum Development Corporation
("TPDC"). This helped to offset the overall decline in revenue
resulting from the drop in both volumes and prices. Funds flow from
operating activities decreased 18% to US$26.6 million or US$0.76 per share basic and diluted, compared to
US$32.4 million or US$0.93 per share basic and diluted in the prior
period, primarily the result of lower revenue.
- Net income for the year was US$1.5
million or US$0.04 per share
basic and diluted, as compared to loss of US$38.3 million or loss of US$1.10 per share in the prior year. The loss in
2014 was primarily due to a US$35.1
million provision against the receivable from the Tanzanian
Electrical Supply Company ("TANESCO").
- Total gross proved conventional natural gas reserves decreased
18% to 368 Bcf from 450 Bcf in the prior year and total gross
proved plus probable conventional natural gas reserves ("2P")
decreased 17% to 417 Bcf from 504 Bcf in the prior year. The
decrease in both is a consequence of 2015 Additional Gas production
of 17.3 Bcf and the slower anticipated growth in power demand than
previously communicated to the Company from the TPDC. The net
present value of the estimated future cash flows of the 2P reserves
at a 10% discount rate ("NPV10") decreased 14% to US$357 million from US$417
million in the previous year. The decline is a result of the
fall in anticipated growth of the Power sector revenues which are
anticipated to be realized at lower prices. The Company no longer
considers it to be realistic that the Portfolio Gas Supply
Agreement ("PGSA") gas prices will be rolled out given the industry
competition that now exists in Tanzania.
- Total capital expenditures were US$38.4
million for the year. In June
2015 the Company entered into a drilling contract with
Paragon Offshore plc for the use of its M826 Mobile Drilling
Workover Rig, as well the provision of associated services, in
order to execute the offshore phase of the development programme
for the Songo Songo gas field (the "Offshore Programme"). The
Offshore Programme commenced on 2 September
2015 and included the workovers on three existing wells
(SS-5, SS-7 and SS-9) and drilling of one new well, SS-12. All
workovers were successfully completed during the year while well
SS-12 was successfully completed in February
2016. Upon completion of the Offshore Programme, the rig was
released.
- On 29 October 2015, the Company
and IFC completed a debt financing agreement for the Company's
operating subsidiary, PanAfrican Energy Tanzania Limited to borrow
up to US$60 million. The financing is
a subordinated, income participating loan with flexible repayment
terms and a maximum tenure of approximately 10 years. Drawdowns on
the financing are subject to a number of terms and conditions. As
at 31 December 2015, US$20 million of the facility had been drawn
down, with the remaining US$40
million drawn in February
2016.
- TANESCO payments for 2015 continued to be irregular. During Q4
2015 TANESCO payments decreased with only US$4.5 million being received against sales of
US$11.7 million. As at
31 December 2015 Management has
reviewed the current position with TANESCO and feels that the
policy implemented in 2014 is still appropriate and as a result,
has reclassified a further US$9.8
million, the arrears in excess of 60 days, as long-term debt
and has placed a full provision against this.
- The Company has an agreement to farm in on Central Adriatic
B.R268.RG Permit in offshore Italy. Changes in Italian environmental
legislation in late 2015 have resulted in the development of this
permit being postponed indefinitely. As at the date of this press
release, the Company has no further capital commitments in
Italy.
- Further to the Company's press release dated 17 February 2016, Mr. David Lyons, the Chief Executive Officer and
indirect controlling shareholder of Orca, has informed the Board of
Directors that he is no longer evaluating a possible privatization
transaction involving Orca. As a result, no privatization proposal
will be forthcoming. At this time, there is no consideration of
Orca undertaking a substantial issuer bid for its Class B
Subordinate Voting Shares.
- The Board of Directors of Orca has called a shareholders
meeting to be held on 7 June
2016.
Reserves Summary
The Company's conventional natural gas reserves as at
31 December 2015 for the period to
the end of its licence in October
2026 were evaluated by independent petroleum engineering
consultants McDaniel & Associates Consultants Ltd. ("McDaniel")
in accordance with the definitions, standards and procedures
contained in the Canadian Oil and Gas Evaluation Handbook ("COGE
Handbook") and National Instrument 51-101 – Standards of
Disclosure for Oil and Gas Activities ("NI 51-101"). The
independent reserves evaluation prepared by McDaniel (the "McDaniel
Report") is dated 24 March 2016 with
an effective date of 31 December
2015. A reserves committee of the Company reviews the
qualifications and appointment of the independent reserves
evaluator and reviews the procedures for providing information to
the evaluators. Reserves included herein are stated on a company
gross basis unless noted otherwise. All the Company's reserves are
located in Tanzania. Additional
reserves information required under NI 51-101 are included in
Orca's reports relating to reserves data and other oil and gas
information under NI 51-101, which have been filed on its profile
on SEDAR at www.sedar.com.
The following tables outline the Company's conventional natural
gas reserves as at 31 December 2015
and the net present value of future net revenue attributable to
such reserves as evaluated in the McDaniel Report utilising
forecast price and cost assumptions.
|
Company Gross
Reserves
|
|
Company Net
Reserves
|
|
Light and
Medium
Crude Oil
|
|
Natural Gas
Liquids
|
|
Conventional Natural Gas
|
|
Light and
Medium
Crude Oil
|
|
Natural Gas
Liquids
|
|
Conventional Natural Gas
|
|
Mbbl
|
|
Mbbl
|
|
MMcf
|
|
Mbbl
|
|
Mbbl
|
|
MMcf
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved
|
|
|
|
|
|
|
|
|
|
|
|
|
Developed
Producing
|
‑
|
|
‑
|
|
245,928
|
|
‑
|
|
-
|
|
158,514
|
|
Developed
Non‑Producing
|
‑
|
|
‑
|
|
-
|
|
‑
|
|
-
|
|
-
|
|
Undeveloped
|
‑
|
|
‑
|
|
121,896
|
|
‑
|
|
-
|
|
70,483
|
Total
Proved
|
‑
|
|
‑
|
|
367,823
|
|
‑
|
|
-
|
|
228,997
|
Probable
|
‑
|
|
‑
|
|
49,125
|
|
‑
|
|
-
|
|
40,937
|
Total Proved plus
Probable
|
‑
|
|
‑
|
|
416,949
|
|
‑
|
|
-
|
|
269,934
|
|
|
Net present value of
future net revenues
Before Future Income
Tax Expenses(8) Discounted at
|
|
Unit Value
Before Tax at
10%
|
|
|
0%
|
|
5%
|
|
10%
|
|
15%
|
|
20%
|
|
$/Mcf
|
(US$'000)
|
|
|
|
|
|
|
|
|
|
|
|
|
Proved
|
|
|
|
|
|
|
|
|
|
|
|
|
Developing
producing
|
|
393,687
|
|
294,629
|
|
229,225
|
|
184,596
|
|
153,197
|
|
1.45
|
Developed
non-producing
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Undeveloped
|
|
168,112
|
|
114,690
|
|
79,423
|
|
55,503
|
|
38,878
|
|
1.13
|
Total
Proved
|
|
561,798
|
|
409,319
|
|
308,648
|
|
124,100
|
|
192,075
|
|
1.35
|
Probable
|
|
92,805
|
|
65,853
|
|
48,823
|
|
37,732
|
|
30,302
|
|
1.19
|
Total Proved plus
Probable
|
|
654,603
|
|
475,172
|
|
357,471
|
|
277,832
|
|
222,377
|
|
1.32
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Notes:
|
|
1.
|
In the McDaniel
Report, it has been assumed that TPDC will exercise its right to
'back in' to the field development associated with the SS-N well to
earn a 20% increase in the profit share for the production
emanating from these wells, the "back-in" rights are assumed to be
a carried interest. McDaniel has taken the view that this
'back in' right should be treated as a TPDC working interest and
therefore the gross property reserves have been adjusted for the
volumes of natural gas that are allocated to TPDC for their working
interest share. The average effective TPDC working interest
in proved plus probable reserves over the life of the licence is
1%, or a total of 3,907 MMcf. The outcome of any final agreement on
TPDC future back-in rights may lead to a change in the economic
terms of the Company's production sharing agreement ("PSA"), but
cannot be estimated at this time.
|
2.
|
The separation of the
downstream assets was raised by the Ministry Energy and Mines
("MEM") in the National Natural Gas Policy issued in 2013, which
contemplates TPDC as monopoly aggregator and distributor of gas. In
the context of the gas policy, TPDC and MEM have indicated that
they wish the Company to unbundle the downstream distribution
business in Tanzania. The potential unbundling of the downstream
business will be addressed at such time as there is a conflict
between new legislation and the Company's right under the PSA. The
provisions of the PSA are such that the Company is to be kept
economically whole if any legislation affects the Company's
economic benefits under the PSA.
|
3.
|
During the third
quarter of 2015, The Petroleum Act, 2015, (the "Act") was passed
into law by Presidential decree. The Act repeals earlier
legislation, provides a regulatory framework over upstream,
mid-stream and downstream gas activity, and as well consolidates
and puts in place a single, effective and comprehensive legal
framework for regulating the oil and gas industry in the country.
The Act also provides for the creation of an upstream regulator,
the Petroleum Upstream Regulatory (PURA). The mid and downstream
petroleum as well as gas activities are proposed to be regulated by
the current authority, the Energy and Water Utilities Regulatory
Authority (EWURA). The bill also confers upon on TPDC, the status
of the National Oil Company, mandated with the task of managing the
country's commercial interest in the petroleum operations as well
as mid and downstream natural gas activities. The bill vests TPDC
with exclusive rights in the entire petroleum upstream value chain
and the natural gas mid and downstream value chain. However, the
exclusive rights of TPDC does not extend to mid and downstream
petroleum supply operations. The Company is uncertain
regarding the potential impact on its business in Tanzania. The Act
does provide grandfathering provisions upholding the rights of the
Company under the PSA as it was signed prior to the passing of the
Act. However, it is still unclear how the provisions of the Act
will be interpreted and implemented regarding upstream and
downstream activities.
|
McDaniel employed the following gas sales, pricing and inflation
rate assumptions as of 31 December
2015 in estimating the Company's reserves data using
forecast prices and costs. The Company received an average
conventional natural gas price of US$4.49/Mcf in 2015.
|
|
|
|
|
|
Songo Songo gas
prices
|
|
Year
|
Brent
crude
US$/bbl
|
Proved
US$/Mcf
|
Proved plus
probable
US$/Mcf
|
Annual
inflation
%
|
2016
|
47.50
|
3.99
|
4.03
|
2
|
2017
|
56.20
|
4.10
|
4.27
|
2
|
2018
|
65.00
|
4.06
|
4.27
|
2
|
2019
|
71.70
|
4.08
|
4.28
|
2
|
2020
|
75.80
|
4.18
|
4.44
|
2
|
2021
|
80.10
|
4.30
|
4.63
|
2
|
2022
|
84.40
|
4.43
|
4.82
|
2
|
2023
|
89.10
|
4.56
|
4.98
|
2
|
2024
|
90.80
|
4.60
|
4.98
|
2
|
2025
|
92.60
|
4.67
|
4.95
|
2
|
2026
|
94.40
|
4.96
|
4.96
|
2
|
The price of gas for the Industrial sector is based on a formula
related to heavy fuel oil prices and includes caps and
floors. This has been reflected in the above
pricing.
Operating and Financial Highlights
|
|
Year ended/ as at
31 December
|
|
|
|
|
|
(Expressed in US$
unless indicated otherwise)
|
|
2015
|
|
2014
|
OPERATING
|
|
|
|
|
Daily average gas
delivered and sold (MMcfd)
|
|
|
|
|
Protected
Gas
|
|
38.8
|
|
36.6
|
Additional
Gas
|
|
47.4
|
|
53.2
|
Industrial
|
|
11.4
|
|
12.6
|
Power
|
|
36.0
|
|
40.6
|
Total gas
production
|
|
86.2
|
|
89.8
|
Average price
(US$/mcf)
|
|
|
|
|
Industrial
|
|
7.58
|
|
8.61
|
Power
|
|
3.54
|
|
3.56
|
Total
|
|
4.49
|
|
4.76
|
Operating netback
(US$/mcf)
|
|
2.57
|
|
2.22
|
Additional Gas
Gross Recoverable Reserves to end of licence (BCF)
|
|
|
|
Proved
|
|
368
|
|
450
|
Probable
|
|
49
|
|
54
|
Proved plus
probable
|
|
417
|
|
504
|
Net Present Value,
discounted at 10% (US$ millions)
|
|
|
|
Proved
|
|
309
|
|
379
|
Proved plus
probable
|
|
357
|
|
417
|
FINANCIAL
|
|
|
|
Revenue
|
|
54,088
|
|
56,607
|
Funds flow from
operating activities (1)
|
|
26,571
|
|
32,436
|
|
per share - basic and
diluted (US$)
|
|
0.76
|
|
0.93
|
Net cash flows
from operating activities
|
|
7,018
|
|
29,757
|
|
per share - basic and
diluted (US$)
|
|
0.20
|
|
0.85
|
Net
income/(loss)
|
|
1,533
|
|
(38,301)
|
|
per share - basic and
diluted (US$)
|
|
0.04
|
|
(1.10)
|
Working
capital
|
|
32,521
|
|
34,148
|
Cash
|
|
53,797
|
|
57,659
|
Capital
expenditures
|
|
38,411
|
|
1,312
|
Long-term
loan
|
|
18,599
|
|
-
|
Outstanding Shares
('000)
|
|
|
|
|
Class A
|
|
1,751
|
|
1,751
|
|
Class B
|
|
33,106
|
|
33,164
|
Total shares
outstanding
|
|
34,857
|
|
34,915
|
|
Options
|
|
-
|
|
400
|
Weighted average
diluted Class A and Class B shares
|
|
34,887
|
|
34,863
|
The complete Audited Consolidated Financial Statements and
Notes, Management Discussion & Analysis, and the Company's
report relating to its reserves data and other oil and gas
information required pursuant to NI 51-101 may be found on the
Company's website www.orcaexploration.com or on the Company's
profile on SEDAR at www.sedar.com.
Orca Exploration Group Inc.
Orca Exploration Group Inc. is an international public company
engaged in natural gas exploration, development and supply in
Tanzania through the wholly-owned
subsidiary PanAfrican Energy Tanzania Limited, as well as oil and
gas appraisal in Italy. Orca
trades on the TSX Venture Exchange under the trading symbols ORC.B
and ORC.A.
Neither the TSX Venture Exchange nor its Regulation Service
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
Forward-Looking Information: This new release
contains forward-looking statements or information (collectively,
"forward-looking statements") within the meaning of applicable
securities legislation. More particularly, this news release
contains, without limitation, forward-looking statements pertaining
to the following: anticipated power sector revenues; expectations
regarding PGSA gas prices; potential impact of TPDC future
back-in rights on the economic terms of the PSA; the unbundling of
the Company's downstream business; the impact of the Act on the
Company's business in Tanzania;
and expectations regarding the how the provisions of the Act will
be interpreted and implemented regarding upstream and downstream
activities. In addition, statements relating to "reserves" are by
their nature forward-looking statements, as they involve the
implied assessment, based on certain estimates and assumptions that
the reserves described can be profitably produced in the future.
The recovery and reserve estimates of the Company's reserves
provided herein are estimates only and there is no guarantee that
the estimated reserves will be recovered. As a consequence, actual
results may differ materially from those anticipated in the
forward-looking statements. Although management believes that the
expectations reflected in the forward-looking statements are
reasonable, it cannot guarantee future results, levels of activity,
performance or achievement since such expectations are inherently
subject to significant business, economic, operational,
competitive, political and social uncertainties and
contingencies.
These forward-looking statements involve substantial known and
unknown risks and uncertainties, certain of which are beyond the
Company's control, and many factors could cause the Company's
actual results to differ materially from those expressed or implied
in any forward-looking statements made by the Company, including,
but not limited to: failure to receive payments from TANESCO; risk
of delay in timing for the Tanzania National Natural Gas
Infrastructure Project ("NNGIP") to be fully commissioned; risk
that TPDC, the MEM and the Company are unable to agree on
commercial terms for future incremental gas sales and consequently
the Company cannot expand the Songo Songo development beyond the
existing Songas infrastructure and supply gas to the NNGIP; risk
that additional gas volumes available to the NNGIP from third
parties will replace all or a portion of the volumes
currently nominated by TANESCO under the PGSA until additional
gas-fired power generation is brought on-stream to consume all of
the Company's available gas production; risk that the development
programme is not completed as planned and the actual cost to
complete the development programme exceeds the Company's estimates;
risk that Orca is unable to access the additional funding required
to proceed with the entire development programme; inability to
achieve full production capability due to infrastructure
constraints; risk that the remaining well workovers under the
development programme are unsuccessful or determined to be
infeasible; risk that the contingencies related to the development
work for the full field development plan for Songo Songo are not
satisfied; potential negative effect on the Company's rights under
the PSA and other agreements relating to its business in
Tanzania as a result of the
recently approved Act, as well as the risk that such legislation
will create additional costs and time connected with the Company's
business in Tanzania; risk that,
without extending or replacing the Re-Rating Agreement, the gas
processing plant may be de-rated back to its original capacity,
resulting in a material reduction in the Company's sales volumes of
Additional Gas; risk that the Company will not fully recover
Songas' share of capital expenditures associated with the workovers
of wells SS-5 and SS-9; risk that the Company will be required to
pay additional taxes and penalties; the impact of general economic
conditions in the areas in which the Company operates; civil
unrest; industry conditions; changes in laws and regulations
including the adoption of new environmental laws and regulations
and changes in how they are interpreted and enforced; increased
competition; the lack of availability of qualified personnel or
management; fluctuations in commodity prices, foreign exchange or
interest rates; stock market volatility; competition for, among
other things, capital, drilling equipment and skilled personnel;
failure to obtain required equipment for drilling; delays in
drilling plans; failure to obtain expected results from drilling of
wells; effect of changes to the PSA on the Company; changes in
laws; imprecision in reserve estimates; the production and growth
potential of the Company's assets; obtaining required approvals of
regulatory authorities; risks associated with negotiating with
foreign governments; inability to satisfy debt obligations and
conditions; failure to successfully negotiate agreements; and risk
that the Company will not be able to fulfil its contractual
obligations. In addition there are risks and uncertainties
associated with oil and gas operations, therefore the Company's
actual results, performance or achievement could differ materially
from those expressed in, or implied by, these forward-looking
statements and, accordingly, no assurances can be given that any of
the events anticipated by these forward-looking statements will
transpire or occur, or if any of them do so, what benefits the
Company will derive therefrom. Readers are cautioned that the
foregoing list of factors is not exhaustive.
Such forward-looking statements are based on certain assumptions
made by the Company in light of its experience and perception of
historical trends, current conditions and expected future
developments, as well as other factors the Company believes are
appropriate in the circumstances, including, but not limited to,
that the NNGIP is completed; the TPDC, the MEM and the Company are
able to agree on commercial terms for future incremental gas sales
and the Company can expand Songo Songo development beyond the
existing Songas infrastructure and supply gas to the NNGIP; the
development programme will be completed within the timing
anticipated; the actual costs to complete the development programme
are in line with estimates; that there will continue to be no
restrictions on the movement of cash from Mauritius or Tanzania; that the Company will have
sufficient cash flow, debt or equity sources or other financial
resources required to fund its capital and operating expenditures
and requirements as needed; that the Company will have adequate
funding to continue operations; that the Company will successfully
negotiate agreements; receipt of required regulatory approvals; the
ability of the Company to increase production at a consistent rate;
infrastructure capacity; commodity prices will not further
deteriorate significantly; the ability of the Company to obtain
equipment and services in a timely manner to carry out exploration,
development and exploitation activities; future capital
expenditures; availability of skilled labour; timing and amount of
capital expenditures; uninterrupted access to infrastructure; the
impact of increasing competition; conditions in general economic
and financial markets; effects of regulation by governmental
agencies; that the Company's appeal of various tax assessments will
be successful; that the enactment of the Act in Tanzania will not impair the Company's rights
under the PSA to develop and market natural gas in Tanzania; current or, where applicable,
proposed industry conditions, laws and regulations will continue in
effect or as anticipated as described herein; and other
matters.
The forward-looking statements contained in this news release
are made as of the date hereof and the Company undertakes no
obligation to update publicly or revise any forward-looking
statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws.
OIL AND GAS ADVISORY: The Company's conventional
natural gas reserves as at 31 December
2014 disclosed herein were evaluated by McDaniel in
accordance with the definitions, standards and procedures contained
in the COGE Handbook and NI 51-101. The independent reserves
evaluation prepared by McDaniel was dated 28
April 2015 with an effective date of 31 December 2014.
This press release contains estimates of the net present value
of Orca's future net revenue from the Company's reserves. The net
present value of future net revenue attributable to the Company's
reserves is stated without provision for interest costs and out of
country general and corporate administrative costs, but after
providing for estimated royalties, production costs, development
costs, other income, future capital expenditures, and well
abandonment costs for only those wells assigned reserves by
McDaniel. It should not be assumed that the undiscounted or
discounted net present value of future net revenue attributable to
the Company's reserves estimated by McDaniel represent the fair
market value of those reserves. Such amounts do not represent
the fair market value of the Company's reserves. The recovery
and reserve estimates of the Company's conventional natural gas
reserves provided herein are estimates only and there is no
guarantee that the estimated reserves will be recovered.
Actual reserves may be greater than or less than the estimates
provided herein.
In this press release "Company Gross Reserves" are the total of
the Company's working and/or royalty interest share after TPDC
back-in and before deduction of royalties owned by others. It
represents the Company's percentage working interest in the
property gross reserves, and "Company Net Reserves" are the total
of the Company's working and/or royalty interest share after
deducting the amounts attributable to royalties and Profit Gas
owned by others, and represent the Company's share of total Cost
Gas and Profit Gas.
"BOEs" may be misleading, particularly if used in isolation. A
BOE conversion ratio of six thousand cubic feet of natural gas to
one barrel of oil equivalent (6 Mcf: 1 Bbl) is based on an energy
equivalency conversion method primarily applicable at the burner
tip and does not represent a value equivalency at the wellhead. As
the value ratio between natural gas and crude oil based on the
current prices of natural gas and crude oil 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.
SOURCE Orca Exploration Group Inc.