TIDMPMO

RNS Number : 3509V

Premier Oil PLC

05 April 2019

Premier Oil plc (the "Company")

2018 Annual Report and Financial Statements

and Notice of Annual General Meeting 2019

5 April 2019

Further to the release of the Company's Annual Results on 7 March 2019, the Company announces that it has today published its Annual Report and Financial Statements for the financial year ended 31 December 2018 (the "2018 Annual Report"). In addition, the Company has today posted to shareholders the Notice of Annual General Meeting ("AGM") 2019. The AGM will be held at No.11 Cavendish Square, London, W1G 0AN, at 11.00am on Thursday 16 May 2019.

In accordance with Listing Rule 9.6.1., copies of the 2018 Annual Report, the Notice of AGM and related form of proxy have been submitted to the UK Listing Authority and will shortly be available for inspection from the National Storage Mechanism at www.morningstar.co.uk/uk/nsm. The documents (except for the form of proxy) are also available to view on the Company's website at www.premier-oil.com

A condensed set of financial statements and information on important events that have occurred during the year ended 31 December 2018 and their impact on the financial statements were included in the Company's 2018 Annual Results announcement on 7 March 2019. That information together with the information set out below in Appendix 1, which is extracted from the 2018 Annual Report, fulfil the requirements of DTR 6.3.5. This announcement is not a substitute for reading the full 2018 Annual Report. Page and note references in the text in Appendix 1 are made in reference to the 2018 Annual Report. To view the 2018 Annual Results announcement, visit the Company website: www.premier-oil.com/investors

Further enquiries:

Company Secretariat:

   Daniel Rose                       Tel: +44 (0)20 7730 1111 

Investor Relations:

   Elizabeth Brooks             Tel: +44 (0)20 7730 1111 

Disclaimer

This announcement contains certain forward-looking statements that are subject to the usual risk factors and uncertainties associated with the oil and gas exploration and production business. Whilst the Group believes the expectations reflected herein to be reasonable in light of the information available to it at this time, the actual outcome may be materially different owing to factors beyond the Group's control or otherwise within the Group's control but where, for example, the Group decides on a change of plan or strategy. Accordingly, no reliance may be placed on the figures contained in such forward-looking statements.

APPIX 1

Company Risk Factors (required under DTR 4.1.8)

 
Principal risk factor          Risk detail                                  How is it managed? 
---------------------------  -------------------------------------------  -------------------------------------------- 
Commodity price               Oil and gas prices are affected by global    Oil and gas price hedging programmes to 
 volatility                   supply and demand and can be subject to      underpin our financial strength and protect 
                              significant                                  our capacity 
                              fluctuations.                                to fund future developments and operations. 
                              Factors that influence these include         Premier's investment guidelines ensure that 
                              operational issues, natural disasters,       our investment opportunities are robust to 
                              adverse weather,                             downside 
                              climate change regulations, political and    price scenarios. 
                              security instability, conflicts, economic    Hedging of exposure to increasing carbon 
                              conditions                                   prices. 
                              and actions by major oil-exporting 
                              countries. 
                              Price fluctuations can affect our business 
                              assumptions and our ability to deliver on 
                              our strategy. 
                              Specific risks for 2019: inability to 
                              execute a satisfactory oil hedging 
                              programme due to 
                              low forward oil prices; uncertainty in 
                              implementation of IMO2020 regulations 
                              impacting fuel 
                              oil pricing. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Financial discipline          Sufficient funds may not be available to     Strong financial discipline. Premier has an 
 and governance               finance the business and fund existing       established finance management system to 
                              operations                                   ensure 
                              and planned growth projects.                 that it is able to maintain an appropriate 
                              Volatile credit markets and bank risk        level of liquidity and financial capacity 
                              appetite may impact ability to refinance     and to 
                              debt at maturity                             manage the level of assessed risk 
                              on attractive terms.                         associated with the financial instruments. 
                              Breach of delegated authority.               The management 
                              Financial fraud.                             system includes a defined delegation of 
                              Specific risks for 2019: reduced             authority to reasonably protect against 
                              flexibility to manage the business under     risk of financial 
                              existing lender                              fraud in the Group. 
                              controls; breach of banking covenants in     Premier maintains access to capital markets 
                              downside scenarios; inability to fund a      through the cycle by proactive engagement 
                              Sea Lion                                     with 
                              development.                                 banks and lenders as evidenced by the 
                                                                           completion of its refinancing in 2017. 
                                                                           An insurance programme is maintained to 
                                                                           reduce the potential impact of the physical 
                                                                           risks 
                                                                           associated with exploration and production 
                                                                           activities. In addition, business 
                                                                           interruption 
                                                                           cover is purchased for a proportion of the 
                                                                           cash flow from producing fields. Cash 
                                                                           balances 
                                                                           are invested in short-term deposits with 
                                                                           minimum A credit rating banks, AAA managed 
                                                                           liquidity 
                                                                           funds and A1/P1 commercial paper, subject 
                                                                           to Board approved limits. 
                                                                           Economics of investment decisions are 
                                                                           tested against downside project scenarios. 
                                                                           Discretionary spend is actively managed. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Production and                Uncertain geology, reservoir and well        Effective management systems governing 
 development delivery         performance.                                 geoscience, reservoir and well engineering, 
 and decommissioning          Availability of oilfield services            and production 
 execution                    including FPSOs and drilling rigs,           operations activities, including rigorous 
                              technology and engineering                   production forecasting and reporting, field 
                              capacity, and skilled resources.             and 
                              Adverse fiscal, regulatory, political,       well performance monitoring, and 
                              economic, social, security (including        independent reserves auditing. 
                              cyber) and weather                           Effective project execution management 
                              conditions.                                  systems, including contracting strategy and 
                              Immaturity of decommissioning in the UK      cost controls 
                              resulting in uncertain cost and timing       together with capable project teams and 
                              estimates for                                functional oversight. 
                              decommissioning of assets.                   Long-term development planning to ensure 
                              Potential consequences include reduced or    timely access to FPSOs, rigs and other 
                              deferred production, loss of reserves,       essential 
                              cost overruns                                services. 
                              and failure to fulfil contractual            Preference for operatorship. 
                              commitments.                                 Specialist decommissioning team in place 
                              Specific risks for 2019: reliance on         coupled with continued focus on delivering 
                              performance of Catcher asset; failure to     asset 
                              maintain schedule                            value to defer abandonment liabilities. 
                              of Tolmount project; acceleration of 
                              decommissioning of certain assets if they 
                              underperform. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Joint venture partner         Major operations and projects in the oil     Due diligence and regular engagement with 
 alignment and supply         and gas industry are conducted as joint      partners in 
 chain delivery               ventures.                                    joint ventures in both operated and 
                              The joint venture partners may not be        non-operated operations and projects. 
                              aligned in their objectives and this may     Pursue strategic acquisition opportunities, 
                              lead to operational                          where appropriate to gain a greater degree 
                              inefficiencies and/or project delays.        of 
                              Several of our major operations are          influence and control. 
                              operated by our                              Defined management system for management of 
                              joint venture partners and our ability to    non-operated ventures. 
                              influence is sometimes limited due to our    Due diligence of supply chain providers, 
                              small                                        including diligence of financial solvency, 
                              interest in such ventures.                   anti-bribery 
                              Premier is heavily dependent on supply       and corruption controls, and controls to 
                              chain providers to deliver products and      prevent facilitation of tax evasion. 
                              services to                                  Monitor contractual performance and 
                              time, cost and quality criteria and to       delivery, including periodic audit of the 
                              conduct its business in a safe and ethical   effectiveness 
                              manner.                                      of their management systems. 
                              Specific risks for 2019: access to and       Complete roll out of a comprehensive 
                              cost of appropriate service providers if     contract performance management programme 
                              oil prices                                   for major contracts. 
                              strengthen. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Organisational                The capability of the organisation may be    Premier has created a competitive reward 
 capability                   inadequate for Premier to deliver its        package including bonus and long-term 
                              strategic                                    incentive plans 
                              objectives. The capability of the            to incentivise loyalty and performance from 
                              organisation is a function of both the       the existing skilled workforce. 
                              strength of its personnel                    Continue to strengthen organisational 
                              and the effectiveness of its business        capability to achieve strategic objectives. 
                              management system.                           This includes 
                              Premier may be unable to attract, engage     resource and succession planning, 
                              or retain personnel with the right skills    competency and leadership development. 
                              and competencies                             Continuous improvement of business 
                              or to deliver suitable succession plans      management system and related controls 
                              for senior roles.                            appropriate to the 
                              The business management system may be        size and market position of the Company. 
                              inadequate or may not be sufficiently        Implementation of staff engagement plans 
                              complied with.                               following the staff survey in 2018. 
                              Specific risks for 2019: unable to           Implementation of Staff Forum across the 
                              attract, engage or retain key staff due      Group to inform management and the Board on 
                              increasing competition                       cultural 
                              for talent, ageing demographic and an        and people related issues. 
                              ageing asset portfolio.                      Continued focus on Diversity & Inclusion 
                                                                           across the Group. 
                                                                           Continued phased rollout of the Talent 
                                                                           Management programme, including continued 
                                                                           senior level 
                                                                           succession at local and Group levels. 
                                                                           Implementation of recommendations emerging 
                                                                           from externally facilitated organisation 
                                                                           health 
                                                                           check conducted in 2018. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Exploration                   Premier may fail to identify and capture     Focus on geologies we know well and in 
 success and                  new acreage and resource opportunities to    which we can build a competitive advantage. 
 reserves addition            provide                                      Continuous improvement in exploration 
                              a portfolio of drillable exploration         management system with strong functional 
                              prospects and future development projects.   oversight. 
                              Specific exploration programmes may fail     Manage exploration portfolio to maintain 
                              to add expected resource and hence value.    alignment with strategic growth and spend 
                              Lender controls may reduce ability to        targets. 
                              capture and execute the exploration          Active new ventures activity and 
                              programme.                                   appropriate resourcing. 
                              Specific risks in 2019: inability to 
                              access quality global opportunity set due 
                              to lender restrictions 
                              in a highly competitive market; and 
                              negative appraisal results on Zama and 
                              Tolmount East appraisal 
                              opportunities. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Health, safety,               Significant asset integrity, process         Comprehensive HSES management systems 
 environment                  safety or wells incident on operated         including: 
 and security                 asset.                                       HSES reporting and auditing with a focus on 
 ('HSES')                     Significant incident arising from natural    the identification and management of major 
                              disaster, pandemic, social unrest or other   hazards. 
                              external                                     Valid Safety Cases on all operated assets. 
                              cause.                                       Robust crisis management and emergency 
                              Consequences may include injury, loss of     response processes in place and tested 
                              life, environmental damage and disruption    against. 
                              to business                                  Senior management visits to operated 
                              activities.                                  facilities to demonstrate commitment to 
                                                                           HSES values. 
                                                                           Learning from internal and third-party 
                                                                           incidents. 
                                                                           Insurance against Business Interruption. 
---------------------------  -------------------------------------------  -------------------------------------------- 
Host government:              Premier operates or maintains interests in   Premier strives to be a good corporate 
 political and fiscal risks   some countries where political, economic     citizen globally, and seeks to forge strong 
                              and social                                   and positive 
                              transition is taking place or there are      relationships with governments, regulatory 
                              current sovereignty disputes.                authorities and the communities where we do 
                              Developments in politics, security, laws     business. 
                              and regulations can affect our operations    Premier engages in respectful industry-wide 
                              and earnings.                                lobbying and sustainable corporate 
                              Consequences may include expropriation of    responsibility 
                              property; cancellation of contract rights;   and community investment programmes. 
                              limits                                       Premier maintains a portfolio of interests 
                              on production or cost recovery; import and   which includes operations in both lower and 
                              export restrictions; price controls, tax     higher 
                              increases                                    risk environments. 
                              and other retroactive tax claims; and        Rigorous adherence to Premier's Business 
                              increases in regulatory burden or changes    Ethics Policy and Global Code of Conduct. 
                              in local laws                                Monitor and adhere to local laws and 
                              and regulations.                             regulations. 
                              Consequences may also include threats to     Active monitoring of the political, 
                              the safe operation of Company facilities.    economic and social situation in areas 
                              Specific risk in 2019: monitor impact of     where we do business, 
                              change of Government in Mexico.              including business continuity plans 
                                                                           tailored to pre-defined levels of alert. 
---------------------------  -------------------------------------------  -------------------------------------------- 
 

Key Performance Indicators (required under DTR 4.1.9)

Working interest production (kboepd)

Objective

Premier aims to maximise production from its existing asset base and, over time, to deliver production growth. Production growth is measured using average daily production and the number of development projects being brought through to sanction.

2018 Progress

   --    Record production in 2018 of 80.5 kboepd (2017: 75 kboepd) 
   --    Tolmount Main gas project (UK) sanctioned, next phase of growth for the business 

2019 Expectations

-- Expected production of 75 kboepd, an underlying increase on 2018, after adjusting for disposals

   --    First gas from BIG-P expected late 2019 

Reserves and resources (mmboe)

Objective

Premier aims to grow its reserves and resources base through a combination of successful exploration and selective acquisitions.

2018 Progress

   --    Tolmount Main resources booked as 2P reserves 

-- Upward revision in 2P reserves estimates at Chim Sáo, Elgin-Franklin and the Catcher Area

   --    Recategorisation of Sea Lion 2P reserves as contingent resources 

2019 Expectations

   --    Continue to evaluate acquisition opportunities 
   --    Progress senior funding structures for Sea Lion, ahead of a final investment decision 
   --    Complete sale of Pakistan business 

Covenant Leverage ratio

Objective

Premier aims to have sufficient headroom against its covenant leverage ratio to ensure continued covenant compliance and access to liquidity throughout the commodity price cycle.

2018 Progress

   --    Covenant leverage ratio (covenant net debt/ EBITDAX) reduced to 3.1x (2017: 6.0x) 
   --    Increased EBITDAX of US$882 million, up 50% 
   --    Early exchange of the Company's convertible bonds 
   --    Completion of non-core asset sales 

2019 Expectations

   --    Cash flows prioritised towards debt reduction 
   --    Maintain sufficient liquidity to withstand another downturn in the commodity price cycle 

Operating cash flow (US$ million)

Objective

Premier aims to maximise cash flow from operations to maintain financial strength, meet its debt obligations, invest in the future of the business and deliver long-term returns to shareholders. Premier's cash flows are protected by a forward hedging programme.

2018 Progress

   --    c.US$350 million of operating cash flow net to Premier generated by Catcher 

-- Strong operating cash flow generation from the Group's operated Asian assets driven by high uptime and continued tight cost control

2019 Expectations

   --    Improved cash margins at comparable commodity prices due to increased UK production 
   --    Substantial hedging programme protecting future cash flows and investment programmes. 

Operating costs (US$/boe)

Objective

Premier aims to minimise costs from operations without compromising on health, safety and integrity. Operating costs per barrel of oil equivalent is a function of industry costs, inflation, the efficiency and effectiveness of Premier's people, technology and production output. Operating costs are monitored closely to ensure that they are maintained within pre-set annual targets.

2018 Progress

-- Operating costs of US$16.9/boe, of which US$10.4/boe related to field opex and US$6.5/boe to FPSO lease costs

-- Low-cost base supported by high operating efficiency, tight cost control and a weaker sterling dollar exchange rate

2019 Expectations

-- Slightly higher operating costs (US$13/boe field opex and US$7/boe FPSO lease costs) reflecting the change in portfolio mix

Net debt (US$ billion)

Objective

Premier aims to reduce the absolute level of its net debt in order to address the imbalance in its capital structure, to ensure compliance with its financial covenants and to provide the Company with future financial flexibility. Premier anticipates reducing its net debt by using cash flow generated from its producing assets and disposals, while maintaining tight cost control.

2018 Progress

   --    Net debt reduced by US$393 million to US$2.3 billion 
   --    Free cash flow generation of US$251 million (including cash receipts from disposals) 
   --    Early exchange of the US$181 million convertible bonds 

2018 Expectations

-- Further debt reduction targeted, supported by an improved portfolio mix and a strong hedging programme

   --    Premier expects to generate free cash flow at oil prices above US$45/bbl during 2019 

HSES

Objective

Premier is committed to managing its operations in a safe, reliable and environmentally responsible manner to prevent major accidents and to provide a high level of protection to its employees, contractors and the environment.

2018 Progress

   --    Strong environmental performance with no significant spills 

-- Greenhouse Gas Intensity of our operating assets at the lowest level in Premier's reporting history

-- Group recordable injury rate of 2.65 injuries per million man hours; Solan, Gajah Baru and Chim Sáo recordable injury free

   --    Tier 1 Process Safety Events of zero for the fifth consecutive year 
   --    35 senior management HSES visits to our operated facilities 

2019 Expectations

We aim to deliver upper quartile HSES performance compared with our peers in the International Association of Oil & Gas Producers ('IOGP')

Directors' responsibility statements (required under DTR 4.1.12)

The Directors are responsible for preparing the Annual Report and Financial Statements in accordance with applicable law and regulations.

Group financial statements

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors are required to prepare the Group financial statements in accordance with International Financial Reporting Standards ('IFRSs') as adopted by the European Union ('EU') and Article 4 of the International Accounting Standards ('IAS') Regulation and have also chosen to prepare the Parent Company financial statements in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework. Under company law the Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Company and of the profit or loss of the Company for that period.

In preparing the Parent Company financial statements, the Directors are required to:

   --    select suitable accounting policies and then apply them consistently; 
   --    make judgements and accounting estimates that are reasonable and prudent; 

-- state whether Financial Reporting Standard 101 Reduced Disclosure Framework has been followed, subject to any material departures disclosed and explained in the financial statements; and

-- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.

In preparing the Group financial statements, International Accounting Standard 1 - 'Presentation of Financial Statements' - requires that Directors:

   --    properly select and apply accounting policies; 

-- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;

-- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and

   --    make an assessment of the Company's and Group's ability to continue as a going concern. 

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and Group and enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company's website (www.premier-oil.com). Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Directors' responsibility statement

We confirm to the best of our knowledge:

1. the Group financial statements, prepared in accordance with International Financial Reporting Standards, as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole;

2. the Strategic Report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and

3. the Annual Report and Financial Statements, taken as a whole, are fair, balanced and understandable and provide the information necessary for shareholders to assess the Company's position and performance, business model and strategy.

This responsibility statement was approved by the Board of Directors on 6 March 2019 and is signed on its behalf by:

Tony Durrant

Chief Executive Officer

Richard Rose

Finance Director

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

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April 05, 2019 12:33 ET (16:33 GMT)

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