CALGARY,
AB, July 31, 2023 /CNW/ - Topaz Energy Corp.
(TSX: TPZ) ("Topaz" or the "Company") is pleased to announce
financial results for the second quarter of 2023 as well as a
$0.04 per share increase to its
annual dividend which is attributed to the sustainable growth of
the Company's revenue streams. Select financial information
is outlined below and should be read in conjunction with Topaz's
interim consolidated financial statements and related management's
discussion and analysis ("MD&A") as at and for the three and
six months ended June 30, 2023, which
are available on SEDAR+ at www.sedarplus.ca and on Topaz's
website at www.topazenergy.ca.
Second Quarter 2023 Highlights
- Generated Q2 2023 revenue and other income of $74.7 million ($0.52 per basic and diluted share(2)),
comprised of $57.7 million (77%) of
royalty production revenue and $17.0
million (23%) of infrastructure processing revenue and other
income.
- Generated cash flow of $67.5
million ($0.47 per basic and
diluted share(2)), free cash flow (FCF)(1) of
$66.4 million ($0.46 per basic and diluted share(2))
and an 89% FCF Margin(1).
- Royalty production averaged 18,411 boe/d(4) in Q2
2023 and 18,647 boe/d(3)(4)(12) YTD 2023 despite
production curtailments during the second quarter attributed to
planned maintenance and unplanned shut-ins due to wildfires in
Alberta and British Columbia.
- Topaz's full-year 2023 royalty production guidance of 18,300 –
18,800 boe/d(4) remains unchanged and Topaz estimates
its 2023e processing revenue and other income will increase
6%(3) from its previous annual estimate of $65.0 million.
- Paid a $0.30 per share dividend
during the second quarter ($1.20 per
share annualized) which represents a 6.0% trailing annualized yield
to the second quarter average share price. On July 31, 2023, Topaz's Board approved a quarterly
dividend increase to $0.31 per share,
effective for the third quarter dividend payment.
- Reduced net debt(1) $53.5
million (13%) during the first half of 2023.
- On July 31, 2023, Topaz completed
a $39.5 million tuck-in acquisition
of infrastructure and royalty assets in its core Charlie Lake and Clearwater operating areas which is expected
to provide $6.0 million of annual
revenue(3) before consideration of future royalty
acreage development.
Second Quarter 2023 Update
Alberta and British
Columbia Wildfire Impacts
- Intermittently during the second quarter, wildfires throughout
Alberta and British Columbia required certain Topaz and
third-party infrastructure to be shut-in, and also restricted
completion operations of certain operator development activity.
Topaz estimates the wildfire-related issues reduced second quarter
average royalty production of 18,411 boe/d(4) by 300 to
350 boe/d (approximately 2%), reduced Topaz's infrastructure
throughput utilization from 99% to 98% resulting in $0.2 million lower Q2 2023 processing revenue,
and contributed to fewer gross wells brought on production
following drilling operations. However, no significant asset
damage, production loss or injuries were reported due to strong
safety protocols, exemplary personnel effort and risk-mitigating
design of the respective operations. Topaz will continue to monitor
wildfire impacts as wildfires and planned facility maintenance may
continue to impact Topaz through the third quarter.
2023 Guidance Update
- Topaz's 2023 annual royalty production guidance estimate
between 18,300 and 18,800 boe/d(3)(4)(12) remains
unchanged and Topaz's 2023 estimated processing revenue and other
income is expected to increase 6% from $65.0
million to $69.0
million(3)(12), based on year-to-date financial
results, certain inflationary processing fee increases, higher
estimated third party fees and recent acquisition activity. Based
on current commodity pricing, Topaz expects to exit 2023 with net
debt(1) of approximately $340.0
million(3)(12), a 16% decrease from exit
2022.
Financial Overview
- During Q2 2023, Topaz generated cash flow of $67.5 million ($0.47 per basic and diluted share(2)).
Relative to the prior quarter, Q2 2023 AECO (5A) pricing was 24%
lower and NYMEX WTI was 3% lower.
- During the second quarter Topaz paid $43.4 million in dividends, a 64% payout
ratio(1) and generated $23.0
million of Excess FCF(1) ($0.16 per basic and diluted share(2))
which was used to replenish credit capacity.
- Topaz exited Q2 2023 with $352.4
million of net debt(1), $24.1 million (6%) lower than Q1 2023 and
$53.5 million (13%) lower than YE
2022. As at July 31, 2023,
Topaz has approximately $600.0
million of available credit capacity(5) which
provides financial flexibility for strategic growth
opportunities.
Royalty Activity
- Topaz's Q2 2023 royalty production increased 10% from the prior
year to 18,411 boe/d(4) (including record total liquids
royalty production of 5,484 bbl/d). During the second quarter,
operators remained active across Topaz's royalty acreage and 106
gross wells (4.5 net) were spud(6), a 4% increase in
gross wells spud from the prior year. YTD 2023, 270 gross wells
(10.8 net) were spud(6) which represents a 13% increase
in gross wells spud from the prior year. Through Q2 2023,
completion activity was restricted by wildfires and seasonal
conditions relative to the prior year. During Q2 2023, 68 gross
wells (2.8 net) of the 106 gross wells spud(6) during
the quarter were not yet brought on production (Q2 2022 - 48 gross
wells (1.4 net) of 102 gross wells, respectively).
- Average realized commodity prices (before hedging) for the
second quarter were C$2.38/mcf for
natural gas, C$90.61/bbl for crude
oil and C$81.90 for total liquids,
generating $57.7 million of royalty
revenue. In addition, Topaz realized a $4.9
million gain on financial instruments in Q2 2023. On a
royalty production basis, the realized hedging gain increased the
Company's cash flow by $2.95/boe.
- Second quarter drilling activity (106 gross wells
spud(6)) was diversified across Topaz's portfolio as
follows: 51 Clearwater, 31 NEBC Montney, 11 Peace River, 1 West
Central Alberta, and 12 SE
Saskatchewan/Manitoba. YTD 2023, 167 of the 270 gross
wells spud(6) (62%) across Topaz's royalty acreage
were in the Clearwater and NEBC
Montney, Topaz's high-growth areas. Average YTD 2023 royalty
production from these combined areas has increased 21% from YTD
2022.
- Topaz continues to see a reliable and meaningful share of WCSB
production and drilling activity across its royalty
portfolio. Through the first half of 2023, the operator
working interest production across Topaz's royalty acreage
represented approximately 8% of total WCSB
production(10), and during the first half of 2023, the
270 gross wells spud across Topaz's acreage represented
approximately 14% of the total rig releases across the
WCSB(11). Based on planned operator drilling
activity, Topaz expects to maintain the current 26 to 28 active
drilling rigs on its royalty acreage through the third
quarter(3).
Infrastructure Activity
- Generated $17.0 million in
processing revenue and other income which was 2% lower than the
prior quarter due to planned and unplanned (wildfire-related)
downtime. The infrastructure assets generated 98% utilization and
an 82% operating margin(9) during the second quarter.
Processing revenue and other income was 5% higher than Q2 2022,
attributed to higher third-party income and incremental fixed
revenue generated from Topaz's water infrastructure assets.
- Topaz's contractual arrangements only require Topaz to pay its
working interest share of operating expenses on approximately 50%
of its natural gas processing capacity ownership. In Q2 2023, Topaz
incurred $3.0 million in operating
expenses which increased $1.1 million
from Q1 2023 due to planned facility turnaround maintenance and
includes costs initially forecast as capital maintenance
expenditures.
Acquisition Activity
- During the second quarter, Topaz incurred $0.5 million in minor acquisition costs
attributed to undeveloped royalty acreage. On July 31, 2023, Topaz completed its previously
announced tuck-in royalty and infrastructure acquisition for total
consideration of $39.5 million,
before customary closing adjustments (the "Tuck-In Acquisition").
The Tuck-In Acquistion provides a 49.9% non-operated working
interest in a newly constructed and commissioned 15 mmcf/d sweet
natural gas processing facility and associated 1,500 bbl/d crude
oil battery in the Wembley area
(the "Facility Interests") in addition to certain gross overriding
royalty interests on over 17,000 gross acres within the
Charlie Lake and Clearwater operating areas in Alberta (the "Royalty Interests"). Topaz
estimates the Facility Interests and Royalty Interests will provide
approximately $6.0 million of annual
revenue to Topaz(3), supported by 100%, 15-year fixed
take-or-pay natural gas and crude oil processing agreements during
which Topaz is not responsible for its ownership share of operating
or maintenance costs. The Tuck-In Acquisition was funded through
Topaz's existing credit facility.
Dividend
- Topaz's Board has approved a $0.01 per share quarterly dividend increase and
declared the third quarter 2023 dividend at $0.31 per share which is expected to be paid on
September 29, 2023 to shareholders of
record on September 15, 2023. The
increased annual dividend of $1.24
per share(8) provides a 5.8% yield to Topaz's current
share price(7) and the increase is attributed to the
sustainable growth of the Company's revenue streams. The quarterly
cash dividend is designated as an "eligible dividend" for Canadian
income tax purposes.
- Topaz's 2023e dividend(8) is sustainable down to low
commodity prices due to the Company's low-cost, inflation-protected
business structure as well as financial derivative contracts to
mitigate price volatility. Topaz's estimated 2023 dividend payout
ratio(1) of approximately 63%(3) remains at
the low end of the Company's targeted long-term payout ratio of
60-90% in order to retain Excess FCF(1) for self-funded
M&A growth and further dividend increases.
Additional information
Additional information about Topaz, including the interim
consolidated financial statements and management's discussion and
analysis as at and for the three and six months ended June 30, 2023 are available on SEDAR+ at
www.sedarplus.ca under the Company's profile, and on Topaz's
website, www.topazenergy.ca.
Q2 2023 CONFERENCE CALL
Topaz will host a conference call tomorrow, Tuesday, August
1, 2023 starting at 9:00 a.m. MST
(11:00 a.m. EST). To participate in
the conference call, please dial 1-888-664-6392 (North American
toll free) a few minutes prior to the call. Conference ID is
76435486.
ABOUT THE COMPANY
Topaz is a unique royalty and infrastructure energy company
focused on generating FCF(1) growth and paying reliable
and sustainable dividends to its shareholders, through its
strategic relationship with Canada's largest and most active natural gas
producer, Tourmaline Oil Corp. ("Tourmaline"), an investment-grade
senior Canadian E&P company, and leveraging industry
relationships to execute complementary acquisitions from other
high-quality energy companies, while maintaining its commitment to
environmental, social and governance best practices. Topaz focuses
on top quartile energy resources and assets best positioned to
attract capital in order to generate sustainable long-term growth
and profitability.
The Topaz royalty and energy infrastructure revenue streams are
generated primarily from assets operated by natural gas producers
with some of the lowest greenhouse gas emissions intensity in the
Canadian senior upstream sector, including Tourmaline, which has
received awards for environmental sustainability and conservation
efforts. Certain of these producers have set long-term emissions
reduction targets and continue to invest in technology to improve
environmental sustainability.
Topaz's common shares are listed and posted for trading on the
TSX under the trading symbol "TPZ" and it is included in the
S&P/TSX Composite Index. This is the headline index for
Canada and is the principal
benchmark measure for the Canadian equity markets, represented by
the largest companies on the TSX.
For further information, please visit the Company's website
www.topazenergy.ca. Topaz's SEDAR+ filings are
available at www.sedarplus.ca.
Selected Financial
Information
|
For the
periods ended ($000s) except per share
|
YTD
2023
|
YTD
2022
|
Q2
2023
|
Q1
2023
|
Q4
2022
|
Q3
2022
|
Q2
2022
|
Royalty
production revenue
|
118,591
|
160,520
|
57,667
|
60,924
|
77,809
|
65,482
|
94,776
|
Processing
revenue
|
26,968
|
25,985
|
13,397
|
13,571
|
13,841
|
13,098
|
12,907
|
Other
income(4)
|
7,306
|
5,820
|
3,616
|
3,690
|
3,993
|
3,099
|
3,300
|
Total
|
152,865
|
192,325
|
74,680
|
78,185
|
95,643
|
81,679
|
110,983
|
Cash
expenses:
|
|
|
|
|
|
|
|
Operating
|
(4,962)
|
(3,002)
|
(3,022)
|
(1,940)
|
(1,785)
|
(1,587)
|
(1,823)
|
Marketing
|
(684)
|
(1,128)
|
(315)
|
(369)
|
(486)
|
(420)
|
(669)
|
General
and administrative
|
(3,392)
|
(2,913)
|
(1,823)
|
(1,569)
|
(1,828)
|
(1,699)
|
(1,334)
|
Realized
gain (loss) on financial instruments
|
9,741
|
(11,673)
|
4,945
|
4,796
|
1,614
|
2,624
|
(9,658)
|
Interest
expense
|
(14,325)
|
(4,047)
|
(6,987)
|
(7,338)
|
(6,885)
|
(2,669)
|
(2,111)
|
Cash
flow
|
139,243
|
169,562
|
67,478
|
71,765
|
86,273
|
77,928
|
95,388
|
Per basic
share(1)(2)
|
$0.96
|
$1.20
|
$0.47
|
$0.50
|
$0.60
|
$0.54
|
$0.67
|
Per diluted
share(1)(2)
|
$0.96
|
$1.20
|
$0.47
|
$0.50
|
$0.60
|
$0.54
|
$0.66
|
Cash from operating
activities
|
158,963
|
148,692
|
73,304
|
85,659
|
69,214
|
99,972
|
80,708
|
Per basic
share(1)(2)
|
$1.10
|
$1.05
|
$0.51
|
$0.59
|
$0.48
|
$0.69
|
$0.57
|
Per diluted
share(1)(2)
|
$1.10
|
$1.05
|
$0.51
|
$0.59
|
$0.48
|
$0.69
|
$0.56
|
Net income
|
17,259
|
60,881
|
9,366
|
7,893
|
19,094
|
19,380
|
49,473
|
Per basic
share(2)
|
$0.12
|
$0.43
|
$0.06
|
$0.05
|
$0.13
|
$0.13
|
$0.35
|
Per diluted
share(2)
|
$0.12
|
$0.43
|
$0.06
|
$0.05
|
$0.13
|
$0.13
|
$0.34
|
EBITDA(7)
|
153,263
|
173,558
|
74,316
|
78,947
|
93,006
|
80,463
|
97,459
|
Per basic
share(1)(2)
|
$1.06
|
$1.23
|
$0.51
|
$0.55
|
$0.65
|
$0.56
|
$0.68
|
Per diluted
share(1)(2)
|
$1.06
|
$1.22
|
$0.51
|
$0.54
|
$0.64
|
$0.56
|
$0.68
|
FCF(1)
|
137,669
|
167,905
|
66,379
|
71,290
|
85,018
|
77,002
|
94,121
|
Per basic
share(1)(2)
|
$0.95
|
$1.19
|
$0.46
|
$0.49
|
$0.59
|
$0.53
|
$0.66
|
Per diluted
share(1)(2)
|
$0.95
|
$1.18
|
$0.46
|
$0.49
|
$0.59
|
$0.53
|
$0.66
|
FCF
Margin(1)
|
90 %
|
87 %
|
89 %
|
91 %
|
89 %
|
94 %
|
85 %
|
Dividends
paid
|
86,664
|
73,680
|
43,355
|
43,309
|
43,244
|
40,364
|
37,392
|
Per
share(1)(6)
|
$0.60
|
$0.52
|
$0.30
|
$0.30
|
$0.30
|
$0.28
|
$0.26
|
Payout
ratio(1)
|
62 %
|
43 %
|
64 %
|
60 %
|
50 %
|
52 %
|
39 %
|
Excess
FCF(1)
|
51,005
|
94,225
|
23,024
|
27,981
|
41,774
|
36,638
|
56,729
|
Capital
expenditures
|
1,574
|
1,657
|
1,099
|
475
|
1,255
|
926
|
1,267
|
Acquisitions, excl.
decommissioning obligations(1)
|
483
|
99,816
|
447
|
36
|
7,538
|
328,285
|
99,554
|
Weighted average shares
– basic(3)
|
144,387
|
140,986
|
144,438
|
144,336
|
144,153
|
144,008
|
142,494
|
Weighted average shares
– diluted(3)
|
144,931
|
141,883
|
144,990
|
144,943
|
144,976
|
144,728
|
143,471
|
Average Royalty
Production(5)
|
|
|
|
|
|
|
|
Natural
gas (mcf/d)
|
79,213
|
75,946
|
77,564
|
80,880
|
77,770
|
75,597
|
76,747
|
Light and
medium crude oil (bbl/d)
|
1,722
|
1,426
|
1,717
|
1,727
|
1,704
|
1,516
|
1,562
|
Heavy
crude oil (bbl/d)
|
2,539
|
1,192
|
2,582
|
2,496
|
2,512
|
1,288
|
1,191
|
Natural
gas liquids (bbl/d)
|
1,182
|
1,124
|
1,185
|
1,179
|
1,170
|
1,081
|
1,133
|
Total
(boe/d)
|
18,647
|
16,401
|
18,411
|
18,884
|
18,349
|
16,485
|
16,676
|
Realized Commodity
Prices(5)
|
|
|
|
|
|
|
|
Natural
gas ($/mcf)
|
$2.81
|
$6.02
|
$2.38
|
$3.23
|
$4.77
|
$4.08
|
$7.20
|
Light and
medium crude oil ($/bbl)
|
$89.06
|
$119.43
|
$90.61
|
$87.50
|
$100.67
|
$112.31
|
$131.98
|
Heavy
crude oil ($/bbl)
|
$67.66
|
$107.64
|
$73.87
|
$61.15
|
$72.33
|
$91.69
|
$119.09
|
Natural
gas liquids ($/bbl)
|
$90.62
|
$116.61
|
$86.73
|
$94.58
|
$104.18
|
$106.40
|
$124.60
|
Total
($/boe)
|
$35.14
|
$54.07
|
$34.42
|
$35.85
|
$46.09
|
$43.17
|
$62.45
|
Benchmark
Pricing
|
|
|
|
|
|
|
|
Natural Gas
|
|
|
|
|
|
|
|
AECO 5A
(CAD$/mcf)
|
$2.84
|
$5.99
|
$2.45
|
$3.23
|
$5.11
|
$4.16
|
$7.24
|
Westcoast
station 2 (CAD$/mcf)
|
$2.39
|
$5.76
|
$1.89
|
$2.90
|
$3.22
|
$3.10
|
$6.81
|
Crude oil
|
|
|
|
|
|
|
|
NYMEX WTI
(USD$/bbl)
|
$74.92
|
$101.35
|
$73.75
|
$76.11
|
$82.64
|
$91.56
|
$108.41
|
Edmonton
Par (CAD$/bbl)
|
$97.52
|
$126.95
|
$95.52
|
$99.55
|
$110.32
|
$116.96
|
$138.03
|
WCS
differential (USD$/bbl)
|
$20.21
|
$13.73
|
$15.07
|
$25.41
|
$25.63
|
$19.85
|
$12.91
|
Natural gas
liquids
|
|
|
|
|
|
|
|
Edmonton
Condensate (CAD$/bbl)
|
$100.34
|
$128.77
|
$95.61
|
$105.13
|
$111.41
|
$112.49
|
$137.38
|
CAD$/USD$
|
$0.7421
|
$0.7866
|
$0.7446
|
$0.7396
|
$0.7365
|
$0.7660
|
$0.7834
|
Selected statement
of financial position results ($000s) except share
amounts
|
|
|
At Jun. 30,
2023
|
At Mar. 31,
2023
|
At Dec. 31,
2022
|
At Sept. 30,
2022
|
At Jun. 30,
2022
|
Total assets
|
|
|
1,700,893
|
1,766,639
|
1,835,732
|
1,875,465
|
1,641,508
|
Working
capital
|
|
|
43,898
|
52,940
|
64,948
|
44,507
|
75,623
|
Adjusted working
capital(1)
|
|
|
42,159
|
49,822
|
58,713
|
42,019
|
72,258
|
Net debt
(cash)(1)
|
|
|
352,393
|
376,487
|
405,871
|
439,954
|
151,316
|
Common shares
outstanding(3)
|
|
|
144,522
|
144,364
|
144,211
|
144,147
|
143,824
|
(1)
|
Refer to
"Non-GAAP and Other Financial Measures".
|
|
(2)
|
Calculated using
basic or diluted weighted average shares outstanding during the
period.
|
(3)
|
Shown in thousand
shares outstanding.
|
(4)
|
Other income of
$3.6 million and $7.3 million for Q2 2023 and YTD 2023,
respectively, includes interest income of $0.1 million and $0.3
million, respectively (Q1 2023 - $0.2 million, Q4 2022 - $0.2 million, Q3 2022
- $0.1 million, Q2 2022 - $0.04 million).
|
(5)
|
Refer to
"Supplemental Information Regarding Product
Types."
|
(6)
|
Cumulative dividend
paid per outstanding shares on quarterly dividend dates.
|
(7)
|
Defined term under the
Company's Syndicated Credit Facility as defined below.
|
NOTE REFERENCES
This news release refers to financial reporting periods in
abbreviated form as follows: "Q2 2023" refers to the three months
ended June 30, 2023; "Q1 2023" refers
to the three months ended March 31,
2023 "YE 2022" refers to the year ended December 31, 2022; "Q2 2022" refers to the three
months ended June 30, 2022 and "YTD
2023" refers to the six months ended June
30, 2023.
- See "Non-GAAP and Other Financial Measures".
- Calculated using the weighted average number of basic or
diluted common shares outstanding during the respective
period.
- See "Forward-Looking Statements".
- See "Supplemental Information Regarding Product
Types".
- Topaz's $1.0 billion syndicated
credit facility includes a $300
million accordion feature which may be advanced by Topaz,
subject to agent consent (the "Syndicated Credit Facility").
At July 31, 2023 Topaz had
$418.0 million drawn against the
Syndicated Credit Facility.
- May include non-producing injection wells or reactivations
not previously producing subsequent to Topaz's ownership.
- Calculated based on Topaz's closing share price on the TSX
July 28, 2023 of $21.45.
- Topaz's dividends remain subject to board of director
approval.
- Calculated as Q2 2023 processing revenue and other income of
$17.0 million net of $3.0 million of operating expenses ($14.0 million), expressed as a percentage of Q2
2023 processing revenue and other income (82%).
- Estimated total operator working interest average production
across Topaz royalty acreage in Q2 2023 (~0.62 MMboepd) as a
percentage of total estimated WCSB average production
Jan-June 2023 of 7.76MMboepd (Source:
Canada Energy Regulator).
- YTD 2023 gross wells spud across Topaz royalty acreage (270) as
a percentage of the total wells rig released across the WCSB
YTD 2023 of 1,955 (excluding oil sands/in situ) (Source: Rig
Locator, geoSCOUT and Peters & Co. Limited).
- Management's assumptions underlying the Company's 2023 guidance
estimates include:
i. Topaz's internal estimates regarding
development pace and production performance including estimates for
capital allocated to waterflood and other long-term
value-enhancing projects, resulting in estimated annual average
royalty production between 18,300 and 18,800 boe/d;
ii. Management's estimates for fixed and variable processing fees
based on 95% utilization, third party income, and infrastructure
utilization and cost estimates based on historic information and
adjusted for inflation, resulting in estimated annual processing
revenue and other income of $69.0
million;
iii. Incorporation of the Tuck-In Acquisition for consideration of
$39.5 million and estimated H2 2023
royalty revenue and processing revenue of approximately
$3.0 million however no incorporation
of future potential acquisitions;
iv. Estimated 2023e expenses and expenditures of $7-$8mm of cash G&A; $8-$9mm of operating expenses; $3-$5mm capital expenditures (excluding
acquisitions); 1% marketing fee on certain royalty production;
estimated annual average interest rate of 7%;
v. 2023 estimated total dividends of $176.3
million based on 144.52 million shares outstanding at
July 31, 2023 ($0.30 per share Q1-Q2 2023 and $0.31 per share Q3-Q4 2023); and
vi. Topaz's outstanding financial derivative contracts included in
its most recently filed MD&A.
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements and
forward-looking information (collectively, "forward-looking
statements") that relate to the Company's current expectations and
views of future events. These forward-looking statements relate to
future events or the Company's future performance. Any statements
that express, or involve discussions as to, expectations, beliefs,
plans, objectives, assumptions or future events or performance
(often, but not always, through the use of words or phrases such as
"will likely result", "are expected to", "expects", "will
continue", "is anticipated", "anticipates", "believes",
"estimated", "intends", "plans", "forecast", "projection",
"strategy", "objective" and "outlook") are not historical facts and
may be forward-looking statements and may involve estimates,
assumptions and uncertainties which could cause actual results or
outcomes to differ materially from those expressed in such
forward-looking statements. No assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this news release should not be unduly
relied upon. These statements speak only as of the date of this
news release. In particular and without limitation, this news
release contains forward-looking statements pertaining to the
following: Topaz's future growth outlook, guidance and strategic
plans; estimated average royalty production for the second half of
2023; estimated processing revenue and other income; anticipated
exit 2023 net debt; dividend amounts, dividend increases and the
estimated dividend payout ratio; the sustainability of the dividend
and the rationale for such sustainability; the maintenance of
financial flexibility for strategic growth opportunities; the
anticipated capital expenditure and drilling plans; the number of
drilling rigs to be active on Topaz's royalty acreage during the
third quarter of 2023; the future declaration and payment of
dividends and the timing and amount thereof; the annual
revenue forecast with respect to the Tuck-In Acquistion; the
forecasts described under the heading "Second Quarter 2023 Update"
above including under the sub-headings "Dividend" and "2023
Guidance Update"; expected benefits from acquisitions including
enhancing Topaz's future growth outlook and the plans to maintain a
low payout ratio in order to retain Excess FCF for self-funded
M&A growth and further dividend increases; and the Company's
business as described under the heading "About the Company"
above.
Forward‐looking statements are based on a number of assumptions
including those highlighted in this news release including future
commodity prices, capital expenditures, infrastructure ownership
capacity utilization and operator development plans and is subject
to a number of risks and uncertainties, many of which are beyond
the Company's control, which could cause actual results and events
to differ materially from those that are disclosed in or implied by
such forward‐looking statements.
Such risks and uncertainties include, but are not limited to,
the failure to complete acquisitions on the terms or on the timing
announced or at all and the failure to realize some or all of the
anticipated benefits of acquisitions including estimated royalty
production, royalty production revenue and FCF per share growth,
and the factors discussed in the Company's recently filed
Management's Discussion and Analysis (See "Forward-Looking
Statements" therein), 2022 Annual Information Form (See "Risk
Factors" and "Forward-Looking Statements" therein) and other
reports on file with applicable securities regulatory authorities
and may be accessed through the SEDAR+ website (www.sedarplus.ca)
or Topaz's website (www.topazenergy.ca).
Statements relating to "reserves" are also deemed to be
forward-looking statements, as they involve the implied assessment,
based on certain estimates and assumptions, that the reserves
described exist in the quantities predicted or estimated and that
the reserves can be profitably produced in the future.
Without limitation of the foregoing, future dividend payments,
if any, and the level thereof is uncertain, as the Company's
dividend policy and the funds available for the payment of
dividends from time to time is dependent upon, among other things,
FCF, financial requirements for the Company's operations and
the execution of its growth strategy, fluctuations in working
capital and the timing and amount of capital expenditures, debt
service requirements and other factors beyond the Company's
control. Further, the ability of Topaz to pay dividends will be
subject to applicable laws (including the satisfaction of the
solvency test contained in applicable corporate legislation) and
contractual restrictions contained in the instruments governing its
indebtedness, including its credit facility.
Topaz does not undertake any obligation to update such
forward‐looking statements, whether as a result of new information,
future events or otherwise, except as expressly required by
applicable law.
FINANCIAL OUTLOOK
Also included in this news release are estimates of the
Company's average royalty production range for the year ending
December 31, 2023, estimated
processing revenue and other income, and estimated year-end exit
net debt, which are based on, among other things, the various
assumptions as to production levels and capital expenditures and
other assumptions disclosed in this news release including under
the heading "Second Quarter 2023 Update - 2023 Guidance Update"
above and are based on the following key assumptions: Topaz's
estimated capital expenditures (excluding acquisitions) of
$3 to $5
million in 2023; the working interest owners' anticipated
2023 capital plans attributable to Topaz's undeveloped royalty
lands; estimated average annual royalty production range of 18,300
to 18,800 boe/d in 2023; 2023 average infrastructure ownership
capacity utilization of 95%; December 31,
2023 exit net debt of approximately $350 million, 2023 average commodity prices of:
$2.76/mcf (AECO 5A), US$74.58/bbl (NYMEX WTI), US$17.42/bbl (WCS oil differential), US$2.92/bbl (MSW oil differential) and US$/CAD$
foreign exchange 0.75.
To the extent such estimates constitute financial outlooks, they
were approved by management and the board of directors of Topaz on
July 31, 2023 and are included to
provide readers with an understanding of the estimated royalty
production, processing revenue and other income, net debt and the
other metrics described above for the year ending December 31, 2023 based on the assumptions
described herein and readers are cautioned that the information may
not be appropriate for other purposes.
NON-GAAP AND OTHER FINANCIAL MEASURES
Certain
financial terms and measures contained in this news release are
"specified financial measures" (as such term is defined in National
Instrument 52-112 - Non-GAAP and Other Financial Measures
Disclosure ("NI 52-112")). The specified financial measures
referred to in this news release are comprised of "non-GAAP
financial measures", "capital management measures" and
"supplementary financial measures" (as such terms are defined in NI
52-112). These measures are defined, qualified, and where required,
reconciled with the nearest GAAP measure below.
Non-GAAP Financial Measures
The non-GAAP financial
measure used herein does not have a standardized meaning prescribed
by GAAP. Accordingly, the Company's use of this term may not be
comparable to similarly defined measures presented by other
companies. Investors are cautioned that the non-GAAP financial
measure should not be considered in isolation nor as an alternative
to net income (loss) or other financial information determined in
accordance with GAAP, as an indication of the Company's
performance.
Non-GAAP Financial Measure
This news release
makes reference to the term "acquisitions, excluding
decommissioning obligations", which is considered a non-GAAP
financial measure under NI 52-112; defined as a financial measure
disclosed by an issuer that depicts the historical or expected
future financial performance, financial position, or cash flow of
an entity, and is not disclosed in the financial statements of the
issuer.
Other Financial Measures
Capital management
measures
Capital management measures are defined as
financial measures disclosed by an issuer that are intended to
enable an individual to evaluate the entity's objectives, policies
and processes for managing the entity's capital, are not a
component of a line item or a line item on the primary financial
statements, and which are disclosed in the notes to the financial
statements. The Company's capital management measures disclosed in
the notes to the Company's interim consolidated financial
statements as at and for the three and six months ended
June 30, 2023 include EBITDA,
adjusted working capital, net debt (cash), free cash flow (FCF) and
Excess FCF.
Supplementary financial measures
This news
release makes reference to the terms "EBITDA per basic or diluted
share", "cash flow per basic or diluted share", "FCF per basic or
diluted share" and "payout ratio" which are all considered
supplementary financial measures under NI 52-112; defined as a
financial measure disclosed by an issuer that is, or is intended to
be, disclosed on a periodic basis to depict the historical or
expected future financial performance, financial position or cash
flow of an entity, is not disclosed in the financial statements of
the issuer, and is not a non-GAAP financial measure or non-GAAP
ratio.
The following terms are financial measures as defined under the
Syndicated Credit Facility, presented in note 8 to the Company's
interim consolidated financial statements as at and for the three
and six months ended June 30, 2023:
(i) consolidated senior debt, (ii) total debt, (iii) EBITDA and
(iv) capitalization.
Cash flow, FCF, FCF margin, and Excess FCF
Management
uses cash flow, FCF, FCF margin and Excess FCF for its own
performance measures and to provide investors with a measurement of
the Company's efficiency and its ability to generate the cash
necessary to fund or increase dividends, fund future growth
opportunities and/or to repay debt; and furthermore, uses per share
metrics to provide investors with a measure of the proportion
attributable to the basic or diluted weighted average common shares
outstanding.
Cash flow is a GAAP measure which is derived of cash from
operating activities excluding the change in non-cash working
capital and is presented in the consolidated statements of cash
flows. FCF is a capital management measure presented in the
notes to the consolidated financial statements and is defined as
cash flow, less capital expenditures. The supplementary
financial measure "FCF margin", is defined as FCF divided by total
revenue and other income (expressed as a percentage of total
revenue and other income). The capital management measure
"Excess FCF", is defined as FCF less dividends paid. The
supplementary financial measures "cash flow per basic or diluted
share" and "FCF per basic or diluted share" are calculated by
dividing cash flow and FCF, respectively, by the basic or diluted
weighted average common shares outstanding during the
period.
A summary of the reconciliation from cash from operating
activities (per the consolidated statements of cash flows) to cash
flow (per the consolidated statements of cash flows), cash flow per
basic or diluted share, FCF, Excess FCF, FCF per basic or diluted
share and FCF margin is set forth below:
|
Three months
ended
|
Six months
ended
|
($000s)
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Cash from operating
activities
|
73,304
|
80,708
|
158,963
|
148,692
|
Exclude net change in
non-cash working capital
|
5,826
|
(14,680)
|
19,720
|
(20,870)
|
Cash
flow
|
67,478
|
95,388
|
139,243
|
169,562
|
Less: Capital
expenditures
|
1,099
|
1,267
|
1,574
|
1,657
|
FCF
|
66,379
|
94,121
|
137,669
|
167,905
|
Less: dividends
paid
|
43,355
|
37,392
|
86,664
|
73,680
|
Excess
FCF
|
23,024
|
56,729
|
51,005
|
94,225
|
|
|
|
|
|
Cash flow per basic
share(1)
|
$0.47
|
$0.67
|
$0.96
|
$1.20
|
Cash flow per
diluted share(1)
|
$0.47
|
$0.66
|
$0.96
|
$1.20
|
FCF per basic
share(1)
|
$0.46
|
$0.66
|
$0.95
|
$1.19
|
FCF per diluted
share(1)
|
$0.46
|
$0.66
|
$0.95
|
$1.18
|
|
|
|
|
|
FCF
|
66,379
|
94,121
|
137,669
|
167,905
|
Total Revenue and other
income
|
74,680
|
110,983
|
152,865
|
192,325
|
FCF
Margin
|
89 %
|
85 %
|
90 %
|
87 %
|
(1)
|
As noted, calculated
using the basic or diluted weighted average number of shares
outstanding during the respective periods.
|
Adjusted working capital and net debt
(cash)
Management uses the terms "adjusted working capital"
and "net debt (cash)" to measure the Company's liquidity position
and capital flexibility, as such these terms are considered capital
management measures. "Adjusted working capital" is calculated as
current assets less current liabilities, adjusted for financial
instruments. "Net debt (cash)" is calculated as total debt
outstanding less adjusted working capital.
A summary of the reconciliation from working capital, to
adjusted working capital and net debt (cash) is set forth
below:
($000s)
|
As at
Jun. 30, 2023
|
As at
Dec. 31, 2022
|
Working
capital
|
43,898
|
64,948
|
Exclude fair value of
financial instruments
|
1,739
|
6,235
|
Adjusted working
capital
|
42,159
|
58,713
|
Less: bank
debt
|
394,552
|
464,584
|
Net
Debt
|
352,393
|
405,871
|
EBITDA and EBITDA per basic or diluted share
EBITDA,
as defined under the Company's Syndicated Credit Facility and
disclosed in note 8 of the Company's interim consolidated financial
statements as at and for the three and six months ended
June 30, 2023, is considered by the
Company as a capital management measure which is used to evaluate
the Company's operating performance, and provides investors with a
measurement of the Company's cash generated from its operations,
before consideration of interest income or expense. "EBITDA"
is calculated as consolidated net income or loss from continuing
operations, excluding extraordinary items, plus interest expense,
income taxes, and adjusted for non-cash items and gains or losses
on dispositions.
EBITDA per basic or diluted share is a supplementary financial
measure that is calculated by dividing EBITDA by the basic or
diluted weighted average common shares outstanding during the
period and provides investors with a measure of the proportion of
EBITDA attributed to the basic or diluted weighted average common
shares outstanding.
A summary of the reconciliation of net income (per the
consolidated statements of net income and comprehensive income), to
EBITDA, is set forth below:
|
Three months
ended
|
Six months
ended
|
($000s)
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Net income
|
9,366
|
49,473
|
17,259
|
60,881
|
Unrealized (gain) loss
on financial instruments
|
(642)
|
(16,598)
|
4,350
|
(2,819)
|
Share-based
compensation
|
226
|
138
|
458
|
287
|
Finance
expense
|
7,197
|
2,272
|
14,743
|
4,367
|
Depletion and
depreciation
|
54,540
|
49,802
|
109,834
|
95,745
|
Deferred income tax
expense
|
3,778
|
12,412
|
6,924
|
15,148
|
Less: interest
income
|
(149)
|
(40)
|
(305)
|
(51)
|
EBITDA
|
74,316
|
97,459
|
153,263
|
173,558
|
EBITDA per basic
share ($/share)
|
$0.51
|
$0.68
|
$1.06
|
$1.23
|
EBITDA per diluted
share ($/share)
|
$0.51
|
$0.68
|
$1.06
|
$1.22
|
(1)
|
As noted, calculated
using the basic or diluted weighted average number of shares
outstanding during the respective periods.
|
Payout ratio
"Payout ratio", a supplementary financial
measure, represents dividends paid, expressed as a percentage of
cash flow and provides investors with a measure of the percentage
of cash flow that was used during the period to fund dividend
payments. Payout ratio is calculated as cash flow divided by
dividends paid.
A summary of the reconciliation from cash flow to payout ratio
is set forth below:
|
Three months
ended
|
Six months
ended
|
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Cash flow
($000s)
|
67,478
|
95,388
|
139,243
|
169,562
|
Dividends
($000s)
|
43,355
|
37,392
|
86,664
|
73,680
|
Payout Ratio
(%)
|
64 %
|
39 %
|
62 %
|
43 %
|
Acquisitions, excluding decommissioning
obligations
"Acquisitions, excluding decommissioning
obligations", is considered a non-GAAP financial measure, and is
calculated as: acquisitions (per the consolidated statements of
cash flows) plus non-cash acquisitions but excluding non-cash
decommissioning obligations.
A summary of the reconciliation from acquisitions (per the
consolidated statements of cash flow) to acquisitions, excluding
decommissioning obligations is set forth below:
|
Three months
ended
|
Six months
ended
|
($000s)
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Acquisitions
(consolidated statements of cash flows)
|
447
|
14,769
|
483
|
15,031
|
Non-Cash
acquisitions
|
─
|
84,785
|
─
|
84,785
|
Acquisitions
(excluding non-cash decommissioning obligations)
|
447
|
99,554
|
483
|
99,816
|
BOE EQUIVALENCY
Per barrel of oil equivalent amounts have been calculated using
a conversion rate of six thousand cubic feet of natural gas to one
barrel of oil equivalent (6:1). Barrel of oil equivalents
(boe) may be misleading, particularly if used in isolation. A
boe conversion ratio of 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. In addition, 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.
OIL AND GAS METRICS
This news release contains certain oil and gas metrics which do
not have standardized meanings or standard methods of calculation
and therefore such measures may not be comparable to similar
measures used by other companies and should not be used to make
comparisons. Such metrics have been included in this news release
to provide readers with additional measures to evaluate the
Company's performance; however, such measures are not reliable
indicators of the Company's future performance and future
performance may not compare to the Company's performance in
previous periods and therefore such metrics should not be unduly
relied upon.
INFORMATION REGARDING PUBLIC ISSUER COUNTERPARTIES
Certain information contained in this news release relating to
the Company's public issuer counterparties which include Tourmaline
and others, and the nature of their respective businesses is taken
from and based solely upon information published by such issuers.
The Company has not independently verified the accuracy or
completeness of any such information.
CREDIT RATINGS
This news release makes reference to Tourmaline's credit rating.
Credit ratings are intended to provide investors with an
independent measure of credit quality of an issue of securities.
Credit ratings are not recommendations to purchase, hold or sell
securities and do not address the market price or suitability of a
specific security for a particular investor. There is no assurance
that any rating will remain in effect for any given period of time
or that any rating will not be revised or withdrawn entirely by a
rating agency in the future if, in its judgment, circumstances so
warrant.
SUPPLEMENTAL INFORMATION REGARDING PRODUCT TYPES
This news release includes references to actual and estimated
average royalty production. The following table is intended to
provide supplemental information about the product type composition
for each of the production figures that are provided in this news
release:
For the three months
ended
|
Jun. 30,
2023
|
Mar. 31,
2023
|
Dec. 31,
2022
|
Sept. 30,
2022
|
Jun. 30,
2022
|
Average daily
production
|
|
|
|
|
|
Light and
Medium crude oil (bbl/d)
|
1,717
|
1,727
|
1,704
|
1,516
|
1,562
|
Heavy
crude oil (bbl/d)
|
2,582
|
2,496
|
2,512
|
1,288
|
1,191
|
Conventional Natural Gas (mcf/d)
|
41,989
|
43,316
|
41,932
|
41,293
|
40,817
|
Shale Gas
(mcf/d)
|
35,575
|
37,563
|
35,838
|
34,304
|
35,930
|
Natural
Gas Liquids (bbl/d)
|
1,185
|
1,179
|
1,170
|
1,081
|
1,133
|
Total
(boe/d)
|
18,411
|
18,884
|
18,349
|
16,485
|
16,676
|
For the six months
ended
|
Jun. 30,
2023
|
Jun. 30,
2022
|
Average daily
production
|
|
|
Light and
Medium crude oil (bbl/d)
|
1,722
|
1,426
|
Heavy
crude oil (bbl/d)
|
2,539
|
1,192
|
Conventional Natural Gas (mcf/d)
|
42,649
|
40,409
|
Shale Gas
(mcf/d)
|
36,564
|
35,537
|
Natural
Gas Liquids (bbl/d)
|
1,182
|
1,124
|
Total
(boe/d)
|
18,647
|
16,401
|
For the year
ended
|
2023
(Estimate)(1)(2)
|
2022
(Actual)
|
2021
(Actual)
|
Average daily
production
|
|
|
|
Light and
Medium crude oil (bbl/d)
|
1,523
|
1,519
|
565
|
Heavy
crude oil (bbl/d)
|
2,850
|
1,549
|
538
|
Conventional Natural Gas (mcf/d)
|
41,277
|
41,016
|
43,282
|
Shale Gas
(mcf/d)
|
36,100
|
35,302
|
29,987
|
Natural
Gas Liquids (bbl/d)
|
1,280
|
1,125
|
789
|
Total
(boe/d)
|
18,550
|
16,914
|
14,103
|
(1)
|
Represents the midpoint
of the estimated range of 2023 average annual royalty
production.
|
(2)
|
Topaz's estimated
royalty production is based on the estimated commodity mix;
drilling location and corresponding royalty rate; and capital
development activity on Topaz's royalty acreage by the working
interest owners, all of which are outside of Topaz's
control.
|
GENERAL
See also "Forward-Looking Statements", "Reserves and Other Oil
and Gas Information" and "Non-GAAP and Other Financial Measures" in
the Company's most recently filed Management's Discussion and
Analysis.
SOURCE Topaz Energy Corp