Obsidian Energy Ltd 6-K, filed May 6, 2020
Obsidian Energy Ltd. (OBE)
About this 6-K
Obsidian Energy Ltd filed this 6-K on May 6, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
OF THE SECURITIES EXCHANGE ACT OF 1934
For the month of May 2020
Commission File Number 1-32895
Obsidian Energy Ltd.
(Translation of registrant’s name into English)
Suite 200, 207 – 9th Avenue SW
Calgary, Alberta T2P 1K3
Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.)
Form 20-F ☐ Form 40-F ☑
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1) ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7) ☐
DOCUMENTS INCLUDED AS PART OF THIS FORM 6-K
See the Exhibit Index hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on May 6, 2020.
| OBSIDIAN ENERGY LTD. | ||
| By: | /s/ Stephen Loukas | |
| Name: | Stephen Loukas | |
| Title: | Interim President and Chief Executive Officer |
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EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | News Release, dated May 6, 2020 | |
| 99.2 | Management’s Discussion and Analysis for the three months ended March 31, 2020 | |
| 99.3 99.4 99.5 |
Financial Statements for the three months ended March 31, 2020 Quarterly Certification of the Chief Executive Officer under Canadian law Quarterly Certification of the Chief Financial Officer under Canadian law | |
Exhibit 99.1
Obsidian Energy Announces First Quarter 2020 Financial and
Operational Results
CALGARY, May 6, 2020 /CNW/ - OBSIDIAN ENERGY LTD. (TSX – OBE, OTCQB – OBEL) (“Obsidian Energy”, the “Company”, “we”, “us” or “our”) is pleased to announce our first quarter 2020 financial and operational results. All figures are in Canadian dollars unless otherwise stated. Obsidian Energy’s unaudited interim consolidated financial statements and Management’s Discussion and Analysis (“MD&A”) as at and for the three months ended March 31, 2020 can be found on our website at www.obsidianenergy.com. The documents will also be filed on SEDAR and EDGAR in due course.
FINANCIAL AND OPERATING HIGHLIGHTS
|
Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| FINANCIAL1 (millions, except per share amounts) |
| |||||||
| Cash flow from Operations |
$ | 33 | $ | (1 | ) | |||
| Basic and Diluted ($/share) |
0.45 | (0.01 | ) | |||||
| Funds Flow from Operations 2 |
37 | 36 | ||||||
| Basic and Diluted ($/share) |
0.51 | 0.50 | ||||||
| Net loss |
(746 | ) | (54 | ) | ||||
| Basic and Diluted ($/share) |
(10.22 | ) | (0.74 | ) | ||||
| Capital expenditures |
41 | 34 | ||||||
| Decommissioning expenditures |
8 | 2 | ||||||
| Net Debt 2 |
$ | 517 | $ | 497 | ||||
| Average sales price 3 |
||||||||
| Light oil ($/bbl) |
$ | 50.59 | $ | 64.88 | ||||
| Heavy oil ($/bbl) |
20.07 | 30.62 | ||||||
| NGL ($/bbl) |
22.52 | 21.44 | ||||||
| Natural gas ($/mcf) |
$ | 2.20 | $ | 2.41 | ||||
| Netback 2 ($/boe) |
||||||||
| Sales price |
$ | 32.17 | $ | 39.95 | ||||
| Risk management gain (loss) |
4.47 | (1.80 | ) | |||||
| Net sales price |
36.64 | 38.15 | ||||||
| Royalties |
(2.23 | ) | (2.81 | ) | ||||
| Operating expenses 4 |
(12.04 | ) | (13.49 | ) | ||||
| Transportation |
(2.68 | ) | (2.87 | ) | ||||
| Netback 2 ($/boe) |
$ | 19.69 | $ | 18.98 | ||||
| OPERATIONS |
||||||||
| Daily Production |
||||||||
| Light oil (bbls/d) |
12,512 | 12,376 | ||||||
| Heavy oil (bbls/d) |
3,644 | 4,096 | ||||||
| NGL (bbls/d) |
2,239 | 2,122 | ||||||
| Natural gas (mmcf/d) |
52 | 54 | ||||||
| Total production 5 (boe/d) |
27,092 | 27,651 | ||||||
| (1) | Effective June 5, 2019, the Company consolidated its common shares based on seven old common shares outstanding for one new common share. All figures in the table have been updated to reflect the 7:1 consolidation. |
| (2) | The terms Funds Flow from Operations (“FFO”) and their applicable per share amounts, “Net Debt”, and “Netback” are non-GAAP measures. Please refer to the “Non-GAAP Measures” advisory section below for further details. |
| (3) | Before risk management gains/(losses). |
| (4) | Includes the benefit of processing fees totaling $2 million for 2020 (2019 - $2 million). |
| (5) | Please refer to the “Oil and Gas Information Advisory” section below for information regarding the term “boe”. |
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MESSAGE TO SHAREHOLDERS
Obsidian Energy had a successful operational and financial start to the year, yielding strong results for the first quarter and achieving a number of significant operational and financial milestones. As previously announced, the Company successfully renegotiated the terms of our syndicated credit facility, senior notes and Calgary office lease at the end of the quarter which will provide the Company with additional go-forward financial flexibility. Operationally our team completed a successful ten well drilling program, with some of the strongest initial rates we have seen to date in our multi-year Cardium program. The full effect of the cost saving initiatives implemented throughout 2019 were demonstrated by the 19% decrease in general and administrative costs and the 11% decrease in operating costs from the first quarter of 2019. These efforts better position the Company to help withstand the market volatility at this crucial time for our industry.
The demand destruction caused by the COVID-19 global pandemic and the potential supply increase from the OPEC+ price war has caused a significant decrease in oil prices and Obsidian Energy has reacted quickly to this significant change in market conditions. At this time, our plan is to significantly limit further capital spending for the foreseeable future, temporarily shut-in uneconomic production and to continue to optimize all aspects of our business to reduce costs and maintain financial liquidity during this challenging time. The Board of Directors and executive team implemented a temporary salary reduction of 20% across all head office staff and a 10% reduction for field staff. In addition, the Company has suspended the employer contributions to the Employee Retirement Savings Plan and the Board of Directors have taken a temporary 10% reduction on their annual retainer fees. These initiatives have reduced operating costs by over $8 million and personnel costs by approximately $10 million if annualized.
The Company has applied for the Canadian Emergency Wage Subsidy (CEWS), a program announced by the federal government in which eligible companies may receive a subsidy of 75% of employee wages (up to a cap) for up to 12 weeks, applicable from March 15, 2020, to June 6, 2020. We have also applied for support under the Alberta Site Rehabilitation Program through our service providers. This program, which is primarily funded by the federal government’s COVID-19 Economic Response Plan, is expected to further allow the Company to continue well, pipeline, and infrastructure abandonment and reclamation projects by providing grants directly to service companies. Applications for these grants are subject to certain maximums and may be eligible for up to 100 per cent government funding. We will continue to watch for further details of all federal government support packages available to the Company and will seek further support as appropriate.
Operationally the Company continues to conduct detailed evaluations of our producing assets and will shut-in production where economic thresholds are not met. As of May 1, 2020, the Company has shut-in 3,784 boe/d across its properties, predominantly within our Peace River heavy oil asset. Shut-ins are being conducted in a manner that will allow production to be restarted in an efficient manner as oil prices recover.
FIRST QUARTER RESULTS
| ● | FFO in the first quarter of 2020 totaled $37 million ($0.51 per share) compared to $54 million ($0.74 per share) for the fourth quarter of 2019 and $36 million ($0.50 per share) for the first quarter of 2019. The decline from the fourth quarter of 2019 is due to lower crude oil prices, specifically in March, as a result of the impact on demand from the COVID-19 pandemic as well as transaction expenses associated with execution of the credit facility, noteholder and amended Calgary lease agreements. |
| ● | Average production was 27,092 boe/d compared to 26,639 boe/d in the fourth quarter of 2019 and 27,651 boe/d in the first quarter of 2019. The Company continued to progress on our Cardium development program and brought five of ten wells drilled in the quarter on production by the end of March. See below for a detailed breakdown on the production components. |
| ● | Capital expenditures, excluding decommissioning liabilities, totaled $41 million, which included drilling ten development wells in Willesden Green and various optimization activities. |
| ● | Operating costs were $12.04 per boe in the first quarter of 2020 compared to $13.49 per boe in the first quarter of 2019. The Company continued to drive costs down across several categories which resulted in efficiencies and the lower result. This was partially offset by the impact of extreme cold weather across Alberta in January, which resulted in increased power and repair and maintenance costs. |
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| ● | General and administrative costs were $1.63 per boe in the first quarter of 2020 compared to $2.01 per boe in the first quarter of 2019. The Company has been successful on a number of cost reductions initiatives throughout 2019 which are being realized in 2020. |
| ● | Net Debt totaled $517 million, including $407 million drawn on our syndicated credit facility and $67 million of senior notes. In March 2020, the Company executed final agreements resulting in the renewal of our syndicated credit facility, amendments to our senior notes and renewed terms on our Calgary office lease. |
| ● | Net Loss was $746 million during the first quarter of 2020 and was due to $763 million of non-cash, property, plant and equipment (PP&E) impairments resulting from lower forecasted commodity prices. Impairment losses related to PP&E may be reversed in future periods if commodity prices forecasts improve. |
| Production Volumes by Product and Producing Region – Three Months Ended March 31, 2020 | ||||||||||||||||||||
| Area | Production (boe/d) |
Light Oil (bbls/d) |
Heavy Oil (bbls/d) |
NGLs (bbls/d) |
Gas (mmcf/d) |
|||||||||||||||
| Cardium |
21,739 | 12,197 | 40 | 2,168 | 44 | |||||||||||||||
| Alberta Viking |
830 | 219 | 44 | 37 | 3 | |||||||||||||||
| Peace River |
4,040 | - | 3,432 | 3 | 4 | |||||||||||||||
| Key Development Areas |
26,609 | 12,416 | 3,516 | 2,208 | 51 | |||||||||||||||
| Legacy Areas |
483 | 96 | 128 | 31 | 1 | |||||||||||||||
| Key Development & Legacy Areas |
27,092 | 12,512 | 3,644 | 2,239 | 52 | |||||||||||||||
| Operating Cost and Netbacks by Producing Region – Three Months Ended March 31, 2020 | ||||||||
| Area | Operating Cost ($/boe) |
Netback(1) ($/boe) |
||||||
| Cardium |
9.63 | 21.51 | ||||||
| Alberta Viking |
14.41 | 8.02 | ||||||
| Peace River |
15.73 | (4.84 | ) | |||||
| Key Development Areas |
10.71 | 17.09 | ||||||
| Legacy Areas |
50.69 | (28.73 | ) | |||||
| Key Development & Legacy Areas |
12.04 | 15.23 | ||||||
| (1) | Netback excludes risk management gains. |
2020 DEVELOPMENT PROGRAM AND OPERATIONS UPDATE
As previously announced in our Corporate and Operational update dated April 23, 2020, Obsidian Energy completed its first half capital program successfully and safely in the first quarter. All ten completed wells are on production or are ready to produce as pricing improves. Wells with production rates in the table below are currently producing.
| Well | Status | |
| 02/04-28-043-08W5 (12-26 Pad) |
IP30: 1,012 boe/d (73% light oil) | |
| 00/09-28-043-08W5 |
IP30: 925 boe/d (72% light oil) | |
| 00/14-28-043-08W5 |
IP30: 1,145 boe/d (75% light oil) | |
| 00/05-15-043-08W5 (1-27 Pad) |
Ready to produce. | |
| 00/15-16-043-08W5 |
Ready to produce. | |
| 00/02-30-042-07W5 (3-6 Pad) |
IP30: 692 boe/d (89% light oil) | |
| 00/03-30-042-07W5 |
IP30: 363 boe/d (89% light oil) | |
| 00/02-08-042-07W5 (14-17 Pad) |
IP10: 163 boe/d (90% light oil) | |
| 00/04-30-042-07W5 |
IP10: 245 boe/d (90% light oil) | |
|
00/15-32-042-07W5 (3-29 Pad) |
IP30: 443 boe/d (90% light oil) |
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In response to the volatility of commodity prices amid the COVID-19 pandemic, all previously announced shut-ins were completed by May 1, 2020 as follows:
| Area | Production (boe/d) |
Light Oil (bbl/d) |
Heavy Oil (bbl/d) |
NGLs (bbls/d) |
Gas (mcf/d) |
|||||||||||||||
| Cardium |
576 | 438 | - | 23 | 692 | |||||||||||||||
| Alberta Viking |
144 | - | 130 | - | 81 | |||||||||||||||
| Peace River |
3,064 | - | 2,538 | 2 | 3,148 | |||||||||||||||
| Total |
3,784 | 438 | 2,668 | 25 | 3,921 | |||||||||||||||
Obsidian Energy continues to monitor the commodity price environment and evaluate our portfolio to improve the overall financial flexibility of the business. The Company is prepared to take further action to shut-in additional production should oil prices not improve in the near term. Alternatively, we can quickly restart shut-in production once oil prices permit doing so. Our current first half 2020 guidance is provided below. Given the current volatility in the commodity markets we are not providing full year guidance at this time. We will provide updates as further production or financial decisions are implemented.
First Half 2020 Production and Cost Guidance
| Metric | Guidance Range | |
| Production (boe/d) 1 2 3 |
25,500 - 26,000 | |
| Capital Expenditures ($millions) |
43 | |
| Decommissioning Expenditures ($millions) |
8 | |
| Operating Costs ($/boe) |
11.50 - 11.90 | |
| General & Administrative ($/boe) |
1.65 - 1.85 |
| (1) | Adjusted for January 2020 Carrot Creek Disposition of 115 boe/d (85% light oil) |
| (2) | Previous guidance included 600 boe/d of shut-in production |
| (3) | Mid-point of guidance 12,500 bbls/d light oil, 2,500 bbls/d heavy oil, 2,200 bbls/d NGLs and 51 mmcf/d natural gas |
2020 HEDGING PROGRAM
In 2020, the Company has the following hedges in place:
| April | May | June | ||||||||||
| WTI (C$/bbl) |
78.11 | 77.92 | 77.41 | |||||||||
| Total (bbl/day) |
4,000 | 3,000 | 2,000 | |||||||||
| Q2 | Q3 | |||||||||||
| (C$/GJ) |
1.59 | 1.60 | - | |||||||||
| Total (GJ/day) |
25,000 | 24,000 | - | |||||||||
ANNUAL GENERAL MEETING
The Company is pleased to announce that its Annual General Meeting (“AGM”) will be scheduled for Thursday, July 30, 2020 at 10:00 am (Mountain Time), pursuant to the extension granted by the Toronto Stock Exchange. It is our intention to hold our AGM in person at the offices of Obsidian Energy depending on the Alberta Health guidelines in place on public gatherings at that time, and therefore the Company is reserving the right to restrict access to our AGM and/or conduct the AGM in a virtual format. Further announcements and information regarding the AGM will be made in due course. In addition, all information and documents that would normally be filed or delivered by the Company in connection with our AGM, including but not limited to our annual and interim request forms and executive compensation disclosure, will be delayed until the dissemination of our AGM materials on or about June 30, 2020, pursuant to exemptions provided by applicable securities regulators, including Alberta Securities Commission Blanket Order 51-518.
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UPDATED CORPORATE PRESENTATION
For further information on these and other matters, Obsidian Energy has posted an updated Corporate Presentation which can be found on its website, www.obsidianenergy.com.
ADDITIONAL READER ADVISORIES
OIL AND GAS INFORMATION ADVISORY
Barrels of oil equivalent (“boe”) may be misleading, particularly if used in isolation. A boe conversion ratio of six thousand cubic feet of natural gas to one barrel of crude oil is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency conversion ratio of 6:1, utilizing a conversion on a 6:1 basis is misleading as an indication of value.
NON-GAAP MEASURES
Certain financial measures including FFO, FFO per share-basic, FFO per share-diluted, netback and net debt, included in this press release do not have a standardized meaning prescribed by IFRS and therefore are considered non-GAAP measures; accordingly, they may not be comparable to similar measures provided by other issuers. FFO is cash flow from operating activities before changes in non-cash working capital, decommissioning expenditures, office lease settlements, the effects of financing related transactions from foreign exchange contracts and debt repayments and certain other expenses and is representative of cash related to continuing operations. FFO is used to assess the Company’s ability to fund its planned capital programs. See “Calculation of Funds Flow from Operations” below for a reconciliation of FFO to cash flow from operating activities, being its nearest measure prescribed by IFRS. Netback is the per unit of production amount of revenue less royalties, operating expenses, transportation expenses and realized risk management gains and losses, and is used in capital allocation decisions and to economically rank projects. Net debt is the total of long-term debt and working capital deficiency and is used by the Company to assess its liquidity.
CALCULATION OF FUNDS FLOW FROM OPERATIONS
| Three months ended March 31 |
||||||||
| (millions, except per share amounts) | 2020 | 2019 | ||||||
| Cash flow from operating activities |
$ | 33 | $ | (1 | ) | |||
| Change in non-cash working capital |
(5 | ) | 27 | |||||
| Decommissioning expenditures |
8 | 2 | ||||||
| Onerous office lease settlements |
(1 | ) | 1 | |||||
| Restructuring charges |
- | 1 | ||||||
| Other expenses 1 |
2 | 6 | ||||||
| Funds flow from operations |
$ | 37 | $ | 36 | ||||
| Per share – funds flow from operations Basic and diluted per share |
$ | 0.51 | $ | 0.50 | ||||
| (1) | Includes legal fees related to claims against former Penn West Petroleum Ltd. (“Penn West”) employees related to the Company’s 2014 restatement of certain financial results. |
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ABBREVIATIONS
| Oil | Natural Gas | |||||
| Bbl | barrel or barrels | GJ | Gigajoule | |||
| bbl/day | barrels per day | GJ/day | gigajoule per day | |||
| boe/d | barrels of oil equivalent per day | mmcf | million cubic feet |
FORWARD-LOOKING STATEMENTS
Certain statements contained in this document constitute forward-looking statements or information (collectively “forward-looking statements”). Forward-looking statements are typically identified by words such as “anticipate”, “continue”, “estimate”, “expect”, “forecast”, “budget”, “may”, “will”, “project”, “could”, “plan”, “intend”, “should”, “believe”, “outlook”, “objective”, “aim”, “potential”, “target” and similar words suggesting future events or future performance. In addition, statements relating to “reserves” or “resources” are deemed to be forward-looking statements as they involve the implied assessment, based on certain estimates and assumptions, that the reserves and resources described exist in the quantities predicted or estimated and can be profitably produced in the future. Please note that initial production and or peak rates are not necessarily indicative of long-term performance or ultimate recovery. In particular, this document contains forward-looking statements pertaining to, without limitation, the following: that the unaudited interim consolidated financial statements and MD&A will be filed in due course on SEDAR and EDGAR; the culmination of costs savings from 2019 and through 2020 to date better position the Company to help withstand the market volatility at this crucial time for our industry; that the Company plans to significantly limit further capital spending for the foreseeable future, temporarily shut-in production and to continue to optimize all aspects of our business to reduce costs and maintain financial liquidity during this challenging time; that the Alberta Site Rehabilitation Program, is expected to further allow the Company to continue well, pipeline, and infrastructure abandonment and reclamation projects by providing grants directly to service companies, which will be subject to certain maximums and may be eligible for up to 100 percent of government funding; that we will continue to watch for further details of all federal government support packages available to the Company and will seek further support as appropriate; that the Company will shut-in production where economic thresholds are not met and for those that are shut-in, that they are being suspended in such a way that will allow production to be restarted in an efficient manner as oil prices recover; that impairment losses related to PP&E can be reversed in future periods if commodity prices forecasts improve; our first half guidance including production, capital and decommissioning expenditures, operating and general and administrative costs; and that we will provide updates as further production or financial decisions are implemented; and the date of our AGM, when the applicable materials can be expected for it and how the meeting will be conducted.
With respect to forward-looking statements contained in this document, the Company has made assumptions regarding, among other things: we will have the ability to continue as a going concern going forward and realize our assets and discharge our liabilities in the normal course of business; that the Company does not dispose of or acquire material producing properties or royalties or other interests therein; the impact of the Alberta government mandated curtailment of crude oil and bitumen production; the impact of regional and/or global health related events, including the ongoing COVID-19 pandemic, on energy demand; that the Company’s operations and production will not be disrupted by circumstances attributable to the COVID-19 pandemic and the responses of governments and the public to the pandemic; global energy policies going forward, including the continued agreement of members of OPEC, Russia and other nations to adhere to existing production quotas or further reduce production quotas; our ability to qualify for government programs created as a result of the COVID-19 pandemic and obtain financial assistance therefrom and the impact of those programs on our financial condition; our ability to execute our plans as described herein and in our other disclosure documents and the impact that the successful execution of such plans will have on our Company and our stakeholders; that the current commodity price and foreign exchange environment will continue or improve; future capital expenditure levels; future crude oil, natural gas liquids and natural gas prices and differentials between light, medium and heavy oil prices and Canadian, WTI and world oil and natural gas prices; future crude oil, natural gas liquids and natural gas production levels, including that we will not be required to shut-in additional production due to the continuation of low commodity prices or the further deterioration of commodity prices and our expectations regarding when commodity prices will improve such that shut-in properties can be returned to production; future exchange rates and interest rates; future debt levels; our ability to execute our capital programs as planned without significant adverse impacts from various factors beyond our control, including weather, wild fires, infrastructure access and delays in obtaining regulatory approvals and third party consents; our ability to obtain equipment in a timely manner to carry out development activities and the costs thereof; our ability to market our oil and natural gas successfully to current and new customers; our ability to obtain financing on acceptable terms, including that the revolving period and term out period of our credit facility are not accelerated, that the maturity date of our senior notes is not accelerated, that our borrowing base is not
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decreased under our credit facility, our ability to renew or replace our syndicated bank facility and our ability to finance the repayment of our senior notes on maturity; and our ability to add production and reserves through our development and exploitation activities.
Although the Company believes that the expectations reflected in the forward-looking statements contained in this document, and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the forward-looking statements contained herein will not be correct, which may cause our actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things: the possibility that we are not able to continue as a going concern and realize our assets and discharge our liabilities in the normal course of business; the possibility that the Company will not be able to continue to successfully execute our business plans and strategies in part or in full, and the possibility that some or all of the benefits that the Company anticipates will accrue to our Company and our stakeholders as a result of the successful execution of such plans and strategies do not materialize; the possibility that the Company is unable to complete one or more of the potential transactions being pursued pursuant to our ongoing strategic alternatives review process, including the potential disposition of assets, on favorable terms or at all; the possibility that the Company does not qualify for one or more government assistance programs implemented in connection with the COVID-19 pandemic and other regional and/or global health related events, or that the impact of such programs falls below our expectations; the impact on energy demand of regional and/or global health related events, including the ongoing COVID-19 pandemic and the responses of governments and the public to the pandemic, including the risk that the amount of demand destruction and/or the length of the decreased demand exceeds or expectations; the possibility that the revolving period and term out period of our credit facility and the maturity date of our senior notes is accelerated, that the borrowing base under our credit facility is reduced, that the Company is unable to renew our credit facilities on acceptable terms or at all and/or finance the repayment of our senior notes when they mature and/or obtain debt and/or equity financing to replace one or both of our credit facilities and senior notes; the possibility that we breach one or more of the financial covenants pursuant to our agreements with our lenders and the holders of our senior notes; the possibility that we are forced to shut-in additional production or continue existing production shut-ins longer than anticipated, whether due to commodity prices failing to rise or decreasing further or changes to existing government curtailment programs or the imposition of new programs; the risk that OPEC, Russia and other nations fail to adhere to existing production quotas or agree to new production quotas to balance supply and demand fundamentals for crude oil; general economic and political conditions in Canada, the U.S. and globally, and in particular, the effect that those conditions have on commodity prices and our access to capital; industry conditions, including fluctuations in the price of crude oil, natural gas liquids and natural gas, price differentials for crude oil and natural gas produced in Canada as compared to other markets, and transportation restrictions, including pipeline and railway capacity constraints; fluctuations in foreign exchange or interest rates; unanticipated operating events or environmental events that can reduce production or cause production to be shut-in or delayed (including extreme cold during winter months, wild fires and flooding); and the other factors described under “Risk Factors” in our Annual Information Form and described in our public filings, available in Canada at www.sedar.com and in the United States at www.sec.gov. Readers are cautioned that this list of risk factors should not be construed as exhaustive.
The forward-looking statements contained in this document speak only as of the date of this document. Except as expressly required by applicable securities laws, we do not undertake any obligation to publicly update any forward-looking statements. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
OBSIDIAN ENERGY: Suite 200, 207 - 9th Avenue SW, Calgary, Alberta T2P 1K3, Phone: 403-777-2500, Fax: 403-777-2699, Toll Free: 1-866-693-2707, Website: www.obsidianenergy.com; Investor Relations: Toll Free: 1-888-770-2633, E-mail: investor_relations@obsidianenergy.com
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Exhibit 99.2
MANAGEMENT’S DISCUSSION AND ANALYSIS
For the three months ended March 31, 2020
This management’s discussion and analysis of financial condition and results of operations (“MD&A”) of Obsidian Energy Ltd. (“Obsidian Energy”, the “Company”, “we”, “us”, “our”) should be read in conjunction with the Company’s unaudited interim condensed consolidated financial statements for the three months ended March 31, 2020 and the Company’s audited consolidated financial statements and MD&A for the year ended December 31, 2019. The date of this MD&A is May 5, 2020. All dollar amounts contained in this MD&A are expressed in millions of Canadian dollars unless noted otherwise.
Certain financial measures such as funds flow from operations, funds flow from operations per share-basic, funds flow from operations per share-diluted, netback, gross revenues, net debt and Adjusted EBITDA included in this MD&A do not have a standardized meaning prescribed by International Financial Reporting Standards (“IFRS”) and therefore are considered non-GAAP measures; accordingly, they may not be comparable to similar measures provided by other issuers. This MD&A also contains oil and gas information and forward-looking statements. Please see the Company’s disclosure under the headings “Non-GAAP Measures”, “Oil and Gas Information”, and “Forward-Looking Statements” included at the end of this MD&A.
All per share figures included in this MD&A reflect the 7:1 common share consolidation that was effective June 5, 2019.
Quarterly Financial Summary
(millions, except per share and production amounts) (unaudited)
| Three months ended | Mar. 31 2020 |
Dec. 31 2019 |
Sep. 30 2019 |
June 30 2019 |
Mar. 31 2019 |
Dec. 31 2018 |
Sep. 30 2018 |
June 30 2018 |
||||||||||||||||||||||||
| Oil and natural gas sales and other income | $ | 84 | $ | 112 | $ | 94 | $ | 109 | $ | 103 | $ | 82 | $ | 124 | $ | 122 | ||||||||||||||||
| Cash flow from operations |
33 | 49 | 32 | (3 | ) | (1 | ) | 19 | 43 | (20 | ) | |||||||||||||||||||||
| Basic per share |
0.45 | 0.67 | 0.44 | (0.04 | ) | (0.01 | ) | 0.26 | 0.59 | (0.28 | ) | |||||||||||||||||||||
| Diluted per share |
0.45 | 0.67 | 0.44 | (0.04 | ) | (0.01 | ) | 0.26 | 0.59 | (0.28 | ) | |||||||||||||||||||||
| Funds flow from operations (1) |
37 | 54 | 29 | 41 | 36 | (2 | ) | 26 | 32 | |||||||||||||||||||||||
| Basic per share |
0.51 | 0.74 | 0.40 | 0.56 | 0.50 | (0.03 | ) | 0.36 | 0.44 | |||||||||||||||||||||||
| Diluted per share |
0.51 | 0.74 | 0.40 | 0.56 | 0.50 | (0.03 | ) | 0.36 | 0.44 | |||||||||||||||||||||||
| Net income (loss) |
(746 | ) | (544 | ) | (28 | ) | (162 | ) | (54 | ) | (113 | ) | (31 | ) | (96 | ) | ||||||||||||||||
| Basic per share |
(10.22 | ) | (7.45 | ) | (0.38 | ) | (2.22 | ) | (0.74 | ) | (1.56 | ) | (0.43 | ) | (1.33 | ) | ||||||||||||||||
| Diluted per share |
$ | (10.22 | ) | $ | (7.45 | ) | $ | (0.38 | ) | $ | (2.22 | ) | $ | (0.74 | ) | $ | (1.56 | ) | $ | (0.43 | ) | $ | (1.33 | ) | ||||||||
| Production |
||||||||||||||||||||||||||||||||
| Light oil (bbls/d) |
12,512 | 12,246 | 10,802 | 12,453 | 12,376 | 11,429 | 10,790 | 11,057 | ||||||||||||||||||||||||
| Heavy oil (bbls/d) |
3,644 | 3,718 | 3,991 | 4,059 | 4,096 | 4,784 | 4,833 | 5,172 | ||||||||||||||||||||||||
| NGLs (bbls/d) |
2,239 | 2,095 | 2,192 | 2,201 | 2,122 | 2,788 | 2,222 | 2,322 | ||||||||||||||||||||||||
| Natural gas (mmcf/d) |
52 | 52 | 51 | 55 | 54 | 65 | 60 | 61 | ||||||||||||||||||||||||
| Total (boe/d) |
27,092 | 26,639 | 25,505 | 27,835 | 27,651 | 29,905 | 27,777 | 28,697 | ||||||||||||||||||||||||
| (1) | Please refer to the prior quarterly filings for reconciliations of cash flow from operations to funds flow from operations. |
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 1 |
Cash flow from Operations and Funds Flow from Operations
| Three months ended March 31 |
||||||||
| (millions, except per share amounts) | 2020 | 2019 | ||||||
| Cash flow from operating activities |
$ | 33 | $ | (1 | ) | |||
| Change in non-cash working capital |
(5 | ) | 27 | |||||
| Decommissioning expenditures |
8 | 2 | ||||||
| Onerous office lease settlements |
(1 | ) | 1 | |||||
| Restructuring charges |
- | 1 | ||||||
| Other expenses (1) |
2 | 6 | ||||||
| Funds flow from operations |
$ | 37 | $ | 36 | ||||
| Per share |
||||||||
| Basic and Diluted per share |
$ | 0.51 | $ | 0.50 | ||||
| (1) | Includes legal fees related to claims against former Penn West Petroleum Ltd. (“Penn West”) employees related to the Company’s 2014 restatement of certain financial results. |
In the first quarter of 2020, cash flow from operations increased primarily due to changes in working capital, mainly due to the timing of payments and receipts. Funds flow from operations was comparable to the prior period as increases in light oil production from the Company’s Cardium program were offset by a lower commodity price environment in 2020.
Business Strategy
Since March 2020, the oil and gas industry has experienced significant volatility with commodity prices, specifically crude oil prices. This is primarily due to macro-economic factors related to reduced demand for crude oil as a result of the COVID-19 pandemic and potential lack of storage forcing production shut-ins. At the time crude oil prices began to fall in March, we had completed the majority of our drilling program for the first half of 2020, which is expected to total $51 million including drilling 10 horizontal wells, optimization spending and decommissioning expenditures. If the current low crude oil price environment continues, the Company anticipates minimal capital spending for the remainder of the year, however, we do have the operational flexibility to begin drilling activities quickly once crude oil prices recover.
The Company has been actively reviewing our portfolio considering the current commodity price outlook and has shut-in 3,784 boe per day of production deemed temporarily uneconomic. This reduction is primarily composed of heavy oil and associated gas production in the Peace River and Viking areas and certain light-oil properties in the Cardium. The Company will continue to economically evaluate and adjust our production base as required in this volatile commodity price environment.
Over the past several months, the Company has continued to focus on cost savings initiatives. This has resulted in future cost savings, specifically from the Company’s amended head office lease agreement which has led to total annual savings of $7 million as well as operating cost reductions which has led to an additional $8 million from our original operating cost estimate for the first half of 2020, prior to the impact of shut-in production. Recently, the Company also took action to further reduce both G&A and operating costs in light of the current macro environment which led to a 20 percent reduction to head office staff salaries, a 10 percent reduction to field staff salaries, the suspension of the Company’s matching component under the employee saving plan and a 10 percent reduction to the Board of Directors retainer fees. Additionally, the Company continues to monitor all potential government relief programs. Currently, we have applied for the Canadian Emergency Wage Subsidy (“CEWS”) and the Alberta Site Rehabilitation (“ASR”) program. The CEWS allows eligible companies to receive a subsidy of up to 75 percent of employee wages, subject to a cap, for up to 12 weeks between March and June 2020. Under the first phase of the ASR program, companies may apply to have the government fund service companies to perform abandonment and/or reclamation related work. Applications for these grants are subject to certain maximums and may be eligible for up to 100 percent government funding.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 2 |
In 2019, the Company’s Board of Directors determined that it was in the best interest of the Company and our stakeholders to initiate a formal process to explore strategic alternatives, this process continues. This strategic review process is to evaluate Obsidian Energy’s strategic options and alternatives to maximize shareholder value. Such strategic alternatives may include, but are not limited to, a corporate sale, merger or other business combination, a disposition of all or a portion of the Company’s assets, a recapitalization, a refinancing of our capital structure, or any combination of the foregoing. The Board of Directors is undertaking a broad review of the potential alternatives to enhance stakeholder value and hired Tudor, Pickering, Holt & Co. as our financial advisor in connection with the review and analysis of strategic alternatives. We do not intend to provide updates until such time as the Board of Directors approves a definitive transaction or strategic alternative, or otherwise determines that further disclosure is necessary or appropriate.
The strategic review process has had no impact on the Company’s operations as we have continued to focus on development in the Willesden Green area prior to the recent commodity price downturn. Once commodity prices improve, we will continue to unlock the value of this predictable, short payback, low decline light-oil Cardium asset. Since 2018, the Company has taken a “manufacturing style” approach to full field development of this play which has resulted in strong production results and cost synergies in the field. We continue to focus on our development and strategic efforts and the Company will continue to evaluate asset dispositions and other transactions as part of the strategic review process.
As Obsidian Energy moves forward, in an improved commodity price environment we believe our plan to focus on our industry leading Cardium position offers a predictable, liquids weighted, production profile generating sustainable value for all stakeholders.
Business Environment
The following table outlines quarterly averages for benchmark prices and Obsidian Energy’s realized prices for the previous eight quarters.
| Q1 2020 | Q4 2019 | Q3 2019 | Q2 2019 | Q1 2019 | Q4 2018 | Q3 2018 | Q2 2018 | |||||||||||||||||||||||||
| Benchmark prices |
||||||||||||||||||||||||||||||||
| WTI crude oil ($US/bbl) |
$ | 46.17 | $ | 56.96 | $ | 56.45 | $ | 59.81 | $ | 54.90 | $ | 58.81 | $ | 69.50 | $ | 67.88 | ||||||||||||||||
| Edm mixed sweet par price (CAD$/bbl) |
51.62 | 67.99 | 68.40 | 73.81 | 66.52 | 42.97 | 81.92 | 80.62 | ||||||||||||||||||||||||
| Western Canada Select (CAD$/bbl) |
34.11 | 54.29 | 58.39 | 65.72 | 56.73 | 25.63 | 61.76 | 62.82 | ||||||||||||||||||||||||
| NYMEX Henry Hub ($US/mmbtu) |
1.95 | 2.50 | 2.32 | 2.47 | 2.85 | 3.68 | 2.86 | 2.80 | ||||||||||||||||||||||||
| AECO Index (CAD$/mcf) |
2.22 | 2.48 | 0.92 | 1.08 | 2.66 | 1.74 | 1.20 | 1.11 | ||||||||||||||||||||||||
| Foreign exchange rate (CAD$/$US) |
1.345 | 1.320 | 1.321 | 1.338 | 1.329 | 1.322 | 1.307 | 1.291 | ||||||||||||||||||||||||
| Average sales price (1) |
||||||||||||||||||||||||||||||||
| Light oil (CAD$/bbl) |
50.59 | 70.57 | 68.14 | 72.20 | 64.88 | 37.88 | 82.70 | 78.50 | ||||||||||||||||||||||||
| Heavy oil (CAD$/bbl) |
20.07 | 41.80 | |
40.44 |
|
42.63 | 30.62 | 7.70 | 45.30 | 46.81 | ||||||||||||||||||||||
| NGLs (CAD$/bbl) |
22.52 | 31.42 | 15.75 | 14.95 | 21.44 | 24.99 | 40.47 | 42.91 | ||||||||||||||||||||||||
| Total liquids (CAD$/bbl) |
41.13 | 60.10 | 54.87 | 59.05 | 52.37 | 28.39 | 67.31 | 65.21 | ||||||||||||||||||||||||
| Natural gas (CAD$/mcf) |
2.20 | 2.55 | 1.05 | 1.18 | 2.41 | 2.46 | 1.87 | 1.62 | ||||||||||||||||||||||||
| Benchmark differentials |
||||||||||||||||||||||||||||||||
| WTI - Edm Light Sweet ($US/bbl) |
(7.58 | ) | (5.37 | ) | (4.66 | ) | (4.63 | ) | (4.85 | ) | (26.30 | ) | (6.83 | ) | (5.45 | ) | ||||||||||||||||
| WTI - WCS Heavy ($US/bbl) |
$ | (20.53 | ) | $ | (15.83 | ) | $ | (12.24 | ) | $ | (10.68 | ) | $ | (12.22 | ) | $ | (39.42 | ) | $ | (22.25 | ) | $ | (19.27 | ) | ||||||||
| (1) | Excludes the impact of realized hedging gains or losses. |
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 3 |
Crude Oil
During the first quarter of 2020, WTI prices averaged US$46.17 per barrel. Crude oil prices started 2020 above WTI US$60 per barrel due to the escalating conflict between the US and Iran. This conflict eventually subsided, and the focus shifted to the potential outlook for worldwide crude oil demand in response to the impact of the COVID-19 pandemic and concerns over additional supply as OPEC restrictions stopped at the end of March and both Saudi Arabia and Russia signaled potential production increases. This resulted in crude oil prices decreasing into the WTI US$20 per barrel range in March. Subsequent to the first quarter of 2020, OPEC, Russia and others agreed to a 10-million-barrel per day production cut beginning in May, however, commodity prices have not improved as the focus has been on the increasing negative demand impact of the COVID-19 pandemic and the lack of crude oil storage. In late April and early May, WTI prices have been in the US$15 – $20 per barrel range.
In the first quarter of 2020, crude oil differentials continued to widen due to increasing storage levels in Western Canada. Light oil differentials averaged US$7.58 per barrel and heavy oil differentials averaged US$20.53 per barrel over the quarter.
In the second quarter of 2020, the Company has the following crude oil hedges in place on a weighted average basis:
| April | May | June | ||||||||||
| WTI $CAD |
78.11 | 77.92 | 77.41 | |||||||||
| Total bbl/day |
4,000 | 3,000 | 2,000 | |||||||||
Natural Gas
NYMEX Henry Hub gas prices reached a high of US$2.17 per mmbtu in January and then steadily decreased throughout the first quarter due to the mild weather impact on demand to a low of US$1.70 per mmbtu in late March. In January 2020, cold weather in Alberta, resulted in AECO 5A prices peaking at $3.07 per mcf before subsequently declining throughout the quarter to a low of $1.82 per mcf in March. For the first quarter of 2020, the daily AECO (5A) price averaged $2.22 per mcf.
In 2020, the Company has the following natural gas hedges in place on a weighted average basis:
| Q2 | Q3 | |||||||
| AECO $CAD |
1.68 | 1.68 | ||||||
| Total mcf/day |
23,700 | 22,800 | ||||||
Average Sales Prices
| Three months ended March 31 |
||||||||||||
| 2020 | 2019 | % change |
||||||||||
| Light oil (per bbl) |
$ | 50.59 | $ | 64.88 | (22 | ) | ||||||
| Heavy oil (per bbl) |
20.07 | 30.62 | (34 | ) | ||||||||
| NGLs (per bbl) |
22.52 | 21.44 | 5 | |||||||||
| Total liquids (per bbl) |
41.13 | 52.37 | (21 | ) | ||||||||
| Risk management (loss) gain (per bbl) |
6.47 | (2.68 | ) | n/a | ||||||||
| Total liquids price, net (per bbl) |
47.60 | 49.69 | (4 | ) | ||||||||
| Natural gas (per mcf) |
2.20 | 2.41 | (9 | ) | ||||||||
| Risk management (loss) gain (per mcf) |
0.04 | - | 100 | |||||||||
| Natural gas net (per mcf) |
2.24 | 2.41 | (7 | ) | ||||||||
| Weighted average (per boe) |
32.17 | 39.95 | (19 | ) | ||||||||
| Risk management (loss) gain (per boe) |
4.47 | (1.80 | ) | n/a | ||||||||
| Weighted average net (per boe) |
$ | 36.64 | $ | 38.15 | (4 | ) | ||||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 4 |
RESULTS OF OPERATIONS
Production
| Three months ended March 31 |
||||||||||||
| Daily production | 2020 | 2019 | % change |
|||||||||
| Light oil (bbls/d) |
12,512 | 12,376 | 1 | |||||||||
| Heavy oil (bbls/d) |
3,644 | 4,096 | (11 | ) | ||||||||
| NGLs (bbls/d) |
2,239 | 2,122 | 6 | |||||||||
| Natural gas (mmcf/d) |
52 | 54 | (4 | ) | ||||||||
| Total production (boe/d) |
27,092 | 27,651 | (2 | ) | ||||||||
During the first quarter of 2020, light oil production increased from the comparable period as a result of the Company’s continued focus on the Cardium and the strong production results from our development program. Additionally, the Company had an active optimization program that has mitigated base production declines.
Natural gas and heavy oil production declines in our remaining areas reduced production due to restricted capital spending and our decision to not repair certain failed wells that were uneconomic.
Average production within the Company’s asset areas was as follows:
| Three months ended March 31 |
||||||||||||
| Daily production (boe/d) | 2020 | 2019 | % change |
|||||||||
| Cardium |
21,739 | 20,876 | 4 | |||||||||
| Peace River |
4,040 | 4,449 | (9 | ) | ||||||||
| Alberta Viking |
830 | 1,009 | (18 | ) | ||||||||
| Legacy |
483 | 1,317 | (63 | ) | ||||||||
| Total |
27,092 | 27,651 | (2 | ) | ||||||||
Netbacks
| Three months ended March 31 | ||||||||||||||||
| 2020 | 2019 | |||||||||||||||
| Liquids (bbl) |
Natural Gas (mcf) |
Combined (boe) |
Combined (boe) |
|||||||||||||
| Operating netback: |
||||||||||||||||
| Sales price |
$ | 41.13 | $ | 2.20 | $ | 32.17 | $ | 39.95 | ||||||||
| Risk management gain (loss) (1) |
6.47 | 0.04 | 4.47 | (1.80 | ) | |||||||||||
| Royalties |
(3.04 | ) | (0.09 | ) | (2.23 | ) | (2.81 | ) | ||||||||
| Transportation |
(3.31 | ) | (0.22 | ) | (2.68 | ) | (2.87 | ) | ||||||||
| Operating costs (2) |
(15.16 | ) | (0.91 | ) | (12.04 | ) | (13.49 | ) | ||||||||
| Netback |
$ | 26.09 | $ | 1.02 | $ | 19.69 | $ | 18.98 | ||||||||
| (bbls/d) | (mmcf/d) | (boe/d) | (boe/d) | |||||||||||||
| Production |
18,395 | 52 | 27,092 | 27,651 | ||||||||||||
| (1) | Realized risk management gains or losses on commodity contracts. |
| (2) | For 2020, includes the benefit of third party processing fees totaling $2 million (2019 - $2 million). |
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 5 |
In the first quarter of 2020, the Company’s netbacks were higher than the prior period primarily due to lower operating costs as a result of several successful cost saving initiatives and higher realized risk management gains on crude oil hedges. This was partially offset by lower realized sales prices due to commodity price decreases in March from the COVID-19 pandemic reducing demand, potential OPEC/Russia production increases and the potential lack of crude oil storage.
Oil and Natural Gas Sales and Gross Revenues
A reconciliation from oil and natural gas sales and other income to gross revenues is as follows:
| Three months ended March 31 |
||||||||
| (millions) | 2020 | 2019 | ||||||
| Oil and natural gas sales and other income |
$ | 84 | $ | 103 | ||||
| Realized risk management gain (loss) (1) |
11 | (4 | ) | |||||
| Less: Processing fees |
(2 | ) | (2 | ) | ||||
| Less: Other income |
(2 | ) | (1 | ) | ||||
| Gross revenues |
$ | 91 | $ | 96 | ||||
| (1) | Relates to realized risk management gains and losses on commodity contracts |
Oil and natural gas sales and other income and gross revenues were lower in the first quarter of 2020 as a result of lower commodity prices and lower production volumes, partially offset by higher light oil production.
Change in Gross Revenues
| (millions) | ||||
| Gross revenues – January 1 – March 31, 2019 |
$ | 96 | ||
| Increase in liquids production |
1 | |||
| Decrease in liquids prices (1) |
(4 | ) | ||
| Decrease in natural gas production |
(1 | ) | ||
| Decrease in natural gas prices (1) |
(1 | ) | ||
| Gross revenues – January 1 – March 31, 2020 (2) |
$ | 91 | ||
| (1) | Includes realized risk management gains and losses on commodity contracts. |
| (2) | Excludes processing fees and other income. |
Royalties
| Three months ended March 31 |
||||||||||||
| 2020 | 2019 | % change |
||||||||||
| Royalties (millions) |
$ | 5 | $ | 7 | (29 | ) | ||||||
| Average royalty rate (1) |
7% | 7% | - | |||||||||
| $/boe |
$ | 2.23 | $ | 2.81 | (21 | ) | ||||||
| (1) | Excludes effects of risk management activities and other income. |
In the first quarter of 2020, royalties decreased from the comparable period largely due to lower commodity prices.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 6 |
Expenses
| Three months ended March 31 |
||||||||||||
| (millions) | 2020 | 2019 | % change |
|||||||||
| Operating |
$ | 32 | $ | 36 | (11 | ) | ||||||
| Transportation |
7 | 7 | - | |||||||||
| Financing |
11 | 9 | 22 | |||||||||
| Share-based compensation |
$ | - | $ | 1 | (100 | ) | ||||||
| Three months ended March 31 |
||||||||||||
| (per boe) | 2020 | 2019 | % change |
|||||||||
| Operating (1) |
$ | 12.04 | $ | 13.49 | (11 | ) | ||||||
| Transportation |
2.68 | 2.87 | (7 | ) | ||||||||
| Financing |
4.57 | 3.49 | 31 | |||||||||
| Share-based compensation |
$ | - | $ | 0.66 | (100 | ) | ||||||
| (1) | Includes the benefit of third-party processing fees totaling $2 million for the first quarter of 2020 (2019 - $2 million). |
Operating
In the first quarter of 2020, the Company continued to progress on several cost saving initiatives which led to lower operating costs. The results for the first quarter of 2020 also include the full impact of the Company’s Legacy asset shut-in program, which was completed in 2019.
Transportation
The Company continues to utilize multiple sales points in the Peace River area to increase realized prices. These sales arrangements are partially offset by additional transportation costs.
Financing
Financing expense consists of the following:
| Three months ended March 31 |
||||||||
| (millions) | 2020 | 2019 | ||||||
| Interest on long-term-debt and fees |
$ | 10 | $ | 7 | ||||
| Unwinding of discount on lease liabilities |
1 | 2 | ||||||
| Financing |
$ | 11 | $ | 9 | ||||
Obsidian Energy’s debt structure includes short-term borrowings under our syndicated credit facility and long-term financing through our senior notes. Financing charges increased from the comparable period mainly due to higher drawn balances under the Company’s syndicated credit facility as a result of higher capital expenditures in the first quarter of 2020 compared to 2019. Additionally, during the first quarter of 2020, the Company paid extension fees as a result of entering amending agreements with our lenders and various advisor costs, which contributed to the increase.
The interest rates on the Company’s syndicated credit facility are subject to fluctuations in short-term money market rates as advances on the syndicated credit facility are generally made under short-term instruments. As at March 31, 2020, 86 percent (December 31, 2019 – 87 percent) of the Company’s outstanding debt instruments were exposed to changes in short-term interest rates.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 7 |
The Company has a reserve-based syndicated credit facility which is subject to a semi-annual borrowing base redetermination typically in May and November of each year. During the first quarter of 2020, the Company entered into an amending agreement with our banking syndicate whereby the underlying borrowing base of the syndicated credit facility and the amount available to be drawn under the syndicated credit facility is $550 million and $450 million, respectively. Additionally, the following terms were included in the amending agreement:
| ● | the revolving period under the agreement was extended to May 31, 2021 with the end date of the term period extended to November 30, 2021; |
| ● | a revolving period reconfirmation date will occur on June 22, 2020, whereby the lenders may accelerate the end date of the revolving period to June 30, 2020 with the end date of the term period also concurrently accelerated to April 1, 2021; and |
| ● | the next scheduled borrowing base redetermination will occur on November 30, 2020. |
During the first quarter of 2020, the Company agreed with holders of our senior notes to move the maturity dates of the notes due on March 16, 2020, May 29, 2020, December 2, 2020, December 2, 2022 and December 2, 2025 to November 30, 2021. Under the agreement, the senior notes maturity dates will be accelerated to April 1, 2021, if the borrowing base is not reconfirmed by the syndicated credit facility on June 22, 2020.
In 2019, the Company announced the initiation of a formal strategic alternative process to maximize shareholder value, this process continues. Such strategic alternatives may include, but are not limited to, a corporate sale, merger or other business combination, a disposition of all or a portion of the Company’s assets, a recapitalization, a refinancing of our capital structure, or any combination of the foregoing. The Company continues to work through this process however there can be no guarantee on the outcome. The outcome of the strategic review process as well as various factors such as government regulations and the commodity price environment lead to risk and uncertainty around revolving period reconfirmations and the terms of future renewals of the syndicated credit facility.
At March 31, 2020, the carrying value of the Company’s US dollar denominated senior notes was $67 million (December 31, 2019 – $62 million). The increase in carrying value is the result of a weaker Canadian dollar against the US dollar at the comparable balance sheet dates. Summary information on the Company’s senior notes outstanding as at March 31, 2020 is as follows:
| Issue date | Amount (millions) | Initial Term (1) |
Average interest |
Weighted average remaining |
||||||||||||
| 2008 Notes |
May 29, 2008 | US$4 | 8 – 12 years | 6.40% | 1.7 | |||||||||||
| 2010 Q1 Notes |
March 16, 2010 | US$10 | 5 – 15 years | 5.85% | 1.7 | |||||||||||
| 2010 Q4 Notes |
December 2, 2010 | US$21 | 5 – 15 years | 4.94% | 1.7 | |||||||||||
| 2011 Notes |
November 30, 2011 | US$12 | 5 – 10 years | 4.79% | 1.7 | |||||||||||
| (1) | During the first quarter of 2020, the Company entered into agreements with holders of our senior notes to change the maturity dates of senior notes due in 2020, 2022 and 2025 to November 2021. |
Share-Based Compensation
Share-based compensation expense relates to the Company’s Stock Option Plan (the “Option Plan”), Restricted and Performance Share Unit Plan (“RPSU”), Deferred Share Unit Plan (“DSU”) and Performance Share Unit Plan (“PSU”).
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 8 |
Share-based compensation expense consisted of the following:
| Three months ended March 31 |
||||||||
| (millions) | 2020 | 2019 | ||||||
| RPSU plan |
$ | - | $ | 1 | ||||
| Share-based compensation |
$ | - | $ | 1 | ||||
The share price used in the fair value calculation of the PSU and DSU obligations at March 31, 2020 was $0.23 per share (2019 – $2.59). Share-based compensation expense related to the DSU plan and Option plan were insignificant in both periods.
General and Administrative Expenses
| Three months ended March 31 |
||||||||
| (millions, except per boe amounts) | 2020 | 2019 | ||||||
| Gross |
$ | 7 | $ | 10 | ||||
| Per boe |
2.88 | 3.80 | ||||||
| Net |
4 | 5 | ||||||
| Per boe |
$ | 1.63 | $ | 2.01 | ||||
In 2019, the Company focused our development operations on the Cardium which led to staff reductions, information technology savings and associated lower head office costs. The full effect of these changes are being realized in the first quarter of 2020, which led to decreases in both gross and net costs from 2019.
Restructuring and Other expenses
| Three months ended March 31 |
||||||||
| (millions, except per boe amounts) | 2020 | 2019 | ||||||
| Restructuring |
$ | - | $ | 1 | ||||
| Per boe |
- | 0.31 | ||||||
| Other |
2 | 6 | ||||||
| Per boe |
$ | 1.16 | $ | 2.60 | ||||
In 2018, the Company fully utilized available insurance coverage relating to ongoing claims against former Penn West employees arising from the Company’s 2014 restatement of certain financial results when we were known as Penn West. A claim brought by the United States Securities and Exchange Commission (SEC) against Penn West was previously settled. The Company has been indemnifying two former employees pursuant to indemnity agreements in connection with ongoing claims brought by the SEC arising out of the same restatement.
On July 18, 2019, the Company notified the two former employees that the Company did not believe that the former employees met the criteria for indemnification, that the amounts invoiced on account of indemnification to date were in any event unreasonable, and that the Company would not be making any further advancements on account of indemnification. At the same time, the Company commenced a proceeding in the Court of Queen’s Bench of Alberta against the two former employees, seeking a declaration that they had no further entitlement to indemnification, an order compelling them to repay all amounts advanced to date on account of indemnification, an order assessing the reasonableness of the amounts paid to date in respect of the indemnification, and other relief. In response, the two former employees brought a preliminary application to limit the evidence admissible in the proceeding. The preliminary application Judge ruled that the Company could not seek a declaration that the Respondents are disentitled to advancements or indemnification because they failed to act honestly and in good faith with a view to the best interests of the Company and had no reasonable grounds for believing that their conduct leading to the SEC Action was lawful, until after the former employees had had the opportunity to defend the allegations made against them in the SEC Action. The Company’s application was permitted to proceed on alternate grounds related to the reasonableness and appropriateness of the costs, charges and expenses claimed by the two former employees.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 9 |
The Company has appealed the preliminary application Judges’ decision to the Court of Appeal of Alberta. The appeal is currently scheduled to be heard in December 2020.
On April 28, 2020, the U.S. District Court for the Southern District of New York approved settlements reached between the SEC and the two former employees. Under the settlements, in which the former employees neither admitted to nor denied the allegations made against them by the SEC, the two former employees agreed to make certain monetary payments. The Company currently is evaluating the impact of the SEC settlements on the former employees’ claims to advancement and indemnification.
Depletion, Depreciation, Impairment and Accretion
| Three months ended March 31 |
||||||||
| (millions, except per boe amounts) | 2020 | 2019 | ||||||
| Depletion and depreciation (“D&D”) |
$ | 44 | $ | 67 | ||||
| D&D expense per boe |
17.84 | 27.02 | ||||||
| Impairment |
763 | - | ||||||
| Impairment per boe |
309.38 | - | ||||||
| Accretion |
3 | 2 | ||||||
| Accretion expense per boe |
$ | 1.06 | $ | 0.99 | ||||
The Company’s D&D expense decreased from 2019, primarily due to non-cash impairment charges recorded in the Peace River asset in the second quarter of 2019 and various non-cash impairment charges recorded in the fourth quarter of 2019 mainly due to lower forecast commodity prices and higher discount rates due to continued volatility within the oil and gas industry.
At March 31, 2020, the Company completed an assessment to determine if indicators of impairment or an impairment reversal were present. During the first quarter of 2020, the oil and gas industry experienced a significant decrease in crude oil prices mainly due to reduced demand for commodity products as a result of the COVID-19 pandemic, potential lack of storage forcing crude oil production shut-ins and OPEC and Russia abandoning production quotas and increasing production levels. As a result of the decrease in current and forecasted crude oil prices, the Company concluded that an impairment indicator was present resulting in impairment tests being completed across all our CGUs (Cardium, Peace River, Viking and Legacy). Upon completion of the impairment tests, the Company recorded total non-cash, impairments of $763 million which included $702 million in the Cardium and $58 million in Peace River. No impairment was noted in Viking and a $16 million impairment recovery was recorded within our Legacy CGU as a result of the Company increasing the discount rate used in our decommissioning liability calculation due to current market conditions. Additionally, the Company recorded a $19 million non-cash, impairment related to our corporate assets due to the lack of excess value in our CGUs. The impairment charges were due to lower commodity price forecasts as a result of the beforementioned macro-economic factors. Impairment losses related to PP&E may be reversed in future periods if commodity price forecasts improve.
Taxes
As at March 31, 2020, the Company was in a net unrecognized deferred tax asset position of approximately $441 million. Since the Company has not recognized the benefit of deductible timing differences in excess of taxable timing differences, deferred tax expense (recovery) for the quarter is nil.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 10 |
Foreign Exchange
Obsidian Energy records unrealized foreign exchange gains or losses to translate U.S. denominated senior notes and the related accrued interest to Canadian dollars using the exchange rates in effect on the balance sheet date. Realized foreign exchange gains or losses are recorded upon repayment of the senior notes.
The split between realized and unrealized foreign exchange gains or losses is as follows:
| Three months ended March 31 |
||||||||
| (millions) | 2020 | 2019 | ||||||
| Realized foreign exchange loss on debt maturities |
$ | - | $ | - | ||||
| Unrealized foreign exchange gain (loss) |
(5 | ) | 2 | |||||
| Foreign exchange gain (loss) |
$ | (5 | ) | $ | 2 | |||
Net Loss
| Three months ended March 31 |
||||||||
| (millions, except per share amounts) | 2020 | 2019 | ||||||
| Net loss |
$ | (746 | ) | $ | (54 | ) | ||
| Basic and Diluted per share |
$ | (10.22 | ) | $ | (0.11 | ) | ||
During the first quarter of 2020, the net loss was mainly due to non-cash, PP&E impairment charges as a result of lower forecasted commodity prices due to the impact of the COVID-19 pandemic and potential lack of storage forcing crude oil production shut-ins.
The net loss in 2019 is mainly due to depletion and depreciation charges and unrealized risk management losses on crude oil hedges.
Capital Expenditures
| Three months ended March 31 |
||||||||
| (millions) | 2020 | 2019 | ||||||
| Drilling and completions |
$ | 30 | $ | 27 | ||||
| Well equipping and facilities |
11 | 7 | ||||||
| Capital expenditures |
41 | 34 | ||||||
| Property dispositions, net |
- | (11 | ) | |||||
| Total capital expenditures |
$ | 41 | $ | 23 | ||||
At the start of the first quarter when crude oil prices were higher, the Company continued with our development focus in the Cardium, specifically in the Willesden Green area. All 10 gross wells drilled in the first quarter were in this area, with $4 million attributed to optimization capital spent across our portfolio. There were five of these wells brought on production in March, with the remaining to be brought on production during the second quarter of 2020.
Capital expenditures were higher in the first quarter of 2020 as the Company drilled more wells in the Cardium, with 10 in 2020 compared to five in the first quarter of 2019. The wells drilled in 2020 were at a lower cost than in the prior year ($3.6 million per well in 2020 compared to $4.1 million per well in early 2019) as the Company continues to drive efficiencies, which partially offset the increased activity.
If the current low crude oil price environment continues, the Company anticipates minimal capital spending for the remainder of the year, however, we do have the operational flexibility to begin drilling activities quickly once crude oil prices recover and justify the investment.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 11 |
Drilling
| Three months ended March 31 |
||||||||||||||||
| 2020 | 2019 | |||||||||||||||
| (number of wells) | Gross | Net | Gross | Net | ||||||||||||
| Oil |
12 | 10 | 6 | 5 | ||||||||||||
| Injectors, stratigraphic and service |
1 | - | 3 | - | ||||||||||||
| Total |
13 | 10 | 9 | 5 | ||||||||||||
| Success rate (1) |
100 | % | 100 | % | ||||||||||||
| (1) | Success rate is calculated excluding stratigraphic and service wells. |
Environmental and Climate Change
The oil and gas industry has a number of environmental risks and hazards and is subject to regulation by all levels of government. Environmental legislation includes, but is not limited to, operational controls, site restoration requirements and restrictions on emissions of various substances produced in association with oil and natural gas operations. Compliance with such legislation could require additional expenditures and a failure to comply may result in fines and penalties which could, in the aggregate and under certain assumptions, become material.
Obsidian Energy is dedicated to managing the environmental impact from our operations through our environmental programs which include resource conservation, water management and site abandonment/reclamation/remediation. Obsidian Energy has voluntarily entered into the Government of Alberta’s area-based closure (the “ABC Program”) which has allowed the Company to accelerate abandonment activities, specifically on inactive properties, in a more cost-effective manner. The Company is remaining in the ABC Program for 2020. Additionally, operations are continuously monitored to minimize both environmental and climate change impacts and allocate sufficient capital to reclamation and other activities to mitigate the impact on the areas in which the Company operates
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 12 |
Liquidity and Capital Resources
Net Debt
Net debt is the total of long-term debt and working capital deficiency as follows:
| As at | ||||||||
| (millions) | March 31, 2020 | December 31, 2019 | ||||||
| Long-term debt |
||||||||
| Current portion of long-term debt |
$ | - | $ | 434 | ||||
| Long-term portion of long-term debt |
474 | 27 | ||||||
| Total |
474 | 461 | ||||||
| Working capital deficiency (1) |
||||||||
| Cash |
(2 | ) | (3 | ) | ||||
| Restricted cash |
(2 | ) | (2 | ) | ||||
| Accounts receivable |
(49 | ) | (66 | ) | ||||
| Prepaid expenses and Other |
(12 | ) | (12 | ) | ||||
| Accounts payable and accrued liabilities |
108 | 117 | ||||||
| Total
|
|
43
|
|
|
34
|
| ||
| Net debt |
$ | 517 | $ | 495 | ||||
| (1) | Includes amounts classified as held for sale. |
Net debt increased from 2019, primarily due to commodity price decreases resulting in lower accounts receivable and foreign exchange fluctuations in March 2020.
The Company’s credit facility was classified as a long-term liability at March 31, 2020 as the term-out date is November 30, 2021, which is beyond 12 months from the reporting date.
Liquidity
The Company has a reserve-based syndicated credit facility with an underlying borrowing base of $550 million and a borrowing limit of $450 million. For further details on the Company’s debt instruments, please refer to the “Financing” section of this MD&A.
The Company actively manages our debt portfolio and considers opportunities to reduce or diversify our debt capital structure. Management contemplates both operating and financial risks and takes action as appropriate to limit the Company’s exposure to certain risks. Management maintains close relationships with the Company’s lenders and agents to monitor credit market developments. These actions and plans aim to increase the likelihood of maintaining the Company’s financial flexibility and appropriate capital program, supporting the Company’s ability to capture opportunities in the market and execute longer-term business strategies.
During the first quarter of 2020, the Company entered into amending agreements with holders of our senior notes and our bank syndicate to update our financial covenants as follows:
| ● | for the period from January 1, 2020 onward both the Senior Debt and Total Debt to Adjusted EBITDA covenants have been eliminated; and |
| ● | the maximum for both the Senior Debt and Total Debt to Capitalization ratio was permanently increased to 75 percent. |
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 13 |
On March 31, 2020, the Company was in compliance with all of financial covenants which consisted of the following:
| Limit | March 31, 2020 | |||||||
| Senior debt to capitalization |
Less than 75 | % | 58 | % | ||||
| Total debt to capitalization |
Less than 75 | % | 58 | % | ||||
As at March 31, 2020, Obsidian Energy had sufficient liquidity under our syndicated credit facility to fund operations. Based on strip pricing as of May 1, 2020, the Company is currently forecasting that sufficient liquidity exists under our syndicated credit facility to fund operations and, based on these strip prices, does not expect to have a development capital program. However, with current significant commodity price volatility due to the COVID-19 pandemic and potential lack of storage forcing crude oil production shut-ins, future significant decreases to commodity prices may occur which could impact future cash flows and cause uncertainty as to whether the Company has sufficient liquidity over the next 12 months. As a result, the Company may be required to obtain additional financing to increase liquidity, which is uncertain at this time. As such there is material uncertainty casts substantial doubt on the Company’s ability to continue as a going concern.
Financial Instruments
The Company had the following financial instruments outstanding as at March 31, 2020. Fair values are determined using external counterparty information, which is compared to observable market data. Obsidian Energy limits our credit risk by executing counterparty risk procedures which include transacting only with institutions within our syndicated credit facility or companies with high credit ratings and by obtaining financial security in certain circumstances.
| Notional volume |
Remaining term |
Pricing | Fair value (millions) |
|||||||||||||
| Crude Oil |
||||||||||||||||
| WTI Swaps |
4,000 bbl/d | April 2020 | $78.11/bbl | $ | 6 | |||||||||||
| WTI Swaps |
3,000 bbl/d | May 2020 | $77.92/bbl | 4 | ||||||||||||
| WTI Swaps |
2,000 bbl/d | June 2020 | $77.41/bbl | 2 | ||||||||||||
| AECO Swaps |
||||||||||||||||
| AECO Swaps |
23,700 mcf/d | Q2 2020 | $1.68/mcf | - | ||||||||||||
| AECO Swaps |
|
22,800 mcf/d |
|
|
Q3 2020 |
|
|
$1.68/mcf |
|
|
- |
| ||||
| Total |
$ | 12 | ||||||||||||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 14 |
The components of risk management on the Consolidated Statements of Income (Loss) are as follows:
| Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| Realized |
||||||||
| Settlement of commodity contracts |
$ | 11 | $ | (4 | ) | |||
| Total realized risk management gain (loss) |
11 | (4 | ) | |||||
| Unrealized |
||||||||
| Commodity contracts |
12 | (14 | ) | |||||
| Total unrealized risk management gain (loss) |
12 | (14 | ) | |||||
| Risk management gain (loss) |
$ | 23 | $ | (18 | ) | |||
Outlook
For the first quarter of 2020, the Company remained focused on development of our predictable, light oil, Cardium asset. Through the first quarter of 2020 and subsequently in April and May, market conditions have been volatile, and in response to this the Company reduced spending which commenced in March. As outlined in our press release issued on April 23, 2020 “Obsidian Energy Provides Corporate and Operational Update”, given the current commodity price environment, we are restricting capital spending and shut-in certain heavy oil properties in Peace River and Viking and certain light-oil properties in the Cardium that are currently uneconomic to produce. Total production shut-in is currently 3,784 boe per day. We will continue to monitor commodity prices and determine the appropriate time to reactivate production in these areas or if additional production shut-ins are required. Due to commodity price volatility, we are not providing second half 2020 guidance at this time but will provide market updates as warranted. Current estimates for the first half of 2020 are as follows:
| Metric | Guidance Range | |||||||
| Average Production (1) (2) (3) |
boe per day | 25,500 – 26,000 | ||||||
| Capital Expenditures |
$ millions | 43 | ||||||
| Decommissioning Expenditures |
$ millions | 8 | ||||||
| Operating costs |
$/boe | $11.50 – $11.90 | ||||||
| G&A |
$/boe | $1.65 – $1.85 |
| (1) | Adjusted for asset sales of 115 boe per day. |
| (2) | Assumes the Government of Alberta’s mandatory crude oil and bitumen curtailment program will have an immaterial impact on our 2020 operations as wells outside oil sands designated areas and formations with a spud date of November 8, 2019 or later are exempt from curtailment. |
| (3) | Mid-point of guidance 12,500 bbls/d light oil, 2,500 bbls/d heavy oil, 2,200 bbls/d NGLs and 51 mmcf/d natural gas |
This outlook section is included to provide shareholders with information about Obsidian Energy’s expectations as at May 5, 2020 for average production, capital expenditures, decommissioning expenditures, operating costs and G&A for the first half of 2020 and readers are cautioned that the information may not be appropriate for any other purpose. This information constitutes forward-looking information. Readers should note the assumptions, risks and discussion under “Forward-Looking Statements” and are cautioned that numerous factors could potentially impact the Company and our ability to meet our guidance, including fluctuations in commodity prices, any decision we make to shut-in additional production or resume production from shut-in properties, the impact of the COVID-19 pandemic on supply and demand, changes to the Government of Alberta’s mandatory crude oil and bitumen curtailment program and acquisition and disposition activity.
All press releases are available on Obsidian Energy’s website at www.obsidianenergy.com, on SEDAR at www.sedar.com, and on EDGAR at www.sec.gov.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 15 |
Sensitivity Analysis
Estimated sensitivities to selected key assumptions on funds flow from operations for the 12 months subsequent to the date of this MD&A, including risk management contracts entered to date, are based on forecasted results as discussed in the Outlook above.
| Impact on funds flow | ||||||||
| Change of: | Change | $ millions | $/share | |||||
| Price per barrel of liquids |
WTI US$1.00 | 5 | 0.07 | |||||
| Liquids production |
1,000 bbls/day | 5 | 0.07 | |||||
| Price per mcf of natural gas |
AECO $0.10 | 1 | 0.02 | |||||
| Natural gas production |
10 mmcf/day | 6 | 0.08 | |||||
| Effective interest rate |
1% | 5 | 0.06 | |||||
| Exchange rate ($US per $CAD) |
$0.01 | 1 | 0.02 | |||||
Contractual Obligations and Commitments
Obsidian Energy is committed to certain payments over the next five calendar years and thereafter as follows:
| 2020 | 2021 | 2022 | 2023 | 2024 | Thereafter | Total | ||||||||||||||||||||||
| Long-term debt (1) |
$ | - | $ | 474 | $ | - | $ | - | $ | - | $ | - | $ | 474 | ||||||||||||||
| Transportation |
7 | 7 | 5 | 3 | 2 | 8 | 32 | |||||||||||||||||||||
| Power infrastructure |
6 | 4 | 1 | - | - | - | 11 | |||||||||||||||||||||
| Interest obligations |
17 | 21 | - | - | - | - | 38 | |||||||||||||||||||||
| Office lease |
7 | 10 | 10 | 10 | 10 | 1 | 48 | |||||||||||||||||||||
| Lease liability |
5 | 4 | 3 | - | - | 6 | 18 | |||||||||||||||||||||
| Decommissioning liability (2) |
5 | 6 | 1 | 1 | 1 | 43 | 57 | |||||||||||||||||||||
| Total |
$ | 47 | $ | 526 | $ | 20 | $ | 14 | $ | 13 | $ | 58 | $ | 678 | ||||||||||||||
| (1) | The 2021 figure includes $407 million related to the syndicated credit facility that is due for renewal in 2021. Historically, the Company has successfully renewed our syndicated credit facility. |
| (2) | These amounts represent the inflated, discounted future reclamation and abandonment costs that are expected to be incurred over the life of the Company’s properties. |
The scheduled revolving period of our syndicated credit facility continues to May 31, 2021, with an additional term out period to November 30, 2021, provided that if the lenders do not reconfirm the revolving period on June 22, 2020 the revolving period will accelerate to June 30, 2020 and the end date of the term period will accelerate to April 1, 2021. In addition, the Company has an aggregate of US$47 million in senior notes maturing in 2021. If the Company is unsuccessful in renewing or replacing the syndicated credit facility or obtaining alternate funding for some or all of the maturing amounts of the senior notes, it is possible that we could be required to seek to obtain other sources of financing, including other forms of debt or equity arrangements if available.
The Company is involved in various litigation and claims in the normal course of business and records provisions for claims as required.
Equity Instruments
| Common shares issued: |
||||
| As at March 31, 2020 |
73,022,321 | |||
| Issuances under RPSU plan |
- | |||
| As at May 5, 2020 |
73,022,321 | |||
| Options outstanding: |
||||
| As at March 31, 2020 |
47,022 | |||
| Forfeited |
(258 | ) | ||
| As at May 5, 2020 |
46,764 | |||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 16 |
Changes in Internal Control Over Financial Reporting (“ICFR”)
Obsidian Energy’s senior management has evaluated whether there were any changes in the Company’s ICFR that occurred during the period beginning on January 1, 2020 and ending on March 31, 2020 that have materially affected, or are reasonably likely to materially affect, the Company’s ICFR. No changes to the Company’s ICFR were made during the quarter.
Obsidian Energy utilizes the original Internal Control – Integrated Framework (2013) issued by the Committee of the Sponsoring Organizations of the Treadway Commission (COSO) to design and evaluate our internal control over financial reporting.
Off-Balance-Sheet Financing
Obsidian Energy has off-balance-sheet financing arrangements consisting of operating leases. The operating lease payments are summarized in the Contractual Obligations and Commitments section.
Non-GAAP Measures
Certain financial measures including funds flow from operations, funds flow from operations per share-basic, funds flow from operations per share-diluted, netback, gross revenues and net debt, included in this MD&A do not have a standardized meaning prescribed by IFRS and therefore are considered non-GAAP measures; accordingly, they may not be comparable to similar measures provided by other issuers. Funds flow from operations is cash flow from operating activities before changes in non-cash working capital, decommissioning expenditures, onerous office lease settlements, the effects of financing related transactions from foreign exchange contracts and debt repayments, restructuring charges and certain other expenses and is representative of cash related to continuing operations. Funds flow from operations is used to assess the Company’s ability to fund our planned capital programs. See “Cash flow from Operations and Funds Flow from Operations” above for a reconciliation of funds flow from operations to cash flow from operating activities, being our nearest measure prescribed by IFRS. Netback is the per unit of production amount of revenue less royalties, operating expenses, transportation expenses and realized risk management gains and losses, and is used in capital allocation decisions and to economically rank projects. See “Results of Operations – Netbacks” above for a calculation. Gross revenues are oil and natural gas sales and other income including realized risk management gains and losses on commodity contracts and excludes processing fees and other income and is used to assess the cash realizations on commodity sales. See “Oil and Natural Gas Sales and Gross Revenues” above for a reconciliation of gross revenues to oil and natural gas sales and other income, being our nearest measure prescribed by IFRS. Net debt is the total of long-term debt and working capital deficiency and is used by the Company to assess our liquidity. See “Liquidity and Capital Resources – Net Debt” above for a calculation of the Company’s net debt. Adjusted EBITDA is cash flow from operations excluding the impact of changes in non-cash working capital, decommissioning expenditures, financing expenses, realized gains and losses on foreign exchange hedges on prepayments, realized foreign exchange gains and losses on debt prepayment, restructuring expenses and other expenses. Adjusted EBITDA as defined by Obsidian Energy’s debt agreements excludes the EBITDA contribution from assets sold in the prior 12 months and is used within Obsidian Energy’s covenant calculations related to our syndicated bank facility and senior notes. Additionally, under the syndicated credit facility, realized foreign exchange gains or losses related to debt maturities are excluded from the calculation.
Oil and Gas Information
Barrels of oil equivalent (“boe”) may be misleading, particularly if used in isolation. A boe conversion ratio of six thousand cubic feet of natural gas to one barrel of crude oil is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given that the value ratio based on the price of crude oil as compared to natural gas from time to time may be different from the energy equivalency conversion ratio of 6:1, utilizing a conversion on a 6:1 basis may be misleading as an indication of value.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 17 |
Forward-Looking Statements
Certain statements contained in this document constitute forward-looking statements or information (collectively “forward-looking statements”). In particular, this document contains forward-looking statements pertaining to, without limitation, the following: the expected cost of our first half 2020 drilling program, optimization spending and decommissioning expenditures; our expectations if the low crude oil price environment continues for minimal capital spending for the remainder of the year, however, that we do have the operational flexibility to begin drilling activities quickly once crude oil prices recover; that the Company will continue to economically evaluate and adjust our production base as required in this volatile commodity price environment; our expected future costs savings from the amended head office lease and other operating cost reductions prior to the impact of shut-in production; that we will continue to monitor all potential government relief programs and the potential financial impacts of those programs to the Company; the purpose and possible alternatives in connection with the strategic alternative process, and when we would provide an update on such process; that we will continue to focus on development in the Willesden Green area of the Cardium as it unlocks value on this predictable, short payback, low decline light-oil asset once commodity prices improve; that we will continue to focus on our development and strategic efforts in the Cardium and the Company will continue to evaluate asset dispositions and other transactions as part of the strategic review process; our belief in our plan to focus on our industry leading Cardium position offers a predictable, liquids weighted, production profile generating sustainable value for all stakeholders; the expected re-confirmation and term out dates, as applicable, on the credit facility, and the maturity dates on the senior notes and possible alternative dates if the credit facility is not re-confirmed in June 2020; the possible outcome of the strategic review process as well as various factors such as government regulations and the commodity price environment lead to risk and uncertainty around revolving period reconfirmations and the terms of future renewals of the syndicated credit facility; that the appeal with former Penn West employees will likely be heard in December 2020; that the impairment losses related to PP&E can be reversed in future periods if commodity price forecasts improve; expected timing on when certain wells will be brought on production; the financial covenant amendments and time frames that are applicable in connection with the amending agreements; that the compliance with certain environmental legislation could require additional expenditures and a failure to comply may result in fines and penalties which could, in the aggregate and under certain assumptions, become material; that we are dedicated to managing the environmental impact from our operations through the environmental programs which include resource conservation, water management and site abandonment/ reclamation/ remediation; that we will remain in the ABC program for 2020; that the Company continuously monitors operations to minimize environmental impact and allocate sufficient capital to reclamation and other activities to mitigate the impact on the areas in which the Company operates; that management contemplates both operating and financial risks and takes action as appropriate to limit the Company’s exposure to certain risks and that management maintains close relationships with the Company’s lenders and agents to monitor credit market developments, and these actions and plans aim to increase the likelihood of maintaining the Company’s financial flexibility and capital program, supporting the Company’s ability to capture opportunities in the market and execute longer-term business strategies; that we are forecasting that sufficient liquidity exists under our syndicated credit facility to fund operations and, based on these strip prices, does not expect to have a development capital program; that due to significant commodity price volatility currently due to the COVID-19 pandemic and potential lack of storage forcing production shut-ins, future significant decreases to commodity prices may occur which could impact future cash flows and cause uncertainty as to whether the Company has sufficient liquidity over the next 12 months, and as a result the Company may be required to obtain additional financing to increase liquidity, which is uncertain at this time; the expected impact to first half production due to shut-in activities; the first half 2020 guidance including average production range, capital expenditures and decommissioning expenditures and operating and G&A ranges; when we will provide our second half 2020 guidance; and the sensitivity analysis and contractual obligations and commitments moving forward.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 18 |
With respect to forward-looking statements contained in this document, the Company has made assumptions regarding, among other things: we will have the ability to continue as a going concern going forward and realize our assets and discharge our liabilities in the normal course of business; that the Company does not dispose of or acquire material producing properties or royalties or other interests therein; the impact of the Alberta government mandated curtailment of crude oil and bitumen production; the impact of regional and/or global health related events, including the ongoing COVID-19 pandemic, on energy demand; that the Company’s operations and production will not be disrupted by circumstances attributable to the COVID-19 pandemic and the responses of governments and the public to the pandemic; global energy policies going forward, including the continued agreement of members of OPEC, Russia and other nations to adhere to existing production quotas or further reduce production quotas; our ability to qualify for government programs created as a result of the COVID-19 pandemic and obtain financial assistance therefrom and the impact of those programs on our financial condition; our ability to execute our plans as described herein and in our other disclosure documents and the impact that the successful execution of such plans will have on our Company and our stakeholders; that the current commodity price and foreign exchange environment will continue or improve; future capital expenditure levels; future crude oil, natural gas liquids and natural gas prices and differentials between light, medium and heavy oil prices and Canadian, WTI and world oil and natural gas prices; future crude oil, natural gas liquids and natural gas production levels, including that we will not be required to shut-in additional production due to the continuation of low commodity prices or the further deterioration of commodity prices and our expectations regarding when commodity prices will improve such that shut-in properties can be returned to production; future exchange rates and interest rates; future debt levels; our ability to execute our capital programs as planned without significant adverse impacts from various factors beyond our control, including weather, wild fires, infrastructure access and delays in obtaining regulatory approvals and third party consents; our ability to obtain equipment in a timely manner to carry out development activities and the costs thereof; our ability to market our oil and natural gas successfully to current and new customers; our ability to obtain financing on acceptable terms, including that the revolving period and term out period of our credit facility are not accelerated, that the maturity date of our senior notes is not accelerated, that our borrowing base is not decreased under our credit facility, our ability to renew or replace our syndicated bank facility and our ability to finance the repayment of our senior notes on maturity; and our ability to add production and reserves through our development and exploitation activities.
Although the Company believes that the expectations reflected in the forward-looking statements contained in this document, and the assumptions on which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned not to place undue reliance on forward-looking statements included in this document, as there can be no assurance that the plans, intentions or expectations upon which the forward-looking statements are based will occur. By their nature, forward-looking statements involve numerous assumptions, known and unknown risks and uncertainties that contribute to the possibility that the forward-looking statements contained herein will not be correct, which may cause our actual performance and financial results in future periods to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements. These risks and uncertainties include, among other things: the possibility that we are not able to continue as a going concern and realize our assets and discharge our liabilities in the normal course of business; the possibility that the Company will not be able to continue to successfully execute our business plans and strategies in part or in full, and the possibility that some or all of the benefits that the Company anticipates will accrue to our Company and our stakeholders as a result of the successful execution of such plans and strategies do not materialize; the possibility that the Company is unable to complete one or more of the potential transactions being pursued pursuant to our ongoing strategic alternatives review process, including the potential disposition of assets, on favorable terms or at all; the possibility that the Company does not qualify for one or more government assistance programs implemented in connection with the COVID-19 pandemic and other regional and/or global health related events, or that the impact of such programs falls below our expectations; the impact on energy demand of regional and/or global health related events, including the ongoing COVID-19 pandemic and the responses of governments and the public to the pandemic, including the risk that the amount of demand destruction and/or the length of the decreased demand exceeds or expectations; the possibility that the revolving period and term out period of our credit facility and the maturity date of our senior notes is accelerated, that the borrowing base under our credit facility is reduced, that the Company is unable to renew our credit facilities on acceptable terms or at all and/or finance the repayment of our senior notes when they mature and/or obtain debt and/or equity financing to replace one or both of our credit facilities and senior notes; the possibility that
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 19 |
we breach one or more of the financial covenants pursuant to our agreements with our lenders and the holders of our senior notes; the possibility that we are forced to shut-in additional production or continue existing production shut-ins longer than anticipated, whether due to commodity prices failing to rise or decreasing further or changes to existing government curtailment programs or the imposition of new programs; the risk that OPEC, Russia and other nations fail to adhere to existing production quotas or agree to new production quotas to balance supply and demand fundamentals for crude oil; general economic and political conditions in Canada, the U.S. and globally, and in particular, the effect that those conditions have on commodity prices and our access to capital; industry conditions, including fluctuations in the price of crude oil, natural gas liquids and natural gas, price differentials for crude oil and natural gas produced in Canada as compared to other markets, and transportation restrictions, including pipeline and railway capacity constraints; fluctuations in foreign exchange or interest rates; unanticipated operating events or environmental events that can reduce production or cause production to be shut-in or delayed (including extreme cold during winter months, wild fires and flooding); and the other factors described under “Risk Factors” in our Annual Information Form and described in our public filings, available in Canada at www.sedar.com and in the United States at www.sec.gov. Readers are cautioned that this list of risk factors should not be construed as exhaustive.
The forward-looking statements contained in this document speak only as of the date of this document. Except as expressly required by applicable securities laws, the Company does not undertake any obligation to publicly update any forward-looking statements. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
Additional Information
Additional information relating to Obsidian Energy, including Obsidian Energy’s Annual Information Form, is available on the Company’s website at www.obsidianenergy.com, on SEDAR at www.sedar.com and on EDGAR at www.sec.gov.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | MANAGEMENT’S DISCUSSION AND ANALYSIS 20 |
Exhibit 99.3
Obsidian Energy Ltd.
Consolidated Balance Sheets
| (CAD millions, unaudited) | Note | March 31, 2020 | December 31, 2019 | |||||||||
| Assets |
||||||||||||
| Current |
||||||||||||
| Cash |
$ | 2 | $ | 1 | ||||||||
| Restricted cash |
2 | 2 | ||||||||||
| Accounts receivable |
49 | 62 | ||||||||||
| Risk management |
9 | 12 | - | |||||||||
| Prepaid expenses and Other |
12 | 12 | ||||||||||
| Lease receivable |
3 | - | 9 | |||||||||
| Assets held for sale |
4 | - | 83 | |||||||||
| 77 | 169 | |||||||||||
| Non-current |
||||||||||||
| Lease receivable |
3 | - | 30 | |||||||||
| Property, plant and equipment |
5 | 960 | 1,705 | |||||||||
| 960 | 1,735 | |||||||||||
| Total assets |
$ | 1,037 | $ | 1,904 | ||||||||
| Liabilities and Shareholders’ Equity |
||||||||||||
| Current |
||||||||||||
| Accounts payable and accrued liabilities |
$ | 108 | $ | 111 | ||||||||
| Current portion of long-term debt |
6 | - | 434 | |||||||||
| Current portion of lease liabilities |
7 | 5 | 29 | |||||||||
| Current portion of provisions |
8 | 14 | 16 | |||||||||
| Liabilities related to assets held for sale |
4 | - | 13 | |||||||||
| 127 | 603 | |||||||||||
| Non-current |
||||||||||||
| Long-term debt |
6 | 474 | 27 | |||||||||
| Lease liabilities |
7 | 8 | 85 | |||||||||
| Provisions |
8 | 82 | 97 | |||||||||
| 691 | 812 | |||||||||||
| Shareholders’ equity |
||||||||||||
| Shareholders’ capital |
11 | 2,187 | 2,187 | |||||||||
| Other reserves |
12 | 102 | 102 | |||||||||
| Deficit |
(1,943 | ) | (1,197 | ) | ||||||||
| 346 | 1,092 | |||||||||||
| Total liabilities and shareholders’ equity |
$ | 1,037 | $ | 1,904 | ||||||||
Basis of presentation (Note 2)
Commitments and contingencies (Note 13)
See accompanying notes to the unaudited interim consolidated financial statements.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS 1 |
Obsidian Energy Ltd.
Consolidated Statements of Income (Loss)
| Three months ended March 31 |
||||||||||
| (CAD millions, except per share amounts, unaudited) | Note | 2020 | 2019 | |||||||
| Oil and natural gas sales and other income |
10 | $ | 84 | $ | 103 | |||||
| Royalties |
(5 | ) | (7 | ) | ||||||
| 79 | 96 | |||||||||
| Risk management gain (loss) |
9 | 23 | (18 | ) | ||||||
| 102 | 78 | |||||||||
| Expenses |
||||||||||
| Operating |
32 | 36 | ||||||||
| Transportation |
7 | 7 | ||||||||
| General and administrative |
4 | 5 | ||||||||
| Restructuring |
- | 1 | ||||||||
| Share-based compensation |
12 | - | 1 | |||||||
| Depletion, depreciation, impairment and accretion |
5,8 | 810 | 69 | |||||||
| Gain on provisions |
8 | (23 | ) | - | ||||||
| Foreign exchange loss (gain) |
6 | 5 | (2 | ) | ||||||
| Financing |
6,7 | 11 | 9 | |||||||
| Other |
2 | 6 | ||||||||
| 848 | 132 | |||||||||
| Income (loss) before taxes |
(746 | ) | (54 | ) | ||||||
| Deferred tax expense |
- | - | ||||||||
| Net and comprehensive income (loss) |
$ | (746 | ) | $ | (54 | ) | ||||
| Net income (loss) per share |
||||||||||
| Basic |
$ | (10.22 | ) | $ | (0.74 | ) | ||||
| Diluted |
$ | (10.22 | ) | $ | (0.74 | ) | ||||
| Weighted average shares outstanding (millions) |
||||||||||
| Basic |
11 | 73.0 | 72.5 | |||||||
| Diluted |
11 | 73.0 | 72.5 | |||||||
See accompanying notes to the unaudited interim consolidated financial statements.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS 2 |
Obsidian Energy Ltd.
Consolidated Statements of Cash Flows
| Three months ended March 31 |
||||||||||||
| (CAD millions, unaudited) | Note | 2020 | 2019 | |||||||||
| Operating activities |
||||||||||||
| Net income (loss) |
$ | (746 | ) | $ | (54 | ) | ||||||
| Other income |
3 | - | (1 | ) | ||||||||
| Depletion, depreciation, impairment and accretion |
5,8 | 810 | 69 | |||||||||
| Provisions |
8 | (23 | ) | - | ||||||||
| Financing |
6,7 | 1 | 2 | |||||||||
| Share-based compensation |
12 | - | 1 | |||||||||
| Unrealized risk management (gain) loss |
9 | (12 | ) | 14 | ||||||||
| Unrealized foreign exchange (gain) loss |
6 | 5 | (2 | ) | ||||||||
| Decommissioning expenditures |
8 | (8 | ) | (2 | ) | |||||||
| Onerous office lease settlements |
8 | 1 | (1 | ) | ||||||||
| Change in non-cash working capital |
5 | (27 | ) | |||||||||
| 33 | (1 | ) | ||||||||||
| Investing activities |
||||||||||||
| Capital expenditures |
5 | (41 | ) | (34 | ) | |||||||
| Property dispositions (acquisitions), net |
5 | - | 11 | |||||||||
| Change in non-cash working capital |
(1 | ) | (13 | ) | ||||||||
| (42 | ) | (36 | ) | |||||||||
| Financing activities |
||||||||||||
| Lease receivable receipts |
3 | 2 | 3 | |||||||||
| Lease liabilities settlements |
7 | (2 | ) | (5 | ) | |||||||
| Increase in long-term debt |
6 | 8 | 41 | |||||||||
| 8 | 39 | |||||||||||
| Change in cash and cash equivalents |
(1 | ) | 2 | |||||||||
| Cash and cash equivalents, beginning of period |
3 | - | ||||||||||
| Cash and cash equivalents, end of period |
$ | 2 | $ | 2 | ||||||||
Cash and cash equivalents includes cash and bank overdraft.
See accompanying notes to the unaudited interim consolidated financial statements.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS 3 |
Obsidian Energy Ltd.
Statements of Changes in Shareholders’ Equity
| (CAD millions, unaudited) | Note | Shareholders’ Capital |
Other Reserves |
Deficit | Total | |||||||||||||
| Balance at January 1, 2020 |
$ | 2,187 | $ | 102 | $ | (1,197 | ) | $ | 1,092 | |||||||||
| Net and comprehensive loss |
- | - | (746 | ) | (746 | ) | ||||||||||||
| Balance at March 31, 2020 |
$ | 2,187 | $ | 102 | $ | (1,943 | ) | $ | 346 | |||||||||
| (CAD millions, unaudited) | Note | Shareholders’ Capital |
Other Reserves |
Deficit | Total | |||||||||||||
| Balance at January 1, 2019 |
$ | 2,185 | $ | 99 | $ | (409 | ) | $ | 1,875 | |||||||||
| Net and comprehensive loss |
- | - | (54 | ) | (54 | ) | ||||||||||||
| Share-based compensation |
12 | - | 1 | - | 1 | |||||||||||||
| Issued on exercised equity plans |
12 | 1 | (1 | ) | - | - | ||||||||||||
| Balance at March 31, 2019 |
$ | 2,186 | $ | 99 | $ | (463 | ) | $ | 1,822 | |||||||||
See accompanying notes to the unaudited interim consolidated financial statements.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | INTERIM CONSOLIDATED FINANCIAL STATEMENTS 4 |
Notes to the Unaudited Consolidated Financial Statements
(All tabular amounts are in CAD millions except numbers of common shares, per share amounts,
percentages and various figures in Note 9)
1. Structure of Obsidian Energy
Obsidian Energy Ltd. (“Obsidian Energy”, the “Company”, “we”, “us” or “our”) is an exploration and production company and is governed by the laws of the Province of Alberta, Canada. The Company operates in one segment, to explore for, develop and hold interests in oil and natural gas properties and related production infrastructure in the Western Canada Sedimentary Basin directly and through investments in securities of subsidiaries holding such interests. Obsidian Energy’s portfolio of assets is managed at an enterprise level, rather than by separate operating segments or business units. The Company assesses our financial performance at the enterprise level and resource allocation decisions are made on a project basis across our portfolio of assets, without regard to the geographic location of projects. Obsidian Energy owns the petroleum and natural gas assets or 100 percent of the equity, directly or indirectly, of the entities that carry on the remainder of the oil and natural gas business of Obsidian Energy, except for an unincorporated joint arrangement (the “Peace River Oil Partnership”) in which Obsidian Energy’s wholly owned subsidiaries hold a 55 percent interest.
2. Basis of presentation and statement of compliance
a) Basis of Presentation
The unaudited condensed interim consolidated financial statements (“interim consolidated financial statements”) include the accounts of Obsidian Energy, our wholly owned subsidiaries and our proportionate interest in partnerships. Results from acquired properties are included in the Company’s reported results subsequent to the closing date and results from properties sold are included until the closing date.
All intercompany balances, transactions, income and expenses are eliminated on consolidation.
Certain comparative figures have been reclassified to correspond with current period presentation.
These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that Obsidian Energy will be able to realize our assets and discharge our liabilities in the normal course of business.
As at March 31, 2020, Obsidian Energy was in compliance with all financial covenants on our syndicated credit facility and senior notes and had sufficient liquidity under our syndicated credit facility. In the first quarter of 2020, our Debt to Adjusted EBITDA covenant was eliminated, thus our going concern assessment is focused on liquidity capacity over the next 12 months. Based on strip pricing as of May 1, 2020, the Company is currently forecasting that sufficient liquidity exists under our syndicated credit facility. Additionally, under the Company’s current forecast, sufficient liquidity exists under situations where further potential strip price reductions occur due to a combination of excess capacity and the ability to implement additional proactive actions within the Company’s control.
However, due to significant commodity price volatility currently due to the COVID-19 pandemic and potential lack of storage forcing production shut-ins, future significant decreases to commodity prices may occur which could impact future cash flows and cause uncertainty as to whether the Company has sufficient liquidity over the next 12 months. As a result, the Company may be required to obtain additional financing to increase liquidity, which is uncertain at this time. As such, there is a material uncertainty that casts substantial doubt on the Company’s ability to continue as a going concern. These financial statements do not include adjustments in the carrying values of the assets and liabilities that would be necessary if the going concern assumption were not appropriate. Such adjustments could be material.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 5 |
| b) | Statement of Compliance |
These interim consolidated financial statements are prepared in compliance with IAS 34 “Interim Financial Reporting” and accordingly do not contain all of the disclosures included in Obsidian Energy’s annual audited consolidated financial statements.
The interim consolidated financial statements were prepared using the same accounting policies as in the annual consolidated financial statements as at and for the year ended December 31, 2019. Beginning in March 2020, the impact of the COVID-19 pandemic and potential storage implications for crude oil has resulted in significant price volatility. The Company’s critical accounting judgements and key estimates remain the same as disclosed in our annual consolidated financial statements as at and for the year ended December 31, 2019, however, the COVID-19 pandemic and market volatility has increased the complexity of these judgements and estimates when preparing these interim consolidated financial statements. More specifically within the measurement uncertainty of the inputs used in the Company’s assessment of the recoverability of asset carrying values as well as the credit risk-adjusted discount rate used within our decommissioning liability and office lease provision.
All tabular amounts are in millions of Canadian dollars, except numbers of common shares, per share amounts, percentages and other figures as noted.
The interim consolidated financial statements were approved for issuance by the Board of Directors on May 5, 2020.
3. Lease receivable
Lease receivable relates to the lease component of sub-leased office space. Total lease receivable included in the consolidated balance sheet is as follows:
| Three months ended March 31, 2020 |
Year ended December 31, 2019 |
|||||||
| Balance, beginning of period |
$ | 39 | $ | 43 | ||||
| Additions (terminations) |
(37 | ) | 3 | |||||
| Finance income |
- | 2 | ||||||
| Lease payments received |
(2 | ) | (9 | ) | ||||
| Balance, end of period
|
$
|
-
|
|
$
|
39
|
| ||
| Current portion |
$ | - | $ | 9 | ||||
| Long-term portion |
$ | - | $ | 30 | ||||
During the first quarter of 2020, the Company entered into an amending agreement with our building landlord which resulted in renewed lease terms for our Calgary office space. Under the revised agreement, the amounts received from subtenants no longer meet the criteria to be classified as a finance lease and thus the lease receivable has been removed. The office lease provision in Notes 7 and 8 have been updated to reflect the accounting treatment under the revised terms.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 6 |
4. Assets and liabilities held for sale
Assets and liabilities classified as held for sale consisted of the following:
| As at | ||||||||
| March 31, 2020 | December 31, 2019 | |||||||
| Assets held for sale |
||||||||
| Cash |
$ | - | $ | 2 | ||||
| Accounts receivable |
- | 4 | ||||||
| Property, plant and equipment |
- | 77 | ||||||
| $ | - | $ | 83 | |||||
| Liabilities related to assets held for sale |
||||||||
| Accounts payable and accrued liabilities |
$ | - | $ | 6 | ||||
| Decommissioning liability |
- | 7 | ||||||
| $ | - | $ | 13 | |||||
At December 31, 2019, the Company was continuing to progress through a sales process for our interest in the Peace River Oil Partnership. As a result of commodity price volatility, primarily due to the COVID-19 pandemic, at March 31, 2020, the completion of a potential transaction is uncertain. This has resulted in the Company no longer classifying these assets as held for sale.
5. Property, plant and equipment (“PP&E”)
Oil and Gas assets/ Facilities, Corporate assets
| Cost | Three months ended March 31, 2020 |
Year ended December 31, 2019 |
||||||
| Balance, beginning of period |
$ | 10,388 | $ | 10,776 | ||||
| Capital expenditures |
41 | 103 | ||||||
| Dispositions |
- | (52 | ) | |||||
| Transfer from/(to) assets held for sale |
423 | (423 | ) | |||||
| Net decommissioning dispositions |
(44 | ) | (16 | ) | ||||
| Balance, end of period |
$ | 10,808 | $ | 10,388 | ||||
| Accumulated depletion and depreciation | Three months ended March 31, 2020 |
Year ended December 31, 2019 |
||||||
| Balance, beginning of period |
$ | 8,709 | $ | 8,202 | ||||
| Depletion and depreciation |
42 | 236 | ||||||
| Impairments |
763 | 658 | ||||||
| Transfers from/(to) asset held for sale |
346 | (346 | ) | |||||
| Dispositions |
- | (41 | ) | |||||
| Balance, end of period |
$ | 9,860 | $ | 8,709 | ||||
| As at | ||||||||
| Net book value | March 31, 2020 | December 31, 2019 | ||||||
| Total |
$ | 948 | $ | 1,679 | ||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 7 |
Right-of-use assets
The following table includes a break-down of the categories for right-of-use assets. Refer to Note 8 for further discussion on amendments to our office lease agreement.
| Cost | ||||||||||||||||||||
| Office | Transportation | Vehicle | Surface | Total | ||||||||||||||||
| Balance, January 1, 2019 |
$ | 15 | $ | 17 | $ | 3 | $ | 2 | $ | 37 | ||||||||||
| Additions (Terminations) |
(2 | ) | - | 1 | - | (1 | ) | |||||||||||||
| Balance, December 31, 2019 |
$ | 13 | $ | 17 | $ | 4 | $ | 2 | $ | 36 | ||||||||||
| Additions (Terminations) |
(13 | ) | (2 | ) | - | - | (15 | ) | ||||||||||||
| Balance, March 31, 2020 |
$ | - | $ | 15 | $ | 4 | $ | 2 | $ | 21 | ||||||||||
| Accumulated amortization | ||||||||||||||||||||
| Office | Transportation | Vehicle | Surface | Total | ||||||||||||||||
| Balance, January 1, 2019 |
$ | - | $ | - | $ | - | $ | - | $ | - | ||||||||||
| Amortization |
3 | 6 | 1 | - | 10 | |||||||||||||||
| Balance, December 31, 2019 |
$ | 3 | $ | 6 | $ | 1 | $ | - | $ | 10 | ||||||||||
| Amortization |
- | 2 | - | - | 2 | |||||||||||||||
| Termination |
(3 | ) | - | - | - | (3 | ) | |||||||||||||
| Balance, March 31, 2020 |
$ | - | $ | 8 | $ | 1 | $ | - | $ | 9 | ||||||||||
| As at | ||||||||||||||||||||
| Net book value | March 31, 2020 | December 31, 2019 | ||||||||||||||||||
| Total |
$ | 12 | $ | 26 | ||||||||||||||||
During the first quarter of 2020, the Company entered into an amending agreement with our building landlord which resulted in renewed lease terms for our Calgary office space. Under the revised agreement, the office lease no longer meets the criteria to be classified as a right-of-use asset. The office lease provision in Notes 7 and 8 have been updated to reflect the accounting treatment under the revised terms.
Total PP&E
Total PP&E including Oil and Gas assets, Facilities, Corporate assets and Right-of-use assets is as follows:
| As at | ||||||||
| PP&E | March 31, 2020 | December 31, 2019 | ||||||
| Oil and Gas assets, Facilities, Corporate assets |
$ | 948 | $ | 1,679 | ||||
|
Right-of-use assets |
12 | 26 | ||||||
| Total |
$ | 960 | $ | 1,705 | ||||
At March 31, 2020, as a result of the low commodity price environment, primarily due to the impact of the COVID-19 pandemic and concerns regarding potential lack of storage forcing production shut-ins, the Company completed an assessment to determine if indicators of impairment or an impairment reversal were present. As a result of the decline in current and forecasted commodity prices the Company concluded that an impairment indicator was present resulting in impairment tests being completed across all of our CGUs (Cardium, Peace River, Viking and Legacy). The Company followed the value-in use method for our Cardium CGU and the fair value less cost to sell method for our Peace River, Viking and Legacy CGUs.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 8 |
Under the Cardium value-in-use test, the recoverable amount was calculated using proved plus probable reserves. Incremental development drilling locations were included in the calculation and supported by contingent resource studies. The estimated recoverable amount in the value-in-use calculation was based on after-tax discount rates ranging from 9.5 to 15.5 percent based on an average weighted average cost of capital of oil and gas companies with comparable assets. The Company recorded a $702 million non-cash impairment as a result of lower forecasted commodity prices. At March 31, 2020, a one percent change in the discount rate would result in a $117 million impairment expense or recovery and a five percent change in the forecasted cash flows would result in a $154 million impairment expense or recovery.
For the Peace River, Viking and Legacy CGU tests, which were performed under the fair value less costs of disposal methodology, the recoverable amounts were calculated using proved plus probable reserves. The estimated recoverable amounts in the calculation were based on pre-tax discount rates ranging from 12 to 15 percent. The fair value less costs of disposal values used to determine the recoverable amounts of the Company’s CGUs are classified as Level 3 fair value measures as certain key assumptions are not based on observable market data but rather our best estimate. As a result of completing the impairment tests, the Company recorded a $58 million non-cash impairment within our Peace River CGU, mainly due to lower forecasted commodity prices. As of May 5, 2020 the Company has or is in the process of temporarily shutting-in the majority of production within our Peace River CGU. At March 31, 2020, for the Peace River CGU a one percent change in the discount rate would result in a $1 million impairment expense or recovery and a five percent change in the forecasted cash flows would result in a $1 million impairment expense or recovery. No impairment was recorded within our Viking CGU and a $16 million impairment recovery was recorded within our Legacy CGU as a result of the Company increasing our discount rate used in our decommissioning liability due to current market conditions.
During the first quarter of 2020, the Company also completed an impairment test on our corporate assets which resulted in an $19 million non-cash impairment due to the lack of excess value in our CGUs.
Under International Financial Reporting Standards, impairment losses related to PP&E may be reversed in future periods if commodity price forecasts improve.
The following table outlines benchmark prices and assumptions, based on an average of four independent reserve evaluators’ forecasts (Sproule Associates Limited, GLJ Petroleum Consultants, McDaniel & Associates Consultants and Deloitte Resource Evaluation & Advisory), used in completing the impairment tests as at March 31, 2020.
| WTI ($US/bbl) |
AECO ($CAD/MMbtu) |
Exchange rate ($US equals $1 CAD) |
Inflation rate | |||||||||||||
| 2020 |
$ | 30.00 | $ | 1.78 | $ | 0.71 | 0 | % | ||||||||
| 2021 |
41.18 | 2.22 | 0.73 | 1 | % | |||||||||||
| 2022 |
49.88 | 2.42 | 0.75 | 2 | % | |||||||||||
| 2023 |
55.87 | 2.54 | 0.76 | 2 | % | |||||||||||
| 2024 |
57.98 | 2.61 | 0.76 | 2 | % | |||||||||||
| 2025 – 2030 |
$ | 62.25 | $ | 2.84 | $ | 0.76 | 2 | % | ||||||||
| Thereafter (inflation percentage) |
2% | 2% | - | 2 | % | |||||||||||
Impairments have been recorded as Depletion, depreciation, impairment and accretion expense on the Consolidated Statements of Income (Loss).
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 9 |
6. Long-term debt
| As at | ||||||||
| March 31, 2020 | December 31, 2019 | |||||||
| Bankers’ acceptances and prime rate loans |
$ | 407 | $ | 399 | ||||
| Senior secured notes – 2008 Notes 6.40%, US$4 million, maturing November 30, 2021 |
6 | 5 | ||||||
| Senior secured notes – 2010 Q1 Notes 5.85%, US$10 million, maturing November 30, 2021 |
14 | 13 | ||||||
| Senior secured notes – 2010 Q4 Notes 4.88%, US$13 million, maturing November 30, 2021 |
19 | 17 | ||||||
| 4.98%, US$6 million, maturing November 30, 2021 |
8 | 8 | ||||||
| 5.23%, US$2 million, maturing November 30, 2021 |
3 | 3 | ||||||
| Senior secured notes – 2011 Q4 Notes 4.79%, US$12 million, maturing November 30, 2021 |
17 | 16 | ||||||
| Total long-term debt |
$ | 474 | $ | 461 | ||||
| Current portion |
$ | - | $ | 434 | ||||
| Long-term portion |
$ | 474 | $ | 27 | ||||
As a result of entering into amending agreements with our banking syndicate during the first quarter of 2020 and the extension of the term-out period to November 30, 2021, the Company’s syndicated credit facility was classified as non-current on March 31, 2020.
Additional information on Obsidian Energy’s senior secured notes was as follows:
| As at | ||||||||
| March 31, 2020 | December 31, 2019 | |||||||
| Weighted average remaining life (years) |
1.7 | 1.5 | ||||||
| Weighted average interest rate |
5.2% | 5.7% | ||||||
The Company has a reserve-based syndicated credit facility which is subject to a semi-annual borrowing base redetermination typically in May and November of each year. In the first quarter of 2020, the Company entered into an amending agreement with our banking syndicate whereby the underlying borrowing base of the syndicated credit facility and the amount available to be drawn under the syndicated credit facility is $550 million and $450 million, respectively. Additionally, the following terms were included in the amending agreement:
| ● | the revolving period under the agreement was extended to May 31, 2021 with the end date of the term period extended to November 30, 2021; |
| ● | a revolving period reconfirmation date will occur on June 22, 2020, whereby the lenders may accelerate the end date of the revolving period to June 30, 2020 with the end date of the term period also concurrently accelerated to April 1, 2021; and |
| ● | the next scheduled borrowing base redetermination will occur on November 30, 2020. |
During the first quarter of 2020, the Company agreed with holders of our senior notes to move the maturity dates of the notes due on March 16, 2020, May 29, 2020, December 2, 2020, December 2, 2022 and December 2, 2025 to November 30, 2021. Under the agreement, the senior notes maturity dates will be accelerated to April 1, 2021, if the borrowing base is not reconfirmed by the syndicated credit facility on June 22, 2020.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 10 |
In September 2019, the Company announced the initiation of a formal strategic alternative process to maximize shareholder value, this process continues. Such strategic alternatives may include, but are not limited to, a corporate sale, merger or other business combination, a disposition of all or a portion of the Company’s assets, a recapitalization, a refinancing of our capital structure, or any combination of the foregoing. The Company continues to work through this process however there can be no guarantees on the outcome. The outcome of the strategic review process as well as various factors such as government regulations and the commodity price environment lead to risk and uncertainty around revolving period reconfirmations and the terms of future renewals for the syndicated credit facility.
Drawings on the Company’s bank facility are subject to fluctuations in short-term money market rates as they are generally held as short-term borrowings. As at March 31, 2020, 86 percent (December 31, 2019 – 87 percent) of Obsidian Energy’s long-term debt instruments were exposed to changes in short-term interest rates.
At March 31, 2020, letters of credit totaling $6 million were outstanding (December 31, 2019 – $8 million) that reduce the amount otherwise available to be drawn on the syndicated credit facility.
Financing expense consists of the following:
| Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| Interest on long-term-debt and fees |
$ | 10 | $ | 7 | ||||
| Unwinding of discount on lease liabilities |
1 | 2 | ||||||
| Financing |
$ | 11 | $ | 9 | ||||
Obsidian Energy records unrealized foreign exchange gains or losses on our senior notes as amounts are translated into Canadian dollars at the rate of exchange in effect at the balance sheet date. Realized foreign exchange gains or losses are recorded upon repayment of senior notes upon their maturity. The split between realized and unrealized foreign exchange is as follows:
| Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| Realized foreign exchange loss on debt maturities |
$ | - | $ | - | ||||
| Unrealized foreign exchange gain (loss) |
(5 | ) | 2 | |||||
| Foreign exchange gain (loss) |
$ | (5 | ) | $ | 2 | |||
The Company is subject to Senior debt and Total debt to Capitalization financial covenants with a maximum ratio of 75%, as more specifically defined in the applicable lending agreements. At March 31, 2020, the Company was in compliance with all of our financial covenants under such lending agreements. During the first quarter of 2020, the Company entered into amending agreements with holders of our senior notes and our bank syndicate to update our financial covenants which resulted in the elimination of the Senior Debt and Total Debt to Adjusted EBITDA covenants.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 11 |
7. Lease liabilities
Total lease liabilities included in the consolidated balance sheet are as follows:
| Three months ended March 31, 2020 |
Year ended December 31, 2019 |
|||||||
| Balance, beginning of period |
$ | 114 | $ | 136 | ||||
| Additions (terminations) |
(100 | ) | 1 | |||||
| Unwinding of discount on lease liabilities |
1 | 7 | ||||||
| Lease payments |
(2 | ) | (30 | ) | ||||
| Balance, end of period
|
$
|
13
|
|
$
|
114
|
| ||
| Current portion |
$ | 5 | $ | 29 | ||||
| Long-term portion |
8 | 85 | ||||||
| Total |
$ | 13 | $ | 114 | ||||
During the first quarter of 2020, the Company entered into an amending agreement with our building landlord which resulted in renewed lease terms for our Calgary office space. The revised agreement no longer meets the criteria to be classified as a lease liability, thus the office lease portion has been removed. The office lease provision in Note 8 has been adjusted to reflect the revised appropriate accounting treatment.
The following table sets out a maturity analysis of lease payments, disclosing the undiscounted balance after March 31, 2020:
| 2020 | 2021 | 2022 | 2023 | 2024 | Thereafter | Total | ||||||||||||||||||||||
| Transportation |
$ | 4 | $ | 3 | $ | 2 | $ | - | $ | - | $ | - | $ | 9 | ||||||||||||||
| Vehicle |
1 | 1 | 1 | - | - | - | 3 | |||||||||||||||||||||
| Surface |
- | - | - | - | - | 6 | 6 | |||||||||||||||||||||
| Total |
$ | 5 | $ | 4 | $ | 3 | $ | - | $ | - | $ | 6 | $ | 18 | ||||||||||||||
Amounts recognized in Consolidated Statements of Income (Loss) and Consolidated Statements of Cash Flows
The Company recorded $nil of income from sub-leases related to our right-of-use assets. Expenses related to short-term leases and leases of low-value assets were insignificant during the period.
8. Provisions
| As at | ||||||||
| March 31, 2020 | December 31, 2019 | |||||||
| Decommissioning liability |
$ | 57 | $ | 100 | ||||
| Office lease provision |
39 | 13 | ||||||
| Total |
$ | 96 | $ | 113 | ||||
| Current portion |
$ | 14 | $ | 16 | ||||
| Long-term portion |
82 | 97 | ||||||
| Total |
$ | 96 | $ | 113 | ||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 12 |
Decommissioning liability
The decommissioning liability was determined by applying an inflation factor of 2.0 percent (December 31, 2019 - 2.0 percent) and the inflated amount was discounted using a credit-adjusted rate of 9.0 percent (December 31, 2019 – 7.0 percent) over the expected useful life of the underlying assets, currently extending over 50 years into the future. At March 31, 2020, the total decommissioning liability on an undiscounted, uninflated basis was $604 million (December 31, 2019 - $621 million).
Changes to the decommissioning liability were as follows:
| Three months ended March 31, 2020 |
Year ended December 31, 2019 |
|||||||
| Balance, beginning of period |
$ | 100 | $ | 129 | ||||
| Net liabilities added (disposed) (1) |
- | (6 | ) | |||||
| Increase (decrease) due to changes in estimates |
(44 | ) | (10 | ) | ||||
| Liabilities settled |
(8 | ) | (14 | ) | ||||
| Transfers from (to) liabilities for assets held for sale |
7 | (7 | ) | |||||
| Accretion charges |
2 | 8 | ||||||
| Balance, end of period |
$ | 57 | $ | 100 | ||||
| Current portion |
$ | 5 | $ | 13 | ||||
| Long-term portion |
$ | 52 | $ | 87 | ||||
| (1) | Includes additions from drilling activity, facility capital spending and disposals related to net property dispositions. |
Office lease provision
The office lease provision represents the net present value of non-lease components on future office lease payments. These payments are reduced by recoveries under current sub-lease agreements that were recognized as non-lease components. The office lease provision was determined by applying an asset specific credit-adjusted discount rate of 6.5 percent (December 31, 2019 – 6.0 percent) over the remaining life of the lease contracts, extending into 2025.
Changes to the office lease provision were as follows:
| Three months ended March 31, 2020 |
Year ended December 31, 2019 |
|||||||
| Balance, beginning of period |
$ | 13 | $ | 22 | ||||
| Net additions (dispositions) |
28 | (5 | ) | |||||
| Increase (decrease) due to changes in estimates |
- | (3 | ) | |||||
| Cash settlements |
(3 | ) | (2 | ) | ||||
| Accretion charges |
1 | 1 | ||||||
| Balance, end of period |
$ | 39 | $ | 13 | ||||
| Current portion |
$ | 9 | $ | 3 | ||||
| Long-term portion |
$ | 30 | $ | 10 | ||||
In the first quarter of 2020, the Company entered into an amending agreement with our building landlord which resulted in renewed lease terms for our Calgary office space. Under the terms of the amending agreement our annual net rent payable will be a maximum of $0.8 million per month ($10 million per annum) for the period from February 1, 2020 through January 31, 2025, when the lease expires. Additionally, the building landlord has agreed to indemnify the Company on all existing subleases. Based on the revised terms, all costs associated with the agreement now meet the criteria to be classified as an onerous lease.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 13 |
9. Risk management
Financial instruments consist of cash and cash equivalents, accounts receivable, fair values of derivative financial instruments, accounts payable and accrued liabilities and long-term debt. At March 31, 2020, except for the senior notes described in Note 6 with a carrying value of $67 million (December 31, 2019 – $62 million) and a fair value of $41 million (December 31, 2019 - $59 million), the fair values of these financial instruments approximate their carrying amounts due to the short-term maturity of the instruments.
The fair values of all outstanding financial and commodity contracts are reflected on the balance sheet with the changes during the period recorded in income as unrealized gains or losses.
At March 31, 2020 and December 31, 2019, the only asset or liability measured at fair value on a recurring basis was the risk management asset and liability, which was valued based on “Level 2 inputs” being quoted prices in markets that are not active or based on prices that are observable for the asset or liability.
The following table reconciles the changes in the fair value of financial instruments outstanding:
| Risk management asset (liability) | Three months ended March 31, 2020 |
Year ended December 31, 2019 |
||||||
| Balance, beginning of period |
$ | - | $ | 9 | ||||
| Unrealized gain (loss) on financial instruments: |
||||||||
| Commodity collars and swaps |
12 | (9 | ) | |||||
| Total fair value, end of period |
$ | 12 | $ | - | ||||
| As at | ||||||||
| Total fair value consists of the following: | March 31, 2020 | December 31, 2019 | ||||||
| Current asset portion |
$ | 12 | $ | - | ||||
| Total fair value |
$ | 12 | $ | - | ||||
Obsidian Energy had the following financial instruments outstanding as at March 31, 2020. Fair values are determined using external counterparty information, which is compared to observable market data. The Company limits our credit risk by executing counterparty risk procedures which include transacting only with institutions within our syndicated credit facility or companies with high credit ratings and by obtaining financial security in certain circumstances.
| Notional volume |
Remaining term |
Pricing | Fair value
(millions) |
|||||||||||||
| Crude Oil |
||||||||||||||||
| WTI Swaps |
4,000 bbl/d | April 2020 | $78.11/bbl | $ | 6 | |||||||||||
| WTI Swaps |
3,000 bbl/d | May 2020 | $77.92/bbl | 4 | ||||||||||||
| WTI Swaps |
2,000 bbl/d | June 2020 | $77.41/bbl | 2 | ||||||||||||
| AECO Swaps |
||||||||||||||||
| AECO Swaps |
23,700 mcf/d | Q2 2020 | $1.68/mcf | - | ||||||||||||
| AECO Swaps |
22,800 mcf/d | Q3 2020 | $1.68/mcf | - | ||||||||||||
| Total |
$ | 12 | ||||||||||||||
Based on commodity prices and contracts in place at March 31, 2020, a $1.00 change in the price per barrel of WTI would have changed pre-tax unrealized risk management by $1 million and a $0.10 change in the price per mcf of natural gas would have changed pre-tax unrealized risk management by $1 million.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 14 |
The components of risk management on the Consolidated Statements of Income (Loss) are as follows:
| Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| Realized |
||||||||
| Settlement of commodity contracts |
$ | 11 | $ | (4 | ) | |||
| Total realized risk management gain (loss) |
$ | 11 | $ | (4 | ) | |||
| Unrealized |
||||||||
| Commodity contracts |
$ | 12 | $ | (14 | ) | |||
| Total unrealized risk management gain (loss) |
12 | (14 | ) | |||||
| Risk management gain (loss) |
$ | 23 | $ | (18 | ) | |||
Market risks
Obsidian Energy is exposed to normal market risks inherent in the oil and natural gas business, including, but not limited to, commodity price risk, foreign currency rate risk, credit risk, interest rate risk and liquidity risk. The Company seeks to mitigate these risks through various business processes and management controls and from time to time by using financial instruments.
In March 2020 and subsequent to the first quarter of 2020, we have experienced significant volatility with crude oil prices due to macro-economic uncertainty, mainly due to reduced demand for crude oil as a result of the COVID-19 outbreak and potential lack of storage forcing production shut-ins. The duration and impact of these global events remain uncertain and could impact our cash flow and financial condition in the future.
There have been no changes to these risks from those discussed in the Company’s annual audited consolidated financial statements.
10. Revenue
The Company’s significant revenue streams consist of the following:
| Three months ended March 31 |
||||||||
| 2020 | 2019 | |||||||
| Crude Oil |
$ | 64 | $ | 84 | ||||
| NGL |
5 | 4 | ||||||
| Natural gas |
11 | 12 | ||||||
| Production revenues |
$ | 80 | $ | 100 | ||||
| Other revenue |
2 | - | ||||||
| Processing fees |
2 | 2 | ||||||
| Financing income |
- | 1 | ||||||
| Oil and natural gas sales and other income |
$ | 84 | $ | 103 | ||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 15 |
11. Shareholders’ equity
Effective June 5, 2019, the Company consolidated our common shares on the basis of seven old common shares outstanding for one new common share. All figures in the interim consolidated financial statements have been updated to reflect the 7:1 consolidation. Additionally, the number of units or options and the per unit or option prices under the RPSU plan, Option Plan and DSU plan have been updated accordingly.
i) Issued
| Shareholders’ capital | Common Shares | Amount | ||||
| Balance, December 31, 2018 |
72,473,719 | $ | 2,185 | |||
| Issued on exercise of equity compensation plans (1) |
537,769 | 2 | ||||
| Balance, December 31, 2019 |
73,011,488 | $ | 2,187 | |||
| Issued on exercise of equity compensation plans (1) |
10,833 | - | ||||
| Balance, March 31, 2020 |
73,022,321 | $ | 2,187 | |||
| (1) | Upon exercise of equity awards, the net benefit is recorded as a reduction of other reserves and an increase to shareholders’ capital. |
ii) Earnings per share - Basic and Diluted
The weighted average number of shares used to calculate per share amounts was as follows:
| Three months ended March 31 |
||||||||
| Average shares outstanding (millions) | 2020 | 2019 | ||||||
| Basic |
73.0 | 72.5 | ||||||
| Diluted |
73.0 | 72.5 | ||||||
For the first quarter of 2020, nil shares (2019 – 0.2 million) that would be issued under the Stock Option Plan (“Option Plan”) were excluded in calculating the weighted average number of diluted shares outstanding as they were considered anti-dilutive.
12. Share-based compensation
Restricted and Performance Share Unit plan (“RPSU plan”)
Obsidian Energy has an RPSU plan whereby employees receive consideration that fluctuates based on the Company’s share price on the TSX. Consideration can be in the form of cash or shares purchased on the open market or issued from treasury.
| RPSU plan (number of shares equivalent) |
Three months ended March 31, 2020 |
Year ended December 31, 2019 |
||||||
| Outstanding, beginning of period |
1,100,278 | 1,235,202 | ||||||
| Granted |
- | 971,916 | ||||||
| Vested |
(16,425 | ) | (574,706 | ) | ||||
| Forfeited |
(32,973 | ) | (532,134 | ) | ||||
| Outstanding, end of period |
1,050,880 | 1,100,278 | ||||||
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 16 |
There were no units granted during the first quarter of 2020. In the prior period, the fair value of the RPSU plan units granted used the following weighted average assumptions:
| Three months ended March 31 | ||||||||
| 2020 | 2019 | |||||||
| Average fair value of units granted (per unit) |
$ | - | $ | 2.80 | ||||
| Expected life of units (years) |
- | 3.0 | ||||||
| Expected forfeiture rate |
- | 1.0% | ||||||
Performance Share Unit (“PSU”) plan under the RPSU plan
The PSU plan under the RPSU plan allows Obsidian Energy to grant PSUs to employees of the Company. Members of the Board of Directors are not eligible for the RPSU plan. The PSU obligation is classified as a liability due to the cash settlement feature and could be settled in cash or shares.
| PSU awards (number of shares equivalent) | Three months ended March 31, 2020 |
Year ended December 31, 2019 |
||||||
| Outstanding, beginning of period |
92,424 | 163,129 | ||||||
| Granted |
- | 144,211 | ||||||
| Vested |
- | (22,929 | ) | |||||
| Forfeited |
(4,173 | ) | (191,987 | ) | ||||
| Outstanding, end of period |
88,251 | 92,424 | ||||||
The liability associated with the PSU’s under the RPSU plan was insignificant at both March 31, 2020 and December 31, 2019.
Stock Option Plan
Obsidian Energy has an Option Plan that allows the Company to issue options to acquire common shares to officers, employees and other service providers. In March 2017, the Board of Directors resolved to suspend all future grants of options under the Option Plan.
| Three months ended March 31, 2020 |
Year ended December 31, 2019 |
|||||||||||||||
| Options | Number of Options |
Weighted Exercise Price |
Number of Options |
Weighted Average Exercise Price |
||||||||||||
| Outstanding, beginning of period |
89,178 | $ | 10.41 | 287,996 | $ | 25.34 | ||||||||||
| Exercised |
- | - | - | - | ||||||||||||
| Forfeited |
(42,156 | ) | 11.78 | (198,818 | ) | 32.04 | ||||||||||
| Outstanding, end of period |
47,022 | $ | 9.17 | 89,178 | $ | 10.41 | ||||||||||
| Exercisable, end of period |
46,208 | $ | 9.10 | 77,066 | $ | 10.67 | ||||||||||
Deferred Share Unit (“DSU”) plan
The DSU plan allows the Company to grant DSUs in lieu of cash fees to non-employee directors providing a right to receive, upon retirement, a cash payment based on the volume-weighted-average trading price of the common shares on the TSX. At March 31, 2020, 1,097,361 DSUs (December 31, 2019 – 847,100) were outstanding and $1 million was recorded as a current liability (December 31, 2019 – $1 million).
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 17 |
Share-based compensation
Share-based compensation is based on the fair value of the options and units at the time of grant under the Option Plan and RPSU plan which is amortized over the remaining vesting period on a graded vesting schedule. Share-based compensation under the DSU plan is based on the fair value of the awards outstanding at the reporting date and is amortized based on a graded vesting schedule. Share-based compensation consisted of the following:
| Three months ended March 31 | ||||||||
| 2020 | 2019 | |||||||
| RPSU plan |
$ | - | $ | 1 | ||||
| Share-based compensation |
$ | - | $ | 1 | ||||
The share price used in the fair value calculation of the DSU plan obligations at March 31, 2020 was $0.23 per share (2019 – $2.59). The expense under the DSU plan was insignificant.
Employee retirement savings plan
Obsidian Energy has an employee retirement savings plan (the “savings plan”) for the benefit of all employees. Under the savings plan, employees may elect to contribute up to 10 percent of their salary and Obsidian Energy matches these contributions at a rate of $1.00 for each $1.00 of employee contribution. Both the employee’s and Obsidian Energy’s contributions are used to acquire Obsidian Energy common shares or are placed in low-risk investments. Shares are purchased in the open market at prevailing market prices.
In April 2020, due to the low commodity price environment, the Company temporarily suspended the employer match portion of the savings plan.
13. Commitments and contingencies
The Company is involved in various litigation and claims in the normal course of business and records provisions for claims as required.
| OBSIDIAN ENERGY FIRST QUARTER 2020 | NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS 18 |
Exhibit 99.4
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE
I, Stephen Loukas, Interim President and Chief Executive Officer of Obsidian Energy Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together the “interim filings”) of Obsidian Energy Ltd. (the “issuer”) for the interim period ended March 31, 2020. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
| 4. | Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
| 5.1 | Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). |
| 5.2 | N/A. |
| 5.3 | N/A. |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2020 and ended on March 31, 2020 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: May 6, 2020
| (signed) “Stephen Loukas” |
|
|
| Stephen Loukas |
| Interim President & Chief Executive Officer |
Exhibit 99.5
FORM 52-109F2
CERTIFICATION OF INTERIM FILINGS
FULL CERTIFICATE
I, Peter Scott, Senior Vice President and Chief Financial Officer of Obsidian Energy Ltd., certify the following:
| 1. | Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of Obsidian Energy Ltd. (the “issuer”) for the interim period ended March 31, 2020. |
| 2. | No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings. |
| 3. | Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings. |
| 4. | Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer. |
| 5. | Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings |
| (a) | designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that |
| (i) | material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and |
| (ii) | information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and |
| (b) | designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP. |
| 5.1 | Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the framework set forth in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). |
| 5.2 | N/A. |
| 5.3 | N/A. |
| 6. | Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2020 and ended on March 31, 2020 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR. |
Date: May 6, 2020
| (signed) “Peter Scott” |
|
|
| Peter Scott |
| Senior Vice President and Chief Financial Officer |