Peyto Exploration & Development Corp. (TSX:PEY) ("Peyto") is pleased to present
its operating and financial results for the second quarter of the 2011 fiscal
year. Production growth of 42% per share was achieved over Q2 2010, while at the
same time operating margins of 75%(1) and profit margins of 32%(2) were
generated. Second quarter 2011 highlights include:
-- Company production has now doubled over the past 24 months from 17,600
boe/d in June of 2009 to 34,900 boe/d in June of 2011, with a capital
investment equivalent to 95% of funds from operations for this period.
All of this growth was achieved with the drill bit through organic
development of Peyto's internally generated ideas.
-- Second quarter production grew from 133 MMcfe/d (22,202 boe/d) in 2010
to 207 MMcfe/d (34,443 boe/d) in 2011, resulting from the successful
development of Peyto's liquids rich, Deep Basin gas plays. This equates
to a 42% increase per share, a 55% increase on an absolute basis, and a
50% increase in production per share, debt adjusted(3). This is the
seventh consecutive quarter of production per share growth.
-- Funds from operations ("FFO") increased 63% to $77.0 million in Q2 2011
from $52.6 million in Q2 2010. The 11% year over year drop in realized
commodity prices from $6.14/Mcfe to $5.50/Mcfe was more than offset by
increased production volumes and cost reductions. FFO per share was up
32% to $0.58/share.
-- Peyto's industry leading operating costs were reduced a further 16% to
$0.32/Mcfe ($1.92/boe) from Q2 2010 or $0.45/Mcfe ($2.70/boe) including
transportation. Cash netbacks were only 5% lower at $4.10/Mcfe
($24.60/boe), or 75% of revenue, despite the 11% reduction in commodity
prices.
-- Capital expenditures of $69.0 million were invested in the quarter, up
84% from $37.6 million in Q2 2010. A total of 12 gross wells were
drilled during the period.
-- Earnings of $32.7 million ($0.25/share) were generated in the quarter
while dividends of $24.0 million ($0.18/share) were paid to
shareholders, representing a payout of 31% of FFO.
Second Quarter 2011 in Review
Peyto successfully executed on its plan to "drill through break-up" in the
second quarter, taking advantage of multi-well drill pads to eliminate rig moves
as the melting frost caused roads to be too soft for travel. As a result, the
company continued to grow its production and funds from operations during a
challenging period that saw much of the industry shut down activity and even
shut in production. To the end of the second quarter, Peyto had developed over
65 MMcfe/d or 11,000 boe/d of new 2011 production at capital efficiencies
similar to 2010. The completion of the Wildhay plant expansion increased the
company's 100% owned and operated gas plant capacity to 285 MMcf/d. An intense
focus on cost control resulted in further reduction of Peyto's already industry
leading operating costs and contributed to maintaining a 75% operating margin
with all-in cash costs of $1.40/Mcfe. Peyto's balance sheet continued to
strengthen with the debt to annualized FFO ratio dropping from 2.0 to 1.5. The
strong financial and operating performance resulted in an annualized 15% Return
on Equity (ROE) and 13% Return on Capital Employed (ROCE).
1. Operating Margin is defined as Funds from Operations divided by Revenue
before Royalties but including realized hedging gain/losses.
2. Profit Margin is defined as Net Earnings for the quarter divided by
Revenue before Royalties but including realized hedging gain/losses.
3. Per share results are adjusted for changes in net debt and equity. Net
debt is converted to equity using a June 30 share price of $21.50 for
2011 and $14.57 for 2010. Natural gas volumes recorded in thousand cubic
feet (mcf) are converted to barrels of oil equivalent (boe) using the
ratio of six (6) thousand cubic feet to one (1) barrel of oil (bbl).
Natural gas liquids and oil volumes in barrel of oil (bbl) are converted
to thousand cubic feet equivalent (mcfe) using a ratio of one (1) barrel
of oil to six (6) thousand cubic feet. This could be misleading if used
in isolation as it is based on an energy equivalency conversion method
primarily applied at the burner tip and does not represent a value
equivalency at the wellhead.
----------------------------------------------------------------------------
Three Months ended June 30
%
2011 2010 Change
----------------------------------------------------------------------------
Operations
Production
Natural gas (mcf/d) 183,790 112,422 63%
Oil & NGLs (bbl/d) 3,811 3,465 10%
Thousand cubic feet equivalent
(mcfe/d @ 1:6) 206,657 133,211 55%
Barrels of oil equivalent (boe/d @
6:1) 34,443 22,202 55%
Product prices
Natural gas ($/mcf) 4.43 5.25 (16)%
Oil & NGLs ($/bbl) 84.06 65.58 28%
Operating expenses ($/mcfe) 0.32 0.38 (16)%
Transportation ($/mcfe) 0.13 0.13 -
Field netback ($/mcfe) 4.41 4.82 (9)%
General & administrative expenses
($/mcfe) 0.07 0.08 (13)%
Interest expense ($/mcfe) 0.24 0.41 (41)%
Financial ($000, except per share)
Revenue 103,193 74,370 39%
Royalties 12,007 9,721 24%
Funds from operations 77,010 52,565 63%
Funds from operations per share 0.58 0.44 32%
Total dividends 23,951 43,622 (45)%
Total dividends per share 0.18 0.36 (50)%
Payout ratio 31 83 (63)%
Earnings 32,718 30,384 8%
Earnings per diluted share 0.25 0.25 (4)%
Capital expenditures 69,017 37,590 84%
Weighted average trust units
outstanding 133,061,301 119,419,799 11%
As at June 30
Net debt (before future compensation expense and unrealized hedging gains)
Shareholders' equity
Total assets
--------------------------------------------------------------------------
Six Months ended June 30
%
2011 2010 Change
--------------------------------------------------------------------------
Operations
Production
Natural gas (mcf/d) 175,297 108,202 62%
Oil & NGLs (bbl/d) 3,779 3,398 11%
Thousand cubic feet equivalent
(mcfe/d @ 1:6) 197,970 128,589 54%
Barrels of oil equivalent (boe/d @
6:1) 32,995 21,432 54%
Product prices
Natural gas ($/mcf) 4.66 5.77 (19)%
Oil & NGLs ($/bbl) 80.18 67.21 19%
Operating expenses ($/mcfe) 0.35 0.39 (10)%
Transportation ($/mcfe) 0.13 0.13 -
Field netback ($/mcfe) 4.57 5.30 (14)%
General & administrative expenses
($/mcfe) 0.08 0.11 (27)%
Interest expense ($/mcfe) 0.25 0.40 (38)%
Financial ($000, except per share)
Revenue 202,770 154,344 31%
Royalties 21,929 18,894 16%
Funds from operations 151,706 111,414 62%
Funds from operations per share 1.14 0.95 20%
Total dividends 47,872 85,093 (44)%
Total dividends per share 0.36 0.72 (50)%
Payout ratio 32 77 (58)%
Earnings 64,406 71,012 (9)%
Earnings per diluted share 0.49 0.61 (21)%
Capital expenditures 172,803 87,240 98%
Weighted average trust units
outstanding 132,900,079 117,298,518 13%
As at June 30
Net debt (before future compensation
expense and unrealized hedging gains) 474,008 417,854 13%
Shareholders' equity 859,205 619,174 39%
Total assets 1,576,618 1,329,323 19%
----------------------------------------------------------------------------
Three Months ended June 30 Six Months ended June 30
($000) 2011 2010 2011 2010
----------------------------------------------------------------------------
Cash flows from operating
activities 81,831 56,073 124,718 108,746
Change in non-cash
working capital (7,169) (6,598) 20,416 (1,229)
Change in provision for
performance based
compensation 2,348 3,090 6,572 3,897
----------------------------------------------------------------------------
Funds from operations 77,010 52,565 151,706 111,414
----------------------------------------------------------------------------
Funds from operations per
unit 0.58 0.44 1.14 0.95
----------------------------------------------------------------------------
(1) Funds from operations - Management uses funds from operations to analyze
the operating performance of its energy assets. In order to facilitate
comparative analysis, funds from operations is defined throughout this
report as earnings before performance based compensation, non-cash and
non-recurring expenses. Management believes that funds from operations
is an important parameter to measure the value of an asset when combined
with reserve life. Funds from operations is not a measure recognized by
International Financial Reporting Standards ("IFRS") and does not have a
standardized meaning prescribed by IFRS. Therefore, funds from
operations, as defined by Peyto, may not be comparable to similar
measures presented by other issuers, and investors are cautioned that
funds from operations should not be construed as an alternative to net
earnings, cash flow from operating activities or other measures of
financial performance calculated in accordance with IFRS. Funds from
operations cannot be assured and future dividends may vary.
Exploration & Development
Peyto has now drilled over 85 horizontal multi-stage fractured gas wells in the
Deep Basin. Overall, production results for the 2011 wells continue to meet or
exceed company expectations with initial, 3 month, and 6 month sustained
production rates exhibiting similar averages to the 2010 group of wells. In
total, Peyto has 17 horizontal producers that now have over 12 months of
production history. At the end of their first year, six were Cardium wells still
producing an average of 190 boe/d (1.1 MMcfe/d), seven were Wilrich wells at an
average of 280 boe/d (1.7 MMcfe/d) and four were Notikewin wells at an average
of 285 boe/d (1.7 MMcfe/d). Some of Peyto's first multi-stage fractured
horizontal wells are now approaching two years of producing life and are showing
strong continued performance in support of their assigned ultimate recoveries.
In addition to the ongoing refinement of the horizontal multi-stage fractured
well design, Peyto is proceeding with a unique enhanced liquids extraction
project at its Oldman gas plant in the Sundance area. This facility addition
will effectively lower the temperature of the refrigeration process from -35 C
to -75 C which is expected to result in the recovery of an additional 15 barrels
of natural gas liquids per MMcf of natural gas sales while only reducing the
heat content of the sales gas stream by 3%. The Oldman plant is currently
delivering just over 100 MMcf/d of sales gas. This project is estimated to cost
less than $20 million and is expected to be operational by Q3 2012.
Capital Expenditures
In the second quarter, Peyto executed its plan to maintain a high level of
drilling activity, through the traditional spring thaw period, by utilizing
multi-well drilling pads to minimize rig movement when roads are too soft to
travel. As a result 12 gross (10.6 net) wells were drilled, 16 gross (12.4 net)
zones completed and 14 gross (11.5 net) zones brought on stream. Capital
expenditures for the quarter totaled $69 million (net of $2.6 million in
Drilling Royalty Credit adjustments), up 84% from Q2 2010, with drilling,
completions and wellsite connections accounting for $32.2 million, $17.5 million
and $4.7 million, respectively. In addition, Peyto continued to increase its
facility capacity with expansions at Wildhay and Nosehill gas plants totaling
$15.8 million in capital investment. Investments in new undeveloped land and
seismic totaled $1.4 million.
All of the wells drilled in the second quarter were horizontal wells as Peyto
continued to use this technique to develop the multiple prospective formations
in its extensive Deep Basin inventory. Of the 12 wells drilled, 5 were in the
Notikewin formation, 4 in the Wilrich, and 3 in the Cardium. With each
successful well drilled, future inventory was further proven and expanded.
As of the end of Q2 2011, a total of 31 gross (26.7 net) wells have been brought
on stream. Total capital invested in the first half of 2011 was $172.8 million
which has resulted in 11,000 boe/d of new production at a cost of $15,700/boe/d.
This level of capital efficiency compares favorably to the efficiency realized
in 2010. This new production is comprised of 16% from the Cardium formation, 32%
from the Notikewin, 14% from the Falher and 38% from the Wilrich.
Financial Results
A natural gas price of $4.43/Mcf and a liquids price of $84.06/bbl were realized
in the second quarter which combined for a net effective sales price of
$5.50/Mcfe. Cash costs of $0.64/Mcfe for royalties, $0.32/Mcfe for operating,
$0.13/Mcfe for transportation, $0.07/Mcfe for G&A and $0.24/Mcfe for interest
reduced this sales price to a cash netback of $4.10/Mcfe or $24.60/boe. This
netback divided by the effective sales price equated to a 75% operating margin,
consistent with the previous quarter but improved from the 70% margin of a year
ago.
DD&A costs of $1.64/Mcfe and a provision for deferred income tax and performance
based compensation reduced the cash netback of $4.10/Mcfe to earnings of
$1.74/Mcfe or a 32% profit margin, consistent with both the previous quarter and
previous year.
Marketing
Second quarter Alberta daily natural gas prices averaged the same as a year ago
but improved slightly from the previous quarter, increasing from $3.56/GJ to
$3.67/GJ. This slight improvement was driven by the onset of warmer than normal
US summer weather and the expectation of less domestic production growth.
Average liquids price was up 28% to $84.06/bbl as a rise in crude oil prices saw
par crude postings at Edmonton average $103.60/bbl. Peyto realized gains from
its previous forward sales of natural gas of $6.6 million or $0.40/Mcf in Q2
2011 versus $11.4 million or $1.11/Mcf in Q2 2010.
As at June 30, 2011, Peyto had committed to the future sale of 38,770,000
gigajoules (GJ) of natural gas at an average price of $4.31 per GJ or $5.05 per
mcf (based on Peyto's historical heat content premium). Had these contracts been
closed on June 30, 2011, Peyto would have realized a gain in the amount of $18.6
million. The average future sales price of $4.31/GJ is 22% lower than last
year's price of $5.52/GJ.
Activity Update
Post break-up activity has resumed to a high level despite some weather related
delays experienced through late June and early July. Daily production has
recently reached the 37,000 boe/d targeted exit rate for 2011. Wells drilled in
2011 have contributed over 13,000 boe/d of this amount, up from the Q2 exit
level of 11,000 boe/d.
To date, 42 gross (36.1 net) wells have been spud this year and 38 gross (32.4
net) new wells have been brought onstream. Peyto has five rigs currently
drilling, four in the greater Sundance area and one in the company's northern
Cardium lands.
Outlook
Peyto continues to deliver substantial, profitable growth in production and
cashflow in 2011. With a rich and deep inventory of proven opportunities,
greater than at any other time in the company's twelve year history, Peyto is
well positioned to continue this trend into the future. These opportunities,
coupled with a strict focus on cost control, mean Peyto is uniquely capable of
not only surviving a prolonged period of depressed natural gas prices, but of
generating significant and profitable growth in such an environment.
As a result of the continued high returns generated in the first half of 2011,
Peyto's Board of Directors has approved the expansion of the 2011 capital
program to be between $350 and $375 million, assuming market conditions remain
favourable. Based on Peyto's internal forecasts and current strip pricing, funds
from operations are expected to continue to grow faster than debt. The larger
capital program results in a year-end debt to FFO ratio that is expected to
remain at current levels.
The strength of Peyto's assets and its balance sheet continue to allow the
company to be opportunistic in today's volatile business climate. Management
believes the "economic moat" that surrounds Peyto's business "fortress" is wider
and deeper than ever.
Shareholders are encouraged to visit the Peyto website at www.peyto.com where
there is a wealth of information designed to inform and educate investors. A
monthly President's Report can also be found on the website which follows the
progress of the capital program and the ensuing production growth.
Conference Call and Webcast
A conference call will be held with the senior management of Peyto to answer
questions with respect to the 2011 second quarter on Thursday, August 11th,
2011, at 9:00 a.m. Mountain Daylight Time (MDT), or 11:00 a.m. Eastern Daylight
Time (EDT). To participate, please call 1-416-695-7848 (Toronto area) or
1-800-952-6845 for all other participants. The conference call will also be
available on replay by calling 1-905-694-9451 (Toronto area) or 1-800-408-3053
for all other parties, using passcode 5210084. The replay will be available at
11:00 a.m. MDT, 1:00 p.m. EDT Thursday, August 11th, 2011 until midnight EDT on
Thursday, August 18th, 2011. The conference call can also be accessed through
the internet at http://events.digitalmedia.telus.com/peyto/081111/index.php.
After this time the conference call will be archived on the Peyto Exploration &
Development website at www.peyto.com.
Management's Discussion and Analysis
Management's Discussion and Analysis of this second quarter report is available
on the Peyto website at http://www.peyto.com/news/Q22011MDandA.pdf. A complete
copy of the second quarter report to Shareholders, including the Management's
Discussion and Analysis, and financial statements and related notes is also
available at www.peyto.com and will be filed at SEDAR, www.sedar.com, at a later
date.
Darren Gee, President and CEO
August 10, 2011
Certain information set forth in this document and Management's Discussion and
Analysis, including management's assessment of Peyto's future plans and
operations, contains forward-looking statements. By their nature,
forward-looking statements are subject to numerous risks and uncertainties, some
of which are beyond these parties' control, including the impact of general
economic conditions, industry conditions, volatility of commodity prices,
currency fluctuations, imprecision of reserve estimates, environmental risks,
competition from other industry participants, the lack of availability of
qualified personnel or management, stock market volatility and ability to access
sufficient capital from internal and external sources. Readers are cautioned
that the assumptions used in the preparation of such information, although
considered reasonable at the time of preparation, may prove to be imprecise and,
as such, undue reliance should not be placed on forward-looking statements.
Peyto's actual results, performance or achievement could differ materially from
those expressed in, or implied by, these forward-looking statements and,
accordingly, no assurance can be given that any of the events anticipated by the
forward-looking statements will transpire or occur, or if any of them do so,
what benefits Peyto will derive therefrom.
Peyto Exploration & Development Corp.
Condensed Balance Sheet (unaudited)
(Amount in $ thousands)
December 31 January 1
June 30 2011 2010 2010
----------------------------------------------------------------------------
Assets
Current assets
Cash 12,349 7,894 -
Accounts receivable (Note 3) 52,481 55,876 58,305
Due from private placement (Note 7) - 12,423 2,728
Financial derivative instruments 18,448 25,247 8,683
(Note 12)
Prepaid expenses 5,626 3,280 3,786
----------------------------------------------------------------------------
88,904 104,720 73,502
----------------------------------------------------------------------------
Financial derivative instruments 188 2,664 1,254
(Note 12)
Prepaid capital 4,661 - 955
Property, plant and equipment, net 1,482,865 1,367,869 1,178,402
(Note 4)
----------------------------------------------------------------------------
1,487,714 1,370,533 1,180,611
----------------------------------------------------------------------------
----------------------------------------------------------------------------
1,576,618 1,475,253 1,254,113
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities
Current liabilities
Accounts payable and accrued 80,662 113,592 55,890
liabilities
Dividends payable (Note 7) 7,984 15,825 13,790
Provision for future performance 10,091 5,340 3,395
based compensation (Note 11)
----------------------------------------------------------------------------
98,737 134,757 73,075
----------------------------------------------------------------------------
Long-term debt (Note 5) 455,000 355,000 435,000
Provision for future performance 3,189 1,369 1,016
based compensation (Note 11)
Decommissioning provision (Note 6) 27,208 24,734 17,479
Deferred income taxes 133,279 114,610 191,907
----------------------------------------------------------------------------
618,676 495,713 645,402
----------------------------------------------------------------------------
Shareholders' or Unitholders' equity
Shareholders' capital (Note 7) 777,768 755,831 -
Unitholders' capital (Note 7) - - 501,219
Shares or Units to be issued (Note 7) - 17,285 2,728
Retained earnings 67,308 50,774 25,627
Accumulated other comprehensive 14,129 20,893 6,062
income (Note 7)
----------------------------------------------------------------------------
859,205 844,783 535,636
----------------------------------------------------------------------------
1,576,618 1,475,253 1,254,113
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Approved by the Board of Directors
(signed) "Michael MacBean" (signed) "Darren Gee"
Director Director
Peyto Exploration & Development Corp.
Condensed Income Statement (unaudited)
(Amount in $ thousands)
Three months ended June 30 Six months ended June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
Revenue
Oil and gas sales 96,607 63,002 183,065 137,091
Realized gain on hedges
(Note 12) 6,586 11,368 19,705 17,253
Royalties (12,007) (9,721) (21,929) (18,894)
----------------------------------------------------------------------------
Petroleum and natural
gas sales, net 91,186 64,649 180,841 135,450
----------------------------------------------------------------------------
Expenses
Operating (Note 8) 5,945 4,612 12,516 9,172
Transportation 2,371 1,578 4,535 3,013
General and
administrative (Note 9) 1,348 924 2,954 2,470
Future performance based
compensation (Note 11) 2,348 3,091 6,572 3,897
Interest (Note 10) 4,512 4,969 9,130 9,381
Accretion of
decommissioning
liability (Note 10) 234 168 465 346
Depletion and
depreciation (Note 4) 30,850 19,228 59,876 36,974
Gains on divestitures - - (818) -
----------------------------------------------------------------------------
47,608 34,570 95,230 65,253
----------------------------------------------------------------------------
Earnings before taxes 43,578 30,079 85,611 70,197
----------------------------------------------------------------------------
Taxes
Deferred income tax
expense (recovery) 10,860 (305) 21,205 (815)
----------------------------------------------------------------------------
Earnings for the period 32,718 30,384 64,406 71,012
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Earnings per share or
unit (Note 7)
Basic and diluted $ 0.25 $ 0.25 $ 0.49 $ 0.61
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Weighted average number
of common shares
outstanding (Note 7)
Basic and diluted 133,061,301 119,419,799 132,900,079 117,298,518
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Condensed Statement of Comprehensive Income (unaudited)
(Amount in $ thousands)
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
Earnings for the period 32,718 30,384 64,406 71,012
Other comprehensive income
Change in unrealized gain (loss) on
cash flow hedges
(net of deferred tax; 2011 - $0.1
million recovery and $2.5 million
recovery (2010 - $4.9 million
recovery and $8.8 million expense)) 6,591 3,653 12,941 31,274
Realized (gain) loss on cash flow
hedges (6,586) (11,368) (19,705) (17,253)
----------------------------------------------------------------------------
Comprehensive Income 32,723 22,669 57,642 85,033
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Condensed Statement of Changes in Equity (unaudited)
(Amount in $ thousands)
Six months ended June 30
2011 2010
----------------------------------------------------------------------------
Shareholders' / Unitholders' capital, Beginning of
Year 755,831 501,219
----------------------------------------------------------------------------
Trust units issued - 74,863
Common shares / trust units issued by private
placement 17,150 2,728
Common shares / trust units issuance costs (net of
tax) (75) (2,421)
Common shares / trust units issued pursuant to
DRIP 1,973 3,174
Common shares / trust units issued pursuant to
OTUPP 2,889 6,987
----------------------------------------------------------------------------
Shareholders' / Unitholders' capital, End of
Period 777,768 586,550
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Common shares / trust units to be issued,
Beginning of Year 17,285 2,728
----------------------------------------------------------------------------
Common shares / trust units issued (17,285) (2,728)
Trust units to be issued - 994
----------------------------------------------------------------------------
Common shares / trust units to be issued, End of
Period - 994
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Retained earnings, Beginning of Year 50,774 25,627
----------------------------------------------------------------------------
Earnings for the period 64,406 71,012
Dividends (Note 7) (47,872) (85,093)
----------------------------------------------------------------------------
Retained earnings, End of Period 67,308 11,546
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Accumulated other comprehensive income, Beginning
of Year 20,893 6,062
----------------------------------------------------------------------------
Other comprehensive income (loss) (6,764) 14,021
----------------------------------------------------------------------------
Accumulated other comprehensive income, End of
Period 14,129 20,083
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total Shareholders' Equity 859,205 619,173
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Consolidated Statement of Cash Flows (unaudited)
(Amount in $ thousands)
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
Cash provided by (used in)
Operating Activities
Earnings 32,718 30,384 64,406 71,012
Items not requiring cash:
Deferred income tax 10,860 (305) 21,205 (815)
Depletion and depreciation 30,850 19,228 59,876 36,974
Gain on disposition of assets - - (818) -
Accretion of decommissioning
liability 234 168 465 346
Change in non-cash working
capital related to operating
activities (Note 15) 7,169 6,598 (20,416) 1,229
----------------------------------------------------------------------------
81,831 56,073 124,718 108,746
----------------------------------------------------------------------------
Financing Activities
Issuance of common shares - 78,950 4,628 80,605
Issuance costs (13) (2,421) - (2,421)
Dividends paid (23,951) (41,977) (47,872) (81,227)
Increase (decrease) in bank debt 30,000 (20,000) 100,000 (5,000)
Change in non-cash working
capital related to financing
activities (Note 15) - 766 4,581 2,823
----------------------------------------------------------------------------
6,036 15,318 61,337 (5,220)
----------------------------------------------------------------------------
Investing Activities
Additions to property, plant and
equipment (73,678) (37,602) (176,707) (86,365)
Change in non-cash working
capital related to investing
activities (Note 15) (12,580) (24,513) (4,893) (7,885)
----------------------------------------------------------------------------
(86,258) (62,115) (181,600) (94,250)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Net increase in cash 1,609 9,276 4,455 9,276
Cash, beginning of year 10,740 - 7,894 -
----------------------------------------------------------------------------
Cash, end of period 12,349 9,276 12,349 9,276
----------------------------------------------------------------------------
The following amounts are included in Cash Flows From Operating Activities:
----------------------------------------------------------------------------
Cash interest paid 4,512 4,969 9,130 9,381
Cash taxes paid - - - -
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Notes to Condensed Financial Statements (unaudited)
As at June 30, 2011 and 2010
(Amount in $ thousands, except as otherwise noted)
1. Nature of operations
Peyto Exploration & Development Corp. ("Peyto" or the "Company") is a Calgary
based oil and natural gas company. The Company conducts exploration, development
and production activities in Canada. Peyto is incorporated and domiciled in the
Province of Alberta, Canada. The address of its registered office is 1500, 250 -
2nd Street SW, Calgary, Alberta, Canada, T2P 0C1.
On December 31, 2010, Peyto completed the conversion from an income trust to a
corporation pursuant to an arrangement under the Business Corporations Act
(Alberta); the ("2010 Arrangement"). As a result of this conversion, units of
Peyto Energy Trust (the "Trust") were exchanged for common shares of Peyto on a
one-for-one basis (see Note 7).
The conversion has been accounted for as a continuity of interests and all
comparative information presented for the pre-conversion period is that of the
Trust. All transaction costs associated with the conversion were expensed as
incurred as general and administration expense.
There were no changes in Peyto's underlying operations associated with the 2010
Arrangement. The condensed financial statements and related financial
information have been prepared on a continuity of interest basis, which
recognizes Peyto as the successor entity and accordingly all comparative
information presented for the preconversion period is that of the Trust. For the
convenience of the reader, when discussing prior periods, the condensed
financial statements refer to common shares, shareholders and dividends although
for the pre-conversion period such items were trust units, unitholders' and
distributions, respectively.
Following the completion of the 2010 Arrangement, Peyto does not have any
subsidiaries.
These condensed financial statements were approved and authorized for issuance
by the Audit Committee of the Board of Directors of Peyto on August 9, 2011.
2. Basis of presentation
These unaudited condensed financial statements ("financial statements") for the
three and six months ended June 30, 2011 have been prepared in accordance with
International Accounting Standard ("IAS") 34 Interim Financial Reporting. These
condensed interim financial statements do not include all of the information
required for annual financial statements. Amounts relating to the three and six
months ended June 30, 2010 and as at December 31, 2010 were previously presented
in accordance with Canadian generally accepted accounting principles ("Canadian
GAAP"). These amounts have been restated as necessary to be compliant with our
accounting policies under International Financial Reporting Standards ("IFRS"),
which are included below. Reconciliations and descriptions relating to the
transition from Canadian GAAP to IFRS are included in Note 17.
a) Summary of significant accounting policies
The precise determination of many assets and liabilities is dependent upon
future events, the preparation of periodic financial statements necessarily
involves the use of estimates and approximations. Accordingly, actual results
could differ from those estimates. The financial statements have, in
management's opinion, been properly prepared within reasonable limits of
materiality and within the framework of the Company's basis of presentation as
disclosed.
The following significant accounting policies have been adopted in the
preparation and presentation of the financial report:
b) Significant accounting estimates and judgements
The timely preparation of the unaudited condensed financial statements in
conformity with International Financial Reporting Standards ("IFRS") requires
that management make estimates and assumptions and use judgment regarding the
reported amounts of assets and liabilities and disclosures of contingent assets
and liabilities at the date of the unaudited condensed financial statements and
the reported amounts of revenues and expenses during the period. Such estimates
primarily relate to unsettled transactions and events as of the date of the
condensed financial statements. Accordingly, actual results may differ from
estimated amounts as future confirming events occur.
Amounts recorded for depreciation, depletion and amortization, decommissioning
costs and obligations and amounts used for impairment calculations are based on
estimates of gross proved reserves and future costs required to develop those
reserves. By their nature, these estimates of reserves, including the estimates
of future prices and costs, and the related future cash flows are subject to
measurement uncertainty, and the impact in the condensed financial statements of
future periods could be material.
The amount of compensation expense accrued for future performance based
compensation arrangements are subject to management's best estimate of whether
or not the performance criteria will be met and what the ultimate payout will
be.
Tax interpretations, regulations and legislation in the various jurisdictions in
which the Company and its subsidiaries operate are subject to change. As such,
income taxes are subject to measurement uncertainty.
c) Presentation currency
All amounts in these financial statements are expressed in Canadian dollars, as
this is the functional and presentation currency of the Company.
d) Jointly controlled assets
A jointly controlled asset involves joint control and offers joint ownership by
the Company and other partners of assets contributed to or acquired for the
purpose of the jointly controlled assets, without the formation of a
corporation, partnership or other entity.
The Company accounts for its share of the jointly controlled assets, any
liabilities it has incurred, its share of any liabilities jointly incurred with
its partners, income from the sale or use of its share of the joint venture's
output, together with its share of the expenses incurred by the jointly
controlled asset and any expenses it incurs in relation to its interest in the
jointly controlled asset.
e) Exploration and evaluation assets
Pre-license costs
Costs incurred prior to obtaining the legal right to explore for hydrocarbon
resources are expensed in the period in which they are incurred. The Company has
no pre-license costs.
Exploration and evaluation costs
Once the legal right to explore has been acquired, costs directly associated
with an exploration well are capitalized as exploration and evaluation
intangible assets until the drilling of the well is complete and the results
have been evaluated. All such costs are subject to technical feasibility,
commercial viability and management review as well as review for impairment at
least once a year to confirm the continued intent to develop or otherwise
extract value from the discovery. The Company has no exploration or evaluation
costs.
f) Property, plant and equipment, net
Oil and gas properties and other property, plant and equipment is stated at
cost, less accumulated depreciation and accumulated impairment losses.
The initial cost of an asset comprises its purchase price or construction cost,
any costs directly attributable to bringing the asset into operation, the
initial estimate of the decommissioning provision and borrowing costs for
qualifying assets. The purchase price or construction cost is the aggregate
amount paid and the fair value of any other consideration given to acquire the
asset. Costs include expenditures on the construction, installation or
completion of infrastructure such well sites, pipelines and facilities including
activities such as drilling, completion and tie-in costs, equipment and
installation costs, associated geological and human resource costs, including
unsuccessful development or delineation wells.
Oil and natural gas asset swaps
For exchanges or parts of exchanges that involve assets, the exchange is
accounted for at fair value. Assets are then de-recognized at their current
carrying value.
Depletion and Depreciation
Oil and natural gas properties are depleted on a unit-of-production basis over
the proved plus probable reserves. All costs related to oil and natural gas
properties (net of salvage value) and estimated costs of future development of
proved plus probable undeveloped reserves are depleted and depreciated using the
unit-of-production method based on estimated gross proved plus probable reserves
as determined by independent engineers. For purposes of the depletion and
depreciation calculation, relative volumes of petroleum and natural gas
production and reserves are converted at the energy equivalent conversion rate
of six thousand cubic feet of natural gas to one barrel of crude oil.
Other property, plant and equipment are depreciated using a declining balance
method over remaining useful life.
g) Corporate Assets
Corporate assets not related to oil and natural gas exploration and development
activities are recorded at historical costs and depreciated over their useful
life. These assets are not significant or material in nature.
h) Impairment of non-financial assets
The Company assesses at each reporting date whether there is an indication that
an asset may be impaired. If any indication exists, or when annual impairment
testing for an asset is required, the Company estimates the asset's recoverable
amount. An asset's recoverable amount is the higher of fair value less costs to
sell or value-in-use and is determined for an individual asset, unless the asset
does not generate cash inflows that are largely independent of those from other
assets or groups of assets, in which case the recoverable amount is assessed as
part of a cash generating unit ("CGU"). If the carrying amount of an asset or
CGU exceeds its recoverable amount, the CGU is considered impaired and is
written down to its recoverable amount. In assessing value-in-use, the estimated
future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the
risks specific to the asset. In determining fair value less costs to sell,
recent market transactions are taken into account, if available. If no such
transactions can be identified, an appropriate valuation model is used. These
calculations are corroborated by valuation multiples, quoted share prices for
publicly traded subsidiaries or other available fair value indicators.
Impairment losses of continuing operations are recognized in the income statement.
An assessment is made at each reporting date as to whether there is any
indication that previously recognized impairment losses may no longer exist or
may have decreased. If such indication exists, the Company estimates the asset's
or cash-generating unit's recoverable amount. A previously recognized impairment
loss is reversed only if there has been a change in the assumptions used to
determine the asset's recoverable amount since the last impairment loss was
recognized. The reversal is limited so that the carrying amount of the asset
does not exceed its recoverable amount, nor exceed the carrying amount that
would have been determined, net of depreciation, had no impairment loss been
recognized for the asset in prior years.
i) Leases
Leases or other arrangements entered into for the use of an asset are classified
as either finance or operating leases. Finance leases transfer to the Company
substantially all of the risks and benefits incidental to ownership of the
leased asset. Assets under finance lease are amortized over the shorter of the
estimated useful life of the assets and the lease term. All other leases are
classified as operating leases and the payments are amortized on a straight-line
basis over the lease term.
j) Financial instruments
Financial instruments within the scope of IAS 39 Financial Instruments:
Recognition and Measurement ("IAS 39") are initially recognized at fair value on
the condensed balance sheet. The Company has classified each financial
instrument into the following categories: "fair value through profit or loss";
"loans & receivables"; and "other liabilities". Subsequent measurement of the
financial instruments is based on their classification. Unrealized gains and
losses on held for trading financial instruments are recognized in earnings. The
other categories of financial instruments are recognized at amortized cost using
the effective interest rate method. The Company has made the following
classifications:
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Financial Assets & Liabilities Category
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Cash Fair value through profit or loss
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Accounts Receivable Loans & receivables
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Due from Private Placement Loans & receivables
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Accounts Payable and Accrued Liabilities Other Liabilities
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Provision for Future Performance Based Other Liabilities
Compensation
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Dividends Payable Other Liabilities
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Long Term Debt Other Liabilities
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Financial Derivative Instruments Fair value through profit or loss
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Derivative Instruments and Risk Management
Derivative instruments are utilized by the Company to manage market risk against
volatility in commodity prices. The Company's policy is not to utilize
derivative instruments for speculative purposes. The Company has chosen to
designate its existing derivative instruments as cash flow hedges. The Company
assesses, on an ongoing basis, whether the derivatives that are used as cash
flow hedges are highly effective in offsetting changes in cash flows of hedged
items. All derivative instruments are recorded on the balance sheet at their
fair value. The effective portion of the gains and losses is recorded in other
comprehensive income until the hedged transaction is recognized in earnings.
When the earnings impact of the underlying hedged transaction is recognized in
the condensed income statement, the fair value of the associated cash flow hedge
is reclassified from other comprehensive income into earnings. Any hedge
ineffectiveness is immediately recognized in earnings. The fair values of
forward contracts are based on forward market prices.
Embedded Derivatives
An embedded derivative is a component of a contract that causes some of the cash
flows of the combined instrument to vary in a way similar to a stand-alone
derivative. This causes some or all of the cash flows that otherwise would be
required by the contract to be modified according to a specified variable, such
as interest rate, financial instrument price, commodity price, foreign exchange
rate, a credit rating or credit index, or other variables to be treated as a
financial derivative. The Company has no contracts containing embedded
derivatives.
Normal purchase or sale exemption
Contracts that were entered into and continue to be held for the purpose of the
receipt or delivery of a non-financial item in accordance with the Company's
expected purchase, sale or usage requirements fall within the exemption from IAS
32 Financial Instruments: Presentation ("IAS 32") and IAS 39, which is known as
the 'normal purchase or sale exemption'. The Company recognizes such contracts
in its balance sheet only when one of the parties meets its obligation under the
contract to deliver either cash or a non-financial asset.
k) Hedging
The Company uses derivative financial instruments from time to time to hedge its
exposure to commodity price fluctuations. All derivative financial instruments
are initiated within the guidelines of the Company's risk management policy.
This includes linking all derivatives to specific assets and liabilities on the
balance sheet or to specific firm commitments or forecasted transactions. The
Company enters into hedges of its exposure to petroleum and natural gas
commodity prices by entering into natural gas fixed price contracts, when it is
deemed appropriate. These derivative contracts, accounted for as hedges, are
recognized on the balance sheet. Realized gains and losses on these contracts
are recognized in oil and natural gas revenue and cash flows in the same period
in which the revenues associated with the hedged transaction are recognized. For
financial derivative contracts settling in future periods, a financial asset or
liability is recognized in the balance sheet and measured at fair value, with
changes in fair value recognized in other comprehensive income.
l) Inventories
Inventories are stated at the lower of cost and net realizable value. Cost of
producing oil and natural gas is accounted on a weighted average basis. This
cost includes all costs incurred in the normal course of business in bringing
each product to its present location and condition.
m) Provisions
General
Provisions are recognized when the Company has a present obligation (legal or
constructive) as a result of a past event, it is probable that an outflow of
resources embodying economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the obligation. Where the
Company expects some or all of a provision to be reimbursed, the reimbursement
is recognized as a separate asset but only when the reimbursement is virtually
certain. The expense relating to any provision is presented in the income
statement net of any reimbursement. If the effect of the time value of money is
material, provisions are discounted using a current pre-tax rate that reflects,
where appropriate, the risks specific to the liability. Where discounting is
used, the increase in the provision due to the passage of time is recognized as
a finance cost.
Decommissioning provision
Decommissioning provision is recognized when the Company has a present legal or
constructive obligation as a result of past events, and it is probable that an
outflow of resources will be required to settle the obligation, and a reliable
estimate of the amount of obligation can be made. A corresponding amount
equivalent to the provision is also recognized as part of the cost of the
related property, plant and equipment. The amount recognized is the estimated
cost of decommissioning, discounted to its present value using a risk-free rate.
Changes in the estimated timing of decommissioning or decommissioning cost
estimates are dealt with prospectively by recording an adjustment to the
provision, and a corresponding adjustment to property, plant and equipment. The
accretion of the discount on the decommissioning provision is included as a
finance cost.
n) Taxes
Current income tax
Current income tax assets and liabilities for the current and prior periods are
measured at the amount expected to be recovered from or paid to the taxation
authorities. The tax rates and tax laws used to compute the amount are those
that are enacted or substantively enacted, at the reporting date, in Canada.
Current income tax relating to items recognized directly in equity is recognized
in equity and not in the income statement. Management periodically evaluates
positions taken in the tax returns with respect to situations in which
applicable tax regulations are subject to interpretation and establishes
provisions where appropriate.
Deferred tax
The Company follows the liability method of accounting for income taxes. Under
this method, income tax assets and liabilities are recognized for the estimated
tax consequences attributable to differences between the amounts reported in the
financial statements and their respective tax bases, using enacted or
substantively enacted tax rates expected to apply when the asset is realized or
the liability settled. Deferred tax assets are only recognized to the extent it
is probable that sufficient future taxable income will be available to allow the
future income tax asset to be realized. Accumulated deferred tax balances are
adjusted to reflect changes in income tax rates that are substantively enacted
with the adjustment being recognized in earnings in the period that the change
occurs, except for items recognized in shareholders' equity.
o) Revenue recognition
Revenue from the sale of oil, natural gas and natural gas liquids is recognized
when the significant risks and rewards of ownership have been transferred, which
is when title passes to the purchaser. This generally occurs when product is
physically transferred into a pipe or other delivery system.
Gains and Losses on Disposition
For all dispositions, either through sale or exchange, gains and losses are
calculated as the difference between the sale or exchange value in the
transaction and the carrying value of the disposed assets disposed. Gains and
losses on disposition are recognized in earnings in the same period as the
transaction date.
p) Borrowing costs
Borrowing costs directly relating to the acquisition, construction or production
of a qualifying capital project under construction are capitalized and added to
the project cost during construction until such time the assets are
substantially ready for their intended use, which is, when they are capable of
commercial production. Where the funds used to finance a project form part of
general borrowings, the amount capitalized is calculated using a weighted
average of rates applicable to relevant general borrowings of the Company during
the period. All other borrowing costs are recognized in the income statement in
the period in which they are incurred.
q) Share-based payments
Liability-settled share-based payments to employees are measured at the fair
value of the liability award at the grant date. A liability equal to fair value
of the payments is accrued over the vesting period measured at fair value using
the Black-Scholes option pricing model.
The fair value determined at the grant date of the liability-settled share-based
payments is expensed on a graded basis over the vesting period, based on the
Company's estimate of liability instruments that will eventually vest. At the
end of each reporting period, the Company revises its estimate of the number of
liability instruments expected to vest. The impact of the revision of the
original estimates, if any, is recognized in the income statement such that the
cumulative expense reflects the revised estimate, with a corresponding
adjustment to related liability on the balance sheet.
r) Earnings per share
Basic and diluted earnings per share is computed by dividing the net earnings
available to common shareholders by the weighted average number of shares
outstanding during the reporting period. The Company has no dilutive instrument
outstanding which would cause a difference between the basic and diluted
earnings per share.
s) Share capital
Common shares are classified within shareholders' equity. Incremental costs
directly attributable to the issuance of shares are recognized as a deduction
from shareholders' capital.
t) Standards issued but not yet effective
Presentation of Financial Statements
As of January 1, 2012, the Company will be required to adopt IAS 1,
"Presentation of Items of OCI: Amendments to IAS 1 Presentation of Financial
Statements." The amendments stipulate the presentation of net earnings and OCI
and also require the Company to group items within OCI based on whether the
items may be subsequently reclassified to profit or loss. The adoption of the
amendments to this standard is not expected to have a material impact on the
Company's financial position or results.
Financial Instruments
As of January 1, 2013, the Company will be required to adopt IFRS 9 "Financial
Instruments" which covers the classification and measurement of financial assets
as part of its project to replace IAS 39 "Financial Instruments: Recognition and
Measurement." This standard replaces the current models for financial assets and
liabilities with a single model. Under this guidance, entities have the option
to recognize financial liabilities at fair value through profit or loss. If this
option is elected, entities would be required to reverse the portion of the fair
value change due to its own credit risk out of profit or loss and recognize the
change in other comprehensive income. The implementation of the issued standard
is not expected to have a material impact on the Company's financial position or
results.
Consolidated Financial Statements
As of January 1, 2013, the Company will be required to adopt IFRS 10,
"Consolidated Financial Statements," which provides a single control model to be
applied in the assessment of control for all entities in which the Company has
an investment, including special purpose entities currently in the scope of
Standing Interpretations Committee ("SIC") 12. Under the new control model, the
Company has control over an investment if the Company has the ability to direct
the activities of the investment, is exposed to the variability of returns from
the investment and there is a linkage between the ability to direct activities
and the variability of returns. The Company does not expect IFRS 10 to have a
material impact on its financial position or results.
Joint Arrangements
As of January 1, 2013, the Company will be required to adopt IFRS 11, "Joint
Arrangements," which specifies that joint arrangements are classified as either
joint operations or joint ventures. Parties to a joint operation retain the
rights and obligations to individual assets and liabilities of the operation,
while parties to a joint venture have rights to the net assets of the venture.
Any arrangement which is not structured through a separate entity or is
structured through a separate entity but such separation is ineffective such
that the parties to the arrangement have rights to the assets and obligations
for the liabilities will be classified as a joint operation. Joint operations
shall be accounted for in a manner consistent with jointly controlled assets and
operations whereby the Company's contractual share of the arrangement's assets,
liabilities, revenues and expenses are included in the consolidated financial
statements. Any arrangement structured through a separate vehicle that does
effectively result in separation between the Company and the arrangement shall
be classified as a joint venture and accounted for using the equity method of
accounting. Under the existing IFRS standard, the Company has the option to
account for any interests it has in joint ventures using proportionate
consolidation or equity accounting. The Company does not expect IFRS 11 to have
a material impact on its financial position or results.
Disclosure of Interests in Other Entities
As of January 1, 2013, the Company will be required to adopt IFRS 12,
"Disclosure of Interests in Other Entities," which contains new disclosure
requirements for interests the Company has in subsidiaries, joint arrangements,
associates and unconsolidated structured entities. Required disclosures aim to
provide readers of the financial statements with information to evaluate the
nature of and risks associated with the Company's interests in other entities
and the effects of those interests on the Company's financial statements. The
Company intends to adopt IFRS 12 in its financial statements for the annual
period beginning on January 1, 2013. The Company does not expect IFRS 12 to have
a material impact on its financial position or results.
Investments in Associates and Joint Ventures
As of January 1, 2013, the Company will be required to adopt amendments to IAS
28, "Investments in Associates and Joint Ventures," which provide additional
guidance applicable to accounting for interests in joint ventures or associates
when a portion of an interest is classified as held for sale or when the Company
ceases to have joint control or significant influence over an associate or joint
venture. When joint control or significant influence over an associate or joint
venture ceases, the Company will no longer be required to re-measure the
investment at that date. When a portion of an interest in a joint venture or
associate is classified as held for sale, the portion not classified as held for
sale shall be accounted for using the equity method of accounting until the sale
is completed at which time the interest is reassessed for prospective accounting
treatment. The Company does not expect the amendments to IAS 28 to have a
material impact on the financial position or results.
Fair Value Measurement
As of January 1, 2013, the Company will be required to adopt IFRS 13, "Fair
Value Measurement," which replaces fair value measurement guidance contained in
individual IFRSs, providing a single source of fair value measurement guidance.
The standard provides a framework for measuring fair value and establishes new
disclosure requirements to enable readers to assess the methods and inputs used
to develop fair value measurements and for recurring valuations that are subject
to measurement uncertainty, the effect of those measurements on the financial
statements. The Company intends to adopt IFRS 13 prospectively in its financial
statements for the annual period beginning on January 1, 2013. The extent of the
impact of adoption of IFRS 13 has not yet been determined.
Employee Benefits
As of January 1, 2013, the Company will be required to adopt IAS 19, "Employee
Benefits" which eliminates the corridor method that permits the deferral of
actuarial gains and losses, to revise the presentation requirements for changes
in defined benefit plan assets and liabilities and to enhance the required
disclosures for defined benefit plans. The Company does not expect the
amendments to IAS 19 to have a material impact on the financial position or
results.
3. Accounts receivable
June 30 December 31 January 1
2011 2010 2010
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Accounts receivable - general 45,326 48,721 51,150
Accounts receivable - tax 7,155 7,155 7,155
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52,481 55,876 58,305
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Canada Revenue Agency ("CRA") conducted an audit of Peyto's restructuring costs
incurred in the 2003 trust conversion. On September 25, 2008, the CRA reassessed
on the basis that $41 million of these costs were not deductible and treated
them as an eligible capital amount. Peyto filed a notice of objection and the
CRA confirmed the reassessment. Examinations for discovery have been completed.
A trial date has not been set. The Tax Court of Canada has agreed to both
parties' request to hold Peyto's appeal in abeyance pending a decision of the
Federal Court of Appeal in another taxpayer's appeal. The other appeal raises
issues that are similar in principle to those raised in Peyto's appeal. Based
upon consultation with legal counsel, Management's view is that it is likely
that Peyto's appeal will succeed.
4. Property, plant and equipment, net
Processing
Petroleum assets and Corporate
properties facilities assets Total
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Cost
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At January 1, 2010 1,112,677 65,353 1,007 1,179,037
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Additions 255,374 19,607 - 274,981
Dispositions (1,094) - - (1,094)
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At December 31, 2010 1,366,957 84,960 1,007 1,452,924
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Additions 152,025 23,483 - 175,508
Dispositions (698) - - (698)
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At June 30, 2011 1,518,284 108,443 1,007 1,627,734
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Accumulated Depreciation
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At January 1, 2010 - - (635) (635)
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Depletion and depreciation (80,496) (3,867) (89) (84,452)
Dispositions 32 - - 32
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At December 31, 2010 (80,464) (3,867) (724) (85,055)
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Depletion and depreciation (57,510) (2,330) (36) (59,876)
Dispositions 62 - - 62
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At June 30, 2011 (137,912) (6,197) (760) (144,869)
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Net book value at
June 30, 2011 1,380,372 102,246 247 1,482,865
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During the three and six month period ended June 30, the Company capitalized
$1.0 million and $2.3 million (2010 - $0.9 and $1.7 million) of general and
administrative and share based payments directly attributable to production and
development activities.
The Company performs an impairment test calculation when indicators are present
which negatively affect the value of the Company's individual assets or its
total asset base. Assets which have indicators of impairment are then aggregated
to its cash-generating units at which point the measurement of impairment is
calculated.
The Company did not have any indicators of impairment in the current period.
5. Long-term debt
The Company has a syndicated $625 million extendible revolving credit facility
with a stated term date of April 29, 2012. The facility is made up of a $20
million working capital sub-tranche and a $605 million production line. The
facilities are available on a revolving basis for a period of at least 364 days
and upon the term out date may be extended for a further 364 day period at the
request of the Company, subject to approval by the lenders. In the event that
the revolving period is not extended, the facility is available on a
non-revolving basis for a further one year term, at the end of which time the
facility would be due and payable. Outstanding amounts on this facility bear
interest at rates determined by the Company's debt to cash flow ratio that range
from prime to prime plus 1.25% to 2.75% for debt to earnings before interest,
taxes, depreciation, depletion and amortization (EBITDA) ratios ranging from
less than 1:1 to greater than 2.5:1. A General Security Agreement with a
floating charge on land registered in Alberta is held as collateral by the bank.
Total cash interest expense for the three months ended was $4.5 million (2010 -
$5.0 million) and the average borrowing rate for the period was 4.1% (2010 -
4.9%). Total cash interest expense for the six months ended was $9.1 million
(2010 - $9.4 million) and the average borrowing rate for the period was 4.4%
(2010 - 4.4%).
6. Decommissioning provision
The Company makes provision for the future cost of decommissioning wells,
pipelines and facilities on a discounted basis based on the commissioning of
these assets.
The decommissioning provision represents the present value of the
decommissioning costs related to the above infrastructure, which are expected to
be incurred over the economic life of the assets. The provisions have been based
on the Company's internal estimates on the cost of decommissioning, the discount
rate, the inflation rate and the economic life of the infrastructure.
Assumptions, based on the current economic environment, have been made which
management believes are a reasonable basis upon which to estimate the future
liability. These estimates are reviewed regularly to take into account any
material changes to the assumptions. However, actual decommissioning costs will
ultimately depend upon the future market prices for the necessary
decommissioning work required which will reflect market conditions at the
relevant time. Furthermore, the timing of the decommissioning is likely to
depend on when production activities ceases to be economically viable. This in
turn will depend and be directly related to the current and future commodity
prices, which are inherently uncertain.
The following table reconciles the change in decommissioning liabilities:
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Balance, December 31, 2010 (1) 24,734
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New or increased provisions 2,094
Accretion of discount 465
Change in discount rate (85)
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Balance, June 30, 2011 (2) 27,208
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Current -
Non-current 27,208
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(1) Based on a total future undiscounted liability of $86.1 million to be
incurred over the next 50 years at an inflation rate of 2% and a
discount rate of 3.54%.
(2) Based on a total future undiscounted liability of $93.7 million to be
incurred over the next 50 years at an inflation rate of 2% and a
discount rate of 3.55%.
7. Shareholders' capital and Unitholders' capital
Authorized: Unlimited number of voting common shares
Issued and Outstanding
Common Shares and Units (no par value) Number of
Common Amount
Shares $
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Balance, January 1, 2010 114,920,194 501,219
Trust units issued 13,880,500 218,704
Trust units issuance costs (net of tax) - (7,680)
Trust units issued by private placement 196,420 2,728
Trust units issued pursuant to DRIP 746,079 10,558
Trust units issued pursuant to OTUPP 2,132,189 30,302
Exchanged for common shares pursuant to the
Arrangement (Note 1) (131,875,382) (755,831)
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Balance, December 31, 2010 131,875,382 755,831
Common shares issued by private placement 906,196 17,150
Common share issuance costs (net of tax) - (75)
Common shares issued pursuant to DRIP 113,527 1,973
Common shares issued pursuant to OTUPP 166,196 2,889
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Balance, June 30, 2011 133,061,301 777,768
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Units Issued
On November 30, 2010, Peyto closed an offering of 8,314,500 trust units at a
price of $17.30 per trust unit, receiving proceeds of $138.8 million (net of
issuance costs).
On April 27, 2010, Peyto closed an offering of 5,566,000 trust units at a price
of $13.45 per trust unit, receiving proceeds of $71.7 million (net of issuance
costs).
Peyto reinstated its amended distribution reinvestment and optional trust unit
purchase plan (the "Amended DRIP Plan") effective with the January 2010
distribution whereby eligible Unitholders may elect to reinvest their monthly
cash distributions in additional trust units at a 5% discount to market price.
The Distribution Reinvestment Plan ("DRIP") incorporates an Optional Trust Unit
Purchase Plan ("OTUPP") which provides unitholders enrolled in the DRIP with the
opportunity to purchase additional trust units from treasury using the same
pricing as the DRIP.
Common Shares Issued
On December 31, 2010, Peyto converted all outstanding trust units into common
shares on a one share per trust unit basis. At December 31, 2010 there were
131,875,382 shares outstanding. The DRIP and the OTUPP plans were cancelled
December 31, 2010.
On December 31, 2010, the Company completed a private placement of 655,581
common shares to employees and consultants for net proceeds of $12.4 million
($18.95 per share). These common shares were issued on January 6, 2011.
On January 14, 2011, 279,723 common shares (113,527 pursuant to the DRIP and
166,196 pursuant to the OTUPP) were issued for net proceeds of $4.9 million.
On March 25, 2011, Peyto completed a private placement of 250,615 common shares
to employees and consultants for net proceeds of $4.6 million ($18.86 per
share). Subsequent to the issuance of these shares, 133,061,301 common shares
were outstanding.
Per Share or Per Units Amounts
Earnings per share or unit have been calculated based upon the weighted average
number of common shares outstanding for the three month and six month period
ended of 133,061,301 and 132,900,079 (2010 - 119,419,799 and 117,298,518),
respectively. There are no dilutive instruments outstanding.
Dividends
During the three and six months ended June 30, 2011, Peyto declared and paid
dividends of $0.18 and $0.36 per common share, respectively or $0.06 per common
share per month, totaling $24.0 million and $47.9 million (2010 - $0.36 and
$0.72 per share, respectively or $0.12 per share per month, $43.6 million and
$85.1 million), respectively.
Comprehensive Income
Comprehensive income consists of earnings and other comprehensive income
("OCI"). OCI comprises the change in the fair value of the effective portion of
the derivatives used as hedging items in a cash flow hedge. "Accumulated other
comprehensive income" is an equity category comprised of the cumulative amounts
of OCI.
Accumulated hedging gains
2011
----------------------------------------------------------------------------
Balance, January 1, 2011 20,893
Hedging gains (losses) (6,764)
----------------------------------------------------------------------------
Balance, June 30, 2011 14,129
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Gains and losses from cash flow hedges are accumulated until settled. These
outstanding hedging contracts are recognized in earnings on settlement with
gains and losses being recognized as a component of net revenue. Further
information on these contracts is set out in Note 13.
8. Operating expenses
The Company's operating expenses include all costs with respect to day-to-day
well and facility operations. Processing and gathering recoveries related to
jointly controlled assets and third party natural gas reduces operating
expenses.
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
Field expenses 8,067 7,377 17,002 14,510
Processing and gathering recoveries (2,122) (2,765) (4,486) (5,338)
----------------------------------------------------------------------------
Total operating expenses 5,945 4,612 12,516 9,172
----------------------------------------------------------------------------
----------------------------------------------------------------------------
9. General and administrative expenses
General and administrative expenses are reduced by operating and capital
overhead recoveries from operated properties.
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
General and administrative expenses 2,635 2,020 5,699 4,737
Overhead recoveries (1,287) (1,096) (2,745) (2,267)
----------------------------------------------------------------------------
Net general and administrative
expenses 1,348 924 2,954 2,470
----------------------------------------------------------------------------
----------------------------------------------------------------------------
10. Finance costs
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
Cash interest expense 4,512 4,969 9,130 9,381
Accretion of discount on provisions 234 168 465 346
----------------------------------------------------------------------------
4,746 5,137 9,595 9,727
----------------------------------------------------------------------------
----------------------------------------------------------------------------
11. Future Performance based compensation
The Company awards performance based compensation to employees annually. The
performance based compensation is comprised of reserve and market value based
components.
Reserve Based Component
The reserves value based component is 4% of the incremental increase in value,
if any, as adjusted to reflect changes in debt, equity, distributions, general
and administrative costs and interest, of proved producing reserves calculated
using a constant price at December 31 of the current year and a discount rate of
8%.
Market Based Component
Under the market based component, rights with a three year vesting period are
allocated to employees. The number of rights outstanding at any time is not to
exceed 6% of the total number of common shares outstanding. At December 31 of
each year, all vested rights are automatically cancelled and, if applicable,
paid out in cash. Compensation is calculated as the number of vested rights
multiplied by the total of the market appreciation (over the price at the date
of grant) and associated dividends of a common share for that period.
The fair values were calculated using a Black-Scholes valuation model. The
principal inputs to the option valuation model were:
June 30 December 31
2011 2010
----------------------------------------------------------------------------
Share price $21.50 $18.49
Exercise price $9.57 - $18.84 $6.62 - $11.66
Expected volatility 22% - 38% 0% - 28%
Option life 0.5 - 2.75 years 1 - 2 years
Dividend yield 0% 0%
Risk-free interest rate 1.58% 1.66%
----------------------------------------------------------------------------
12. Financial instruments
Financial Instrument Classification and Measurement
Financial instruments of the Company carried on the balance sheet are carried at
amortized cost with the exception of cash and financial derivative instruments,
specifically fixed price contracts, which are carried at fair value. There are
no significant differences between the carrying value of financial instruments
and their estimated fair values as at June 30, 2011.
The fair value of the Company's cash and financial derivative instruments are
quoted in active markets. The Company classifies the fair value of these
transactions according to the following hierarchy.
- Level 1 - quoted prices in active markets for identical financial instruments.
- Level 2 - quoted prices for similar instruments in active markets; quoted
prices for identical or similar instruments in markets that are not active; and
model-derived valuations in which all significant inputs and significant and
significant value drivers are observable in active markets.
- Level 3 - valuations derived from valuation techniques in which one or more
significant inputs or significant value drivers are unobservable.
The Company's cash and financial derivative instruments have been assessed on
the fair value hierarchy described above and classified as Level 1.
Fair Values of Financial Assets and Liabilities
The Company's financial instruments include cash, accounts receivable, financial
derivative instruments, due from private placement, current liabilities,
provision for future performance based compensation and long term debt. At June
30, 2011, the carrying value of cash and financial derivative instruments are
carried at fair value. Accounts receivable, due from private placement, current
liabilities and provision for future performance based compensation approximate
their fair value due to their short term nature. The carrying value of the long
term debt approximates its fair value due to the floating rate of interest
charged under the credit facility.
Market Risk
Market risk is the risk that changes in market prices will affect the Company's
earnings or the value of its financial instruments. Market risk is comprised of
commodity price risk and interest rate risk. The objective of market risk
management is to manage and control exposures within acceptable limits, while
maximizing returns. The Company's objectives, processes and policies for
managing market risks have not changed from the previous year.
Commodity Price Risk Management
The Company is a party to certain derivative financial instruments, including
fixed price contracts. The Company enters into these contracts with well
established counterparties for the purpose of protecting a portion of its future
earnings and cash flows from operations from the volatility of petroleum and
natural gas prices. The Company believes the derivative financial instruments
are effective as hedges, both at inception and over the term of the instrument,
as the term and notional amount do not exceed the Company's firm commitment or
forecasted transactions and the underlying basis of the instruments correlate
highly with the Company's exposure.
A summary of contracts outstanding in respect of the hedging activities at
June 30, 2011 is as follows:
Fair
Effective Value June 30 December 31
Description Notional(1) Term Rate Level 2011 2010
----------------------------------------------------------------------------
Natural gas
financial
swaps - AECO 38.77GJ(2) 2011-2013 $ 4.31/GJ Level 1 18,636 27,911
----------------------------------------------------------------------------
(1) Notional values as at June 30, 2011 (2) Millions of gigajoules
----------------------------------------------------------------------------
Natural Gas Daily Price
Period Hedged Type Volume (CAD)
----------------------------------------------------------------------------
April 1, 2010 to March 31, 2012 Fixed Price 5,000 GJ $ 5.67/GJ
April 1, 2010 to March 31, 2012 Fixed Price 5,000 GJ $ 5.82/GJ
November 1, 2010 to March 31, 2012 Fixed Price 5,000 GJ $ 4.10/GJ
April 1, 2011 to October 31, 2011 Fixed Price 5,000 GJ $ 3.50/GJ
April 1, 2011 to October 31, 2011 Fixed Price 5,000 GJ $ 3.80/GJ
April 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 6.20/GJ
April 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 5.00/GJ
April 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 5.12/GJ
April 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 4.055/GJ
April 1, 2011 to October 31, 2012 Fixed Price 5,000 GJ $ 4.05/GJ
April 1, 2011 to October 31, 2012 Fixed Price 5,000 GJ $ 4.15/GJ
April 1, 2011 to October 31, 2012 Fixed Price 5,000 GJ $ 4.10/GJ
April 1, 2011 to October 31, 2012 Fixed Price 5,000 GJ $ 4.00/GJ
April 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $ 3.80/GJ
May 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 4.00/GJ
June 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $ 4.17/GJ
June 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $ 4.10/GJ
June 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $ 4.10/GJ
July 1, 2011 to October 31, 2011 Fixed Price 5,000 GJ $ 4.03/GJ
November 1, 2011 to March 31, 2012 Fixed Price 5,000 GJ $ 4.50/GJ
November 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $ 4.00/GJ
----------------------------------------------------------------------------
As at June 30, 2011, the Company had committed to the future sale of 38,770,000
gigajoules (GJ) of natural gas at an average price of $4.31 per GJ or $5.05 per
mcf based on the historical heating value of Peyto's natural gas. Had these
contracts been closed on June 30, 2011, the Company would have realized a gain
in the amount of $18.6 million. If the AECO gas price on June 30, 2011 were to
increase by $1/GJ, the unrealized gain would decrease by approximately $38.8
million. An opposite change in commodity prices rates would result in an
opposite impact on earnings which would have been reflected in other
comprehensive income.
Interest rate risk
The Company is exposed to interest rate risk in relation to interest expense on
its revolving credit facility. Currently, the Company has not entered into any
agreements to manage this risk. If interest rates applicable to floating rate
debt were to have increased by 100 bps (1%) it is estimated that the Company's
earnings for the three month and six month period ended June 30, 2011 would
decrease by $1.1 million and $2.1 million, respectively. An opposite change in
interest rates will result in an opposite impact on earnings.
Credit Risk
A substantial portion of the Company's accounts receivable is with petroleum and
natural gas marketing entities. Industry standard dictates that commodity sales
are settled on the 25th day of the month following the month of production. The
Company generally extends unsecured credit to purchasers, and therefore, the
collection of accounts receivable may be affected by changes in economic or
other conditions and may accordingly impact the Company's overall credit risk.
Management believes the risk is mitigated by the size, reputation and
diversified nature of the companies to which they extend credit. The Company has
not previously experienced any material credit losses on the collection of
accounts receivable. Of the Company's revenue for the three months ended June
30, 2011, approximately 82% was received from seven companies (16%, 12%, 12%,
11%, 11%, 10% and 10%) (June 30, 2010 - 87%, five companies (25%, 19%, 16%, 14%
and 13%)). Of the Company's revenue for the six months ended June 30, 2011,
approximately 76% was received from five companies (21%, 15%, 14%, 13% and 13%)
(June 30, 2010 - 97%, six companies (25%, 19%, 16%, 13%, 13% and 11%)). Of the
Company's accounts receivable for the period ended June 30, 2011, approximately
13% was receivable from a single company (Year ended December 31, 2010 - 31%,
three companies (11%, 10% and 10%)). The maximum exposure to credit risk is
represented by the carrying amount on the consolidated balance sheet. There are
no material financial assets that the Company considers past due and no accounts
have been written off.
The Company may be exposed to certain losses in the event of non-performance by
counterparties to commodity price contracts. The Company mitigates this risk by
entering into transactions with counterparties that have investment grade credit
ratings.
Counterparties to financial instruments expose the Company to credit losses in
the event of non-performance. Counterparties for derivative instrument
transactions are limited to high credit-quality financial institutions, which
are all members of our syndicated credit facility.
The Company assesses quarterly if there should be any impairment of financial
assets. At June 30, 2011, there was no impairment of any of the financial assets
of the Company.
Liquidity Risk
Liquidity risk includes the risk that, as a result of operational liquidity
requirements:
- The Company will not have sufficient funds to settle a transaction on the due
date;
- The Company will be forced to sell financial assets at a value which is less
than what they are worth; or
- The Company may be unable to settle or recover a financial asset at all.
The Company's operating cash requirements, including amounts projected to
complete our existing capital expenditure program, are continuously monitored
and adjusted as input variables change. These variables include, but are not
limited to, available bank lines, oil and natural gas production from existing
wells, results from new wells drilled, commodity prices, cost overruns on
capital projects and changes to government regulations relating to prices,
taxes, royalties, land tenure, allowable production and availability of markets.
As these variables change, liquidity risks may necessitate the need for the
Company to conduct equity issues or obtain project debt financing. The Company
also mitigates liquidity risk by maintaining an insurance program to minimize
exposure to certain losses.
The following are the contractual maturities of financial liabilities as at
June 30, 2011:
less than 1-2 2-5
1 Year Years Years Thereafter
----------------------------------------------------------------------------
Accounts payable and accrued
liabilities 80,662
Dividends payable 7,984
Provision for future market and
reserves based bonus 10,091 3,189
Long-term debt(1) 455,000
----------------------------------------------------------------------------
(1) Revolving credit facility renewed annually (see Note 7)
13. Capital disclosures
The Company's objectives when managing capital are: (i) to maintain a flexible
capital structure, which optimizes the cost of capital at acceptable risk; and
(ii) to maintain investor, creditor and market confidence to sustain the future
development of the business.
The Company manages its capital structure and makes adjustments to it in light
of changes in economic conditions and the risk characteristics of its underlying
assets. The Company considers its capital structure to include Shareholders'
equity, debt and working capital. To maintain or adjust the capital structure,
the Company may from time to time, issue common shares, raise debt, adjust its
capital spending or change dividends paid to manage its current and projected
debt levels. The Company monitors capital based on the following non-IFRS
measures: current and projected debt to earnings before interest, taxes,
depreciation, depletion and amortization ("EBITDA") ratios, payout ratios and
net debt levels. To facilitate the management of these ratios, the Company
prepares annual budgets, which are updated depending on varying factors such as
general market conditions and successful capital deployment. Currently, all
ratios are within acceptable parameters. The annual budget is approved by the
Board of Directors. The Company is not subject to any external financial
covenants.
There were no changes in the Company's approach to capital management from
the previous year.
June 30 December 31
2011 2010
----------------------------------------------------------------------------
Shareholders' equity 859,205 844,783
Long-term debt 455,000 355,000
Working capital deficit 9,833 30,037
----------------------------------------------------------------------------
1,324,038 1,229,820
----------------------------------------------------------------------------
----------------------------------------------------------------------------
14. Related party transactions
An officer and director of Peyto is a partner of a law firm that provides
legal services to the Company. The fees charged are based on standard rates
and time spent on matters pertaining to the Company.
15. Supplemental cash flow information
Changes in non-cash working capital balances
Three months ended Six months ended
June 30 June 30
2011 2010 2011 2010
----------------------------------------------------------------------------
(Increase)/decrease of assets:
Accounts receivable 41 15,509 3,395 8,904
Due from private placement - - 12,423 2,728
Prepaid expenses (2,028) (2,572) (2,346) (1,848)
Increase/(decrease) of liabilities:
Accounts payable and accrued
liabilities (5,770) (33,941) (32,930) (17,609)
Dividends payable - 765 (7,841) 95
Provision for future performance
based compensation 2,346 3,090 6,571 3,897
----------------------------------------------------------------------------
(5,411) (17,149) (20,728) (3,833)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Attributable to operating
activities 7,169 6,598 (20,416) 1,229
Attributable to financing
activities - 766 4,581 2,823
Attributable to investing
activities (12,580) (24,513) (4,893) (7,885)
----------------------------------------------------------------------------
(5,411) (17,149) (20,728) (3,833)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
16. Commitments and contingencies
Following is a summary of the Company's commitment related to an operating
lease as at June 30, 2011.
2011 2012 2013 2014 2015 Thereafter
----------------------------------------------------------------------------
Operating lease 529 1,058 1,058 1,058 - -
----------------------------------------------------------------------------
Total 529 1,058 1,058 1,058 - -
----------------------------------------------------------------------------
The Company has no other contractual obligations or commitments as at June 30, 2011.
Contingent Liability
From time to time, Peyto is the subject of litigation arising out of its
day-to-day operations. Damages claimed pursuant to such litigation, including
the litigation discussed below may be material or may be indeterminate and the
outcome of such litigation may materially impact Peyto's financial position or
results of operations in the period of settlement. While Peyto assesses the
merits of each lawsuit and defends itself accordingly, Peyto may be required to
incur significant expenses or devote significant resources to defending itself
against such litigation. These claims are not currently expected to have a
material impact on Peyto's financial position or results of operations.
17. Transition to IFRS
For all periods up to and including the year ended December 31, 2010, the
Company prepared its financial statements in accordance with Canadian GAAP. The
Company has prepared financial statements which comply with IFRS's applicable
for periods beginning on or after the transition date of January 1, 2010 and the
significant accounting policies meeting those requirements are described in Note
2.
The effect of the Company's transition to IFRS is summarized in this note as
follows:
(i) Transition elections
(ii) Reconciliation of the Balance Sheets, Income Statements and Comprehensive
Income as previously reported under Canadian GAAP to IFRS
(iii) IFRS adjustments
(i) Transition elections
IFRS 1 allows first-time adopters certain exemptions from the general
requirement to apply IFRS as effective for December 2011 year ends
retrospectively. The Company has taken the following exemptions:
(a) IFRS 3 Business Combinations has not been applied to acquisitions of
subsidiaries or of interests in associates and joint ventures that occurred
before January 1, 2010, the Company's date of transition.
(b) IFRS 2 Share-based Payment has not been applied to any equity instruments
that were granted on or before November 7, 2002, nor has it been applied to
equity instruments granted after November 7, 2002 that vested before January 1,
2009.
(c) The Company has elected under IFRS 1 First-time Adoption of IFRS to measure
oil and gas assets at the date of transition at a deemed cost under Canadian
GAAP.
(d) The Company has elected to apply the exemption from full retrospective
application of decommissioning provisions as allowed under IFRS 1 First Time
Adoption of IFRS. As such the Company has re-measured the provisions as at
January 1, 2010 under IAS 37 Provisions, Contingent Liabilities and Contingent
Assets, and estimated the amount to be included in the retained earnings on
transition to IFRS.
(ii) IFRS Balance Sheet as at January 1, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Assets
Current assets
Accounts receivable 58,305 - 58,305
Due from private placement 2,728 - 2,728
Financial derivative instruments 8,683 - 8,683
Prepaid expenses 3,786 - 3,786
----------------------------------------------------------------------------
73,502 - 73,502
----------------------------------------------------------------------------
Prepaid capital 955 - 955
Financial derivative instruments 1,254 - 1,254
Oil and gas assets 1,178,402 - 1,178,402
----------------------------------------------------------------------------
1,180,611 - 1,180,611
----------------------------------------------------------------------------
----------------------------------------------------------------------------
1,254,113 - 1,254,113
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities
Current liabilities
Accounts payable and accrued
liabilities 55,890 - 55,890
Distributions payable 13,790 - 13,790
Provision for future performance
based compensation (d) 2,001 1,394 3,395
----------------------------------------------------------------------------
71,681 1,394 73,075
----------------------------------------------------------------------------
Long-term debt 435,000 - 435,000
Provision for future performance
based compensation (d) 1,041 (25) 1,016
Decommissioning provision (c) 10,487 6,992 17,479
Deferred income taxes (e) 123,421 68,486 191,907
----------------------------------------------------------------------------
569,949 75,453 645,402
----------------------------------------------------------------------------
Unitholders' equity
Unitholders' capital (e) 500,407 812 501,219
Units to be issued 2,728 - 2,728
Retained earnings 99,749 (74,122) 25,627
Accumulated other comprehensive
income (e) 9,599 (3,537) 6,062
----------------------------------------------------------------------------
612,483 (76,847) 535,636
----------------------------------------------------------------------------
1,254,113 - 1,254,113
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(ii) IFRS Balance Sheet as at June 30, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Assets
Current assets
Cash 9,276 - 9,276
Accounts receivable 49,401 - 49,401
Financial derivative instruments 29,084 - 29,084
Inventory and prepaid expenses 5,635 - 5,635
----------------------------------------------------------------------------
93,396 - 93,396
----------------------------------------------------------------------------
Financial derivative instruments 3,283 - 3,283
Oil and gas assets (f) 1,223,607 9,037 1,232,644
----------------------------------------------------------------------------
1,226,890 9,037 1,235,927
----------------------------------------------------------------------------
----------------------------------------------------------------------------
1,320,286 9,037 1,329,323
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities
Current liabilities
Accounts payable and accrued
liabilities 38,281 - 38,281
Distributions payable 13,885 - 13,885
Provision for future performance
based compensation (d) 9,232 (2,986) 6,246
----------------------------------------------------------------------------
61,398 (2,986) 58,412
----------------------------------------------------------------------------
Long-term debt 430,000 - 430,000
Provision for future performance
based compensation (d) 2,311 (249) 2,062
Decommissioning provision (c) 11,133 10,590 21,723
Deferred income taxes (e) 124,303 73,650 197,953
----------------------------------------------------------------------------
567,747 83,991 651,738
----------------------------------------------------------------------------
Unitholders' equity
Unitholders' capital (e) 584,996 1,554 586,550
Units to be issued 994 - 994
Retained earnings 76,227 (64,681) 11,546
Accumulated other comprehensive
income (e) 28,924 (8,841) 20,083
----------------------------------------------------------------------------
691,141 (71,968) 619,173
----------------------------------------------------------------------------
1,320,286 9,037 1,329,323
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(ii) IFRS Balance Sheet as at December 31, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Assets
Current assets
Cash 7,894 - 7,894
Accounts receivable 55,876 - 55,876
Due from private placement 12,423 - 12,423
Financial derivative instruments 25,247 - 25,247
Inventory and prepaid expenses 3,280 - 3,280
----------------------------------------------------------------------------
104,720 - 104,720
----------------------------------------------------------------------------
Financial derivative instruments 2,664 - 2,664
Oil and gas assets (f) 1,347,191 20,678 1,367,869
----------------------------------------------------------------------------
1,349,855 20,678 1,370,533
----------------------------------------------------------------------------
----------------------------------------------------------------------------
1,454,575 20,678 1,475,253
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities
Current liabilities
Accounts payable and accrued
liabilities 113,592 - 113,592
Dividends payable 15,825 - 15,825
Provision for future performance
based compensation (d) 5,567 (227) 5,340
----------------------------------------------------------------------------
134,984 (227) 134,757
----------------------------------------------------------------------------
Long-term debt 355,000 - 355,000
Provision for future performance
based compensation (d) 1,452 (83) 1,369
Decommissioning provision (c) 11,926 12,808 24,734
Deferred income taxes (e) 112,567 2,043 114,610
----------------------------------------------------------------------------
480,945 14,768 495,713
----------------------------------------------------------------------------
Shareholders' equity
Shareholders' capital (e) 754,493 1,338 755,831
Shares to be issued 17,285 - 17,285
Retained earnings 46,319 4,455 50,774
Accumulated other comprehensive
income (e) 20,549 344 20,893
----------------------------------------------------------------------------
838,646 6,137 844,783
----------------------------------------------------------------------------
1,454,575 20,678 1,475,253
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(ii) Reconciliation of earnings and comprehensive income
for the three months ended June 30, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Revenue
Oil and gas sales 63,002 - 63,002
Realized gain on hedges 11,368 - 11,368
Royalties (9,721) - (9,721)
----------------------------------------------------------------------------
Petroleum and natural gas sales,
net 64,649 - 64,649
----------------------------------------------------------------------------
Expenses
Operating 4,612 - 4,612
Transportation 1,578 - 1,578
General and administrative (f) 1,075 (151) 924
Future performance based
compensation (d) 6,368 (3,277) 3,091
Interest 4,969 - 4,969
Accretion of decommissioning
liability (c) - 168 168
Depletion and depreciation (f) 21,906 (2,678) 19,228
----------------------------------------------------------------------------
40,508 (5,938) 34,570
----------------------------------------------------------------------------
Earnings before taxes 24,141 5,938 30,079
----------------------------------------------------------------------------
Taxes
Deferred income tax recovery (e) 555 (250) 305
----------------------------------------------------------------------------
Earnings for the period 24,696 5,688 30,384
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Other comprehensive income (loss)
Change in unrealized gain (loss)
on cash flow hedges (e) (1,344) 4,997 3,653
Realized (gain) loss on cash flow
hedges (11,368) - (11,368)
----------------------------------------------------------------------------
Comprehensive income for the
period 11,984 10,685 22,669
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(ii) Reconciliation of earnings and comprehensive income
for the six months ended June 30, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Revenue
Oil and gas sales 137,091 - 137,091
Realized gain on hedges 17,253 - 17,253
Royalties (18,894) - (18,894)
----------------------------------------------------------------------------
Petroleum and natural gas sales,
net 135,450 - 135,450
----------------------------------------------------------------------------
Expenses
Operating 9,172 - 9,172
Transportation 3,013 - 3,013
General and administrative (f) 2,911 (441) 2,470
Future performance based
compensation (d) 8,501 (4,604) 3,897
Interest 9,381 - 9,381
Accretion of decommissioning
liability (c) - 346 346
Depletion and depreciation (f) 42,319 (5,345) 36,974
Gains on divestitures (f) - - -
----------------------------------------------------------------------------
75,297 (10,044) 65,253
----------------------------------------------------------------------------
Earnings before taxes 60,153 10,044 70,197
----------------------------------------------------------------------------
Taxes
Deferred income tax recovery (e) 1,418 (603) 815
----------------------------------------------------------------------------
Earnings for the year 61,571 9,441 71,012
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Other comprehensive income (loss)
Change in unrealized gain (loss)
on cash flow hedges (e) 36,578 (5,304) 31,274
Realized (gain) loss on cash flow
hedges (17,253) - (17,253)
----------------------------------------------------------------------------
Comprehensive income for the year 80,896 4,137 85,033
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(ii) Reconciliation of earnings and comprehensive income
for the year ended December 31, 2010
Effect of
Notes Canadian Transition to
17(iii) GAAP IFRS IFRS
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Revenue
Oil and gas sales 275,081 - 275,081
Realized gain on hedges 44,345 - 44,345
Royalties (33,405) - (33,405)
----------------------------------------------------------------------------
Petroleum and natural gas sales,
net 286,021 - 286,021
----------------------------------------------------------------------------
Expenses
Operating 18,415 - 18,415
Transportation 6,954 - 6,954
General and administrative (f) 6,518 (2,880) 3,638
Performance based compensation (d) 29,864 - 29,864
Future performance based
compensation (d) 3,978 (1,680) 2,298
Interest 20,057 - 20,057
Accretion of decommissioning
liability (c) - 683 683
Depletion and depreciation (f) 94,184 (10,414) 83,770
Gains on divestitures (f) - (2,249) (2,249)
----------------------------------------------------------------------------
179,970 (16,540) 163,430
----------------------------------------------------------------------------
Earnings before taxes 106,051 16,540 122,591
----------------------------------------------------------------------------
Taxes
Deferred income tax recovery (e) 15,787 62,036 77,823
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Earnings for the year 121,838 78,576 200,414
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Other comprehensive income (loss)
Change in unrealized gain (loss)
on cash flow hedges (e) 55,295 344 55,639
Realized (gain) loss on cash flow
hedges (44,345) - (44,345)
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Comprehensive income for the year 132,788 78,920 211,708
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(iii) Notes to the reconciliation of balance sheet, income statement and
comprehensive income from Canadian GAAP to IFRS
(a) The Company has elected under IFRS 1 First-time Adoption of IFRS to measure
oil and gas assets at the date of transition to IFRS on a deemed cost basis. The
Canadian GAAP full cost pool was measured upon transition to IFRS as follows:
(i) No exploration or evaluation assets were reclassified from the full cost
pool to exploration and evaluation assets; and
(ii) All costs recognized under Canadian GAAP under the full cost pool were
allocated to the producing assets and undeveloped proved properties on a pro
rata basis using reserve volumes.
(b) The recognition and measurement of impairment differs under IFRS from
Canadian GAAP. In accordance with IFRS 1 the Company performed an assessment of
impairment for all property, plant and equipment and other corporate assets at
the date of transition. The testing on transition to IFRS did not result in
impairment.
(c) Under Canadian GAAP asset retirement obligations were discounted at a credit
adjusted risk free rate. Under IFRS the estimated cash flow to abandon and
remediate the wells and facilities has been risk adjusted and the provision is
discounted at a risk free rate. Upon transition to IFRS this resulted in a $7.0
million increase in the decommissioning provision with a corresponding decrease
in retained earnings.
As a result of the change in the decommissioning provision, accretion expense
for the three and six month periods ended June 30, 2010 and for the year ended
December 31, 2010 was $0.2 million, $0.5 million and $0.7 million, respectively.
In addition, under Canadian GAAP accretion of the discount was included in
depletion and depreciation. Under IFRS it is included in accretion of
decommissioning liability.
(d) Under Canadian GAAP, the Company recognized an expense related to their
share-based payments on an intrinsic value basis. Under IFRS, the Company is
required to recognize the expense using a fair value model and estimate a
forfeiture rate. This increased provision for performance based compensation and
decreased retained earnings at the date of transition by $1.4 million.
For the three and six month periods ended June 30, 2010 and year ended December
31, 2010 performance based compensation expense decreased by $3.3 million, $4.6
million and $1.7 million, respectively with a corresponding increase in retained
earnings.
(e) Under IFRS it is required to account for the rate applicable to a trust
rather than the rate applicable to a corporation. The reversal amounts related
to the rate differential under the trust rate of 39% rather than the corporate
rate of 25% which fully reversed in the comparative period. The result is that
under IFRS the deferred tax liability at January 1, 2010 was $68.5 million
higher than under Canadian GAAP with the offset a result of rate differential
specific to the following three separate components.
First - The rate change on the tax pools of the Company is a $65.8 million
reduction to retained earnings.
Second - The rate change on the Marked-to-Market of financial instruments is a
$3.5 million to reduction to accumulated other comprehensive income.
Third - The rate change on the share issuance costs is a credit of $0.8 million
to shareholders' capital.
After conversion to a Corporation on December 31, 2010 the rates applicable to
the above would revert back to the 25% and an income inclusion in the period of
$65.0 million substantially reversed the deferred tax liability and related
account impacts.
(f) Upon transition to IFRS, the Company adopted a policy of depleting oil and
natural gas interests on a unit of production basis over proved plus probable
reserves. The depletion policy under Canadian GAAP was based on units of
production over total proved reserves, less undeveloped land. In addition
depletion was calculated at the Canadian cost centre level under Canadian GAAP.
IFRS requires depletion and depreciation to be calculated at a unit of account
level.
There was no impact of this difference on adoption of IFRS at January 1, 2010 as
a result of the IFRS 1 election as discussed in Note 17(i)(c).
For the three and six month periods ended June 30, 2010 and year ended December
31, 2010 the change in policy to deplete oil and natural gas interest on proved
plus probable reserves, the inclusion of undeveloped land and component
accounting resulted in a net decrease to depletion and depreciation of $2.7
million, $5.3 million and $10.4 million with a corresponding change to property,
plant and equipment.
As a result of specific general and administrative recoveries guidance under
IFRS, the company has capitalized additional costs for the three and six month
periods ended June 30, 2010 and year ended December 31, 2010 by $0.2 million,
$0.4 million and $2.9 million, respectively with a corresponding increase in
retained earnings.
(iii) Adjustments to the statement of cash flows
The transition from Canadian GAAP to IFRS had no material impact on cash flows
generated by the Company.
Officers
Darren Gee Glenn Booth
President and Chief Executive Officer Vice President, Land
Scott Robinson David Thomas
Executive Vice-President and Chief Operating Vice-President, Exploration
Officer
Kathy Turgeon Stephen Chetner
Vice President, Finance and Chief Financial Corporate Secretary
Officer
Directors
Don Gray, Chairman
Rick Braund
Stephen Chetner
Brian Davis
Michael MacBean, Lead Independent Director
Darren Gee
Gregory Fletcher
Scott Robinson
Auditors
Deloitte & Touche LLP
Solicitors
Burnet, Duckworth & Palmer LLP
Bankers
Bank of Montreal
Union Bank, Canada Branch
BNP Paribas (Canada)
Royal Bank of Canada
Canadian Imperial Bank of Commerce
Alberta Treasury Branches
Societe Generale (Canada Branch)
HSBC Bank Canada
Canadian Western Bank
Transfer Agent
Valiant Trust Company
Head Office
1500, 250 - 2nd Street SW
Calgary, AB
T2P 0C1
Phone: 403.261.6081
Fax: 403.451.4100
Web: www.peyto.com
Stock Listing Symbol: PEY.TO
Toronto Stock Exchange
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