Peyto Exploration & Development Corp. (TSX:PEY) ("Peyto" or "the Company") is
pleased to present its operating and financial results for the second quarter of
the 2012 fiscal year. Peyto's production per share grew for the eleventh
consecutive quarter while second quarter operating margins of 75%(1) and profit
margins of 21%(2) were generated. Second quarter 2012 highlights include:
-- Production per share up 15%. Second quarter 2012 production increased
20% (15% per share) from 207 MMcfe/d (34,443 boe/d) in Q2 2011 to 248
MMcfe/d (41,343 boe/d) in Q2 2012.
-- Funds from operations of $0.47/share. Generated $65 million in Funds
from Operations ("FFO") in Q2 2012 down 16% (19% per share) from $77
million in Q2 2011. Increased production and lower costs helped offset
the 30% year over year reduction in realized commodity prices.
-- Record low cash costs of less than $1/mcfe. Total cash costs, including
royalties, operating costs, transportation, G&A and interest were
$0.97/mcfe ($5.84/boe), setting a new Company record. Industry leading
operating costs of $0.29/mcfe ($1.76/boe) in Q2 2012 down from
$0.32/mcfe ($1.90/boe) in Q2 2011 helped contribute to this new record
low. Cash netbacks of $2.86/mcfe ($17.17/boe) represented a 75%
operating margin.
-- Capital Investments of $46 million. At the end of the second quarter,
12,000 boe/d of new production had been added with $145 million of
cumulative 2012 capital for a total cost of $12,100/boe/d. The
annualized cost to build new production (trailing twelve months) has
averaged $17,600/boe/d. A total of 10 gross wells were drilled during
the second quarter.
-- Earnings of $0.13/share, dividends of $0.18/share. Earnings of $18.2
million were generated in the quarter ($45.1 million year-to-date) while
dividends of $24.9 million ($49.8 million year-to-date) were paid to
shareholders, representing a before tax payout ratio of 39% of FFO.
-- First significant corporate acquisition. Subsequent to the second
quarter, Peyto announced an agreement to purchase all of the issued and
outstanding common shares of Open Range Energy Corp. ("Open Range") on
the basis of a share exchange, pursuant to a statutory plan of
arrangement. This represents the first significant corporate acquisition
in the Company's thirteen year history. The acquisition is expected to
close on August 14, 2012 subject to, among other things, the approval of
Open Range shareholders.
Second quarter 2012 in Review
The second quarter of 2012 was a typical period of reduced activity due to
spring break-up. Operations in the field were effectively shut down for a six
week period which restricted new production additions from April to late June.
Total production for the quarter was maintained at the same level as Q1 2012,
although increased liquids production was realized through facility
optimizations and new drilling that was focused on the more liquids rich
formations in Peyto's inventory. Peyto's strict focus on cost control during the
quarter resulted in record low cash costs of $0.97/mcfe ($5.84/boe), inclusive
of all royalties, operating costs, transportation, G&A and interest. Financial
flexibility was maintained, with quarter ending net debt of $519 million on
expanded total debt capacity of $800 million (inclusive of $100 million of
senior secured notes) which represented a net debt to annualized FFO ratio of
2.0 times. The strong financial and operating performance delivered in the
quarter resulted in an annualized 9% Return on Equity (ROE) and 8% Return on
Capital Employed (ROCE).
1. Operating Margin is defined as funds from operations divided by revenue
before royalties but including realized hedging gains/losses.
2. Profit Margin is defined as net earnings for the quarter divided by
revenue before royalties but including realized hedging gains/losses.
Natural gas volumes recorded in thousand cubic feet (mcf) are converted to
barrels of oil equivalent (boe) using the ratio of six (6) thousand cubic feet
to one (1) barrel of oil (bbl). Natural gas liquids and oil volumes in barrel of
oil (bbl) are converted to thousand cubic feet equivalent (Mcfe) using a ratio
of one (1) barrel of oil to six (6) thousand cubic feet. This could be
misleading, particularily if used in isolation as it is based on an energy
equivalency conversion method primarily applied at the burner tip and does not
represent a value equivalency at the wellhead.
----------------------------------------------------------------------------
Three Months ended June Six Months ended June
30 % 30 %
2012 2011 Change 2012 2011 Change
----------------------------------------------------------------------------
Operations
Production
Natural gas
(mcf/d) 221,176 183,790 20% 220,994 175,297 26%
Oil & NGLs
(bbl/d) 4,480 3,811 18% 4,291 3,779 14%
Thousand cubic
feet
equivalent
(mcfe/d @
1:6) 248,058 206,657 20% 246,737 197,970 25%
Barrels of oil
equivalent
(boe/d @ 6:1) 41,343 34,443 20% 41,123 32,995 25%
Product prices
Natural gas
($/mcf) 2.86 4.43 (35)% 3.19 4.66 (32)%
Oil & NGLs
($/bbl) 71.27 84.06 (15)% 77.75 80.18 (3)%
Operating
expenses
($/mcfe) 0.29 0.32 (9)% 0.31 0.35 (11)%
Transportation
($/mcfe) 0.12 0.13 (8)% 0.12 0.13 (8)%
Field netback
($/mcfe) 3.16 4.41 (28)% 3.45 4.57 (25)%
General &
administrativ
e expenses
($/mcfe) 0.07 0.07 - 0.06 0.08 (25)%
Interest
expense
($/mcfe) 0.23 0.24 (8)% 0.22 0.25 (8)%
Financial ($000
except per
share)
Revenue 86,553 103,193 (16)% 189,049 202,770 (7)%
Royalties 6,082 12,007 (49)% 14,917 21,929 (32)%
Funds from
operations 64,732 77,010 (16)% 142,377 151,706 (6)%
Funds from
operations per
share 0.47 0.58 (19)% 1.03 1.14 (10)%
Total dividends 24,927 23,951 4% 49,808 47,872 4%
Total dividends
per share 0.18 0.18 - 0.36 0.36 -
Payout ratio 39 31 26% 35 32 9%
Earnings 18,201 32,718 (44)% 45,069 64,406 (30)%
Earnings per
diluted share 0.13 0.25 (48)% 0.33 0.49 (33)%
Capital
expenditures 45,924 69,017 (33)% 144,557 172,803 (16)%
Weighted average
trust shares
outstanding 138,485,956 133,061,301 4%138,399,017 132,900,079 4%
As at June 30
Net debt (before future compensation
expense and unrealized hedging gains) 519,328 474,008 10%
Shareholders'
equity 999,057 859,205 16%
Total assets 1,789,210 1,576,618 13%
----------------------------------------------------------------------------
Three Months ended Six Months ended
June 30 June 30
($000) 2012 2011 2012 2011
----------------------------------------------------------------------------
Cash flows from operating activities 74,551 81,831 133,934 124,718
Change in non-cash working capital (10,934) (4,751) 5,433 22,834
Change in provision for performance
based compensation 1,115 (70) 3,010 4,154
----------------------------------------------------------------------------
Funds from operations 64,732 77,010 142,377 151,706
----------------------------------------------------------------------------
Funds from operations per share 0.47 0.58 1.03 1.14
----------------------------------------------------------------------------
(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 focused drilling efforts on the more liquids rich formations in the second
quarter. Although all of the drilling was in the Greater Sundance core area,
half of the new wells spud were targeting the Cardium formation. The most recent
Greater Sundance Cardium wells have averaged 45 bbl/mmcf of natural gas liquid
in their first month of production, with over 60% of that liquid production
being condensate and pentanes while the remainder is split between propane and
butane. This focused drilling has helped improve corporate liquid yields from 18
bbl/mmcf at the start of the year to 22 bbl/mmcf by the end of the second
quarter.
Peyto's enhanced liquids recovery project for the Oldman plant continued to
progress throughout the quarter, although minor delays in facility manufacturing
has pushed the anticipated startup to early October from late September 2012. A
similar project at Peyto's Nosehill gas plant remains on schedule for January
2013.
Early production data in Peyto's southern expansion areas of Edson and Ansell
are providing confidence in the profitability of future locations there. These
areas are expected to benefit from the Open Range acquisition and associated gas
plant and gathering system infrastructure. Combined, these areas account for
approximately 9 mmcfe/d of production that is currently processed by a third
party. After the installation of 25 km of pipeline to connect these wells to the
Open Range gathering system, Peyto expects to see a 60% reduction in operating
costs for these and future volumes. This strategically located infrastructure
also allows Peyto to aggressively pursue additional drilling opportunities in
both areas.
Capital Expenditures
Peyto spent $23 million to spud 10 gross (8.3 net) wells in the second quarter
2012. Completion of 10 gross (8.7 net) zones and the wellsite equipment and
connection of 12 gross (10.7 net) wells cost $14.3 million and $4.8 million,
respectively. New facilities accounted for $2.5 million in the quarter, while
$1.2 million was invested into new land and seismic.
Peyto's drilling efficiency continues to improve in 2012, evidenced by the
average Cardium well in Greater Sundance now taking 17 days from spud to rig
release, down 25% from 23 days in 2011. Second quarter drilling costs are also
starting to reflect this improvement in drilling times. The average drilling
cost of a Cardium well was $2.1 million in Q2 2012 as compared to $2.5 million
in 2011. This reduced drilling time allows for more wells to be drilled with
fewer rigs, also enabling Peyto to accomplish more with its small and efficient
team of technical professionals.
Financial Results
Alberta natural gas prices averaged $1.74/GJ in the second quarter 2012,
resulting in a Peyto unhedged realized price of $1.98/mcf before hedging gains
of $0.88/mcf. Meanwhile, Edmonton light oil prices averaged $84.02/bbl from
which Peyto realized $71.27/bbl for its natural gas liquids blend of Condensate,
Pentane, Butane and Propane. Combined, Peyto's unhedged revenues totaled
$3.05/mcfe ($3.83/mcfe including hedging gains), or 175% of the dry gas price,
illustrating the benefit of high heat content, liquids rich natural gas
production.
Royalties of $0.26/mcfe, operating costs of $0.29/mcfe, transportation costs of
$0.12/mcfe, G&A of $0.07/mcfe and interest costs of $0.23/mcfe, combined for
total cash costs of $0.97/mcfe. These are the lowest total cash costs achieved
in the Company's thirteen year history and resulted in a cash netback of
$2.86/mcfe or a 75% operating margin.
Depletion, depreciation and amortization charges of $1.73/mcfe, along with a
provision for future tax and market based bonus payments reduced the cash
netback to earnings of $0.81/mcfe, or a 21% profit margin.
During the quarter, Peyto increased its credit facility with its syndicate of
lenders from $625 million to $700 million. Including the $100 million of senior
secured notes, Peyto's total borrowing capacity has increased to $800 million.
Marketing
The natural gas price in North America bottomed out in the quarter with both
Henry Hub and AECO daily prices averaging $1.95/MMBTU and $1.58/GJ in April
2012. This was the lowest natural gas price seen in over a decade and was caused
by an abundance of natural gas in storage due, in part, to the fourth warmest
winter on record. Since then, natural gas prices have recovered as this low
price drove increased demand and consumption for power generation, as well as
reduced drilling activity for new natural gas production. Much of Peyto's
natural gas production was protected from this volatile price drop due to
forward sales that were layered in over the previous year. Approximately 41% of
Peyto's natural gas production was pre-sold for the quarter at an average fixed
price of $3.59/GJ.
Natural gas liquids prices were similarly affected by weather and storage
levels, most significantly Propane, with Conway Propane prices dropping 47% from
US$1.02/gallon in January 2012 to US$0.54/gallon in June. The quarter over
quarter comparison of Peyto's realized liquids prices is shown in the table
below.
Oil & Natural Gas Liquids Prices by Component
----------------------------------------------------------------------------
Three Months ended Six Months ended
June 30 June 30
2012 2011 2012 2011
----------------------------------------------------------------------------
Condensate ($/bbl) 90.14 98.66 95.22 93.46
Propane ($/bbl) 18.61 42.96 24.42 42.26
Butane ($/bbl) 61.10 66.52 64.69 62.11
Pentane ($/bbl) 93.44 99.76 97.97 94.75
----------------------------------------------------------------------------
Total Oil and NGLs ($/bbl) 71.27 84.06 77.75 80.18
----------------------------------------------------------------------------
Peyto's hedging practice of layering in fixed price swaps for future production,
in order to smooth out the volatility in natural gas and natural gas liquids
prices, continued in the quarter. By the end of the second quarter, Peyto had
committed to the future sale of 49,000 bbls of Propane and Butane at an average
price of $61.56/bbl, and 51,510,000 gigajoules (GJ) of natural gas at an average
price of $3.29/GJ or $3.84/mcf (based on Peyto's historical heat content). Had
these contracts been closed on June 30, 2012, Peyto would have realized a gain
in the amount of $26.1 million.
Activity Update
Peyto has maintained a very active pace since the end of breakup in early June,
with six drilling rigs working throughout the Company's Deep Basin core areas.
Drilling continues to be focused on the more liquids rich formations including
the Cardium, Falher and Bluesky, with only selective locations being drilled in
the Notikewin and Wilrich. New production additions for the year have grown to
14,000 boe/d, contributing to total current production of 44,000 boe/d. Natural
gas liquids make up approximately 5,000 bbl/d of this total.
The first compressors are starting to arrive at the Oldman gas plant as part of
the enhanced liquids recovery project. All new equipment is expected to be set
by the end of August with startup expected for early October.
Peyto's natural gas fueling station at its Oldman gas plant also remains on
schedule to be operational by November 2012. This will allow for the conversion
of both drilling rigs and field trucks to run off natural gas rather than
diesel, contributing to both capital and operating cost savings.
ONR Acquisition Update
On July 3, 2012, Peyto announced it had entered into an agreement to acquire
Open Range on the basis of 0.0696 of a Peyto common share for each Open Range
common share pursuant to a statutory plan of arrangement (for an aggregate of
5.2 million Peyto common shares). On August 6, 2012, Peyto announced it had
amended the arrangement and increased the exchange ratio in favour of Open Range
to 0.0723 (for an aggregate of 5.4 million Peyto common shares) in response to
an unsolicited bid for Open Range by a third party. A copy of the amended
Arrangement Agreement was filed by Open Range will be available for viewing on
SEDAR at www.sedar.com.
This acquisition represents the first significant corporate acquisition in
Peyto's thirteen year history. It is a unique opportunity that is consistent
with Peyto's strategy of being geographically focused, controlling the
infrastructure, and pursuing low-cost, long-life production.
The Open Range properties are a natural fit with Peyto's Greater Sundance core
area. Open Range's plant and pipeline infrastructure can be interconnected with
Peyto's existing infrastructure and provides a bridge to other proven Peyto
lands on the outskirts of the main Sundance area. This will allow for the
accelerated development of these Peyto step-out areas and reduce the operating
costs of the operated production from both asset bases.
Upon completion of the Arrangement, Peyto intends to aggressively develop the
numerous drilling opportunities identified on the Open Range lands by deploying
two additional drilling rigs, beyond the six that are currently running on Peyto
lands. It is anticipated that up to 55 gross (45 net) wells will be drilled over
the next three years for a cumulative capital investment that is currently
estimated at $245 million. Recent gains in Peyto's drilling efficiency are
expected to reduce this estimate and further enhance the value of the Open Range
acquisition for Peyto shareholders.
Much like Peyto's Greater Sundance area where successful drilling activity has
generated years of additional development opportunities, Peyto expects the Open
Range lands to ultimately yield many more locations beyond those currently
identified. Integration of the acquired properties is not anticipated to
displace any of Peyto's existing growth plans.
Highlights of the acquisition are as follows:
-- Approximately 31 mmcf/d and 460 bbl/d of long life, natural gas and
liquids production.
-- Of this production over 98% will be operated by Peyto and processed in
Peyto owned and operated facilities.
-- Over 125 gross (110 net) sections of land primarily in the
Sundance/Ansell area of the Alberta Deep Basin.
-- Ownership and control of two strategically positioned gas plants in the
Sundance/Ansell area with the option to install deep cut processing
facilities. These plants have approximately 25 MMcf/d of unutilized
processing capacity that adds immediate value to existing and future
Peyto wells.
-- Peyto has identified over 100 high rate of return, drilling locations
offering sweet, liquids-rich potential in the five main formations that
Peyto has already been actively developing (Cardium, Notikewin, Falher,
Wilrich and Bluesky). These will complement Peyto's existing inventory
of over 900 drilling locations.
-- Over 115 square miles of three dimensional seismic data covering the
Open Range lands.
Completion of the arrangement is expected to occur on August 14, 2012, subject
to, among other things, the approval of at least 66 2/3% of the votes cast at a
meeting of Open Range shareholders.
Outlook
The bulk of Peyto's expanded drilling program of $450 million will be executed
in the second half of 2012. This will be the most active period in Peyto's
history. At an annualized rate of almost $600 million per year, this pace of
capital investment represents one of the largest, natural gas directed capital
programs currently in Alberta and sets Peyto apart as a leader in the
development of Alberta's natural gas resources. Peyto's advantage as the lowest
cost producer in the industry makes this level of capital investment possible
during a period of lower natural gas prices and allows Peyto to take advantage
of reduced natural gas activity and lower service costs.
With approximately $400 million of the capital program directed to Peyto's
existing assets and $50 million towards opportunities that Peyto has identified
on the Open Range lands, production is expected to reach 57,000 boe/d by year
end. At the same time, Alberta natural gas prices are forecast to recover to
over $3/GJ by December 2012, allowing Peyto to fund this capital investment
through growing Funds from Operations and available bank lines.
As always, Peyto will maintain its financial flexibility with a healthy balance
sheet and remain positioned to take advantage of future opportunities to
maximize returns for shareholders.
Conference Call and Webcast
A conference call will be held with the senior management of Peyto to answer
questions with respect to the 2012 second quarter on Thursday, August 9th, 2012,
at 9:00 a.m. Mountain Daylight Time (MDT), or 11:00 a.m. Eastern Daylight Time
(EDT). To participate, please call 1-416-340-2219 (Toronto area) or
1-866-226-1793 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 7113191. The replay will be available at
11:00 a.m. MDT, 1:00 p.m. EDT Thursday, August 9th, 2012 until midnight EDT on
Thursday, August 16th, 2012. The conference call can also be accessed through
the internet at http://events.digitalmedia.telus.com/peyto/080912/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/Q22012MDandA.pdf. A complete
copy of the second quarter report to shareholders, including the Management's
Discussion and Analysis, and Financial Statements is also available at
www.peyto.com and will be filed at SEDAR, www.sedar.com, at a later date.
Shareholders and interested investors are encouraged to visit the Peyto website
at www.peyto.com where a monthly president's report allows you to follow the
progress of the capital program and ensuing production growth.
Darren Gee, President and CEO
August 8, 2012
Certain information set forth in this document and Management's Discussion and
Analysis, including management's assessment of Peyto's future plans and
operations, capital expenditures and capital efficiencies, 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
there from. In addition, Peyto is providing future oriented financial
information set out in this press release for the purposes of providing clarity
with respect to Peyto's strategic direction and readers are cautioned that this
information may not be appropriate for any other purpose. Other than is required
pursuant to applicable securities law, Peyto does not undertake to update
forward looking statements at any particular time.
Peyto Exploration & Development Corp.
Condensed Balance Sheet (unaudited)
(Amount in $ thousands)
June 30 December 31
2012 2011
----------------------------------------------------------------------------
Assets
Current assets
Cash - 57,224
Accounts receivable 39,793 53,829
Due from private placement (Note 6) - 9,740
Financial derivative instruments (Note 8) 27,409 38,530
Prepaid expenses 11,454 3,991
----------------------------------------------------------------------------
78,656 163,314
----------------------------------------------------------------------------
Long-term financial derivative instruments (Note 8) - 6,304
Prepaid capital 6,923 1,414
Property, plant and equipment, net (Note 3) 1,703,631 1,629,220
----------------------------------------------------------------------------
1,710,554 1,636,938
----------------------------------------------------------------------------
----------------------------------------------------------------------------
1,789,210 1,800,252
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Liabilities
Current liabilities
Accounts payable and accrued liabilities 67,265 110,483
Dividends payable (Note 6) 8,309 8,278
Provision for future performance based compensation 6,573 4,321
(Note 7)
----------------------------------------------------------------------------
82,147 123,082
----------------------------------------------------------------------------
Long-term financial derivative instruments (Note 8) 1,331 -
Long-term debt (Note 4) 495,000 470,000
Provision for future performance based compensation 1,993 1,235
(Note 7)
Decommissioning provision (Note 5) 47,154 38,037
Deferred income taxes 162,527 152,190
----------------------------------------------------------------------------
708,005 661,462
----------------------------------------------------------------------------
Shareholders' equity
Shareholders' capital (Note 6) 901,041 889,115
Shares to be issued (Note 6) - 9,740
Retained earnings 78,119 82,889
Accumulated other comprehensive income (Note 6) 19,898 33,964
----------------------------------------------------------------------------
999,058 1,015,708
----------------------------------------------------------------------------
1,789,210 1,800,252
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Approved by the Board of Directors
Michael MacBean Darren Gee
Director Director
Peyto Exploration & Development Corp.
Condensed Income Statement (unaudited)
Three months ended June 30 Six months ended June 30
2012 2011 2012 2011
----------------------------------------------------------------------------
Revenue
Oil and gas sales 68,879 96,607 154,100 183,065
Realized gain on 17,674 6,586 34,949 19,705
hedges
Royalties (6,082) (12,007) (14,917) (21,929)
----------------------------------------------------------------------------
Petroleum and 80,471 91,186 174,132 180,841
natural gas
sales, net
----------------------------------------------------------------------------
Expenses
Operating 6,603 5,945 13,904 12,516
Transportation 2,645 2,371 5,251 4,535
General and 1,639 1,348 2,610 2,954
administrative
Future 1,115 2,348 3,010 6,572
performance
based
compensation
(Note 7)
Interest 4,996 4,512 10,134 9,130
Accretion of 232 234 489 465
decommissioning
provision
Depletion and 39,101 30,850 78,774 59,876
depreciation
(Note 3)
Gain on (144) - (144) (818)
disposition of
assets (Note 3)
----------------------------------------------------------------------------
56,187 47,608 114,028 95,230
----------------------------------------------------------------------------
Earnings before 24,284 43,578 60,104 85,611
taxes
----------------------------------------------------------------------------
Income tax
Deferred income 6,083 10,860 15,035 21,205
tax expense
----------------------------------------------------------------------------
Earnings for the 18,201 32,718 45,069 64,406
period
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Earnings per
share (Note 6)
Basic and diluted $ 0.13 $ 0.25 $ 0.33 $ 0.49
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Weighted average
number of common
shares
outstanding
(Note 6)
Basic and diluted 138,485,956 133,061,301 138,399,017 132,900,079
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(Amount in $ thousands)
Peyto Exploration & Development Corp.
Condensed Statement of Comprehensive Income (Loss) (unaudited)
(Amount in $ thousands)
Three months ended Six months ended June
June 30 30
2012 2011 2012 2011
----------------------------------------------------------------------------
Earnings for the period 18,201 32,718 45,069 64,406
Other comprehensive income
(loss)
Change in unrealized gain (loss) (10,923) 6,522 16,194 10,431
on cash flow hedges
Deferred tax recovery 7,149 69 4,689 2,510
Realized (gain) loss on cash (17,674) (6,586) (34,949) (19,705)
flow hedges
----------------------------------------------------------------------------
Comprehensive Income (Loss) (3,247) 32,723 31,003 57,642
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Condensed Statement of Changes in Equity (unaudited)
(Amount in $ thousands)
Six months ended
June 30
2012 2011
----------------------------------------------------------------------------
Shareholders' capital, beginning of period 889,115 755,831
----------------------------------------------------------------------------
Common shares issued - -
Common shares issued by private placement 11,952 17,150
Common shares issuance costs (net of tax) (26) (75)
Common shares issued pursuant to DRIP - 1,973
Common shares issued pursuant to OTUPP - 2,889
----------------------------------------------------------------------------
Shareholders' capital, end of period 901,041 777,768
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Common shares to be issued, beginning of period 9,740 17,285
----------------------------------------------------------------------------
Common shares issued (9,740) (17,285)
Common shares to be issued - -
----------------------------------------------------------------------------
Common shares to be issued, end of period - -
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Retained earnings, beginning of period 82,889 50,774
----------------------------------------------------------------------------
Earnings for the period 45,069 64,406
Dividends (Note 6) (49,839) (47,872)
----------------------------------------------------------------------------
Retained earnings, end of period 78,119 67,308
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Accumulated other comprehensive income, beginning of 33,964 20,893
period
----------------------------------------------------------------------------
Other comprehensive income (loss) (14,066) (6,764)
----------------------------------------------------------------------------
Accumulated other comprehensive income, end of period 19,898 14,129
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Total shareholders' equity 999,058 859,205
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Condensed Statement of Cash Flows (unaudited)
(Amount in $ thousands)
Three months ended Six months ended
June 30 June 30
2012 2011 2012 2011
----------------------------------------------------------------------------
Cash provided by (used in)
operating activities
Earnings 18,201 32,718 45,069 64,406
Items not requiring cash:
Deferred income tax 6,083 10,860 15,035 21,205
Depletion and depreciation 39,101 30,850 78,774 59,876
Accretion of decommissioning
provision 232 234 489 465
Change in non-cash working capital
related to operating activities 10,934 7,169 (5,433) (20,416)
----------------------------------------------------------------------------
74,551 81,831 133,934 125,536
----------------------------------------------------------------------------
Financing activities
Issuance of common shares - - 11,952 4,628
Issuance costs - (13) (35) -
Cash dividends paid (24,927) (23,951) (49,808) (43,291)
Increase (decrease) in bank debt 25,000 30,000 (75,000) 100,000
Issuance of long term notes - - 100,000 -
----------------------------------------------------------------------------
73 6,036 (12,891) 61,337
----------------------------------------------------------------------------
Investing activities
Additions to property, plant and
equipment (74,624) (86,258) (178,267) (182,418)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Net increase (decrease) in cash - 1,609 (57,224) 4,455
Cash, Beginning of Period - 10,740 57,224 7,894
----------------------------------------------------------------------------
Cash, End of Period - 12,349 - 12,349
----------------------------------------------------------------------------
The following amounts are included in cash flows from
operating activities:
----------------------------------------------------------------------------
Cash interest paid 4,122 4,228 8,435 8,541
Cash taxes paid - - - -
----------------------------------------------------------------------------
Peyto Exploration & Development Corp.
Notes to Condensed Financial Statements(unaudited)
As at June 30, 2012 and 2011
(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. Peyto 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.
These financial statements were approved and authorized for issuance by the
Audit Committee of Peyto on August 7, 2012.
2. Basis of presentation
The condensed financial statements have been prepared by management and reported
in Canadian dollars in accordance with International Accounting Standard ("IAS")
34, "Interim Financial Reporting". These condensed financial statements do not
include all of the information required for full annual financial statements and
should be read in conjunction with the Company's Financial Statements for the
year ended December 31, 2011.
The timely preparation of the condensed financial statements requires management
to make estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingencies, if any, as at the date of the
financial statements and the reported amounts of revenue and expenses during the
period. By their nature, estimates are subject to measurement uncertainty and
changes in such estimates in future years could require a material change in the
condensed financial statements.
All accounting policies and methods of computation followed in the preparation
of these financial statements are the same as those disclosed in Note 2 of
Peyto's audited Financial Statements as at and for the years ended December 31,
2011 and 2010.
3. Property, plant and equipment, net
Cost
----------------------------------------------------------------------------
At December 31, 2011 1,843,766
----------------------------------------------------------------------------
Additions 153,185
Dispositions -
----------------------------------------------------------------------------
At June 30, 2012 1,996,951
----------------------------------------------------------------------------
Accumulated depletion and depreciation
----------------------------------------------------------------------------
At December 31, 2011 (214,546)
----------------------------------------------------------------------------
Depletion and depreciation (78,774)
Dispositions -
----------------------------------------------------------------------------
At June 30, 2012 (293,320)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Carrying amount at June 30, 2012 1,703,631
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Proceeds received for assets disposed of during the three and six month periods
ended June 30, 2012 were $0.1 million and $0.1 million (2011 - $nil and $1.5
million).
During the three and six month periods ended June 30 2012, Peyto capitalized
$0.8 million and $2.5 million (2011 - $1.0 million and $2.3 million) of general
and administrative expense directly attributable to production and development
activities.
4. Long-term debt
Peyto has a syndicated $700 million extendible revolving credit facility with a
stated term date of April 28, 2013. The bank facility is made up of a $30
million working capital sub-tranche and a $670 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 Peyto, 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 will bear interest at
rates ranging from prime plus 1.25% to prime plus 2.75% determined by Peyto's
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.
On January 3, 2012, Peyto issued CDN $100 million of senior secured notes
pursuant to a note purchase and private shelf agreement. The notes were issued
by way of private placement and rank equally with Peyto's obligations under its
bank facility. The notes have a coupon rate of 4.39% and mature on January 3,
2019. Interest will be paid semi-annually in arrears.
Upon the issuance of the senior secured notes January 3, 2012, Peyto became
subject to the following financial covenants as defined in the credit facility
and note purchase and private shelf agreements:
-- Senior Debt to EBITDA Ratio will not exceed 3.0 to 1.0.
-- Total Debt to EBITDA Ratio will not exceed 4.0 to 1.0.
-- Interest Coverage Ratio will not be less than 3.0 to 1.0
-- Total Debt to Capitalization Ratio will not exceed 0.55:1.0
Peyto is in compliance with all financial covenants at June 30, 2012.
The private shelf agreement was amended on June 25, 2012 to provide for the
issuance, on an uncommitted basis, of an additional US $50 million of senior
notes on or prior to January 3, 2015.
Peyto's total borrowing capacity remains at $800 million; however Peyto's net
credit facility is $700 million.
Total interest expense for the three and six month periods ended June 30, 2012
was $5.0 million and $10.1 million (2011 - $4.5 million and $9.1 million) and
the average borrowing rate for the three and six month periods was 4.1% and 4.3%
(2011 - 4.1% and 4.4%).
5. Decommissioning provision
Peyto 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 Peyto's internal estimates of 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 provision:
----------------------------------------------------------------------------
Balance, December 31, 2011 38,037
----------------------------------------------------------------------------
New or increased provisions 2,508
Accretion of decommissioning provision 489
Change in discount rate and estimates 6,120
----------------------------------------------------------------------------
Balance, June 30, 2012 47,154
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Current -
Non-current 47,154
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Peyto has estimated the net present value of its total decommissioning provision
to be $47.2 million as at June 30, 2012 ($38.0 million at December 31, 2011)
based on a total future undiscounted liability of $109.0 million ($101.2 million
at December 31, 2011). At June 30, 2012 management estimates that these payments
are expected to be made over the next 50 years with the majority of payments
being made in years 2040 to 2061. The Bank of Canada's long term bond rate of
2.33 per cent (2.49 per cent at December 31, 2011) and an inflation rate of two
per cent (two per cent at December 31, 2011) were used to calculate the present
value of the decommissioning provision.
6. Shareholders' capital
Authorized: Unlimited number of voting common shares
Issued and Outstanding
Number of Amount
Common Shares (no par value) Common Shares $
----------------------------------------------------------------------------
Balance, December 31, 2010 131,875,382 755,831
----------------------------------------------------------------------------
Common shares issued 4,899,000 115,126
Common share issuance costs (net of tax) - (3,854)
Common shares issued by private placement 906,196 17,150
Common shares issued pursuant to DRIP 113,527 1,973
Common shares issued pursuant to OTUPP 166,196 2,889
----------------------------------------------------------------------------
Balance, December 31, 2011 137,960,301 889,115
----------------------------------------------------------------------------
Common shares issued by private placement 525,655 11,952
Common share issuance costs (net of tax) - (26)
----------------------------------------------------------------------------
Balance, June 30, 2012 138,485,956 901,041
----------------------------------------------------------------------------
----------------------------------------------------------------------------
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 could elect to reinvest their monthly
cash distributions in additional trust units at a 5 percent discount to market
price. The DRIP plan incorporated an Optional Trust Unit Purchase Plan ("OTUPP")
which provided unitholders enrolled in the DRIP with the opportunity to purchase
additional trust units from treasury using the same pricing as the DRIP. The
DRIP and the OTUPP plans were cancelled December 31, 2010.
On December 31, 2010, Peyto 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 $4.7 million ($18.86 per
share).
On December 16, 2011, Peyto closed an offering of 4,899,000 common shares at a
price of $23.50 per common share, receiving proceeds of $110.1 million (net of
issuance costs).
On December 31, 2011 Peyto completed a private placement of 397,235 common
shares to employees and consultants for net proceeds of $9.7 million ($24.52 per
share). These common shares were issued on January 13, 2012.
On March 23, 2012 Peyto completed a private placement of 128,420 common shares
to employees and consultants for net proceeds of $2.2 million ($17.22 per
share).
Per share amounts
Earnings per share or unit have been calculated based upon the weighted average
number of common shares outstanding for the three and six month periods ended
June 30, 2012 were 138,485,956 and 138,399,017 (2011 - 133,061,301 and
132,900,079). There are no dilutive instruments outstanding.
Dividends
During the three and six month periods ended June 30, 2012, Peyto declared and
paid dividends of $0.18 and $0.36 per common share or $0.06 per common share per
month, totaling $24.9 million and $49.8 million (2011 - $0.18 and $0.36 per
share or $0.06 per share per month, $24.0 million and $47.9 million).
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
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 8.
7. Future performance based compensation
Peyto 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, dividends, 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 over the three year vesting period. 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 valuation model were:
June 30 June 30
2012 2011
----------------------------------------------------------------------------
Share price $18.83 - $24.75 $18.83 - $21.50
Exercise price $12.06 - $24.55 $9.57 - $18.84
Expected volatility 0% - 36% 0% - 38%
Expected life 0.50 years 0.50 - 2.50 years
Risk-free interest rate 1.04% 1.58%
----------------------------------------------------------------------------
8. Risk management contracts
Peyto uses derivative instruments to reduce its exposure to fluctuations in
commodity prices. Peyto considers all of these transactions to be effective
economic hedges for accounting purposes.
Following is a summary of all risk management contracts in place as at June 30,
2012:
----------------------------------------------------------------------------
Propane Price
Period Hedged Type Monthly Volume (CAD)
September 1, 2012 to March 31, 2013 Fixed Price 2,000 BBL $49.56/BBL
September 1, 2012 to March 31, 2013 Fixed Price 2,000 BBL $44.10/BBL
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Butane Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
September 1, 2012 to March 31, 2013 Fixed Price 2,000 bbl $80.64/bbl
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Iso-Butane Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
September 1, 2012 to March 31, 2013 Fixed Price 1,000 bbl $82.32/bbl
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Natural Gas Price
Period Hedged Type Daily Volume (CAD)
----------------------------------------------------------------------------
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 $4.055/GJ
April 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $3.80/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
November 1, 2011 to March 31, 2013 Fixed Price 5,000 GJ $4.00/GJ
April 1, 2012 to December 31, 2012 Fixed Price 5,000 GJ $3.3125/GJ
April 1, 2012 to December 31, 2012 Fixed Price 5,000 GJ $3.395/GJ
April 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $4.00/GJ
April 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $4.00/GJ
April 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $4.00/GJ
April 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $4.00/GJ
April 1, 2012 to March 31, 2013 Fixed Price 5,000 GJ $2.20/GJ
April 1, 2012 to March 31, 2013 Fixed Price 5,000 GJ $2.31/GJ
April 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $2.52/GJ
April 1, 2012 to March 31, 2014 Fixed Price 5,000 GJ $3.00/GJ
May 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $2.30/GJ
June 1, 2012 to October 31, 2012 Fixed Price 5,000 GJ $1.83/GJ
July 1, 2012 to October 31, 2012 Fixed Price 5,000 GJ $2.32/GJ
July 1, 2012 to October 31, 2012 Fixed Price 5,000 GJ $2.35/GJ
August 1, 2012 to October 31, 2014 Fixed Price 5,000 GJ $3.10/GJ
November 1, 2012 to October 31, 2013 Fixed Price 5,000 GJ $2.60/GJ
November 1, 2012 to March 31, 2014 Fixed Price 5,000 GJ $2.81/GJ
November 1, 2012 to March 31, 2014 Fixed Price 5,000 GJ $3.00/GJ
November 1, 2012 to October 31, 2014 Fixed Price 5,000 GJ $3.0575/GJ
April 1, 2013 to March 31, 2014 Fixed Price 5,000 GJ $3.105/GJ
----------------------------------------------------------------------------
As at June 30, 2012, Peyto had committed to the future sale of 49,000 barrels of
natural gas liquids at an average price of $61.56 per barrel and 51,510,000
gigajoules (GJ) of natural gas at an average price of $3.29 per GJ or $3.84 per
mcf. Had these contracts been closed on June 30, 2012, Peyto would have realized
a gain in the amount of $26.1 million. If the AECO gas price on June 30, 2012
were to increase by $1/GJ, the unrealized gain would decrease by approximately
$51.5 million. An opposite change in commodity prices rates would result in an
opposite impact on other comprehensive income.
Subsequent to June 30, 2012 Peyto entered into the following contracts:
----------------------------------------------------------------------------
Propane Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
September 1, 2012 to March 31, 2013 Fixed Price 2,000 bbl $32.34/bbl
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Butane Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
September 1, 2012 to March 31, 2013 Fixed Price 2,000 bbl $58.38/bbl
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Iso-Butane Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
September 1, 2012 to March 31, 2013 Fixed Price 1,000 bbl $60.48/bbl
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Natural Gas Price
Period Hedged Type Monthly Volume (CAD)
----------------------------------------------------------------------------
August 1, 2012 to March 31, 2014 Fixed Price 5,000 GJ $3.00/GJ
January 1, 2013 to December 31,
2013 Fixed Price 5,000 GJ $3.105/GJ
----------------------------------------------------------------------------
9. Commitments and contingencies
Peyto has contractual obligations and commitments as follows:
2012 2013 2014 2015 2016 Thereafter
----------------------------------------------------------------------------
Note repayment(1) - - - - - 100,000
Interest payments(2) 2,195 4,390 4,390 4,390 4,390 10,975
Transportation commitments 5,044 9,265 7,746 5,462 2,270 285
Operating lease 536 1,071 1,071 - - -
----------------------------------------------------------------------------
Total 7,775 14,726 13,207 9,852 6,660 111,260
----------------------------------------------------------------------------
(1) Long-term debt repayment on senior secured notes
(2) Fixed interest payments on senior secured notes
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 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.
10. Subsequent Event
Subsequent to June 30, 2012, Peyto announced its intention to purchase all of
the issued and outstanding common shares of Open Range Energy Corp. on the basis
of a share exchange, pursuant to a statutory plan of arrangement. This
transaction is subject to the approval of Open Range shareholders, among other
things.
Officers
Darren Gee Tim Louie
President and Chief Executive Officer Vice President, Land
Scott Robinson David Thomas
Executive Vice President and Chief Operating Vice President, Exploration
Officer
Kathy Turgeon Jean-Paul Lachance
Vice President, Finance and Chief Financial Vice President,
Officer Exploitation
Stephen Chetner
Corporate Secretary
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
Royal Bank of Canada
Canadian Imperial Bank of Commerce
HSBC Bank Canada
The Toronto-Dominion Bank
Alberta Treasury Branches
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: http://www.peyto.com/
Stock Listing Symbol: PEY.TO
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