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REG - Serica Energy PLC - Interim Results

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RNS Number : 8360M  Serica Energy PLC  19 September 2023

Serica Energy plc

("Serica" or the "Company")

 

Results for the six months ended 30 June 2023

London, 19 September 2023 - Serica Energy plc (AIM: SQZ), a British
independent upstream oil and gas company with operations in the UK North Sea
today announces its financial results for the six months ended 30 June 2023.
The results are included below and copies are available at
www.serica-energy.com (http://www.serica-energy.com) and www.sedar.com
(http://www.sedar.com) .

 

 

Commenting on the results, Mitch Flegg, Serica's CEO stated:

 

"The completion of the Tailwind acquisition in March represented a step change
in the scale and diversity of Serica, achieving a longstanding strategic goal.
We have stated consistently our intention to continue investing in the
enlarged portfolio, to add to it in a disciplined fashion if the right
opportunities arise and to make further cash returns to shareholders.
Accordingly, we look forward to near continuous well and drilling activity
across the Bruce and Triton hubs during the next eighteen months and are
pleased to announce today an interim dividend of 9 pence per share. This is up
from 8 pence per share for the interim dividend in 2022, following the full
year dividend of 22 pence per share last year.

 

Serica's current circumstances and optimism reflected in its investment plans
should not mask the fact that we share the widespread concerns within the
sector about the health of the UK's offshore upstream industry given the
current fiscal regime and future uncertainties. We welcome the UK government's
recent Call for Evidence regarding long term fiscal policy. However, the
problems we see need to be addressed urgently in order to restore confidence
in the sector."

 

 

First Half 2023 Highlights

 

·    Completed acquisition of Tailwind Energy Investments Limited on 23
March 2023 increasing 2P reserves to 130 million boe (pro forma as at 31
December 2022).

·     Combined portfolio produced 49,350 boe per day on a pro forma
basis (1H 2022: 38,100 boe per day) balanced between gas (55%) and oil (45%).
 

·    Carbon intensity (kg of CO(2) per boe) of production from Bruce and
Triton hubs lower in 1H 2023 than 1H 2022.

·     Profitability maintained with higher sales volumes largely
offsetting lower gas prices.

·   Highly cash generative portfolio of assets. Cash flow from operations
of £266 million (1H 2022: £267 million) contributing to gross cash of £444
million as at 30 June 2023 after tax payments of £141 million, net cash
outflow of £44 million arising from the acquisition of Tailwind Energy and
reduction of £48 million in debt acquired with Tailwind.

·     Net cash of £234 million as at 30 June 2023.

·   Average realised gas price of 96 pence per therm (1H 2022: 136 pence
per therm) and realised average oil price of US$64 per barrel (1H 2022: US$108
per barrel).

·     Average operating cost per boe of US$17.5 (1H 2022: US$16.1 per
boe).

·     Operating profit £159 million (1H 2022: £196 million).

·     Interim dividend of 9 pence per share (2022: 8 pence per share)
announced today following the full year dividend of 22 pence per share for
2022. The interim dividend is payable on 23 November to shareholders
registered on 27 October 2023 with an ex-dividend date of 26 October 2023.

 

Outlook

 

·    Work on multiple Bruce and Keith wells being undertaken during
remainder of 2023 and in 2024 to boost production performance.

·     Four-well Triton hub drilling campaign sanctioned for execution in
2024. Rig option exercised for 5(th) well in 2025.

·   Progress towards development of Belinda field with submission of draft
FDP to NSTA. Decision not to undertake further drilling on North Eigg.

·   Production guidance for 2023 amended to 40-45,000 boe per day due to
slower than expected ramp up of production from Bruce and Triton hubs
following planned summer shutdowns. Group operating costs expected to remain
below US$20 per boe.

 

 

A meeting with sell-side analysts will be held today at 10:30am BST. If you
would like to participate, please email serica@vigoconsulting.com
(mailto:serica@vigoconsulting.com) .

 

Investor Presentation

 

Mitch Flegg will provide a live presentation relating to the interim results
via the Investor Meet Company platform today at 1.30pm BST.

 

The presentation is open to all existing and potential shareholders.

 

Investors can sign up to Investor Meet Company for free and add to meet Serica
Energy plc via:

 

https://www.investormeetcompany.com/serica-energy-plc/register-investor
(https://www.investormeetcompany.com/serica-energy-plc/register-investor)

 

Investors who already follow Serica on the Investor Meet Company platform will
automatically be invited.

 

A copy of the accompanying presentation can be found on our website:
www.serica-energy.com (http://www.serica-energy.com) .

Regulatory

 

This announcement is inside information for the purposes of Article 7 of
Regulation 596/2014.

 

The technical information contained in the announcement has been reviewed and
approved by Fergus Jenkins, VP Technical at Serica Energy plc. Mr. Jenkins
(MEng in Petroleum Engineering from Heriot-Watt University, Edinburgh) is a
Chartered Engineer with over 25 years of experience in oil & gas
exploration, development and production and is a member of the Institute of
Materials, Minerals and Mining (IOM3) and the Society of Petroleum Engineers
(SPE).

 

 

 Enquiries:

 Serica Energy plc                     +44 (0)20 7390 0230
 Mitch Flegg (CEO) / Andy Bell (CFO)

 Peel Hunt (Nomad & Joint Broker)      +44 (0)20 7418 8900
 Richard Crichton / David McKeown

 Jefferies (Joint Broker)              +44 (0)20 7029 8000
 Tony White / Will Soutar

 VIGO Consulting                       +44 (0)20 7390 0230
 Patrick d'Ancona / Finlay Thomson     serica@vigoconsulting.com (mailto:serica@vigoconsulting.com)

 

 

 

 

 

NOTES TO EDITORS

Serica Energy is a British independent oil and gas exploration and production
company with a portfolio of UKCS assets.

 

Serica completed the acquisition of the entire issued share capital of
Tailwind Energy Investments Ltd on 23 March 2023.

 

Following the addition of the Tailwind assets to its portfolio, Serica has a
balance of gas and oil production. The Company is responsible for about 5% of
the natural gas produced in the UK, a key element in the UK's energy
transition.

 

Serica's producing assets are focused around two main hubs: the Bruce, Keith
and Rhum fields in the UK Northern North Sea, which it operates, and a mix of
operated and non-operated fields tied back to the Triton FPSO. Serica also has
operated interests in the producing Columbus (UK Central North Sea) and
Orlando (UK Northern North Sea) fields and a non-operated interest in the
producing Erskine field in the UK Central North Sea.

 

Serica's portfolio of assets includes several organic investment opportunities
which are currently being pursued or are under consideration.

 

Futher information on the Company can be found at www.serica-energy.com
(http://www.serica-energy.com) . The Company's shares are traded on the AIM
market of the London Stock Exchange under the ticker SQZ and the Company is a
designated foreign issuer on the TSX. To receive Company news releases via
email, please subscribe via the Company website.

 

INTERIM REPORT FOR THE SIX MONTH PERIOD ENDED 30 JUNE 2023

 

The following Interim Report of the operations and financial results of Serica
Energy plc ("Serica") and its subsidiaries (together the "Group") contains
information up to and including 18 September 2023 and should be read in
conjunction with the unaudited interim consolidated financial statements for
the period ended 30 June 2023, which have been prepared by and are the
responsibility of the Company's management.

 

References to the "Company" include Serica and its subsidiaries where
relevant.

 

The results of Serica's operations detailed in the interim financial
statements are presented in accordance with International Financial Reporting
Standards ("IFRS").

 

The Company's shares are listed on AIM in London. Although the Company
delisted from the TSX in March 2015, the Company is a "designated foreign
issuer" as that term is defined under National Instrument 71-102 - Continuous
Disclosure and Other Exemptions Relating to Foreign Issuers. The Company is
subject to the regulatory requirements of the AIM market of the London Stock
Exchange in the United Kingdom.

 

Serica is an oil and gas company with production, development and exploration
activities based in the UK.

 

 

CHIEF EXECUTIVE OFFICER'S REVIEW

 

The acquisition of Tailwind Energy Investments Ltd, which completed in the
first half of 2023 has provided operational diversity and scale for Serica.
This transaction is outlined in the section following this review.

 

Serica's production levels in the first half of 2023 continue to benefit from
the ongoing capital investment campaign which has been in progress for the
last few years. We can also see the benefit of the investment in the Tailwind
portfolio over a similar period. As a result of these investment projects, the
net production from the combined portfolio in the first half of 2023 was
49,350 boe/d, an increase of 30% compared to the 38,100 boe/d from the same
portfolio in 1H 2022 and an increase of 85% compared to the Serica net
production of 26,600 boe/d in 1H 2022.

 

In the first half of 2023, 55% of the production from the combined portfolio
was gas compared to 91% of the Serica portfolio on the first half of 2022.

 

Market gas prices, though still volatile, have averaged around 108p/therm in
the first half of 2023 compared to over 175p per therm in the first half of
2022. Market oil prices have averaged around US$79/bbl in the first half of
2023 compared to around US$107/bbl in the first half of 2022. These are before
the impact of Serica's commodity price hedging programmes.

 

With lower commodity prices but markedly higher production levels, Serica's
sales revenue for the six-month period to June 2023 was £340.6 million,
broadly similar to the figure of £353.5 million for the corresponding period
in 2022. The profit after taxation for the period was £175.5 million (1H
2022: £116.7 million) but this is significantly influenced by a one-off
non-cash accounting entry related to the Tailwind acquisition. These numbers
incorporate contributions from the acquired Tailwind assets from the
completion date of 23 March 2023 rather than the full six-month period.

 

The UK Energy Profits Levy (EPL) has a significant impact on post-tax
profitability for all UK oil and gas producers. However, the substantial tax
losses acquired with the Tailwind transaction have had the effect of lowering
Serica's effective rate of taxation. The EPL is a wholly unwelcome burden that
is already leading to the delay and cancellation of longer-term investment
projects across the sector. However, allowances relating to reinvestment in
short-cycle projects offer Serica the opportunity to mitigate its impact.
Therefore, we will maintain our ongoing short-cycle investment plans and where
possible will expand and accelerate elements of that programme.

 

The Company is therefore continuing with its growth strategy of investment in
projects designed to enhance and extend future production profiles. Following
the success of last year's Light Well Intervention Vessel ("LWIV") programme
on Bruce, a second campaign has now commenced, and a third campaign is
scheduled for the first half of 2024. A significant four-well drilling
campaign in the Triton Area is expected to commence early in 2024. This will
comprise of wells on Bittern, Gannet E, Guillemot NW and Evelyn.

 

The common theme amongst these capital projects is that they are all designed
to quickly add production from existing fields without the requirement for
substantial new infrastructure. These short-cycle investments benefit from
Investment Allowances under the EPL and have the capability to add significant
reserves and production. Serica has a strong record of replacing reserves
through our ongoing investment commitment. At the end of 2022 the Serica net
2P reserves stood at 74.9 mmboe which is a 9% increase on the level at the
time of the BKR acquisition more than four years previously despite the
production of over 30 mmboe in the intervening period. The combined net 2P
reserves for the Serica and Tailwind portfolios at the end of 2022 were 130.4
mmboe.

 

We continue to focus on emissions reduction whilst maximising production. In
the first half of the year carbon intensity (emissions divided by production)
from the Bruce hub was 15.1kg CO(2)/boe, a 9% reduction on the same period
last year. On Triton, the 1H 2023 carbon intensity was 17.7kg CO(2)/boe, a 33%
reduction on 1H 2022. As new production from Serica's forthcoming drilling
campaign will be tied back to existing offtake facilities, such additions add
reserves without adding significant carbon emissions.

 

The Serica portfolio remains cash generative following the Tailwind
transaction. At the start of the year cash and deposits totalled £433 million
and during the first half of the year this has risen to £444 million despite
final 2022 tax payments of £141 million, £62 million of cash consideration
paid for the Tailwind transaction and £48 million of debt repayment.  The
mid-year debt level stood at £210 million leaving a net cash balance of £234
million.

 

Against this background the Company is steadily increasing its return to
shareholders. Following combined dividend payments of 22 pence per share for
full year 2022, the Company is today announcing an interim dividend of 9 pence
per share (2022: 8 pence per share) which will be paid in November 2023.

 

 

Mitch Flegg

Chief Executive Officer

18 September 2023

 

 

 

 

 

 

 

ACQUISITION OF TAILWIND ENERGY INVESTMENTS LTD

 

On 23 March 2023 Serica Energy completed the acquisition of Tailwind Energy
Investments Ltd, a privately owned independent oil and gas company with assets
in the UK North Sea. As part of the transaction, Mercuria - an investor in
Tailwind - became a strategic investor in Serica.

Tailwind was formed in 2016. Through a combination of acquisitions, production
enhancements and development of new fields, executed by a small and expert
team of oil and gas professionals, it built a portfolio of upstream assets
situated in the UK North Sea. At the end of 2022 this portfolio had 2P
reserves of 55.5 million boe, with a rising production profile that reached an
average 23,300 boe/d in December 2022.

The assets acquired by Serica with the Tailwind transaction comprise primarily
a mix of operated and non-operated producing fields tied-back to the Triton
FPSO in the UK Central North Sea. Tailwind's interests in producing fields
also include 100% in the Orlando field located in the UK Northern North Sea
and a non-operated 25% in the Columbus field in the UK Central North Sea
(operated by Serica).

The acquisition of Tailwind was aimed at achieving Serica's longstanding
objective to have a more diverse and broadly based UKCS portfolio of producing
fields, with material reserves and value upside potential, coupled with a more
balanced exposure to commodity price risk. The transaction represents
substantial progress towards this objective with the number of producing
fields increased from five to eleven, mainly centred around two hubs (Bruce
and Triton), a substantial increase in 2P reserves (combined 130.4 million boe
as at 31 December 2022) and a balance of gas and oil production.

The acquisition has also added considerably to the organic investment
opportunities in Serica's portfolio. Rig slots have been reserved in order to
drill infill wells on the Bittern, Gannet E, Guillemot North West and Evelyn
fields in 2024; all of which are existing tie-backs to the Triton FPSO. The
potential developments of the Belinda field as a tie-back to the Triton FPSO
and the Mansell field, situated in the UK Northern North Sea, are being
evaluated. All these activities will continue under the ownership of Serica,
whose team has been supplemented by the addition of Tailwind staff.

These substantial enhancements to Serica's portfolio of upstream assets have
been achieved while maintaining the Company's financial strength. Moreover,
Serica retains a relatively low level of decommissioning liabilities largely
as a result of foundational transactions by both Serica and Tailwind in the
past involving the sellers retaining such obligations. Serica's strong balance
sheet, allied with expected net cash inflows from the enlarged portfolio,
provides a basis for continued dividends to shareholders, investment in the
existing portfolio and further acquisitions. Very few UKCS-focused independent
oil and gas companies share this same combination of attributes.

As described in the Annual Report and ESG Report, making a positive
contribution to the North Sea Transition Deal is a key objective. Serica is
using its operating experience to support the infrastructure operators of the
Tailwind assets to reduce emissions. The longer-term outlook depends in part
on investments to reduce emissions from the Bruce and Triton hubs. As operator
of the Bruce hub and co-owner of the Triton FPSO, Serica is engaged in the
development and implementation of GHG Emissions Reduction Action Plans for
both facilities.

REVIEW OF OPERATIONS

 

UK Operations

 

Northern North Sea

 

Northern North Sea: Bruce Field - Blocks 9/8a, 9/9b and 9/9c, Serica 98% and
operator

Serica operates the Bruce field and facilities consisting of three
bridge-linked platforms, wells, pipelines and subsea infrastructure. The
platforms contain living quarters, reception, compression, power generation,
processing and export facilities and a drilling derrick that is currently
mothballed. There is also the subsea Western Area Development (WAD) that
produces from the edges of the Bruce area.

 

Bruce production is predominantly gas which is rich in liquids. Gas is
exported through the Frigg pipeline to the St Fergus terminal, where it is
separated into sales gas and NGL's. Oil is exported through the Forties
Pipeline System to Grangemouth.

 

In the first half of the year we completed the replacement and upgrade of the
control system for the Bruce platform, increasing the amount of data that can
be captured and processed, helping us to unlock the ability to implement AI
based improvements to our control, monitoring and maintenance activities.

 

We also successfully carried out the replacement of the subsea control modules
on the WAD manifold to support the Light Well Intervention (LWI) activity in
Q3 23 and Q1 24.

 

On the platform topsides a series of surveillance and intervention activities
were undertaken on a number of the Bruce wells, verifying well integrity,
identifying future production options and implementing a couple of simple
interventions to boost production.

 

Major works were undertaken during the summer outage to replace the main
platform flare tip, 140 metres above the sea surface requiring a heli-lift,
along with major overhauls of the glycol system and a booster compressor. The
extensive maintenance campaigns were all integrity and reliability focussed
helping to underpin the plans to extend Bruce production to 2035+.

 

The 2023 LWI work, which covers three wells and is expected to boost
production volumes, commenced in September and is ongoing. Work on the Bruce
M3 and M6 wells includes scale removal, a reperforation and new perforation,
whist work on Bruce M4 is based on information obtained during the original
work in 2022.

Bruce field production in 1H 2023 averaged circa 7,200 boe/d (1H 2022: 6,800
boe/d) of oil and gas net to Serica.

 

The latest independent reserves report by RISC Advisory estimated 2P reserves
of 31.8 million boe net to Serica as of 1 January 2023 (2022: 15.8 million
boe). This increase reflects the benefits from future planned well
interventions and from field life extension beyond 2030.

 

 

Northern North Sea: Keith Field - Block 9/8a, Serica 100%

 

Keith is an oil field produced by one subsea well tied back to the Bruce
facilities and requires very little maintenance. In normal operation Keith
produces at a relatively low rate but provides a low-cost contribution to the
oil export from Bruce. The well has been shut-in since 2022 due to a fault in
the electrical supply.

 

During 2023 the Keith subsea control module was changed out to allow the
planned LWI in Q1 2024 to restore production from the field.

 

The latest independent reserves report by RISC Advisory estimated 2P reserves
of 2.4 million boe net to Serica as of 1 January 2023 (2022: 0.9 million boe).
These reserves are recognised based upon the planned 2023 and 2024 programmes.

 

Northern North Sea: Rhum Field - Blocks 3/29a, Serica 50% and operator

 

The Rhum field is a gas condensate field producing from three subsea wells
tied into the Bruce facilities through a 44km pipeline. Rhum production is
separated into gas and oil and exported to St Fergus and Grangemouth along
with Bruce and Keith production. Rhum gas has a higher CO(2) content than
Bruce gas and so is blended with Bruce gas before leaving the offshore
facilities.

 

A new power umbilical was installed on the R1 well in March 2023 and further
works to remove power supply vulnerabilities to Rhum were carried out in the
summer. Topsides works in the first half of the year increased the throughput
limits of the Rhum separator creating more capacity for any future production
increases.

Average Rhum field production in 1H 2023 was circa 16,300 boe/d (1H 2022:
15,900 boe/d) of gas net to Serica.

 

The latest independent reserves report by RISC Advisory estimated 2P reserves
of 36.4 million boe net to Serica as of 1 January 2023 (2022: 37.2 million
boe). This represents an increase in reserves after 2022 production is taken
into account which arises from the extension of field life into the 2030s.

 

 

Northern North Sea: Orlando Field - Block 3/3b, Serica 100% (acquired from
Tailwind)

 

Serica is operator of Orlando which is an oil field producing from a single
subsea well tied into the Ninian Central facilities through an 11km pipeline.
Orlando production is separated into gas and oil, with oil exported to Sullom
Voe Terminal and gas used by the Ninian operator as fuel on the platform.

 

Orlando has been producing steadily in 2023, following a workover in 2022 to
replace the dual Electric Submersible Pumps. During 1H 2023, there have been
some minor outages for repairs to some topsides electrical cables.

 

Average Orlando field production in 1H 2023 was circa 3,500 boe/d (1H 2022:
nil boe/d) net to Serica including downtime. Average net production for the
post-acquisition period from 23 March to 30 June 2023 was 3,550 boe/d.

 

An independent reserves report by ERCE estimated 2P reserves of 3.4 million
boe net to Serica as of 1 January 2023.

 

 

Northern North Sea: Mansell - Block 3/8g, Serica 100% (acquired from Tailwind)

 

The Mansell discovery is located in licence P2448 in UKCS Block 3/8g south and
east of the Ninian and Columba fields. Mansell was discovered by well 3/8b-10,
drilled by BP in 1985, and following successful appraisal was developed as a
subsea tieback to the Ninian South Platform and produced between 1992 and 1995
(Field was then named as Staffa). The field was shut in 1995 following
waxing-up of the flowline and decommissioned. The Mansell field has contingent
resources of up to 16 mmboe. Studies are ongoing to determine the feasibility
and timing of a redevelopment.

 

Central North Sea

 

Central North Sea: Triton Area - Bittern 64.63%, Evelyn 100%, Gannet E 100%,
Guillemot West & North West 10%, Belinda 100% (Serica share in %, acquired
from Tailwind)

 

The Triton Area consists of eight producing oil fields developed via common
subsea infrastructure in the UK Central North Sea, located approximately 190km
east of Aberdeen in water depths of 90m. The fields currently producing oil
and gas via the Triton Floating Production Storage & Offloading (FPSO)
vessel are Evelyn, Bittern, Guillemot West and Guillemot North West, Gannet E,
Clapham, Pict and Saxon. Dana Petroleum Limited ("Dana") and Waldorf
Production UK Limited (''Waldorf'') are our partners in the Triton cluster.
Dana operate the Triton FPSO along with the Bittern, Guillemot West / North
West, Clapham, Saxon, and Pict fields. Serica is operator of the Gannet E and
Evelyn fields, with Dana as pipeline operator and Petrofac as well operator.
Serica also operates the Belinda discovery.

 

In February, a fourth Gannet E well was brought online bringing combined peak
production rates in Gannet E to over 13,000 boe/d. The Evelyn field has been
producing steadily since coming online in September 2022 at circa. 6,000
boe/d. Bittern field is steady with peak rates of circa. 7,000 boe/d (Serica
net) and Guillemot West / North West at circa. 400 boe/d (Serica net). Triton
gross peak rates have exceeded 30,000 boe/d for the first time in 10 years.

 

Two Guillemot West well workovers were completed in July and are due to be
brought online in September after the Triton annual shutdown which recently
completed. There is a four well program planned for execution in 2024 as
follows: Bittern sidetrack, Guillemot North West infill well, Gannet E fifth
well and Evelyn second well. Serica is progressing the Belinda development
with plan to submit the FDP in 2H 2023 and sanction planned for 2024.

 

Average net (Serica share) Triton Area production in 1H 2023 was circa 18,300
boe/d (1H 2022: 10,000 boe/d) of oil and gas. Average net production for the
post-acquisition period from 23 March to 30 June 2023 was 18,550 boe/d.

 

An independent report of reserves by ERCE estimated 2P reserves of 49.2
million boe net to Serica as of 1 January 2023.

 

 

Central North Sea: Columbus Field - Blocks 23/16f and 23/21a (part), Serica
75%

 

Serica Energy (UK) Limited (50%) is Operator with partners Tailwind Mistral
Limited (25%) and Waldorf Production Limited (25%). Following the acquisition
of Tailwind Mistral Limited by the Serica group on 23 March 2023, the Serica
group's net interest in Columbus increased to 75%.

 

The Columbus field is located in the UK Central North Sea and produces from a
gas-condensate reservoir in the Forties Sandstone Formation. The
development consists of a single horizontal well which runs along the
central axis of the reservoir, drilled in the spring of 2021, and production
commenced in November 2021.

The Columbus well is connected to the Arran export pipeline through which
Columbus production is exported along with Arran Field production. When
production reaches the Shearwater platform, it is separated into gas and
condensate.  The gas is exported to St Fergus via the SEGAL line and the
condensate to Cruden Bay via the Forties Pipeline System.

Columbus had good initial test rates and started production in November 2021.
Flow rates then declined during the first few months of production and average
Columbus production in 2022 was around 3,800 boe/d gross.

 

During the first half of 2023, Columbus production has been steady despite
some short-term Shearwater offtake facility outages.

 

Average net Columbus production of gas and condensate in 1H 2023 for Serica's
combined 75% interest was 2,300 boe/d (1H 2022: 1,970 boe/d for a 50%
interest). Average net production for the Group's combined 75% interest in the
post-acquisition period from 23 March to 30 June 2023 was 2,250 boe/d.

 

The latest independent report of reserves, compiled by RISC Advisory,
estimated 2P reserves of 1.1 million boe net to Serica's 50% equity interest
as at 1 January 2023 (2022: 4.9 million boe) after allowing for production of
0.6 million boe during 2022. An additional 25% field equity interest was
acquired as part of the Tailwind transaction in March 2023.

Central North Sea: Erskine Field - Blocks 23/26a (Area B) and 23/26b (Area B),
Serica 18%

 

Serica holds a non-operated interest in Erskine, a gas and condensate field
located in the UK Central North Sea. Serica's co-venturers are Ithaca Energy
50% (operator) and Harbour Energy 32%.

 

The Erskine field has five production wells and produces oil and gas over the
Erskine normally unattended installation, which is transported via a
multiphase pipeline and processed on the Lomond platform which is 100% owned
and operated by Harbour. Then condensate is exported down the Forties Pipeline
System via the CATS riser platform at Everest and gas is exported via the CATS
pipeline to the CATS terminal at Teesside.

 

In first half of 2023 Erskine has produced steadily from the four currently
available wells.

Topsides surveillance of the W1 well is being undertaken in Q3 2023 with the
intent of carrying out a MODU based intervention in 2024 to return the well to
production. The regular pigging program on the condensate export line has
continued and no indications of wax build-up have been seen.

 

Erskine production levels in 1H 2023 averaged 1,700 boe/d net (1H 2022: 1,890
boe/d net).

 

A latest independent report of reserves by RISC Advisory estimated 2P reserves
at 3.3 million boe as of 1 January 2023 (2022: 3.4 million boe).

 

UK Exploration

 

North Eigg and South Eigg - Blocks 3/24c and 3/29c, Serica Energy (UK) Limited
100% and Operator

In December 2019, Serica was awarded the P2501 Licence as part of an out of
round application; this comprised Blocks 3/24c and 3/29c including the North
Eigg and South Eigg prospects.

The 3/24c-6B North Eigg exploration well was drilled to a depth of 16,728 feet
in the Jurassic Heather formation, completing in early 2023. Following
detailed interpretation of the North Eigg well results, Serica has decided
that there is insufficient accessible oil to justify re-entering the suspended
well and drilling a sidetrack. After consultation with the NSTA, we have
elected to go into the second term of the P2501 Licence for the purpose of
completing the decommissioning and restoration of the North Eigg well. Only
the area immediately around the well necessary for the abandonment has been
retained with the remainder of the block being relinquished.

 

Skerryvore and Ruvaal- Blocks 30/12c (part), 30/13c (split), 30/17h, 30/18c
and 30/19c (part), Serica Energy (UK) Limited: 20% working interest, operator
Parkmead

 

The P2400 Licence was awarded in the 30(th) licence round in 2018. It is
located in the Central North Sea, 60km south of the Erskine field, and
comprises blocks 30/12c, 30/13c, 30/17h and 30/18c. Current equity holders are
Serica 20%, Parkmead 50% (operator) and CalEnergy 30%. The licence is in phase
C, which expires on 30 September 2025. By the end of the current phase, we are
committed to drill a well to a depth of 3,500 metres or 200 metres into the
Chalk Group, whichever is shallower. The Operator has proposed a vertical well
targeting the Mey reservoir (primary target) and a deeper Tor chalk reservoir
(secondary target). Well planning has been awarded to Exceed. The well is
expected to spud in late 2024, with a site survey in early 2024.

 
In the region around Skerryvore, Harbour Energy have announced that they are
proceeding with the Talbot development, with drilling scheduled later this
year and first oil expected from Q3 2024. In a success case, Talbot
infrastructure could provide Skerryvore with an export route via the Judy
platform and the subsequent export of produced hydrocarbons to Teeside, UK.

 

Licence Awards in the UK 32(nd) licensing round

The P2506 Licence was awarded to Serica 100% in the 32(nd) Licence Round in
2020 and covers blocks in the greater Bruce / Rhum area. Work commitments for
the current phase of the licence have now been met. A detailed prospectivity
review was carried out, which identified two prospects, the Elf Horst prospect
(in the north) and Davan discovery (in the south).

 

On the basis of this technical work, it has been concluded that this
opportunity does not meet Serica's investment criteria and the decision has
therefore been made not to continue the licence beyond the end of the current
phase, which ends on 30 November 2023.

 

Licence Awards in the UK 33(rd) licensing round

Two licences have been applied for in the 33rd Licence Round which closed in
December 2022. The applications include light initial work commitments. Both
applications are consistent with Serica's infrastructure led exploration
strategy.

 

 

FINANCIAL REVIEW

In addition to continuing strong production from its existing assets, Serica's
1H 2023 results benefitted from inclusion of net production and income from
the Tailwind field interests from the acquisition completion date of 23 March
2023 to the period end 30 June 2023. Net cashflows from the Tailwind assets
for the period prior to 23 March are reflected in the opening net debt
position of Tailwind. Fair value acquisition accounting, carried out under
relevant financial reporting standards as a business combination, resulted in
a one off 'gain on acquisition' of £139.6 million. This was partially offset
by expensed transaction costs totalling £8.6 million. The group balance sheet
at 30 June 2023 reflects the full set of assets and liabilities arising from
the business combination, which include a reserve-based lending ("RBL")
facility. Further details of the accounting for the acquisition are provided
in note 11.

 

Although market sales prices for oil and gas were lower than for the same
period last year, this was partially offset by reduced hedging volumes. The
Tailwind acquisition has also brought a balanced mix of oil and gas and
greater production resilience arising from a wider asset spread.

 

1H 2023 RESULTS

Serica generated a profit before taxation of £298.3 million for 1H 2023
compared to £194.5 million for 1H 2022. After current and deferred tax
provisions of £122.8 million (1H 2022: £77.7 million), profit for the period
was £175.5 million compared to £116.7 million for 1H 2022 and £177.8
million for full year 2022.

Sales revenue

The total 1H 2023 sales revenue of £340.6 million (1H 2022: £353.5 million)
included revenues of £100.0 million from the acquired Tailwind assets from
the effective date of 23 March 2023 (1H 2022: £nil).

 

Total sales revenues comprised gas revenue of £216.6 million (1H 2022:
£293.6 million), oil revenue of £112.7 million (1H 2022: £41.2 million) and
NGL revenue of £11.3 million (1H 2022: £18.7 million). The fall in gas
revenue was driven by lower realised pricing compared to 1H 2022 and the
increase in oil revenue reflects new revenue streams from the largely oil
based Tailwind portfolio.

 

Total product sales volumes for the half year comprised approximately 227
million therms of gas (1H 2022: 216 million therms), 2.2 million lifted
barrels of oil (1H 2022: 0.5 million barrels) and 30,000 metric tonnes of NGLs
(1H 2022: 36,800 metric tonnes).

 

Average 1H 2023 sales prices net of system fees were: 96 pence per therm (1H
2022: 136 pence per therm) for gas, US$64 per barrel (1H 2022: US$107.7 per
barrel) for oil and £377 per metric tonne (1H 2022: £514 per metric tonne)
for NGLs. Average oil and gas sales prices reflect the mix of sales comprising
volumes sold at current spot prices and volumes sold at contracted fixed
prices and are before realised hedging costs on gas price swaps.

 

Gross profit

The gross profit for 1H 2023 was £180.1 million compared to £267.1 million
for 1H 2022. Overall cost of sales of £160.5 million compared to £86.3
million for 1H 2022. This comprised £99.6 million of operating costs (1H
2022: £59.1 million) and £74.7 million of non-cash depletion charges (1H
2022: £25.5 million).

 

The overall increases reflected higher production volumes for the enlarged
business. Operating costs per boe were US$17.5, increased from US$16.1 for 1H
2022 mainly due to underlying cost inflation and the introduction of new
fields. In addition, an increase in the overall rate of depletion charges per
barrel arose from the recognition of the Tailwind assets at fair value and an
increase in the Columbus field depletion charge per barrel from 1H 2022 due to
a reduction in remaining reserves. These were partially offset by a £13.8
million credit representing an increase during the period of the liquids
underlift position (1H 2022: charge of £1.7 million).

 

Operating profit

The operating profit for 1H 2023 was £159.5 million compared to £196.3
million for 1H 2022. This included hedging expense related to 1H gas price
swaps, of £13.0 million realised during 1H 2023 (1H 2022: £13.2 million)
plus unrealised hedging gains of £20.5 million (1H 2022: expense of £56.4
million), mainly arising from the movement in valuation of Serica's 2022
year-end gas swap position as it fully unwound in the period.

 

E&E asset write-offs of £5.7 million in 1H 2023 (1H 2022: £nil) largely
comprised a final charge from the North Eigg exploration well. Administrative
expenses for 1H 2023 of £7.9 million compared to £3.8 million for 1H 2022
and reflected the growth in activities of the group arising from Tailwind
completion and subsequently.

 

Transaction costs of £8.6 million (1H 2022: £nil) comprise fees and other
costs associated with the acquisition of Tailwind Energy Investments Ltd.

 

Profit before taxation and profit after taxation

Profit before taxation for 1H 2023 was £298.3 million (1H 2022: £194.5
million) after taking into account a gain on acquisition of £139.6 million on
the Tailwind transaction (1H 2022: £nil), a £1.5 million charge arising from
an increase in the fair value of the BKR financial liability (1H 2022: £1.9
million), £7.0 million of finance revenue (1H 2023: £0.3 million) and £6.3
million of finance costs (1H 2022: £0.3 million).

 

The gain on acquisition represents the difference between provisional fair
valuations of assets acquired and consideration paid or potentially payable
calculated in accordance with applicable accounting standards. Such
calculations are complex and involve a range of projections and assumptions
related to future costs, production volumes, sales prices, discount rates and
tax. The accounting for the acquisition of the transaction assets has been
provisionally determined at this stage. The accounting standards provide for
potential further adjustments to fair value assessments up to twelve months
after completion of the acquisition.

 

The 1H 2023 charge of £1.5 million relating to the remaining BKR financial
liabilities (1H 2022 - £1.9 million) arose from the unwinding of discount on
the estimated amounts of those remaining liabilities. The fair value of the
liabilities, which are described under BKR asset acquisitions below, is
re-assessed at each financial period end.

 

Finance revenue of £7.0 million (1H 2022: £0.3 million) primarily represents
interest income earned on cash deposits and has increased following the
significant rises in interest rate returns available from 1H 2023 compared to
1H 2022. Finance costs of £6.3 million (1H 2022: £0.3 million) include
interest payable and other charges on the debt facility acquired in March
2023, the discount unwind on decommissioning provisions and other minor
finance costs.

 

The 1H 2023 taxation charge of £122.8 million (1H 2022: £77.7 million)
comprised current tax charges of £131.8 million (1H 2022: £79.8 million) and
a deferred tax credit of £9.0 million (1H 2022: credit of £2.1 million). The
current tax charge includes EPL charges of £61.1 million (1H 2022: £nil).
The impact upon the combined group of the increased level of taxation applying
to 1H 2023 on its current tax payable has been partially offset through the
utilisation of brought forward tax losses within the acquired business. The
gain on acquisition is a non-taxable accounting entry.

 

Overall, this generated a profit after taxation of £175.5 million for 1H 2023
compared to a profit after taxation of £116.7 million for 1H 2022. This
resulted in an earnings per share of £0.53 (1H 2022: £0.43) after taking
account of the weighted average number of ordinary shares in issue.

 

GROUP BALANCE SHEET

 

Serica retains a strong balance sheet with growing cash resources. This has
allowed the Company to fund ongoing capital investment programmes whilst
delivering a progressive dividend policy as well as seeking new acquisition
and investment opportunities. The balance sheet as at 30 June 2023 includes
assets and liabilities from the acquired Tailwind business.

 

Total property, plant and equipment increased from £265.9 million at year end
2022 to £888.9 million at 30 June 2023. The main driver for the significant
increase in the balance is the fair value attributed to the Tailwind assets
upon acquisition of £704.0 million. The acquisition of Tailwind Energy
Investments Ltd is classified as a business combination and the calculation of
fair value is carried out in accordance with applicable accounting standards.
As described above, the valuation involves a series of judgements and
assumptions on all key components of the calculations and are provisional
until twelve months following acquisition.

 

Net additions comprised capital expenditure during 1H 2023 of £13.4 million
across various field assets. These included expenditure in the
post-acquisition period on the GE04 and GE05 wells (Gannet E), well survey and
planning work on Bittern, the start-up of well work on the EV02 well (Evelyn),
upgrades for the Triton FPSO and other sundry asset work. These were offset by
depletion charges for 1H 2023 of £74.7 million (1H 2022: £25.5 million),
other depreciation charges of £0.1 million (1H 2022: £0.1 million) and
currency translation adjustments of £20.1 million. Depletion charges
represent the allocation of field capital costs over the estimated producing
life of each field and comprise costs of asset acquisitions and subsequent
investment programmes.

 

The inventories balance of £9.4 million at 30 June 2023 increased from £4.0
million at the end of 2022. The main factor behind the increase is the
inclusion of £5.3 million value for oil inventory held in the pipeline and
terminal for the acquired Orlando field. A decrease in trade and other
receivables from £134.6 million at the end of 2022 to £122.1 million at 30
June 2023 largely reflected significantly lower prices for June gas sales
compared to last December.

 

Hedging security advances of £24.3 million at 31 December 2022 were recovered
during 1H 2023 as all gas swaps and the majority of fixed forward contracts
crystalised in the period.

 

The increase in cash balances from £432.5 million at 31 December 2022 to
£444.0 million at 30 June 2023 reflected cash flow from operations of £265.8
million mainly offset by £140.8 million of 2022 UK tax payments, capital
expenditures of £19.0 million, net cash outflows of £45.3 million on the
Tailwind acquisition, and £47.9 million (US$60 million) on debt repayments in
the post-acquisition period.

 

Current trade and other payables increased to £80.7 million at 30 June 2023
from £69.9 million at the end of 2022. UK corporation tax payable of £140.9
million at 30 June 2023 (31 December 2022: £150.0 million) reflects
liabilities for corporation tax, supplementary charge and the EPL. A
significant corporation tax payment of £140.8 million was made in Q1 2023 and
a further £80.2 million instalment payment was made in July 2023.

 

Derivative financial liabilities of £4.7 million at 30 June 2023 represent
primarily the valuation of UKA ETS swaps in place at the period end following
the Tailwind acquisition. The 31 December 2022 liability of £24.9 million
reflected Serica's gas swaps in place at that date which unwound during 1H
2023.

 

The dividend payable of £53.7 million at 30 June 2023 (31 December 2022:
£nil) represents the final cash dividend for 2022 of 14.0 pence per share
approved at the annual general meeting on 29 June 2023 and paid in July.

Non-current financial liabilities of £62.3 million (31 December 2022: £29.4
million) comprise remaining deferred consideration of £30.8 million projected
to be paid under the BKR acquisition agreements and royalty provisions of
£31.5 million representing amounts payable to third parties under the terms
of historic Triton asset acquisitions by Tailwind.

 

Non-current provisions relate to future decommissioning obligations. These
showed an increase from £25.2 million at 31 December 2022 to £99.6 million
at 30 June 2023 due to £75.5 million arising upon the Tailwind acquisition
plus the unwinding of the discount applied to the Group's year end 2022
estimates, partially offset by currency translation adjustments and some minor
spend in the period. The balance of provisions is in respect of Serica's Bruce
and Keith interests acquired from Marubeni, the Columbus field and the
portfolio of interests acquired in March.

 

The net deferred tax liability position of £52.0 million at 30 June 2023
decreased from £153.3 million at year end 2022, mainly following the
introduction of the significant net deferred tax asset position of £95.0
million upon the Tailwind acquisition. This comprised deferred tax assets
recognised on tax losses and future relief available on decommissioning
partially offset by deferred tax liabilities arising on property, plant and
equipment balances. Deferred tax liabilities arising upon the group's PP&E
balances will be released in future periods as those balances are depleted.

 

Interest bearing loans of £210.1 million at 30 June 2023 (31 December 2022:
£nil) comprise the RBL facility assumed upon the Tailwind acquisition
completion on 23 March 2023. Amounts drawn under the facility at 30 June 2023
were US$270 million which are disclosed net of unamortised fees. The facility
was drawn by US$330 million at the date of acquisition with repayments of
US$60 million made in the post-acquisition period to 30 June 2023. The
redetermined total amount available for drawdown under the facility at 30 June
2023 was US$377 million.

 

Overall, net assets have increased from £408.7 million at year end 2022 to
£754.8 million at 30 June 2023.

 

The increase in share capital from £183.2 million to £192.4 million arose
from shares issued following the exercise of share options, shares issued
under employee share schemes and the nominal value of shares issued for the
Tailwind acquisition, whilst the increase in other reserves from £25.6
million to £28.0 million arose from share-based payments related to share
option awards. The merger reserve of £225.4 million in the consolidated group
accounts arose in connection with the shares issued for the Tailwind
acquisition.

 

CASH BALANCES AND FUTURE COMMITMENTS

 

Current net cash position and price hedging

At 30 June 2023 the Group held net cash of £230.8 million which consisted of
cash and cash equivalents of £444.0 million (31 December 2022: £432.5
million) net of the RBL drawings of £213.2 million (31 December 2022: £nil)
adjusted for unamortised fees of £3.1 million (31 December 2022: £nil).

 

Cash hedging security advances of £24.3 million that had been lodged with
hedge counterparties at 31 December 2022 as security against settlement of
future gas hedge instruments were fully recovered during the 1H 2023 period.
Of total cash and cash equivalents, £18.1 million was held in restricted
accounts against letters of credit issued in respect of certain
decommissioning liabilities as at 30 June 2023 (31 December 2022: £18.1
million).

 

As at 31 August 2023, the Company held cash and cash equivalents of £333.2
million, after settlement of the 2022 final dividend and an initial 2023 tax
instalment in July 2023.

 

Hedging

Serica carries out hedging activity to manage commodity price risk and to
ensure there is sufficient funding for future investments. At 30 June 2023
Serica held the following instruments:

 

Gas - fixed pricing under gas sales agreements (equivalent to gas price swaps)
for the Q3 2023 period of 50,000 therms per day at an average price of 41
pence per therm.

 

Oil - fixed pricing under oil sales agreements (equivalent to oil price
swaps): for the 2H 2023 period approximately 11,000 barrels per day at an
average price of US$61 per barrel, for the 1H 2024 period approximately 5,000
barrels per day at an average price of US$70 per barrel, and for the 2H 2024
period approximately 2,700 barrels per day at an average price of US$80 per
barrel.

 

UKA ETS - fixed price swaps for UKA ETS products for 2023 consisting of 66,000
MT at £77.12/MT for 2023 and 231,000 MT at £79.39/MT for 2024.

 

Field and other capital commitments

Serica's planned 2023/24 investment programme includes two Light Well
Intervention Vessel campaigns (Q3 2023 & 1H 2024) on the Bruce and Keith
fields and a four-well drilling campaign in the Triton Area (Bittern B1z,
Gannet GE-05, Evelyn Phase 2 (EV02) and a Guillemot NW infill well). Potential
further programmes to enhance current production profiles and extend field
life are under consideration.

 

At 30 June 2023, the Group had commitments for future capital expenditure
relating to its oil and gas properties amounting to £134.5 million which
relate primarily to the GE05 well, EV02 well, Bruce LWIV and Triton
FPSO/Bittern capex projects.

 

The Group's only significant exploration commitment is the drilling of a
commitment well on Licence P2400 (Skerryvore - Serica 20%) to be drilled
before October 2025.

 

Cash projections are run periodically to examine the potential impact of
extended low oil and gas prices as well as possible production interruptions.
Serica currently has substantial net cash resources and relatively low
operating costs per boe which means that the Company is well placed to
withstand such risks and its capital commitments can be funded from existing
cash resources.

 

OTHER

 

Asset values and impairment

At 30 June 2023, Serica's market capitalisation stood at £806.3 million,
based upon a share price of 210.4 pence, which exceeded the net asset value of
£761.4 million. A review was performed for any indication that the value of
the Group's oil and gas assets may be impaired at the balance sheet date of 30
June 2023 and no impairment triggers were noted. By 15 September the Company's
market capitalisation has risen to £1,033.0 million.

 

Additional Information

 

Additional information relating to Serica, can be found on the Company's
website at www.serica-energy.com and on SEDAR at www.sedar.com
(http://www.sedar.com)

 

Approved on behalf of the Board

Mitch Flegg

Chief Executive Officer

 

 

18 September 2023

 

 

 

 

 

 

 

 

Forward Looking Statements

This disclosure contains certain forward looking statements that involve
substantial known and unknown risks and uncertainties, some of which are
beyond Serica Energy plc's control, including: the impact of general economic
conditions where Serica Energy plc operates, industry conditions, changes in
laws and regulations including the adoption of new environmental laws and
regulations and changes in how they are interpreted and enforced, increased
competition, the lack of availability of qualified personnel or management,
fluctuations in foreign exchange or interest rates, stock market volatility
and market valuations of companies with respect to announced transactions and
the final valuations thereof, and obtaining required approvals of regulatory
authorities.  Serica Energy plc's actual results, performance or achievement
could differ materially from those expressed in, or implied by, these forward
looking statements and, accordingly, no assurances 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, including the amount of
proceeds, that Serica Energy plc will derive therefrom.

Serica Energy plc

Group Income Statement

 

 

                                                                           Six          Six
                                                                           months       months       Year
                                                                           ended        ended        ended
                                                                           30 June      30 June      31 Dec
                      Notes                                                2023         2022         2022
 Continuing operations                                                     £000         £000         £000
                                                                           (Unaudited)  (Unaudited)  (Audited)

 Sales revenue                             4                               340,620      353,472      812,423

 Cost of sales                             5                               (160,486)    (86,346)     (218,155)

 Gross profit                                                              180,134      267,126      594,268

 Unrealised hedging income/(expense)       6                               20,460       (56,390)     20,877
 Realised hedging expense                  6                               (12,961)     (13,203)     (45,384)
 Exploration expense and new ventures                                      (665)        (185)        (185)
 E&E asset write-offs                                                      (5,732)      -            (82,749)
 Administrative expenses                                                   (7,911)      (3,839)      (9,225)
 Transaction costs                         11                              (8,550)      -            (1,785)
 Foreign exchange (loss)/gain                                              (2,856)      3,653        3,903
 Share-based payments                      13                              (2,432)      (823)        (3,510)

 Operating profit                                                          159,487      196,339      476,210

 Gain on acquisition                       11                              139,559      -            -
 Change in fair value of BKR financial liability                           (1,469)      (1,899)      8,407
 Finance revenue                                                           7,028        345          4,499
 Finance costs                                                             (6,342)      (310)        (938)

 Profit before taxation                                                    298,263      194,475      488,178

 Taxation charge for the period            10                              (122,791)    (77,746)     (310,382)

 Profit after taxation and                                                 175,472      116,729      177,796
 profit for the period

 Earnings per ordinary share (EPS)
 Basic EPS on profit for the period (£)                                    0.53         0.43         0.65
 Diluted EPS on profit for the period (£)                                  0.51         0.41         0.62

 

 

 

 

 

 

 

Serica Energy plc

Condensed Group Statement of Comprehensive Income

 

 

                                                    Six          Six
                                                    months       months       Year
                                                    ended        ended        ended
                                                    30 June      30 June      31 Dec
                                                    2023         2022         2022
                                                    £000         £000         £000
                                                    (Unaudited)  (Unaudited)  (Audited)

 Profit for the period                              175,472      116,729      177,796

 Other comprehensive loss
 Exchange differences on translation                (12,821)     -            -
 Other comprehensive loss for the period            (12,821)     -            -

 Total comprehensive profit for the period          162,651      116,729      177,796

 Total comprehensive profit attributable to:
 Equity owners of the company                       162,651      116,729      177,796

 

 

Serica Energy plc

Group Balance Sheet

 

 

                                               30 June      31 Dec     30 June
                                               2023         2022       2022
                                               £000         £000       £000
                                      Notes    (Unaudited)  (Audited)  (Unaudited)
 Non-current assets
 Exploration & evaluation assets      8        869          1,001      10,254
 Property, plant and equipment        9        888,871      265,907       316,920
                                               889,740      266,908    327,174
 Current assets
 Inventories                                   9,417        3,998      4,528
 Trade and other receivables                   122,128      134,627    81,864
 Hedging security advances                     -            24,320     160,380
 Cash and cash equivalents                     444,007      432,529    258,318
                                               575,552      595,474    505,090

 TOTAL ASSETS                                  1,465,292    862,382    832,264

 Current liabilities
 Trade and other payables                      80,739       69,887     45,924
 Corporate tax payable                         140,924      149,998    95,639
 Derivative financial liability                4,664        24,914     102,181
 Gas contract liabilities                      162          987        10,807
 Financial liabilities                         6,273        -          -
 Dividend payable                     7        53,652       -          24,467

 Non-current liabilities
 Gas contract liabilities                      -            -          162
 Financial liabilities                         62,317       29,378     39,685
 Provisions                                    99,576       25,199     28,371
 Deferred tax liability               10       52,037       153,295    118,519
 Interest bearing loans               11       210,143      -          -
 TOTAL LIABILITIES                             710,487      453,658    465,755

 NET ASSETS                                    754,805      408,724    366,509

 Share capital                        12       192,381      183,177    182,889
 Merger reserve                       12       225,446      -          -
 Other reserves                       13       28,008       25,576     22,889
 Currency translation reserve                  (12,821)     -          -
 Accumulated funds                             321,791      199,971    160,731

 TOTAL EQUITY                                  754,805      408,724    366,509

 

Serica Energy plc

Group Statement of Changes in Equity

 

 

 Group                              Share capital  Merger and Other reserves                                 Accumulated funds  Total

                                                                              Currency translation reserve
                                    £000           £000                       £'000                          £000               £000

 At 1 January 2022 (audited)        181,993        22,066                     -                              68,469             272,528

 Profit for the year                -              -                          -                              177,796            177,796
 Total comprehensive income         -              -                          -                              177,796            177,796

 Issue of shares                    1,184          -                          -                              -                  1,184
 Share-based payments               -              3,510                      -                              -                  3,510
 Dividend payable                   -              -                          -                              (46,294)           (46,294)

 At 31 December 2022 (audited)      183,177        25,576                     -                              199,971            408,724

 Profit for the period              -              -                          -                              175,472            175,472
 Other comprehensive income         -              -                          (12,821)                       -                  (12,821)
 Total comprehensive income         -              -                          (12,821)                       175,472            162,651

 Issue of shares                    9,204          225,446                    -                              -                  234,650
 Share-based payments               -              2,432                      -                              -                  2,432
 Dividend payable                   -              -                          -                              (53,652)           (53,652)

 At 30 June 2023 (unaudited)        192,381        253,454                    (12,821)                       321,791            754,805

 

 

 

 

 

 

 

Serica Energy plc

Group Cash Flow Statement

 

                                                                               Six          Six
                                                                               months       months         Year
                                                                               ended        ended          ended
                                                                               30 June      30 June        31 Dec
                                                                               2023         2022           2022
                                                                               £000         £000           £000
                                                                               (Unaudited)  (Unaudited)    (Audited)
 Operating activities:
 Profit for the period                                                         175,472      116,729        177,796
 Adjustments to reconcile profit for the period
 to net cash flow from operating activities:
 Taxation charge                                                               122,791          77,746     310,382
 Change in fair value of BKR financial liability                               1,469        1,899          (8,407)
 Gain on acquisition                                                           (139,559)    -              -
 Net finance (income)/costs                                                    (686)        (35)           (3,870)
 Depletion                                                                     74,697       25,529         76,887
 Oil and NGL over/underlift movement                                           (13,770)     1,700          20,270
 E&E asset write-offs                                                          5,732        -              82,749
 Unrealised hedging (gains)/losses                                             (20,460)     56,390         (20,877)
 Contract revenue                                                              (825)        (27,523)       (37,505)
 Share-based payments                                                          2,432        823            3,510
 Other non-cash movements                                                      3,182        (2,042)        (1,503)
 Hedging security advances                                                     24,320       (44,990)           91,070
 Decrease/(increase) in receivables                                            65,646       48,787         (8,571)
 (Increase)/decrease in inventories                                            (134)        (475)          55
 (Decrease)/increase in payables                                               (33,475)     12,423         22,872
 Cash inflow from operations                                                   265,832      266,961        704,858
 Taxation paid                                                                 (140,826)    -              (143,500)
 Decommissioning spend                                                         (28)         -              (1,218)
 Net cash inflow from operating activities                                     124,978      266,961        560,140

 Investing activities:
 Interest received                                                             7,028        345            4,499
 Purchase of E&E assets                                                        (5,604)      (7,305)        (80,801)
 Purchase of property, plant & equipment                                       (13,396)     (13,614)       (16,298)
 Cash outflow from business combinations                                       -            (93,870)       (93,871)
 Acquisition of subsidiary, net of cash acquired                               (44,036)     -              -
 Net cash outflow from investing activities                                    (56,008)     (114,444)      (186,471)

 Financing activities:
 Issue of ordinary shares                                                      374          896            1,184
 Transaction costs on issue of shares                                          (1,249)      -              -
 Repayment of borrowings                                                       (47,940)     -              -
 Payments of lease liabilities                                                 (296)        (87)           (132)
 Dividends paid                                                                -            -              (46,294)
 Finance costs paid                                                            (5,520)      (34)           (385)
 Net cash (out)/inflow from financing activities                               (54,631)     775            (45,627)

 Cash and cash equivalents
 Net increase in period                                                        14,339       153,292        328,042
 Effect of exchange rates on cash and cash equivalents                         (2,861)      2,042                 1,503
 Amount at start of period                                                     432,529      102,984        102,984
 Amount at end of period                                                       444,007      258,318        432,529

Serica Energy
plc

 

Notes to the Unaudited Consolidated Financial Statements

 

1.   Corporate information

 

The interim condensed consolidated financial statements of the Group for the
six months ended 30 June 2023 were authorised for issue in accordance with a
resolution of the directors on 18 September 2023.

 

Serica Energy plc (the "Company") is a public limited company incorporated and
domiciled in England & Wales. The Company's ordinary shares are traded on
AIM in London. The principal activity of the Company is to identify, acquire
and exploit oil and gas reserves.

 

2. Basis of preparation and accounting policies

 

Basis of Preparation

 

The interim condensed consolidated financial statements for the six months
ended 30 June 2023 have been prepared in accordance with International
Accounting Standard 34 "Interim Financial Reporting".

 

These unaudited interim consolidated financial statements of the Group have
been prepared following the same accounting policies and methods of
computation as the consolidated financial statements for the year ended 31
December 2022. These unaudited interim consolidated financial statements do
not include all the information and footnotes required by generally accepted
accounting principles for annual financial statements and therefore should be
read in conjunction with the consolidated financial statements and the notes
thereto in the Serica Energy plc annual report for the year ended 31 December
2022. A number of amendments to existing standards and interpretations were
effective from 1 January 2023, as was IFRS 17 Insurance Contracts, but there
was no impact on the 1H 2023 condensed consolidated financial statements. The
Group has not early adopted any standard, interpretation or amendment that has
been issued but is not yet effective.

 

The financial information contained in this announcement does not constitute
statutory financial statements within the meaning of section 435 of the
Companies Act 2006.

 

Consolidated statutory accounts for the year ended 31 December 2022, on which
the auditors gave an unqualified audit report, have been filed with the
registrar of Companies. The report of the auditors included in that 2022
Annual Report was unqualified and did not contain a statement under either
Section 498(2) or Section 498(3) of the Companies Act 2006.

 

Going Concern

The Directors are required to consider the availability of resources to meet
the Group's liabilities for the period ending 31 December 2024, the 'going
concern period'. The financial position of the Group, its cash flows and
capital commitments are described in the Financial Review above.

Following completion of Serica's acquisition of Tailwind Energy Investments
Ltd on 23 March 2023 the Serica Group's going concern considerations now
include a US$377 million assumed RBL facility. See note 11 for further details
of the RBL facility. The acquisition of Tailwind gives the Group increased
production and operating cash flows, a balance in product mix between gas and
oil, and two main operating hubs which reduces the potential impact of
production interruptions. Serica currently has competitive operating costs per
boe and its capital commitments can be funded from existing cash resources.

The Group regularly monitors its cash, funding and liquidity position,
including available facilities and compliance with facility covenants. Near
term cash projections are revised and underlying assumptions reviewed,
generally monthly, and longer-term projections are also updated regularly.
Downside price and other risking scenarios are considered. In addition to
commodity sales prices the Group is exposed to potential production
interruptions and these are also considered under such scenarios. In recent
years, management has given priority to building a strong cash reserve which
can respond to different types of risk.

As at 30 June 2023 the Group held cash and term deposits of £444.0 million
including £18.1 million of restricted funds, with separate RBL liquidity
headroom of US$107 million (US$270 million drawn versus US$377 million
available).

For the purposes of the Group's going concern assessment we have reviewed two
cash projections for the going concern period. These projections cover a base
case forecast and an extreme stress test scenario for the combined operations
of the Group, including both legacy Tailwind and Serica assets. RBL repayments
have been assumed based on the current redetermination and no covenant
compliance matters noted.

The base case assumptions include commodity pricing of £1/therm for gas and
US$70/bbl for oil throughout the going concern period. Production, opex, capex
and tax assumptions are those currently included in standard management
forecasting. The forward looking price assumptions are considered as
reasonable in light of recent commodity forward pricing and a consensus of
published forecasts from the industry, brokers and other analysts.

The stress test assumptions assume commodity pricing of £1/therm for gas and
US$70/bbl for oil for Q4 2023, a full six-month shut-in of all production for
1H 2024, followed by a return to base case production in 2H 2024 to the end of
the going concern period at 31 December 2024. Lower commodity pricing of 75
pence/therm and US$50/bbl oil are assumed for the 2H 2024 period in this
scenario which are significantly below the range of current market
expectations for the going concern period. Under this scenario, which would
result in lower cash inflows and repayments of the RBL facility as
redetermined, the Group was able to maintain sufficient cash to meet its
obligations and maintain covenant compliance. A number of mitigating factors
and mitigating actions that are under management control are available to
management in the stress test event. These would mitigate the reduced
operating cash outflows experienced and are not included in the projection.

After making enquiries and having taken into consideration the above factors,
the Directors considered it appropriate that the Group has adequate resources
to continue in operational existence for the going concern period.
Accordingly, they continue to adopt the going concern basis in preparing the
financial statements.

Significant accounting policies

 

A number of new standards, amendments to existing standards and
interpretations were applicable from 1 January 2023. The adoption of these
amendments did not have a material impact on the Group's interim condensed
consolidated financial statements for the period ended 30 June 2023.

 

The accounting policies adopted in the preparation of the interim condensed
consolidated financial statements are consistent with those followed in the
preparation of the Group's annual financial statements for the year ended 31
December 2022. The impact of seasonality or cyclicality on operations is not
considered significant on the interim consolidated financial statements.

 

The Group financial statements are presented in £ and all values are rounded
to the nearest thousand pounds (£000) except when otherwise indicated.

 

 

Basis of Consolidation

 

The consolidated financial statements include the accounts of the Company and
its wholly-owned subsidiaries Serica Holdings UK Limited, Serica Energy
Holdings BV, Serica Energy Corporation, Asia Petroleum Development Limited,
Petroleum Development Associates (Asia) Limited, Serica Energy (UK) Limited,
PDA Lematang Limited, Serica Glagah Kambuna BV, Tailwind Energy Investments
Ltd, NSV Energy Limited, Tailwind Energy Ltd, Tailwind Mistral Ltd, Tailwind
Energy Sirocco Ltd, Tailwind Energy Chinook Ltd and Tailwind Energy Bora Ltd.
Together, these comprise the "Group".

 

The results and financial position of all of the Group entities that have a
functional currency different from the presentation currency are translated
into the presentation currency as follows:

 

·     Assets and liabilities for each balance sheet presented are
translated at the closing rate at the date of that balance sheet;

·  Income and expenses for each income statement are translated at average
exchange rates (unless this average is not a reasonable approximation of the
rates prevailing on the transaction dates, in which case income and expenses
are translated at the rate on the dates of each transaction);

·     The exchange differences arising on translation for consolidation
are recognised in other comprehensive income; and

·     Any fair value adjustments to the carrying amounts of assets and
liabilities arising on the acquisition are treated as assets and liabilities
of the acquired entity and are translated at the spot rate of exchange at the
reporting date.

 

All inter-company balances and transactions have been eliminated upon
consolidation.

 

3. Segmental Information

 

For the purposes of segmental reporting, the Group currently operates a single
class of business being oil and gas exploration, development and production
and related activities in a single geographical area, being presently the UK
North Sea.

 

 

4. Sales Revenue

 

                              Six months  Six months  Year
                              ended       ended       ended
                              30 June     30 June     31 Dec
                              2023        2022        2022
                              £000        £000        £000

 Gas sales                    215,782     266,089         652,680
 Gas supply contract revenue  825         27,523      37,505

 Total gas sales              216,607     293,612     690,185

 Oil sales                    112,729     41,185      88,048
 NGL sales                    11,284      18,675      34,190

 Total revenue                340,620     353,472      812,423

 

 

Gas supply contract revenue in 2022 and 1H 2023 arose from the unwind of gas
contract liabilities initially recognised upon the restructuring of certain
gas swaps to other fixed price instruments under a gas sales contract in
August 2021.

 

5. Cost of sales

 

                                         Six months  Six months  Year
                                         ended       ended       ended
                                         30 June     30 June     31 Dec
                                         2023        2022        2022
                                         £000        £000        £000

 Operating costs                         99,559      59,117      120,998
 Movement in liquids overlift/underlift  (13,770)    1,700       20,270
 Depletion (note 9)                      74,697      25,529      76,887

                                         160,486     86,346      218,155

 

 

6.  Group Operating Profit

 

                                    Six months  Six months  Year
                                    ended       ended       ended
                                    30 June     30 June     31 Dec
                                    2023        2022        2022
                                    £000        £000        £000

 Realised hedging losses            (12,961)    (13,203)    (45,384)

 Unrealised hedging gains/(losses)  20,460      (56,390)    20,877

 

Derivative financial instruments

The Group enters into derivative financial instruments with various
counterparties. Other derivative financial instruments held at 31 December
2022 comprised gas swaps which were valued by counterparties, with the
valuations reviewed internally and corroborated with readily available market
data of forward gas pricing (level 2). No gas swap derivative financial
instruments were held at 30 June 2023.

 

Details of the Group's derivative financial instruments held as at 30 June
2023 are provided in the financial review above.

 

Realised hedging losses comprise losses realised on 1H 2023 gas price swaps.

 

Unrealised hedging gains comprise gains on gas swaps partially offset by
unrealised losses on the UKA ETS swap instruments held. Unrealised hedging
gains on gas and other swaps comprise unrealised charges on the movement
during 1H 2023 in the calculated fair value liability of outstanding gas price
or other derivative contracts measured at the respective Balance Sheet dates.

 

 

7.  Dividends payable

 

A final cash dividend for 2022 of 14.0 pence per share was proposed in April
2023 and approved at the annual general meeting on 29 June 2023. Following the
approval in the 1H 2023 period, the dividend payable of £53.7 million is
recognised as a liability in the Balance Sheet at 30 June 2023. The dividend
was paid in July 2023.

 

Dividends on ordinary shares paid in 2022

 

A final cash dividend for 2021 of 9.0 pence per share was proposed in April
2022 and approved at the annual general meeting on 30 June 2022. Following the
approval in the 1H 2022 period, the dividend payable of £24.5 million was
recognised as a liability in the Balance Sheet at 30 June 2022. The dividend
was paid in July 2022.

 

An interim cash dividend for 2022 of 8.0 pence per share was announced in
September 2022 and was paid in November 2022.

 

8. Exploration and Evaluation Assets

 

                                  Total
                                  £000
 Cost:
 At 1 January 2022                2,949

 Additions                        80,801
 Asset write-offs                 (82,749)

 At 31 December 2022              1,001

 Acquisitions                     -
 Additions                                    5,604
 Asset write-offs                 (5,732)
 Currency translation adjustment  (4)

 At 30 June 2023                  869

 Net Book Amount:

 30 June 2023                                 869

 31 December 2022                 1,001

 1 January 2022                   2,949

 

 

The E&E asset write-offs for 1H 2023 of £5.7 million (2022: £82.7
million) primarily comprised drilling costs from the North Eigg exploration
well and minor costs associated with the P2506 licence. The well encountered
hydrocarbons but not of commercial quantities as the reservoir sands were
thinner than prognosed.

 

9. Property, Plant and Equipment

 

                                    Oil and gas properties  Fixtures and fittings

                                                                                   Right-of-use assets

                                                                                                         Total
                                    £000                    £000                   £000                  £000

 Cost:
 At 1 January 2022                  466,554                 212                    516                   467,282

 Additions                          15,953                  -                      345                   16,298
 Decommissioning asset              (2,231)                 -                      -                     (2,231)

 At 31 December 2022                480,276                 212                    861                   481,349

 Acquisitions (note 11)             703,963                 -                      -                     703,963
 Additions                          13,396                  -                      -                     13,396
 Currency translation adjustment     (20,074)               -                      -                     (20,074)

 At 30 June 2023                    1,177,561               212                    861                   1,178,634

 Depreciation and depletion:
 At 1 January 2022                  137,698                 167                    473                   138,338

 Charge for the period (note 5)     76,887                  45                     172                   77,104

 At 31 December 2022                214,585                 212                    645                   215,442

 Charge for the period (note 5)     74,697                  -                      86                    74,783
 Currency translation adjustment    (462)                   -                      -                     (462)

 At 30 June 2023                    288,820                 212                    731                   289,763

 Net book amount:
 At 30 June 2023                    888,741                 -                      130                   888,871

 At 31 December 2022                265,691                 -                      216                   265,907

 At 1 January 2022                  328,856                 45                     43                    328,944

 

 

Acquisition of Tailwind Energy Investments Limited

On 23 March 2023 the Group acquired Tailwind Energy Investments Limited, which
included oil and gas assets in the UK North Sea, resulting in an acquisition
of assets (see note 11) with a value of £704.0 million allocated to property,
plant and equipment.

 

Depreciation and depletion

Depletion charges on oil and gas properties are classified within 'cost of
sales'. Depreciation on other elements of property, plant and equipment is
provided on a straight-line-basis and taken through general and administration
expenses.

 

 

10. Taxation

 

 The major components of income tax charged in the consolidated income
 statement are:

                                                 Six months  Six months     Year
                                                 ended       ended          ended
                                                 30 June     30 June        31 Dec
                                                 2023        2022           2022
                                                 £000        £000           £000

 Current income tax charge                       131,752     79,835         277,695

 Deferred income tax (credit)/charge             (8,961)     (2,089)        32,687

 Total taxation charge for the period            122,791     77,746         310,382

 The deferred tax included in the Balance Sheet is as follows:
                                                                            31 December 2022

                                                             30 June 2023
                                                             £000           £000

 Deferred tax assets                                         405,773        12,924

 Deferred tax liabilities                                    (457,810)      (166,219)

 Total deferred tax (liability)/asset                        (52,037)       (153,295)

 Reconciliation of net deferred tax liability                               £000

 At 1 January 2023                                                          (153,295)

 Acquisitions (see note 11)                                                 95,024
 Tax credit for the period recognised in profit                             8,961

 Currency translation adjustment                                            (2,727)

 At 30 June 2023                                                            (52,037)

 

Recognised and unrecognised tax losses

The Group's Balance Sheet net deferred tax liability amount of £153.3 million
as at 31 December 2022 and £52.0 million as at 30 June 2023 arises from
deferred tax liabilities primarily related to temporary differences on fixed
assets and are partially offset by deferred tax assets recognised on
ring-fence losses, decommissioning liabilities and other temporary
differences.

 

The Group's deferred tax assets at 31 December 2022 and 30 June 2023 are
recognised to the extent that taxable profits are expected to arise in the
future against which tax losses and allowances in the UK can be utilised. In
accordance with IAS 12 Income Taxes, the Group assessed the recoverability of
its deferred tax assets at 30 June 2023 with respect to ring fence losses and
allowances.

Changes to UK corporation tax legislation

The main rate of UK corporation tax for non-ring fence profits increased from
19 per cent to 25 per cent from 1 April 2023. This change has not had a
material impact on the Group as the UK profits are primarily subject to the UK
ring fence tax rate. The Group does not currently recognise any deferred tax
assets in respect of UK non-ring fence tax losses and therefore this rate
change did not impact the disclosed results.

 

The Energy Profits Levy ('EPL') on the profits earned from the production of
oil and gas in the UK was introduced in the previous period. From 1 January
2023, the EPL is charged at the rate of 35 per cent on taxable profits in
addition to ring fence corporation tax of 30 per cent and the Supplementary
Charge of 10 per cent. The EPL is a temporary measure and will cease to apply
on 31 March 2028.

 

On 9 June 2023, the UK government proposed the introduction of the Energy
Security Investment Mechanism (ESIM) which would end the imposition of EPL
earlier than 31 March 2028 where certain conditions are met. Under the
proposed ESIM, if both average oil and gas prices fall to, or below, US$71.40
per barrel for oil and 54p per therm for gas, for two consecutive quarters,
then the EPL will be repealed and the headline tax rate on UK oil and gas
profits will return to 40 per cent. The government subsequently confirmed that
the measure would not be legislated for before the triggers are met and prices
are not expected to fall to, or below, the quoted triggers before the existing
EPL end date of 31 March 2028. The change as currently proposed is therefore
not expected to have a material impact for the Group.

 

The interim tax charge for the Group's 1H 2022 results did not reflect an EPL
charge as the legislation was not substantively enacted at 30 June 2022.

 

 

11.  Acquisition of Tailwind Energy Investments Limited

 

On 23 March 2023, the Company acquired 100% of the shares of Tailwind Energy
Investments Ltd for an initial purchase consideration of £297.4 million. This
comprised cash of £61.6 million and the fair value of 108,170,426 ordinary
shares in Serica Energy plc issued in exchange for all Tailwind shares. The
fair value of the shares issued was calculated using the market price of the
Company's shares of £2.18 on the AIM Market of the London Stock Exchange at
its opening of business on 23 March 2023.

 

A further 2,877,698 ordinary shares have not yet been issued to the sellers
but would form part of the maximum number of 111,048,124 ordinary shares that
can be issued as part of the purchase consideration. These will only be issued
to the extent there are no successful warranty claims and would be in addition
to the initial purchase consideration noted above.

 

Tailwind's activities comprise development and production oil & gas assets
in the UK North Sea. The acquisition of Tailwind was aimed at achieving
Serica's longstanding objective to have a more diverse and broadly based UKCS
portfolio of producing fields, with material reserves and value upside
potential. The transaction represents substantial progress towards this
objective with the number of producing fields increased from five to eleven,
mainly centred around two hubs (Bruce and Triton), a substantial increase in
2P and 2C reserves and a balance of gas and oil production.

 

The combination of transactions is an acquisition of interests in a joint
operation under IFRS 11 and, as the activity constitutes a business as defined
in IFRS 3 Business Combinations, the acquisitions have been accounted for as a
business combination. The consolidated financial statements include the
provisional fair values of the identifiable assets and liabilities as at the
date of acquisition 23 March 2023, and the results of the combined transaction
assets for the three month period from the acquisition date.

 

 Assets acquired and liabilities assumed at date of acquisition                             Fair value
                                                                                            recognised on
                                                                                            acquisition
                                                                                            £000
 Assets
 Property, plant and equipment (note 9)                                                     703,963
 Exploration and evaluation assets                                                          -
 Deferred tax asset/(liability) (note 10)                                                   95,024
 Debtors and other assets                                                                   55,559
 Inventory                                                                                  5,440
 Cash and cash equivalents                                                                  17,600
                                                                                            877,586
 Liabilities
 Trade and other payables                                                                   (58,146)
 Financial liabilities                                                                      (3,839)
 Provisions                                                                                 (107,486)
 Interest bearing loans                                                                     (264,835)
                                                                                            (434,306)

 Total identifiable net assets at fair value                                                443,280

 Cash consideration                                                                         61,636
 Initial consideration shares issued                                                        235,812
 Deferred consideration shares                                                              6,273
 Purchase consideration                                                                     303,721

 Gain arising on acquisition                                                                139,559

 

 

Fair value of consideration

The combined purchase consideration of the transaction was £303.7 million,
which comprised cash of £61.6 million, the fair value of 108,170,426 ordinary
shares in Serica Energy plc issued in exchange for all Tailwind shares, and
the fair value of a further 2,877,698 ordinary shares which have not yet been
issued to the sellers but would form part of the maximum number of 111,048,124
ordinary shares that can be issued as part of the purchase consideration. The
fair value of the shares issued was calculated using the market price of the
Company's shares of £2.18 on the AIM Market of the London Stock Exchange at
its opening of business on 23 March 2023.

 

The gain arising on acquisition representing the excess of fair value of the
net assets acquired over the purchase consideration largely arose due to a
reduction in the value of consideration paid based on the market price of
shares issued at the completion date of 23 March 2023.

 

The excess of fair value of the net assets acquired over the purchase
consideration has been recognised as a gain on acquisition in the income
statement.

 

The initial accounting for the acquisition of the transaction assets has only
been provisionally determined at the end of the reporting period. At the date
of finalisation of these financial statements, the necessary market valuations
and other calculations have not been finalised and they have therefore been
provisionally determined based on the Directors' best estimates. The fair
value of the net asset may be subsequently adjusted, with a corresponding
adjustment to the gain on acquisition prior to 23 March 2024 (one year after
the transaction).

 

From the date of acquisition, the Tailwind assets have contributed £100.0
million of revenue and £24.9 million of profit before tax in the period ended
30 June 2023. Had the acquisition occurred on 1 January 2023, the Tailwind
assets would have contributed £195.7 million of revenue and £61.5 million of
profit before tax for the six months ended 30 June 2023.

 

Transaction costs of £1.8 million incurred in 2022 and £8.6 million in 1H
2023 have been expensed in the Income Statement.

 

Reserve Based Lending facility arrangements

Following completion of the acquisition on 23 March 2023, the Serica Group now
has reserve-based lending and junior facility arrangements that are linked to
the legacy Tailwind sub-group. This has a reserve-based lending facility (RBL)
of US$425 million from a syndicate of banks, secured over the Tailwind
sub-group's oil and gas assets. Commitments were reduced to US$378 million
effective 30 June 2023 in accordance with the facility amortisation schedule.
Interest accrues at LIBOR/SOFR plus a margin of between 2.5% to 3.1% depending
on the maturity of the facility. The Tailwind sub-group is primarily exposed
to 1 month term SOFR after 30 June 2023. The facility has a maturity date of
30 June 2027 and at the last RBL redetermination in June 2023, the facility
available for drawdown was amended to US$377 million. At the acquisition date
of 23 March, the facility was drawn by US$330 million. During Q2 2023, US$60
million of repayments were made and the facility was drawn by US$270 million
(£213.2 million) at 30 June 2023. The balance of the loan in the 30 June 2023
Balance Sheet of £210.1 million represents drawings of £213.2 million
disclosed net of unamortised facility fees of £3.1 million.

On 24 September 2019, the Tailwind sub-group also entered in a Junior Facility
agreement with Mercuria Energy Trading S.A. for a facility of US$50.0 million
available on demand and with a maturity of 24 September 2026. This is a
committed facility and funds can be utilised at Serica's discretion. There
were no drawdowns on this facility as at the completion date of 23 March 2023
or to date thereafter.

 

12.  Equity Share Capital

As at 30 June 2023, the share capital of the Company comprised one "A" share
of £50,000 and 383,231,908 ordinary shares of US$0.10 each. The "A" share has
no special rights.

 

The balance classified as total share capital includes the total net proceeds
(both nominal value and share premium) on issue of the Group and Company's
equity share capital, comprising US$0.10 ordinary shares and one 'A' share.

 

 Allotted, issued and fully paid:         Share   Share    Total
                                         capital  Premium  Share capital
 Group                Number             £000     £000     £000

 At 1 January 2022    268,891,044        21,186   160,807  181,993

 Shares issued        4,062,328          328      856      1,184

 At 31 December 2022  272,953,372        21,514   161,663  183,177

 Shares issued        110,278,537        8,944    260      9,204

 At 30 June 2023      383,231,909        30,458   161,923  192,381

 

During 1H 2023, 2,108,111 ordinary shares were issued to satisfy awards under
the Company's share-based incentive schemes and 108,170,426 ordinary shares
were issued in connection with the acquisition of Tailwind Energy Investments
Ltd (see note 10).

 

Merger relief was applied by the group's parent entity Serica Energy plc upon
the issue of the 108,170,426 ordinary shares for the acquisition of Tailwind
Energy Investments Ltd. The valuation of the shares issued was based on the
fair value at the date of issue, with the nominal value of the shares issued
credited to share capital and the excess value above nominal share capital
credited to a merger reserve in the consolidated Group accounts.

 

3,675,175 ordinary shares have been issued in Q3 2023 to date and as at 15
September 2023 the issued voting share capital of the Company was 386,907,083
ordinary shares and one "A" share.

 

 

 

13.  Share-Based Payments

 

Share Option Plans

 

The Company operates three discretionary incentive share option plans: the
Serica Energy plc Long Term Incentive Plan (the "LTIP"), which was adopted by
the Board on 20 November 2017 which permits the grant of share-based awards,
the 2017 Serica Energy plc Company Share Option Plan ("2017 CSOP"), which was
adopted by the Board on 20 November 2017, and the Serica 2005 Option Plan,
which was adopted by the Board on 14 November 2005. Awards can no longer be
made under the Serica 2005 Option Plan. However, options remain outstanding
under the Serica 2005 Option Plan. The LTIP and the 2017 CSOP together are
known as the "Discretionary Plans".

 

The Discretionary Plans will govern all future grants of options by the
Company to Directors, officers, key employees and certain consultants of the
Group. The Directors intend that the maximum number of ordinary shares which
may be utilised pursuant to the Discretionary Plans will not exceed 10% of the
issued ordinary shares of the Company from time to time in line with the
recommendations of the Association of British Insurers.

 

The objective of these plans is to develop the interest of Directors,
officers, key employees and certain consultants of the Group in the growth and
development of the Group by providing them with the opportunity to acquire an
interest in the Company and to assist the Company in retaining and attracting
executives with experience and ability.

 

Serica 2005 Option Plan

As at 30 June 2023, 3,750,000 options granted by the Company under the Serica
2005 Option Plan were outstanding and all were exercisable. All options
awarded under the Serica 2005 Option Plan since November 2009 have a
three-year vesting period. No options were granted in 2022 or 1H 2023 under
the Serica 2005 Option Plan.

 

The following table illustrates the number and weighted average exercise
prices (WAEP) of, and movements in, share options during the period:

 

                                                                                 WAEP
                                                                                 £
 Outstanding at 31 December 2022                                      3,900,000  0.14
 Exercised during the period                                          (150,000)  0.13

 Outstanding at 30 June 2023                                          3,750,000  0.14

 

Long Term Incentive Plan

The following awards granted to certain Directors and employees under the LTIP
are outstanding as at 30 June 2023.

Deferred Bonus Share Awards

Deferred Bonus Share Awards involve the deferral of bonuses into awards over
shares in the Company. They are structured as nil-cost options and may be
exercised up until the fifth anniversary of the date of grant. The 726,000
Deferred Bonus Share Awards outstanding and fully vested at 31 December 2022
were all exercised in 1H 2023 prior to their expiry date in May 2023. There
are no Deferred Bonus Share Awards outstanding at 30 June 2023.

 

Performance Share Awards

Performance Share Awards have a three-year vesting period and are subject to
performance conditions. Performance Share Awards are structured as nil-cost
options and may be exercised up until the tenth anniversary of the date of
grant.

 

 

 Performance and Retention Share Awards          Number

 Outstanding as at 1 January 2022                14,448,764
 Granted during the year                         665,632
 Exercised during the year                       (1,787,829)

 Outstanding as at 31 December 2022              13,326,567

 Granted during the period                       1,075,668
 Exercised during the period                     (1,970,138)
 Lapsed during the period                        (267,826)

 Outstanding as at 30 June 2023                  12,164,271

 Exercisable as at 31 December 2022              7,264,623
 Exercisable as at 30 June 2023                  7,965,766

 

 

LTIP awards in 2023

 

In May 2023, the Company granted nil-cost Performance Share Awards over
1,075,668 ordinary shares under the LTIP. The award was made to members of the
Group's executive team and senior management.

 

The vesting criteria are based on absolute share price performance over a
three-year period and specific performance targets related to carbon emissions
from operations over the same period. For the awards to vest in full, the
highest average share price must be at least equal to 500p during the 180 day
period terminating on the end of the performance period together with a
significant decrease in carbon emissions per barrel of oil equivalent
produced. All of the total awards were outstanding and are not exercisable at
30 June 2023.

 

Calculation of Share-based Compensation

 

The Company calculates the value of share-based compensation using a
Black-Scholes option pricing model (or other appropriate model for those
options subject to certain market conditions) to estimate the fair value of
share options at the date of grant. There are no cash settlement alternatives.
The estimated fair value of options is amortised to expense over the options'
vesting period.

 

£2,432,000 has been charged to the income statement for the six-month period
ended 30 June 2022 (1H 2022 - £823,000) and a similar amount credited to the
share-based payments reserve, classified as 'Other reserve' in the Balance
Sheet.

14. Publication of Non-Statutory Accounts

 

The financial information contained in this interim statement does not
constitute statutory accounts as defined in the Companies Act 2006. The
financial information for the full preceding year is based on the statutory
accounts for the financial year ended 31 December 2022, which are available at
the Company's registered office at 48 George Street, London W1U 7DY and on its
website at www.serica-energy.com (http://www.serica-energy.com) and on SEDAR
at www.sedar.com (http://www.sedar.com) .

 

This interim statement will be made available at the Company's registered
office at 48 George Street, London W1U 7DY and on its website at
www.serica-energy.com (http://www.serica-energy.com) and on SEDAR at
www.sedar.com (http://www.sedar.com) .

 

GLOSSARY

 bbl                barrel of 42 US gallons
 bcf                billion standard cubic feet
 boe                barrels of oil equivalent (barrels of oil, condensate and NGLs plus the
                    heating equivalent of gas converted into barrels at the appropriate rate)
 BKR                Bruce, Keith and Rhum fields
 CPR                Competent Persons Report
 ESG                Environmental, Social and Governance
 FDP                Field Development Plan
 FPS                Forties Pipeline System
 HPHT               High pressure high temperature
 mscf               thousand standard cubic feet
 mmbbl              million barrels
 mmboe              million barrels of oil equivalent
 mmscf              million standard cubic feet
 mmscfd             million standard cubic feet per day
 NBP                National Balancing Point for pricing and delivery of gas sales
 NGLs               Natural gas liquids extracted from gas streams
 NTS                National Transmission System
 Overlift           Volumes of oil or NGLs sold in excess of volumes produced
 Underlift          Volumes of oil or NGLs produced but not yet sold
 P10                A high estimate that there should be at least a 10% probability that the
                    quantities recovered will actually equal or exceed the estimate
 P50                A best estimate that there should be at least a 50% probability that the
                    quantities recovered will actually equal or exceed the estimate
 P90                A low estimate that there should be at least a 90% probability that the
                    quantities recovered will actually equal or exceed the estimate
 Pigging            A process of pipeline cleaning and maintenance which involves the use of
                    devices called pigs
 Proved Reserves    Proved reserves are those Reserves that can be estimated with a high degree of
                    certainty to be recoverable. It is likely that the actual remaining quantities
                    recovered will exceed the estimated proved reserves
 Probable Reserves  Probable reserves are those additional Reserves that are less certain to be
                    recovered than proved reserves. It is equally likely that the actual remaining
                    quantities recovered will be greater or less than the sum of the estimated
                    proved + probable reserves
 Possible Reserves  Possible reserves are those additional Reserves that are less certain to be
                    recovered than probable reserves. It is unlikely that the actual remaining
                    quantities recovered will exceed the sum of the estimated proved + probable +
                    possible reserves
 Reserves           Estimates of discovered recoverable commercial hydrocarbon reserves calculated
                    in accordance with the revised June 2018 Petroleum Resources Management System
                    (PRMS) version 1.01 (November 6th, 2018) prepared by the Oil and Gas Reserves
                    Committee of the Society of Petroleum Engineers (SPE)
 Tcf                trillion standard cubic feet
 UKCS               United Kingdom Continental Shelf

 

 

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