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REG - Tullow Oil PLC - ANNUAL REPORT AND ACCOUNTS

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RNS Number : 1415U  Tullow Oil PLC  24 March 2023

TULLOW OIL PLC

 

Annual report and accounts

 

Tullow Oil plc ("Tullow" or the "Company")

 

24 March 2023 - Following the release on 8 March 2023 of the Company's
preliminary full year results announcement for the year ended 31 December 2022
(the "Preliminary Announcement"), the Company announces it has published its
Annual Report and Accounts for this period (the "Annual Report and Accounts").

 

A copy of the Annual Reports and Accounts are available to view on the
Company's website: www.tullowoil.com

The Company is also pleased to announce it has published its Sustainability
Report and Climate Risk & Resilience Report, which is also available on
the Company's website: www.tullowoil.com (http://www.tullowoil.com) .

 

The Company's 2023 Annual General Meeting will be held on Wednesday 24 May
2023. The Notice of Meeting will be released at a later date.

 

In accordance with Disclosure Guidance and Transparency Rule 6.3.5(2)(b),
additional information is set out in the appendices to this announcement. This
information is extracted in full unedited text from the Annual Report and
Accounts.

 

The Preliminary Announcement included a set of condensed financial statements
and a fair review of the development and performance of the business and
position of the Company and its group.

 

In accordance with Listing Rule 9.6.1, a copy of the Annual Report and
Accounts have been submitted to the Financial Conduct Authority via the
National Storage Mechanism and will be available for viewing shortly at :
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://eur01.safelinks.protection.outlook.com/?url=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&data=05%7C01%7Cmatthew.evans%40tullowoil.com%7Ce7694085f9db41c642e808db2ae6fdba%7C9d5a858ee6c746a7a63cda2023c57cf8%7C1%7C0%7C638150943821280864%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C3000%7C%7C%7C&sdata=gDjYG15huXnO0I%2BTxDHkQ14uRjyCozAN5tyoUBcys6I%3D&reserved=0)

 

In addition, all of the above documents have been submitted to the Ghana Stock
Exchange, and therefore will shortly be available to shareholders located in
Ghana by contacting the Company's registrar: Central Securities Depository
(GH) Limited, 4th Floor, Cedi House, PMB CT 465 Cantonments, Accra, Ghana
(Telephone: +233 (0)302 906 576).

 

 CONTACTS
 Tullow Oil plc       Camarco

 (London)             (London)

 (+44 20 3249 9000)   (+44 20 3781 9244)

 Robert Hellwig       Billy Clegg

 Nicola Rogers        Georgia Edmonds

 Matthew Evans        Rebecca Waterworth

 
Notes to editors

Tullow is an independent oil & gas, exploration and production group which
is quoted on the London and Ghanaian stock exchanges (symbol: TLW) and is a
constituent of the FTSE250 index. The Group has interests in over 30 licences
across eight countries. In March 2021, Tullow committed to becoming Net Zero
on its Scope 1 and 2 emissions by 2030.

 

For further information, please refer to our website at www.tullowoil.com
(http://www.tullowoil.com) .

 

Follow Tullow on:

Twitter: www.twitter.com/TullowOilplc (http://www.twitter.com/TullowOilplc)

YouTube: www.youtube.com/TullowOilplc (http://www.youtube.com/TullowOilplc)

Facebook: www.facebook.com/TullowOilplc (http://www.facebook.com/TullowOilplc)

LinkedIn: www.linkedin.com/company/Tullow-Oil
(http://www.linkedin.com/company/Tullow-Oil)

Appendices

 

Appendix A:       Directors' responsibility statement

The following directors' responsibility statement is extracted from the Annual
Report and Accounts (page 102).

Directors' responsibility statement required by DTR 4.1.12R

The Directors confirm, to the best of their knowledge:

 

- that the consolidated Financial Statements, prepared in accordance with
International Accounting Standards in conformity with the requirements of the
Companies Act 2006 and IFRSs adopted pursuant to Regulation (EC) No.1606/2002
as it applies in the European Union, give a true and fair view of the assets,
liabilities, financial position and profit of the Parent Company and
undertakings included in the consolidation taken as a whole;

- that the Annual Report, including the Strategic Report, includes a fair
review of the development and performance of the business and the position of
the Company and undertakings included in the consolidation taken as a whole,
together with a description of the principal risks and uncertainties that they
face; and

- that they consider the Annual Report, taken as a whole, is fair, balanced
and understandable and provides the information necessary for shareholders to
assess the Company's position, performance, business model and strategy.

By order of the Board

 

Rahul
Dhir                                                                       Richard
Miller

Chief Executive
Officer                                                    Chief
Financial Officer

8 March
2023
8 March 2023

 

 

Appendix B:       A description of the principal risks and uncertainties
that the Company faces

The following description of the principal risks and uncertainties that the
Company faces is extracted from the Annual Report and Accounts (pages 40 to
45).

Risk oversight and governance

A risk focused culture and consistent risk management framework is embedded
across all levels at Tullow and is driven by the Board. The Board is
responsible for overseeing the risk identification, assessment and mitigation
process. To this end, the Board undertakes a bi-annual assessment of the risks
facing the Company, including those risks that could threaten our business
strategy, operating model, performance, solvency and liquidity. Emerging risks
are discussed by the Board and the Senior Leadership Team periodically
throughout the year.

The Board is responsible for ensuring Tullow maintains an effective risk
management and internal control system and works closely with Tullow's Senior
Leadership Team to ensure this is in place. The Senior Leadership Team is
collectively responsible and accountable for the risk management process
in place across the organisation, with individual members taking ownership
for risks that fall in their business area.

Tullow recognises that risk cannot be fully eliminated and that there are
certain risks the Board and/or the Senior Leadership Team accept when pursuing
strategic business opportunities. Acceptance of risk is made at an appropriate
authority level and within Tullow's defined risk appetite and tolerance
levels.

Risk management process

Our risk management framework takes a 'top-down, bottom-up' approach. It is a
rigorous method that ensures ownership and responsibility for identification,
assessment and management of key risks and opportunities, and is embedded
throughout the business. The Board sets the context for risk management
through defining principal risks, setting the strategic direction and
establishing the appropriate risk appetite for the organisation.

Risk identification and assessment

Each Business Head and Head of Function is responsible, and accountable, for
managing risk and risk mitigation within their remit. Extended Leadership Team
members review and re-assess risk on at least a quarterly basis in their
functional areas to evaluate the strength of existing controls and determine
whether changes in risk reduction actions are needed to ensure the risk level
is within the risk appetite set by the Board.

Consolidation of business risks

To facilitate assessment of the main risks facing the business, Tullow's
leadership undertakes a bottom-up review of the key risks faced by the
business. The key risks in each area are identified by the Business Heads and
Heads of Functions, including mitigating actions and any emerging risks. These
are consolidated upwards into the Business Unit risk registers and assessed
according to their likelihood of occurring, and the potential consequences to
Tullow in terms of safety, reputational, financial, legal and regulatory
impact.

From this, the Senior Leadership Team identifies the principal and
enterprise-wide risks which can be either a single risk or a set of
aggregated risks which, taken together, are significant for Tullow. Members of
the Senior Leadership Team have ownership and accountability for stewardship
of each of the principal and enterprise-wide risks. As a collective, the
Senior Leadership Team reviews and discusses the risks bi-annually to
understand whether mitigations are being effectively executed within the
agreed timeframe.

The principal risks and mitigants are discussed by the Board bi-annually to
provide 'top-down' challenge and support. The result of this review is
communicated back down to the SLT and Business Units to facilitate risk
awareness and effective decision making throughout the organisation.

Risk appetite

The Board sets Tullow's risk appetite and acceptable risk tolerance levels for
each of the principal risk categories. In considering Tullow's risk appetite,
the Board reviews the risk identification process, the assessment of
enterprise level risks, the existing controls and mitigating actions and the
residual risks. During this process, the Board articulates which risks Tullow
should not tolerate, which risks should be managed to an acceptable level and
which risks are accepted in order to deliver our business strategy.

The risk appetite is reviewed at least annually by the Board to ensure that
it reflects the current external and market conditions. A revised risk
appetite was last reviewed by the Board in March 2023.

Evolution of Tullow's management of risk

Development of the risk management framework is an ongoing process. During
2022 senior risk owners have been working to promote a culture of risk
awareness and challenge throughout the business with an increased focus on
managing risk. Further consistency in risk identification, measurement and
reporting has been rolled out across the organisation.

Tullow's risk profile

The Company risk profile has been closely monitored throughout the year, with
consideration given to the risks to delivering the Business Plan, as well as
whether external factors such as the war in Ukraine, inflationary pressures
and oil price volatility have resulted in any new risks or changes to existing
risks. The impact of these factors has been considered and managed across all
principal risks. The following table represents the Company's current
principal risks.

 Principal risk categories
 Commercial  Stakeholder  Climate  EHS or security  Financial  People  Ethics and conduct  Cyber

 

 Failure to deliver production targets (commercial and financial risk)
 Risk details                                                                     Risk mitigations
 Tullow's Business Plan is anchored on production from the Jubilee and TEN        •               Robust control over operations &
 fields in Ghana and non-operated fields in Côte d'Ivoire and Gabon. A            maintenance (O&M) contract as well as the Jubilee O&M transformation
 decline, or problems with the performance, of wells or facilities could result   project successfully completed in July 2022
 in not meeting planned production levels which in turn would lead to a

 reduction in revenue and cash flow ultimately impairing our ability              •               Cross-discipline integrated performance
 to reduce leverage.                                                              management including clear KPIs and forums

                                                                                  •               Maintenance and integrity management plans
                                                                                  covering all equipment classes

                                                                                  •               Management and oversight of JV Partners to
                                                                                  ensure maintenance and integrity plans are implemented effectively
 A failure to grow the business via targeted investment in existing fields        •               Jubilee Expansion project, Jubilee South East,
 and/or investment in new fields could ultimately impact our ability to deliver   North East and TEN Enhancement Projects
 the Business Plan and meet longer-term production targets.

                                                                                  •               Exploration strategy focused on acreage close
                                                                                  to existing infrastructure, to enable discoveries to be converted to
                                                                                  production quickly

                                                                                  •               Continued investment in non-operated
                                                                                  portfolio, including accelerating projects where possible

                                                                                  •               Mergers & acquisitions (M&A),
                                                                                  inorganic growth with a focus on producing assets

                                                                                  •               Working to secure a long-term gas offtake
                                                                                  commercialisation contract in Ghana as agreed in principle by the Board

                                                                                  •               Continued investment in the non-operated
                                                                                  portfolio

 

 Risk of an asset integrity breach (commercial and EHS or security risk)
 Risk details                                                                     Risk mitigations
 A loss of asset integrity could be cause by failures to follow our procedural    •               The FPSO vessels are subject to regular
 requirements for operating equipment within safety limits, equipment failure     internal and external certification
 on the FPSO or lack of critical equipment or spares. The effects could include

 reduction in production, revenue and cash flow, damage to facilities             •               Our asset and well integrity and maintenance
 and damage to relationships with JV Partners and host governments.               programmes are in place, and overseen by senior managers

                                                                                  •               When incidents do occur we complete a root
                                                                                  cause analysis for every incident

                                                                                  •               Robust control over operations &
                                                                                  maintenance (O&M) contract as well as the Jubilee O&M transformation
                                                                                  project successfully completed in July 2022
 Risk of a major accident event (EHS or security risk)
 Risk details                                                                     Risk mitigations
 A major incident could potentially result in asset integrity failures and/or     •               Risk management processes embedded at all
 extensive damage to facilities. This may in turn lead to a loss of life,         levels of the organisation
 environmental damage, increased costs and reputational damage.

                                                                                  •               Asset and well integrity and maintenance
                                                                                  programmes are in place, including regular self-verification and external
                                                                                  certification, audit and assurance of integrity plans

                                                                                  •               Root cause failure analysis processes in place
                                                                                  for production losses and EHS incidents to prevent recurrence and ensure
                                                                                  lessons are learned

                                                                                  •               Emergency Response Plans and Incident
                                                                                  Management Framework to aid in escalation when incidents do occur
 A failure of our colleagues or contractors to meet safety standards or adhere    •               Tiered assurance activities ensuring all
 to procedural requirements could result in operation of equipment outside safe   critical processes are adhered to
 operating limits leading to a major EHS or operation incident.

                                                                                  •               Robust EHS aspects are included at all stages
                                                                                  of contract management (from specification/pre-qualification through to
                                                                                  contract closure)

                                                                                  •               Active contractor engagement on safety
                                                                                  throughout life of contract including EHS forums to enable direct
                                                                                  participation
 Failure to unlock value (stakeholder, commercial and financial risk)
 Risk details                                                                     Risk mitigations
 Significant non-associated gas resource has been identified on current           •               A workstream has been established to assess
 licences and failure to secure gas market share could delay development of       commercialisation opportunities in Ghana and the region that will enable
 these resources.                                                                 development of the identified resources while playing an important role for
                                                                                  the industrial development of Ghana
 Delay in approval of a revised Field Development Plan (FDP) by the Government    •               A revised FDP has been submitted to the
 of Kenya could impact a final investment decision.                               Government of Kenya for approval in line with the licence extension conditions

                                                                                  •               Continued engagement with the Government of
                                                                                  Kenya and regulators to ensure timely approval of the revised FDP
 Failure to secure a strategic partner would impact our ability to progress       •               The Kenya JV Partners via an ongoing farm-down
 the Kenya project to final investment decision and unlock value.                 process are actively seeking a strategic partner to fund the next stage of
                                                                                  development and unlock value. Discussions are under way with potential bidders
                                                                                  around a range of commercial arrangements
 The inability to successfully explore and add accretive upside value to          •               Close collaboration focused on fully
 Tullow's assets through addition of reserves and resources around producing      leveraging geoscience expertise to identify and mature reserves and resources
 assets could limit the return on the licences.                                   which have the potential to rapidly unlock value for producing assets

                                                                                  •               This is reinforced by an infrastructure-led
                                                                                  exploration (ILX) strategy to strengthen the portfolio, by focusing on
                                                                                  opportunities near producing assets, and create value through integration of
                                                                                  assets, expertise and regional knowledge
 The inability to limit our capital exposure to historical exploration            •               A number of farm-down processes are under way
 commitments in selective emerging basins of Guyana and Argentina may result in   to limit capital exposure on selective emerging basins by aiming to reduce our
 having to divert capital from producing assets.                                  equity share. This will ensure Tullow can participate at an equity consistent
                                                                                  with our capital allocation guidance
 Failure to manage geopolitical risks (stakeholder and financial risk)
 Risk details                                                                     Risk mitigations
 Political instability in the West Africa region, where our producing assets      •               An extensive relationship management plan is
 are concentrated, could delay and impact decision making by host governments     in place, to actively manage senior relationships with host governments,
 and local partners and may also impact security arrangements.                    including an Advisory Board in Ghana

                                                                                  •               We ensure alignment of our business plans with
                                                                                  national priorities and have developed a communication plan to inform
                                                                                  stakeholders of the positive impact of our activities on host nations and
                                                                                  communities

                                                                                  •               We maintain constructive non-partisan
                                                                                  relationships with all political parties in Ghana
 Unreasonable fiscal or regulatory demands by host governments could obstruct     •               We have robust stabilisation clauses in all
 efficient operations, delay implementation of our growth plans and cause         our Petroleum Agreements and Production Sharing Contracts with international
 increased costs and financial loss.                                              dispute resolution to protect us against unreasonable demands
 Failure to manage climate change risks (climate risk)
 Risk details                                                                     Risk mitigations
 Tullow recognises climate change as a material risk for our business.            •               There is recognition and support from the

                                                                                Board that decarbonisation requires investment. We are implementing our plan
 There is a potential for climate-related risks, including regulatory             to achieve Net Zero by 2030 (Scope 1 and 2 net equity), through reducing our
 constraints, carbon pricing mechanisms, low oil price or conditional access to   emissions from routine flaring and offsetting hard to abate emissions
 capital, to affect Tullow's ability to implement our strategy.

                                                                                •               We stress test our portfolio to ensure core
 Challenges to our business strategy and failure to align with broader energy     assets are resilient in different oil and carbon price environments
 transition goals could result in reduced or conditional access to capital or

 shareholder/investor reluctance to invest.                                       •               There is ongoing engagement with host

                                                                                countries to understand and align with their long-term energy transition
 Failure to deliver on our commitment to eliminate routine flaring by 2025 and    strategies, including Paris Nationally Determined Contributions
 thereby mitigate the carbon intensity of Tullow's business or to off-set hard

 to abate emissions (e.g. through nature-based off-set schemes, which we          •               We are aligning our objectives with the Ghana
 continue to investigate in Ghana) may lead to erosion of stakeholder             Forestry Commission and local stakeholders to implement a project, with a
 confidence and impact our ability to attract and retain talent.                  Final Investment Decision expected in 2023
 Risk of insufficient liquidity and funding capacity to sustain and grow the
 business or failure to deliver a highly cash-generative business (financial
 risk)
 Risk details                                                                     Risk mitigations
 Tullow remains exposed to erosion of its balance sheet and revenues due to oil   •               Business Plan in place and being delivered to
 price volatility, unexpected operational incidents, cost inflation and failure   deliver strong cash flow and deleveraging
 to deliver targeted farm downs of exploration assets and Kenya.

                                                                                •               Capital structure provides liquidity headroom
 Failure to deliver our Business Plan could have a material negative impact on    through to December 2024 even in a low oil price environment
 cash flow and our ability to reduce debt and strengthen the balance sheet,

 which may affect our ability to meet our financial obligations when they fall    •               Disciplined capital allocation prioritising
 due.                                                                             high-return and short-payback investments, and a strong focus on cost control

                                                                                  •               Material commodity hedging programme protects
                                                                                  against the impact of a sustained low oil price environment

                                                                                  •               Options and timings for refinancing are
                                                                                  regularly reviewed
 Failure to develop, retain and attract capability (people risk)
 Risk details                                                                     Risk mitigations
 There is a risk that critical staff leave the organisation resulting in          •               The Employee Value Proposition (EVP) rolled
 difficulty to deliver against our Business Plan.                                 out in 2021, covering culture, working environment, remuneration, learning

                                                                                and development and performance management was further developed in 2022
 We operate a lean and agile structure and are dependent on a small number of

 key and critical roles. Loss of staff would increase pressure on remaining       •               Employee engagement initiatives are in place,
 colleagues and could lead to deterioration in the wellbeing of our colleagues,   including an employee advisory panel, Tullow town halls, coffee mornings and
 a poor working environment and, potentially, further attrition.                  employee engagement surveys

 We may be unable to recruit the skills needed due to the overheated global       •               We have refreshed our Inclusion and Diversity
 labour market in oil & gas.                                                      (I&D) policy and hosted a number of speakers during the year, to increase
                                                                                  awareness and re-affirm our focus on I&D

                                                                                  •               Succession plans are in place for critical
                                                                                  roles. We have undertaken a leadership capability review of the extended
                                                                                  leadership team, to ensure a focus on development and ensuring the right
                                                                                  capability is in the organisation
 Risk of a compliance or regulatory breach (ethics and conduct risk)
 Risk details                                                                     Risk mitigations
 Non-compliance with bribery and corruption legislation or                        •               Tullow maintains high ethical standards across
 contractual obligations along with other applicable business conduct             the business. Strong anti-bribery and corruption (ABC) governance
 requirements could expose the Company to penalties or regulatory oversight.      processes/procedures are in place as a core element of the Ethics and Conduct

                                                                                (E&C) programme
 In particular, an unforeseen material compliance breach could lead to

 regulatory action, an unsettled litigation/dispute or additional future          •               A mandatory annual Code of Ethical Conduct
 litigation that may result in unplanned cash outflow, penalty/fines,             eLearning and acknowledgement/certification process is in place for all
 reputational damage and a loss of stakeholder confidence in Management.          employees. Third-party due diligence procedures and assurance processes are in
                                                                                  place

                                                                                  •               Investigation procedures and an associated
                                                                                  misconduct and loss reporting standard are in place

                                                                                  •               Third-party due diligence and assurance
                                                                                  processes are in place

                                                                                  •               Anti-tax evasion risk assessments are
                                                                                  undertaken with clear mitigation actions identified, including targeted
                                                                                  employee training
 Risk of major cyber-attack (cyber risk)
 Risk details                                                                     Risk mitigations
 The external cybersecurity threat environment is continuously evolving and       •               Security Incident Event Management (SIEM)
 intensifying; therefore, the risk of a major cyber-attack is an ongoing risk     system in place, supported by an Advanced Security Operations Centre (SOC)
 that requires constant monitoring and management.                                providing 24/7 network and device monitoring, alerting and response

 Tullow may suffer an external cyber-attack which could have far reaching         •               Security awareness programme in place
 consequences for the business. This could limit our ability to operate, impact   supported by regular staff susceptibility phishing training and testing.
 production, expose the Company to high ransomware demands or potentially         Annual mandatory security awareness training for all staff
 trigger a major incident. This could result in financial loss, loss of

 stakeholder confidence, loss of production, or additional cost by way of         •               An independent technical assurance programme
 fines or resolution of service.                                                  is in place

 

Lines of defence

 First line of defence

 Business management (ownership and management of risk)

 •     Own and manage business risks. Implement and execute controls in
 business. Monitor risks and control at business level.

 •     Assurance provided through self-reviews and focused assurance
 reviews.

 •     Projects - implement and execute controls at site/project level.
 Monitor risks and controls at site/project level.
 Second line of defence

 Business leadership, risk management and compliance functions (oversight of
 risk management)

 •     Set the framework and support embedding of effective risk
 management practices.

 •     Provide oversight and management challenge to leadership on the
 identification and management of risk.

 •     Monitor compliance with functional standards (minimum controls).

 •     Provide assurance through periodic reporting and focused reviews.
 Third line of defence

 Internal Audit (independent assurance)

 •     Provide independent assurance of respective governance, internal
 control systems and controls across all levels of the business.

 •     Assurance provided through risk-based internal audit reviews.

 

Internal control

A foundation of effective governance, risk management and control exists
throughout the organisation. The effectiveness of the internal control
framework is reviewed through the risk management process and challenged as
described above. In addition to this, the Senior Leadership Team and Audit
Committee perform an annual review of the effectiveness of internal control.
This was last undertaken in February 2023 and reported to the Audit Committee
and the Board on 28 February and 1 March, respectively.

Nature of assurance

•     Assurance activities are put in place across the three lines of
defence to assure that control activities are effective in mitigating risks to
the business. These specifically focus on areas where there are
internal/external changes, control failures and historical issues.

•     Business management is the first line of defence and
is responsible for ensuring their key risks have been identified and that
adequate controls are in place to manage those risks.

•     Business leadership, risk management and compliance functions act
as the second line of defence, providing support, oversight and challenge to
the business in managing risks effectively, and providing assurance that
compliance with functional standards is being met.

•     Internal Audit acts as the third line of defence and
is responsible for providing independent assurance through its risk-based
internal audit programme. The Internal Audit Plan and outputs are reviewed by
the Audit Committee. Agreed actions for improving the control environment and
managing risk are owned by assigned individuals and monitored through Tullow's
actions tracking process. The Audit Committee monitors the implementation of
actions.

•     Tullow's risk management and assurance processes provide the Board
and the Management Team with reasonable, but not absolute, assurance that our
assets and reputation are protected.

 

Appendix C: Viability statement

Assessment period

In accordance with the provisions of the UK Corporate Governance Code, the
Board has assessed the prospects and the viability of the Group over a longer
period than the 12 months required by the 'Going Concern' provision. The Board
assesses the business over a number of time horizons for different reasons,
including the following: Annual Corporate Budget (i.e. 2023), Corporate
Business Plan (five years i.e. 2023-2027), long-term Business Plan (10 years).
The Board's period of assessment for the purpose of the viability statement is
five years considering maturity of bonds in 2025 and 2026.

 

Notwithstanding the assessment period selected for the viability statement the
Group will continue to assess the business over all time horizons noted above.

 

Assessment of the Group's principal risks

In order to make an assessment of the Group's viability, the Directors have
made a detailed assessment of the Group's principal risks, and the potential
implications these risks could have on the Group's business delivery and
liquidity over the assessment period. This assessment included, where
appropriate, detailed cash flow analysis, and the Directors also considered a
number of reasonably plausible downside scenarios, and combinations thereof,
together with associated supporting analysis provided by the Group's Finance
team. A summary of the key assumptions aligned to the Group's principal risks
and reasonably plausible downside scenarios can be found below. It should be
noted that some assumptions encompass multiple risks but have not been
repeated to avoid unnecessary duplication.

 

 Principle risks                                                              Base case assumptions                                                         Downside scenario

 Failure to deliver production targets                                        Production is assumed to be in line with the Corporate Business Plan.         5% reduction in production in each year.
 Failure to manage geopolitical risks                                         The Group has assumed no cash outflow associated with tax exposures and       The Group has included $72 million for potential outflows related to
                                                                              provisions.                                                                   settlement for legal claims in 2024. These are

                                                                                                                                                            currently not deemed to be probable but whose likelihood is greater than
                                                                                                                                                            remote.
 Failure to manage climate change risks                                       The key impact of climate change on the Group's portfolio of assets is        The Directors have considered an oil price sensitivity in line with the IEA
                                                                              reflected in the oil price assumptions. See below.                            'Net Zero by 2050 Scenario'; see below. The Group has also assessed the impact
                                                                                                                                                            of carbon pricing; refer to the TCFD disclosure.
 Risk of insufficient liquidity and funding capacity to sustain and grow the  Oil price assumptions are based on the forward curve at 31 December 2022 for  The Group has analysed two downside oil price scenarios; the first is based on
 business / failure to deliver a highly cash generative business              two years, followed by the Group's Corporate Business Plan assumption from    the Directors' assessment of a reasonably plausible downside scenario: 2023:
                                                                              2025 onwards: 2023: $84/bbl 2024: $79/bbl 2025: $70/bbl 2026: $70/bbl 2027:   $70/bbl 2024: $70/bbl 2025: $65/bbl 2026: $65/bbl 2027: $65/bbl. The second is
                                                                              $70/bbl.                                                                      in line with the IEA "Net Zero by 2050 Scenario": 2023: $61/bbl 2024: $58/bbl

                                                                             2025: $54/bbl 2026: $50/bbl 2027: $46/bbl
                                                                              Operating costs and capital investment are assumed to be in line with the

                                                                              Corporate Business Plan.                                                      Operating cost are assumed to be 12% than those included in the Corporate
                                                                                                                                                            Business Plan.

For detailed information on risk mitigation, assurance and progress in 2022
refer to the detailed discussion of risks in Appendix B.

For 'Risk of an asset integrity breach', 'Failure to unlock value', 'Risk of a
major EHS accident and Security', 'Risk of a compliance or regulatory breach',
'Failure to develop, retain and attract capability', and 'Risk of major
cyber-attack' the Group has assessed that there is no reasonably plausible
scenario that can be modelled in isolation or in combination with other risks
from a cash flow perspective.

Conclusion

The Group has $2.5 billion notes outstanding, maturing in 2025 and 2026. The
Corporate Business Plan does not project sufficient free cash flow generation
to allow the Group to fully repay these notes when they fall due, and
therefore it will need to access debt markets within the viability assessment
period.

In the base case, net debt and gearing are forecast to reduce sufficiently
such that the Directors are confident that the Group will be able to secure
the funding required to maintain adequate liquidity headroom throughout the
viability assessment period.

Under the two downside scenarios, which assume all risks arise simultaneously,
execution of a refinancing would be challenging. Management is focused on
mitigating the risks around production, operating cost increases and potential
outflows associated with disputes in order to reduce the likelihood of these
risks materialising, or their impact in the event these risks materialise.
Furthermore, the Directors have considered additional mitigating actions that
may be available to the Group, such as incremental commodity hedging executed
in periods of higher oil prices, alternative funding options, further
rationalisation of the Group's cost base including cuts to discretionary
capital expenditure, M&A, portfolio management and careful management of
stakeholder relationships.

Based on the results of the analysis and the ability to mitigate some of the
risks associated with the downside scenarios, the Board of Directors has a
reasonable expectation that the Group will be able to continue in operation
and meet its liabilities, including through refinancing activities, as they
fall due over the five-year period of their assessment.

Appendix D:       Related party transactions

The following related party transactions are extracted from the Annual Report
and Accounts (page 157).

The Directors of Tullow Oil plc are considered to be the only key management
personnel as defined by IAS 24 Related Party Disclosures.

                               2022  2021

                               $m    $m
 Short term employee benefits  2.5   3.9
 Post-employment benefits      0.1   0.3
 Share-based payments          1.4   1.8
                               4.0   6.0

 

Short-term employee benefits

These amounts comprise fees paid to the Directors in respect of salary and
benefits earned during the relevant financial year, plus bonuses awarded for
the year.

Post-employment benefits

These amounts comprise amounts paid into the pension schemes of the Directors.

Share-based payments

This is the cost to the Group of Directors' participation in share-based
payment plans, as measured by the fair value of options and shares granted,
accounted for in accordance with IFRS 2 Share-based Payment.

 END 

 

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