EX-4.7 5 a2220329zex-4_7.htm EX 4.7
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Exhibit 4.7

SUPPLEMENTARY OIL AND GAS DISCLOSURES (unaudited)

The following disclosures are presented in accordance with United States Financial Accounting Standards Board ("FASB") Topic 932 — "Extractive Activities — Oil and Gas" and Subpart 1200 of Regulation S-K ("Subpart 1200") promulgated by the United States Securities and Exchange Commission. Disclosures pertaining to the audited consolidated financial statements as at and for the year ended December 31, 2013 (the "2013 Financial Statements") of Suncor Energy Inc. ("Suncor" or the "Company") were prepared in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board and Canadian generally accepted accounting principles contained within Part 1 of the Chartered Professional Accountants Canada Handbook, which differ in material respects from financial statements prepared in accordance with United States generally accepted accounting principles. The 2013 Financial Statements are attached as Exhibit 99.1 to Suncor's annual report on Form 40-F for the year ended December 31, 2013 (the "Form 40-F").

Reserves Data

Reserve estimates included herein are estimates only and can be significantly impacted by a variety of internal and external factors. For more information, see the discussion in the "Statement of Reserves Data and Other Oil and Gas Information — Significant Factors or Uncertainties Affecting Reserves Data" section in Suncor's 2013 Annual Information Form (the "2013 AIF"), which is contained in the Form 40-F. For more information as to the risks involved when estimating reserves, see "Risk Factors — Uncertainty of Reserves and Resources Estimates" in the 2013 AIF. Readers should also see Suncor's Management's Discussion and Analysis for the year ended December 31, 2013, which is attached as Exhibit 99.2 to the Form 40-F (the "2013 Management's Discussion and Analysis").

The reserve data presented herein may differ in relation to the format and the basis from which volumes are economically determined under Subpart 1200 and National Instrument 51-101 — "Standards of Disclosure of Oil and Gas Activities" ("NI 51-101"), as disclosed in the 2013 AIF. Subpart 1200 requires disclosure of net proved reserves, after royalties, using the average of the first-day-of-the-month prices for the twelve month period prior to the end of the reporting period, whereas NI 51-101 requires disclosure of gross and net reserves, estimated using forecast prices and costs.

Net Proved Oil and Gas Reserves(1)(2)

The majority of Suncor's oil and gas reserves are in Canada. In order to align with the Company's segmented information in the 2013 Financial Statements, the 2013 Management's Discussion and Analysis and the 2013 AIF, the Company presents the following supplementary oil and gas disclosures by showing amounts associated with its Oil Sands operations, which are exclusively in Canada and produce synthetic crude oil ("SCO") and bitumen, separate from other Canadian operations, which are aggregated with Suncor's international operations (collectively, "Exploration and Production") and produce crude oil, natural gas and natural gas liquids ("NGLs").

1

The 2013 AIF, 2013 Financial Statements and the 2013 Management's Discussion and Analysis are available under the Company's profile on the System for Electronic Document Analysis and Retrieval, which can be accessed at www.sedar.com.

|  | SCO |  | Bitumen |  | Crude Oil and NGLs(3) |  | Natural Gas |  | Total |
--- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ---
At December 31, |  | (mmbbls) |  | (mmbbls) |  | (mmbbls) |  | (bcf) |  | (mmboe) |
(net reserves, constant prices and costs) |  | 2013 |  | 2012 |  | 2013 |  | 2012 |  | 2013 |  | 2012 |  | 2013 |  | 2012 |  | 2013 |  | 2012 |
Proved Developed |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Oil Sands |  |  | 1 804 |  |  | 1 873 |  |  | 153 |  |  | 164 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 1 957 |  |  | 2 037 |
Exploration and Production |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 171 |  |  | 196 |  |  | 38 |  |  | 539 |  |  | 177 |  |  | 286 |
|  |  | 1 804 |  |  | 1 873 |  |  | 153 |  |  | 164 |  |  | 171 |  |  | 196 |  |  | 38 |  |  | 539 |  |  | 2 134 |  |  | 2 323 |
Proved Undeveloped |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Oil Sands |  |  | 516 |  |  | 460 |  |  | 1 566 |  |  | 721 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 2 082 |  |  | 1 180 |
Exploration and Production |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 46 |  |  | 55 |  |  | 6 |  |  | 7 |  |  | 47 |  |  | 57 |
|  |  | 516 |  |  | 460 |  |  | 1 566 |  |  | 721 |  |  | 46 |  |  | 55 |  |  | 6 |  |  | 7 |  |  | 2 129 |  |  | 1 237 |
Proved |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Oil Sands |  |  | 2 320 |  |  | 2 333 |  |  | 1 719 |  |  | 885 |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 4 040 |  |  | 3 217 |
Exploration and Production |  |  | — |  |  | — |  |  | — |  |  | — |  |  | 216 |  |  | 251 |  |  | 44 |  |  | 546 |  |  | 223 |  |  | 343 |
|  |  | 2 320 |  |  | 2 333 |  |  | 1 719 |  |  | 885 |  |  | 216 |  |  | 251 |  |  | 44 |  |  | 546 |  |  | 4 263 |  |  | 3 560 |

Reconciliation of Net Proved Oil and Gas Reserves

(net reserves, constant prices and costs) |  | Balance December 31 2011 |  | Revisions of Previous Estimates |  | Improved Recovery |  | Acquisitions |  | Extensions and Discoveries |  | Production |  | Dispositions |  | Balance December 31 2012 |
--- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ---
Oil Sands |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
SCO (mmbbls) |  |  | 2 359 |  |  | (6 | ) |  | 1 |  |  | — |  |  | 88 |  |  | (109 | ) |  | — |  |  | 2 333 |
Bitumen (mmbbls) |  |  | 624 |  |  | 175 |  |  | 1 |  |  | — |  |  | 101 |  |  | (16 | ) |  | — |  |  | 885 |
Exploration and Production |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Crude oil and NGLs(3) (mmbbls) |  |  | 270 |  |  | 19 |  |  | — |  |  | — |  |  | 1 |  |  | (37 | ) |  | — |  |  | 251 |
Natural gas (bcf) |  |  | 871 |  |  | (243 | ) |  | — |  |  | — |  |  | 7 |  |  | (89 | ) |  | — |  |  | 546 |
Total |  |  | 3 398 |  |  | 146 |  |  | 2 |  |  | — |  |  | 191 |  |  | (178 | ) |  | — |  |  | 3 560 |

(net reserves, constant prices and costs) |  | Balance December 31 2012 |  | Revisions of Previous Estimates |  | Improved Recovery |  | Acquisitions |  | Extensions and Discoveries |  | Production |  | Dispositions |  | Balance December 31 2013 |
--- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ---
Oil Sands |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
SCO (mmbbls) |  |  | 2 333 |  |  | 30 |  |  | 1 |  |  | — |  |  | 69 |  |  | (112 | ) |  | — |  |  | 2 320 |
Bitumen (mmbbls) |  |  | 885 |  |  | 1 |  |  | 1 |  |  | — |  |  | 856 |  |  | (23 | ) |  | — |  |  | 1 719 |
Exploration and Production |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Crude oil and NGLs(3) (mmbbls) |  |  | 251 |  |  | 12 |  |  | — |  |  | — |  |  | 2 |  |  | (37 | ) |  | (12 | ) |  | 216 |
Natural gas (bcf) |  |  | 546 |  |  | 10 |  |  | — |  |  | — |  |  | 6 |  |  | (61 | ) |  | (457 | ) |  | 44 |
Total |  |  | 3 560 |  |  | 45 |  |  | 2 |  |  | — |  |  | 928 |  |  | (182 | ) |  | (89 | ) |  | 4 263 |

Notes to Reserve Data:

(1)
  Definitions
  a.
    Net reserves, in relation to Suncor's production and reserves, represents the Company's working interest (operated and non-operated) share after deduction of royalty obligations, plus the Company's royalty interests in production and reserves.

2

b.
  Proved oil and gas reserves are those quantities of oil and gas, which, by analysis of geoscience and engineering data, can be estimated with reasonable certainty to be economically producible, from a given date forward, from known reservoirs, and under existing economic conditions, operating methods and government regulations.
c.
  Proved developed oil and gas reserves are those quantities that can be expected to be recovered through existing wells with existing equipment and operating methods or in which the cost of the required equipment is relatively minor compared to the cost of a new well; and can be expected to be recovered through extraction equipment and infrastructure installed and operational at the time of the reserves estimate for projects that extract oil and gas by means not involving a well.
d.
  Proved undeveloped oil and gas reserves are those quantities that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion.

(2)
  Reserve data tables may not add due to rounding.
(3)
  Natural gas liquids reserves are not significant and have been presented in combination with Crude Oil reserves.

Capitalized Costs

|  | At December 31, 2013 |  | At December 31, 2012 |
--- | --- | --- | --- | --- | ---
($ millions) |  | Oil Sands |  | Exploration and Production |  | Total |  | Oil Sands |  | Exploration and Production |  | Total |
Exploration and evaluation assets(1) |  |  | 2 040 |  |  | 732 |  |  | 2 772 |  |  | 2 565 |  |  | 719 |  |  | 3 284 |
Oil and gas properties(2) |  |  | 10 770 |  |  | 14 753 |  |  | 25 523 |  |  | 9 060 |  |  | 15 394 |  |  | 24 454 |
Plant and equipment(2) |  |  | 41 357 |  |  | 907 |  |  | 42 264 |  |  | 38 277 |  |  | 942 |  |  | 39 219 |
— accumulated provision(2) |  |  | (12 124 | ) |  | (6 704 | ) |  | (18 828 | ) |  | (10 440 | ) |  | (5 691 | ) |  | (16 131 | )
Total |  |  | 42 043 |  |  | 9 688 |  |  | 51 731 |  |  | 39 462 |  |  | 11 364 |  |  | 50 826 |

(1)
  Exploration and evaluation assets largely represent amounts associated with unproved properties, but may include properties with proved reserves for which Suncor's Board of Directors have not sanctioned development. See note 18 of the 2013 Financial Statements.
(2)
  Oil and Gas Properties, Plant and Equipment and the accumulated provision largely represent amounts associated with proved properties. See note 17 of the 2013 Financial Statements.

Costs Incurred for Property Acquisition, Exploration and Development Activities

|  | Year ended December 31, 2013 |  | Year ended December 31, 2012 |
--- | --- | --- | --- | --- | ---
($ millions) |  | Oil Sands |  | Exploration and Production |  | Total |  | Oil Sands |  | Exploration and Production |  | Total |
Unproved property acquisition |  |  | — |  |  | 2 |  |  | 2 |  |  | — |  |  | — |  |  | — |
Proved property acquisition |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |  |  | — |
Exploration(1) |  |  | 196 |  |  | 308 |  |  | 504 |  |  | 185 |  |  | 250 |  |  | 435 |
Development(2) |  |  | 4 322 |  |  | 1 247 |  |  | 5 569 |  |  | 4 983 |  |  | 1 235 |  |  | 6 218 |
Total |  |  | 4 518 |  |  | 1 557 |  |  | 6 075 |  |  | 5 168 |  |  | 1 485 |  |  | 6 653 |

(1)
  Includes amounts capitalized to Exploration and Evaluation as well as those charged to Exploration Expense on the Consolidated Balance Sheet and the Consolidated Statements of Comprehensive Income, respectively, of the 2013 Financial Statements.
(2)
  Includes amounts capitalized to Property, Plant and Equipment on the Consolidated Balance Sheet of the 2013 Financial Statements that relate to the Company's decommissioning and restoration activities.

3

Results of Operations for Oil- and Gas-Producing Activities

The Results of Operations are contained within the segmented results of the Company's Oil and Gas Producing Activities presented below.

|  | At December 31, 2013 |  | At December 31, 2012 |
--- | --- | --- | --- | --- | ---
($ millions) |  | Oil Sands |  | Exploration and Production |  | Total |  | Oil Sands |  | Exploration and Production |  | Total |
Operating revenues, net of royalties |  |  | 12 230 |  |  | 5 217 |  |  | 17 447 |  |  | 10 818 |  |  | 4 845 |  |  | 15 663 |
Other Income |  |  | 64 |  |  | 381 |  |  | 445 |  |  | 20 |  |  | 71 |  |  | 91 |
|  |  | 12 294 |  |  | 5 598 |  |  | 17 892 |  |  | 10 838 |  |  | 4 916 |  |  | 15 754 |
Purchases of crude oil and products |  |  | 460 |  |  | 568 |  |  | 1 028 |  |  | 211 |  |  | 444 |  |  | 655 |
Operating, selling and general |  |  | 5 837 |  |  | 676 |  |  | 6 513 |  |  | 5 365 |  |  | 795 |  |  | 6 160 |
Transportation |  |  | 482 |  |  | 127 |  |  | 609 |  |  | 337 |  |  | 182 |  |  | 519 |
Depreciation, depletion, amortization and impairment |  |  | 2 439 |  |  | 1 804 |  |  | 4 243 |  |  | 3 964 |  |  | 1 857 |  |  | 5 821 |
Exploration |  |  | 115 |  |  | 207 |  |  | 322 |  |  | 71 |  |  | 238 |  |  | 309 |
Gain on disposal of assets |  |  | — |  |  | (130 | ) |  | (130 | ) |  | (29 | ) |  | (1 | ) |  | (30 | )
Project start-up costs |  |  | 15 |  |  | — |  |  | 15 |  |  | 57 |  |  | — |  |  | 57 |
Voyageur upgrader project charges |  |  | 82 |  |  | — |  |  | 82 |  |  | — |  |  | — |  |  | — |
Finance expenses |  |  | 135 |  |  | 33 |  |  | 168 |  |  | 127 |  |  | 81 |  |  | 208 |
Earnings before Income Taxes |  |  | 2 729 |  |  | 2 313 |  |  | 5 042 |  |  | 735 |  |  | 1 320 |  |  | 2 055 |
Income taxes |  |  | 689 |  |  | 1 313 |  |  | 2 002 |  |  | 267 |  |  | 1 182 |  |  | 1 449 |
Net Earnings |  |  | 2 040 |  |  | 1 000 |  |  | 3 040 |  |  | 468 |  |  | 138 |  |  | 606 |

Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves

The standardized measure of discounted future net cash flows relating to Suncor's proved oil and gas reserves are calculated in accordance with FASB Topic 932 — "Extractive Activities — Oil and Gas". Future cash inflows are estimated using the twelve-month average price, which are also used in estimating the entity's proved oil and gas reserves. Future development and production costs, including the associated decommissioning and restoration activities, are calculated by estimating the expenditures to be incurred in developing and producing the proved oil and gas reserves at the end of the year, based on year-end costs and assuming continuation of existing economic conditions. The appropriate year-end statutory tax rates, with consideration of future tax rates already legislated, were applied to the future pretax net cash flows, less the tax basis of the properties involved. A prescribed rate of 10% is applied to discount the future net cash flows.

The calculation of the standardized measure of discounted future net cash flows is based upon information prepared by the Company's independent qualified reserves evaluators, and adjusted for decommissioning and restoration activities and future income taxes.

It should not be assumed that the estimates of future net cash flows presented in the tables below represent the fair market value of the reserves. There is no assurance that the price and cost assumptions will be attained and variances could be material. Future changes to income tax, royalty and environmental regulations could also have a significant impact on the respective assumptions. There is no guarantee that the estimates for SCO, bitumen, crude oil and NGLs, and natural gas reserves provided herein will be recovered. Actual SCO, bitumen, crude oil and NGLs, and natural gas reserves may be greater than or less than the estimates provided herein.

4

The following twelve-month average prices were used to calculate the standardized measure of discounted future net cash flows:

|  | Brent North Sea |  | WTI Cushing Oklahoma |  | WCS Hardisty Alberta |  | Light Sweet Edmonton Alberta |  | Pentanes Plus Edmonton Alberta |  | AECO Gas |  | B.C. Gas Westcoast Station 2 |  | National Balancing Point North Sea |
--- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ---
Year |  | US$/bbl |  | US$/bbl |  | Cdn$/bbl |  | Cdn$/bbl |  | Cdn$/bbl |  | Cdn$/mmbtu |  | Cdn$/mmbtu |  | Cdn$/mmbtu |
2013 |  |  | 109.05 |  |  | 96.90 |  |  | 73.66 |  |  | 91.50 |  |  | 103.39 |  |  | 3.10 |  |  | 3.06 |  |  | 10.74 |
2012 |  |  | 111.96 |  |  | 94.71 |  |  | 72.83 |  |  | 87.50 |  |  | 102.42 |  |  | 2.33 |  |  | 2.26 |  |  | 9.35 |

|  | At December 31, 2013 |  | At December 31, 2012 |
--- | --- | --- | --- | --- | ---
($ millions) |  | Oil Sands |  | Exploration and Production |  | Total |  | Oil Sands |  | Exploration and Production |  | Total |
Future cash inflows |  |  | 297 638 |  |  | 24 014 |  |  | 321 652 |  |  | 243 856 |  |  | 29 116 |  |  | 272 972 |
Future production costs |  |  | (146 172 | ) |  | (4 925 | ) |  | (151 097 | ) |  | (115 805 | ) |  | (6 769 | ) |  | (122 574 | )
Future development costs |  |  | (76 042 | ) |  | (2 508 | ) |  | (78 550 | ) |  | (64 192 | ) |  | (3 652 | ) |  | (67 844 | )
Future income tax expenses |  |  | (16 649 | ) |  | (11 486 | ) |  | (28 135 | ) |  | (13 988 | ) |  | (10 477 | ) |  | (24 465 | )
Future net cash flows |  |  | 58 775 |  |  | 5 095 |  |  | 63 870 |  |  | 49 871 |  |  | 8 218 |  |  | 58 089 |
Annual 10% Discount Factor |  |  | (38 402 | ) |  | (1 085 | ) |  | (39 487 | ) |  | (30 760 | ) |  | (2 237 | ) |  | (32 997 | )
Standardized measure of discounted future net cash flows |  |  | 20 373 |  |  | 4 010 |  |  | 24 383 |  |  | 19 111 |  |  | 5 981 |  |  | 25 092 |

Changes in Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves

($ millions) |  | 2013 |  | 2012 |
--- | --- | --- | --- | --- | ---
Standardized measure of discounted future net cash flows — beginning of year |  |  | 25 092 |  |  | 34 301 |
Sales and transfers of oil and gas produced |  |  | (8 463 | ) |  | (9 055 | )
Net change in sales prices and operating costs related to future production |  |  | 2 193 |  |  | (15 031 | )
Net change due to extensions, discoveries and improved recovery |  |  | (38 | ) |  | 2 643 |
Net change due to acquisitions and dispositions |  |  | (888 | ) |  | 33 |
Net change due to revisions in quantity estimates |  |  | 999 |  |  | 1 949 |
Previously estimated development costs incurred during the period |  |  | 4 363 |  |  | 4 351 |
Changes in estimated future development costs |  |  | (1 743 | ) |  | (229 | )
Accretion of discount |  |  | 2 180 |  |  | 3 286 |
Net change in income taxes |  |  | 688 |  |  | 2 844 |
Standardized measure of discounted future net cash flows — end of year |  |  | 24 383 |  |  | 25 092 |

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Exhibit 4.7