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Harbour Energy plc
Annual Report
& Accounts 2022
FIND OUT MORE ONLINE
HARBOURENERGY.COM
Harbour Energy’s aim is to build a diversified,
global independent oil and gas company,
focused on safe and responsible operations,
and creating value for our stakeholders.
1
Strategic report
1
2022 highlights
2
Chairman’s statement
3
Chief Executive Officer’s statement
4
Our purpose
6
Meeting energy demand
through the transition
8
Market overview
10
Our strategy
12
How we create value
14
Engaging with our stakeholders
18
Key performance indicators
20
Performance review
22
Operational review
30
ESG review
42
Our leadership team
44
Financial review
50
Risk management
54
Principal risks
177
Additional information
177
UK Government payment reporting
180
Group reserves and resources
181
Worldwide licence interests
183
Glossary
186
Shareholder information
108
Financial statements
108
Independent auditor’s report
118
Consolidated income statement
119
Consolidated statement
of comprehensive income
120
Consolidated balance sheet
121
Consolidated statement
of changes in equity
122
Consolidated statement
of cash flows
123
Notes to the consolidated
financial statements
173
Company balance sheet
174
Company statement
of changes in equity
175
Notes to the company
financial statements
60
Governance
60
Chairman’s introduction
62
Governance at a glance
64
Board of directors
68
Audit and Risk Committee report
72
Nomination Committee report
76
HSES Committee report
78
Directors’ remuneration report
100
Compliance disclosures
104
Directors’ report
106
Non-financial and sustainability
information statement
107
Statement of directors’ responsibilities
2022 highlights
Despite considerable fiscal, economic and
geopolitical volatility in 2022, Harbour delivered
strong operating and financial performance,
creating value for our stakeholders, including
our first distributions to shareholders.
LINDA Z. COOK
Chief Executive Officer
CHIEF EXECUTIVE OFFICER’S STATEMENT
READ MORE ON PAGE 3
208
kboepd
Production
(2021: 175kboepd)
$
13.9
/boe
Operating costs
(2021: $15.2/boe)
865
mmboe
2P reserves + 2C resources
(2021: 948mmboe)
Operational
$
4.0
bn
EBITDAX
3
(2021: $2.4bn)
$
2.1
bn
Free cash flow
(2021: $678m)
0.2
x
Leverage ratio
4
(2021: 0.9x)
$
600
m
Shareholder returns approved
(2021: $nil)
Financial
0.8
TRIR
2
(2021: 1.3)
1
Tier 2
Process safety event
(2021: 2 Tier 2)
21
kgCO
2
e/boe
GHG intensity
(2021: 21kgCO
2
e/boe)
Safety and the environment
1
1
Safety and the environment metrics are provided on a gross, operated basis. 2021 GHG intensity has been restated in line with our emissions
reporting boundaries which were updated in 2022.
2
Total Recordable Injury Rate.
3
EBITDAX is a non-IFRS measure calculated by taking earnings before tax, interest, depreciation and amortisation, impairments, remeasurements,
onerous contracts and exploration expenditure. This is a useful indicator of underlying business performance.
4
Leverage ratio is a non-IFRS measure calculated by net debt/last twelve months of EBITDAX.
1
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Chairman’s statement
The simple truth is that capital will go where it is welcome and
avoid places that have onerous tax regimes or regulatory regimes
that stifle the market. As such, Harbour has reduced its future
activity and investment levels in the UK as a direct result of a
windfall tax introduced by the government.
Despite these many and varied challenges, we continue to believe that
oil and gas companies like Harbour, who have scale, a commitment
to producing safely and responsibly and a strong balance sheet,
have a good future, and an important role to play through the energy
transition. The path to net zero will be uneven, it will take time and it
will require pragmatism from governments and their citizens. Global
energy demand continues to grow. Renewables account for only a
small proportion of supply today. That means responsibly produced oil
and gas will play a key role in ‘keeping the lights on’ while we build
low carbon capacity. We see a further role for companies like ours
in repurposing depleted fields and existing infrastructure for CO
2
transport and storage. Harbour is committed to playing both roles
during this transition, as you will see later in this report.
Against this backdrop, we are lucky to have a highly experienced
Board and leadership team to help us navigate this complex
environment and to deliver for our shareholders. Among other things,
during the year we’ve advanced our ESG agenda and net zero
strategy. We’ve also delivered against our capital allocation priorities,
including paying down debt and making our first shareholder
distributions, totalling $553 million for the year, while continuing to
invest. Our growth and diversification ambitions remain intact and
even more relevant given current UK fiscal instability, and we
continue to actively review M&A opportunities for value-creating
transactions which would be a good strategic fit with our business.
As we look ahead to 2023, your Board remains vigilant in its
responsibility to ensure the long-term sustainability of the business
in the interests of not only our shareholders, but our employees,
our value chain and wider society. Thank you to you all for your
support for Harbour Energy in 2022.
R. Blair Thomas
Chairman
Dear fellow shareholders,
I am pleased to report that in its first full year as a publicly
listed company, Harbour Energy has performed very strongly,
and shown strength and resilience in the face of a very
challenging geopolitical and economic backdrop that
included extreme price volatility and government
intervention in markets.
The energy sector has had an extremely eventful three years.
Before the pandemic struck in 2020, the sector had been through
a period of sustained under-investment, the impact of which was
not immediately apparent due to the collapse in demand caused
by Covid-19 restrictions. This resulted in oil prices briefly turning
negative for the first time in my lifetime.
As economies reopened, the extent of the under-investment was
exposed as supply was unable to respond to increasing demand,
causing prices to rise. The invasion of Ukraine, which has been
a tragedy for the country, exacerbated these pressures and has
precipitated an energy crisis worldwide. Energy prices reached
record highs, fuelling inflationary pressures, and fears of a global
slowdown remain. Where prices will settle is hard to predict, but
long-term structural under-investment gives cause for concern.
Meanwhile, energy security is at the front of everyone’s minds.
Alongside these recent seismic events, longer-term trends are also
impacting our sector. As the impact of climate change becomes
more apparent, stakeholders – from shareholders, lenders and
governments, to colleagues and wider society – expect rapid
progress on the transition to lower carbon energy sources. It is
imperative that energy companies engage in finding solutions that
will enable this transition, even if the path to it, which will require
time, technological advances and huge infrastructure investment,
remains unclear. At Harbour, we consider the energy transition in
every significant decision we make today and we are committed
to being part of the solution and not part of the problem.
The energy sector faces other challenges too, including from windfall
taxes and economic nationalism as governments seek to protect
consumers from high prices and, oftentimes, from the consequences
of bad policy. This creates unwelcome fiscal instability in the sector
and will drive investors and capital out of the industry at a time when
energy security is so high on the agenda.
In its first full year as a publicly
listed company, Harbour Energy has
performed very strongly, and shown
strength and resilience in the face
of complex challenges.
2
Harbour Energy plc
Annual Report & Accounts 2022
Chief Executive Officer’s statement
We matured our net zero strategy, clarifying our pathway to
achieving our Net Zero 2035 goal, and establishing an interim target
to halve emissions by 2030. We also built significant momentum
in our flagship Viking CO
2
transport and storage project in the UK,
announcing partnerships with major domestic customers as well
as with the Port of Immingham to enable imports. By repurposing
oil and gas infrastructure in the heavily industrialised Humber
region, Viking CCS has the potential to meet one third of the UK
Government’s target to capture and store 30 mtpa of CO
2
by 2030.
We faced a number of headwinds during the year, the biggest of which
was the introduction of the UK Energy Profits Levy (EPL) in May, which
was increased and extended in November, taking our UK tax rate to 75
per cent. This had the impact of all but extinguishing our profit after tax
for 2022, to essentially zero driven largely by a material one-off non-cash
deferred tax charge associated with the introduction of the EPL. Going
forwards, the EPL reduces our cash flow, makes it harder to attract
investors, and impacts the availability of debt. In an industry that invests
over the long term, the EPL has already had serious consequences on
our UK activity levels: we pulled out of the latest UK licensing round and
halted certain projects. In early 2023, we initiated a review of our UK
organisation to align it with lower anticipated investment levels which
will, regrettably, lead to significant job losses in the country.
Fiscal uncertainty in our largest producing region reinforces our
strategic goal of diversification and the ambition to establish
a material base of production in at least one other region via
acquisitions. The opportunity set remains rich, with major oil
companies optimising their portfolios for the energy transition,
publicly listed independent oil and gas companies seeking scale,
and private companies looking for a route to liquidity for their
investors. While market conditions made it challenging to reach a
shared view on value during a volatile 2022, there are signs of a
more active market for acquisitions in 2023. With our track record
of successful M&A, our experienced Board and management,
and our strong balance sheet, we are well-positioned to execute.
Investors and lenders should rest assured we will remain
disciplined and focused on strategic fit and value creation.
In this volatile world, we are confident that Harbour’s strategy
remains valid. Although 2022 brought challenges, we rose to them
and performed well. We could not have done this without the support
of all our stakeholders – our employees, shareholders, investors,
lenders, partners and suppliers. Thank you for your contributions
throughout the year and for your ongoing support.
Linda Z. Cook
Chief Executive Officer
Harbour Energy was formed with this purpose: to play a
significant role in meeting the world’s energy needs through
the safe, efficient and responsible production of hydrocarbons
while creating value for all stakeholders. In 2022 we were
constantly reminded of the importance of this purpose as
we navigated a world of geopolitical and economic volatility,
grappling with concerns over energy security while holding
steadfast to the need to transition to a lower carbon economy.
Amidst these challenges, we met or exceeded our targets for safety,
the environment, operational delivery, financial performance and
shareholder distributions. While there is always more to do, I am proud
of all the team has accomplished in our first full year of operations.
Most importantly we’ve improved our safety record, reducing our
recordable incident rate and the number of process safety events.
Our first company-wide employee engagement survey also
highlighted the strength of our safety culture within the company.
Operationally we had a strong year. Production was up by almost
20 per cent versus 2021, aided by improved operating efficiency,
additions from our drilling programme, and a full-year contribution
from the Premier Oil assets. Operating costs improved significantly,
benefiting from higher production and exchange rate movements.
Our capital programme delivered new wells across our asset base,
including from Tolmount in April providing a timely increase to UK
domestic gas production. In addition, we made a material gas
discovery at our Timpan-1 prospect in the Andaman Sea in Indonesia.
In a region with growing energy demand, we are excited about the
prospects for further drilling on our Andaman licences.
These results helped our cash flow generation. In spite of our
hedging programme which muted the impact of high commodity
prices, and after making tax payments of $551 million,
we delivered $2.1 billion in free cash flow, allowing us to pay down
debt and deliver increased shareholder distributions of $553
million. However, our share price under-performed that of our peers
– largely due to our significant exposure to the UK and the recently
enacted Energy Profits Levy (EPL) for oil and gas companies.
Internally, we made significant progress with the integration of our
processes and systems from previous acquisitions. This included
implementing a new enterprise management system, allowing us to
retire numerous legacy systems and providing a scalable platform
for our future growth ambitions. While doing this, we continued to
build our culture, based around our core values and supported by
employee engagement and feedback.
Harbour’s purpose has never been
more relevant: we are playing a
significant role in meeting the world’s
energy needs, producing oil and gas
safely and efficiently, and creating
value for our stakeholders.
3
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
3
Strategic report
Governance
Financial statements
Additional information
Our purpose
Our role in meeting the
world’s energy needs
Oil and gas are critical to meeting global energy
demand while we transition to lower carbon sources of
energy. Harbour has grown to become the UK’s largest
oil and gas producer by acquiring assets no longer
deemed strategic by major oil and gas companies
and investing in them to extend field life, contributing
meaningfully to domestic energy security.
It remains our ambition to grow and diversify
internationally, establishing a material production
base in at least one other region via acquisition.
MEETING ENERGY DEMAND THROUGH THE TRANSITION
READ MORE ON PAGE 6
OPERATIONAL REVIEW
READ MORE ON PAGE 22
A safe, efficient and
responsible operator
The role of Harbour is not just to help meet global
energy demand but to do so safely, efficiently and
responsibly while making the most of our resources
and reducing the environmental impact of our operations.
We also have a role to play in supporting broader global
climate change ambitions through investing in CO
2
transportation and storage opportunities.
The UK’s ambition is to capture 30 million tonnes
of CO
2
per year by 2030 via carbon capture and
storage (CCS). Harbour is leading the Viking CCS
project in the Humber region which has the potential
to deliver one third of this target.
These values represent who we are, what we stand for, what is important to us, and where we will not
compromise. Each value is brought to life by a set of core behaviours which are reinforced through our
approach to reward and performance management.
Responsibility
We believe in personal responsibility
and accountability. Safety is a
shared responsibility, as is reducing
our impact on the environment.
We have a strong set of safety
policies and processes and everyone
is empowered to stop and challenge
any procedure or behaviour that
is unsafe. We are encouraged to
consider the environmental impact
of each decision we make. We also
believe in personal responsibility
and are expected to take ownership
of our decisions and delivery.
Integrity
We always aim to do the
right thing in a professional,
respectful and honest way.
We are encouraged to be direct
and honest and to challenge
one another constructively.
We respect the diversity of
our colleagues and ensure
our policies and procedures
are inclusive of everyone. Most
importantly, we want people to
feel safe, and able to speak up
if we fall short of our aspirations.
Innovation
We encourage our people to be
creative to improve our business.
In a fast-changing world, innovation
is essential. By harnessing our
technical knowledge and skills
alongside our creativity, we can
solve problems and uncover new
opportunities. Innovation is about
any change that improves how we
operate and delivers value to the
business, which is why we aim to
foster an environment where new
ideas can succeed.
Collaboration
By working together, we can
successfully execute our
business plans and achieve
our strategic goals.
People are at their best when
working together as a team to
overcome challenges to achieve their
goals. We aim to create a shared,
collaborative working environment
which enables strong relationships
to be built. This is particularly important
in a new company like Harbour,
which has brought together several
organisations in a very short period.
Our purpose is underpinned by four core values…
Harbour’s purpose – to play a significant role in meeting
the world’s energy needs through the safe, efficient and
responsible production of hydrocarbons, while creating
value for our stakeholders – has never been more relevant.
4
Harbour Energy plc
Annual Report & Accounts 2022
ENGAGING WITH OUR STAKEHOLDERS
READ MORE ON PAGE 14
Creating value for
all our stakeholders
We strive to create value for all our stakeholders.
For our employees and contractors, this means
offering a fulfilling career and competitive rewards.
For investors and shareholders, we aim to deliver
capital returns, including via shareholder distributions.
Our business also supports a large network of joint
venture (JV) partners, suppliers and customers,
as well as contributing materially to the prosperity
of our communities and host governments.
Our values are the foundation of our
strategy which is to build a global,
diversified oil and gas company
focused on value creation, cash flow
and distributions.
Our four strategic pillars are core
to day-to-day decision-making
as well as the measurement of
our performance.
...and our focused strategy
Ensure safe, reliable
and environmentally
responsible operations
Maintain a high quality
portfolio of reserves
and resources
Ensure financial strength
through the commodity
price cycle
Leverage our full cycle
capability to diversify
and grow further
OUR STRATEGY
READ MORE ON PAGE 10
5
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Hydro
6%
Coal
37%
Natural gas
15%
Oil
42%
Nuclear
7%
Coal
25%
Renewables
1%
Hydro
7%
Natural gas
22%
Oil
39%
Nuclear
4%
Coal
27%
Renewables
6%
Hydro
7%
Natural gas
25%
Oil
31%
Oil
Natural gas
Coal
Nuclear
Hydro
Renewables
1965
2000
2021
The oil and gas industry has a significant role to play
Meeting energy demand through the transition
Energy is at the heart of modern life, underpinning the prosperity of
people and nations. As the global population continues to grow, and more
nations industrialise, the world will continue to need plentiful supplies
of energy. Those supplies must be affordable, reliable and sustainable.
With growing global demand for
energy, and with renewable energy only
providing a fraction of the energy
we use today, safely and responsibly
produced oil and gas has a critical
role to play as we transition to a
lower carbon world.
Global energy demand forecast
to continue to grow to 2050
Demand for energy has grown inexorably
year-on-year over the last 100 years. In
2021, the world consumed some 176
TWh of energy, a 10-fold increase on a
century earlier
1
. On only four occasions
in the last century has energy use fallen
significantly: during the 1973 Arab oil
embargo, the Iraq-Iran war in the 1980s,
the 2008 credit crisis and the Covid-19
pandemic. On each occasion, demand
rebounded to higher levels than before.
Although growth in demand for energy is
levelling off in developed nations, we
expect global energy demand to continue
to increase as developing countries
industrialise and the world population
continues to expand. The IEA forecasts
that demand for energy will continue to
grow well into the 2050s
2
.
Oil and gas is an important part
of the energy mix
In 2022, oil and gas met over 50 per cent
of the world’s energy demand and our
analysis shows that over half of those
hydrocarbons were produced by
upstream companies like Harbour. While
hydrocarbons’ share of global energy
consumption has been stable since 1965
1
,
in absolute terms oil and gas consumption
has increased three fold
1
. Moreover, gas
– the cleaner hydrocarbon – has accounted
for an increasing proportion of oil and
gas consumption.
Although renewable sources of energy are
coming on-stream rapidly, renewables
and hydro combined still only supply about
13 per cent of the world’s energy needs
compared to six per cent in 1965
1
. Demand
for energy is currently growing faster than
renewable energy sources, and there is still
not a clear pathway or the technology
to enable renewables to replace fossil fuels
as our primary source of energy in the
near to medium term. This is despite the
resolve and considerable investment into
developing renewable energy supplies
and storage globally.
Oil and gas has a vital role to play
in the energy transition
History shows that energy transitions are
long-term affairs. It typically takes decades
for new energy sources to become a
significant part of the global energy mix.
It took 50 years for gas to grow to 20 per
cent, for example, while coal, the most
GHG-intensive fossil fuel, still provides
almost a quarter of the world’s energy
1
.
The world continues to need oil and gas to
help meet its energy demands while we
build reliable sources of low carbon energy.
At the same time the energy transition is
changing the landscape of the oil and gas
sector. While national oil companies remain
the world’s largest producers, many oil majors
are shifting their portfolios to focus on their
renewable energies with upstream companies
like Harbour taking on their oil and gas assets
and becoming scale producers.
Upstream companies have two clear roles to
play in the energy transition. First, we must
continue to deliver the vital energy supplies
the world needs in a safe and responsible
manner. This means taking action to reduce
our own impact on the environment through
more efficient operations and the
implementation of decarbonisation projects,
with clear pathways to net zero.
Second, we can support governments and
nations as they seek to limit global warming
and meet their net zero emission targets
through broader decarbonisation projects
and technologies, such as carbon capture
and storage. In particular, companies like
Harbour are well placed to leverage their
skills and infrastructure to accelerate
the transportation of CO
2
to offshore
depleted oil and gas fields where it can
be permanently stored.
Growth in global energy consumption
1
1
Energy Production and Consumption, Our World in Data – ourworldindata.org/energy-production-consumption.
2
IEA STEPS Scenario, World Energy Outlook 2022.
6
Harbour Energy plc
Annual Report & Accounts 2022
Isle of Grain
Milford Haven
(South Hook & Dragon)
Northern
North Sea
Central
North Sea
Southern
North Sea
UK – Norway
Vesterled pipeline
Langeled pipeline
UK – Netherlands
BBL pipeline
UK – Belgium
interconnector
East Irish Sea
Pipelines
Natural gas (LNG) terminals
Gas fields
Competing
demands
ENVIRONMENTAL
SUSTAINABILITY
ENERGY
EQUITY
ENERGY
SECURITY
Natural gas remains critical to UK energy security
Source: gov.uk/government/statistics/
total-energy-section-1-energy-trends.
41
%
Domestic
production
33
%
Net pipeline
imports
26
%
LNG imports
The energy trilemma:
finding the right balance
The energy trilemma is defined as the
need to find balance between energy
reliability, equity and sustainability.
Understanding the challenges faced by
businesses and individuals in balancing
these three core elements is vital to
achieving goals such as net zero. Possibly
the biggest threat to the energy transition
and a nation’s net zero goals is energy
price volatility, which risks undermining
public support for climate goals.
Energy security
Energy security seeks to ensure the
reliability of energy sources: nations
need to be able to meet current and
future energy demand reliably while
remaining resilient to sudden supply
disruptions and demand dynamics.
Energy equity
Energy equity aims to make energy
affordable for consumers: countries
need to be able to provide access to
affordable, fairly priced and abundant
energy for domestic and commercial use.
Environmental sustainability
Environmental sustainability seeks to
minimise environmental harm, such as
GHG emissions: countries need to be able
to meet energy demands today without
negatively impacting future generations.
FIND OUT MORE ONLINE
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WORLD-ENERGY-TRILEMMA-INDEX
Harbour Energy’s role
At a time when many are struggling with
high energy prices, we are focusing on
doing what we can to deliver reliable,
domestic oil and gas from our existing
portfolio in a safe and responsible
manner. At the same time, we are
investing in our two CO
2
transport and
storage projects – Viking CCS and Acorn
– helping to support the UK’s net zero
emission targets.
¼
See pages 30 to 41 for more
information on our efforts to reduce
emissions and our net zero goal.
¼
See page 39 for more information
on the Harbour-led Viking CCS project.
¼
See page 27 for more information on
Harbour’s 30 per cent interest in Acorn.
c.
40
%
Of the UK’s total energy consumption is met by natural gas
MARKET OVERVIEW
READ MORE ON PAGE 8
7
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
A difficult year for global markets with considerable
volatility and economic uncertainty
2022 was a year characterised by
extreme geopolitical and economic
instability, exacerbated by Russia’s
invasion of Ukraine and the lingering
impacts of the global pandemic.
These led to considerable volatility
and uncertainty in global markets.
Beyond the ensuing humanitarian crisis,
Russia’s invasion of Ukraine in February
2022 caused a global economic shock
and fundamentally changed thinking on
energy security and geopolitics.
However, we believe the foundation for an
increase in commodity prices was laid well
before 2022. The lack of investment in oil
and gas globally since 2015 was already
driving higher oil and gas prices in late
2021 as the world economies began
emerging from the Covid pandemic.
The invasion intensified these existing
inflationary pressures, in particular with
regard to European gas prices, and
accelerated tightening of monetary policies
globally. This fuelled recessionary concerns
and a flight to safety, including outflows
from equity funds.
At the same time, traditional gas routes
were disrupted and energy security and,
subsequently, energy affordability were
catapulted to the top of the political agenda.
Governments worldwide intervened in
various ways to protect consumers from
elevated energy prices.
The US made significant releases from their
Strategic Petroleum Reserves while in
Europe we saw the nationalisation of energy
companies and the imposition of windfall
taxes, including in the UK.
The events of 2022 have highlighted the
insufficiency of current renewable energy
sources and infrastructure to meet global
energy demand in the near term. There is
now a realisation among most that a more
pragmatic approach to the energy transition
is required – it will take time, huge levels of
investment, and needs to be managed
carefully to ensure sufficient reliable and
affordable energy supplies. This has
highlighted the important role that oil and,
in particular, natural gas will continue to
play as we strive to deliver a just, affordable
and orderly energy transition.
UK natural gas market prices
Brent oil prices
Summary
In 2022, Brent crude prices averaged
$101/bbl, up 42 per cent on 2021 as
global oil demand increased despite
renewed pandemic-related lockdowns in
China. Brent opened 2022 at $79/bbl,
peaking at $138/bbl in March following
Russia’s invasion of Ukraine, and
subsequently traded above $100/bbl until
mid-August, supported by Opec quotas
and capital discipline by US producers.
Brent then fell, erasing the year’s gains,
to close 2022 at $81/bbl, as global
recessionary concerns came to the fore.
Our response & opportunity
We hedge to ensure predictable cash
flows which allows us to invest through the
commodity price cycle while protecting
the balance sheet. In 2022, we realised
post-hedging oil prices of $78/bbl
compared to $59/bbl in 2021. For 2023,
the percentage of our estimated oil
production that is currently hedged
decreases to approximately 30 per cent.
UK oil and gas fiscal regime
Summary
With elevated oil and gas prices
impacting UK consumers and
businesses, the UK Government
introduced an Energy Profits Levy (EPL)
to fund assistance with energy bills. In
November, the government increased
and extended the EPL. Consequently, UK
producers now face a 75 per cent tax
rate in the UK versus 40 per cent in
2021, which will apply until March 2028.
Our response & opportunity
The EPL caused us to reduce our future UK
activity levels, including taking the decision
not to participate in the 33
rd
Licensing
Round. In addition, post period end, we
initiated a review of our UK organisation.
The EPL reinforces our strategy to grow and
diversify internationally and validates our
prudent approach to capital allocation.
Summary
In the UK, natural gas remains the largest
source of energy, meeting over 40 per cent
of the country’s energy demand
1
. This gas
comes from domestic production, pipeline
imports from Europe and LNG imports.
UK natural gas prices (NBP) averaged
198 pence/therm, up over 60 per cent
on 2021 and higher than US Henry Hub.
Elevated UK natural gas prices were
driven by the decline in Russian pipeline
supplies to Europe, which then had to
compete with Asia for LNG, both to
replace Russian supplies and to fill
mandated storage levels.
While the UK has access to LNG imports,
it has limited gas storage and export
capacity, causing extreme price volatility in
the domestic day-ahead gas market which
balances daily. During 2022, NBP traded
as low as 10 pence/therm on 10 June, and
as high as 516 pence/therm on 26 August.
This also resulted in, at times, the
decoupling of day-ahead and front-month
UK NBP gas pricing and between European
and UK natural gas markets.
Our response & opportunity
Harbour increased its UK natural gas
production by 34 per cent during 2022,
bringing on-stream the Tolmount project
and new wells at J-Area and Everest.
In total, we accounted for around 15 per
cent of the UK’s domestic gas supplies
during the year. At the same time, we have
increasing exposure to spot prices with
lower hedging in the coming years. For
2023, the percentage of our estimated
gas production that is currently hedged
is approximately 65 per cent.
Market overview
1 Source: gov.uk/government/statistics/total-energy-section-1-energy-trends.
8
Harbour Energy plc
Annual Report & Accounts 2022
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2012
0
50
100
150
0
200
400
600
UK NBP natural gas
Brent crude
Brent $/bbl
UK NBP natural gas pence/therm
Increasing volatility in UK natural gas prices in 2022
Investment and costs
Summary
Sector investment activity did not
materially increase in 2022 with
companies continuing to exhibit capital
discipline, focusing on shareholder
returns. However, inflationary cost
pressures increased during the year,
as did lead times for critical equipment,
driven by supply chain disruptions,
tightening labour markets and rising
commodity prices.
Our response & opportunity
During 2022, we were able to manage
inflationary pressures, benefiting from our
scale, the consolidation of contracts from
the integration of our legacy companies,
and drilling rigs under long-term contracts
with pricing agreed in prior years. We did
see cost increases in raw materials and
labour, but largely offset these in 2022
with operational efficiencies, supply chain
management and foreign exchange effects.
Mergers and acquisitions
Summary
Mergers and acquisitions (M&A) activity in the
oil and gas sector was significantly reduced
in 2022, as volatile and elevated commodity
prices made it harder for buyers and sellers to
reach a shared view on value. Notable activity
included the merger of Norwegian companies
Lundin Energy and Aker BP, as well as the
merger of BHP’s oil and gas business into
Woodside. The opportunity set remains rich
with majors still looking to optimise their
portfolios for the energy transition, private
companies looking for a route to liquidity for
their investors and smaller public companies
looking for scale.
Our response & opportunity
Growth and diversification internationally
via M&A is a core part of our strategy.
With our track record of M&A, our
experienced Board and management, and
our strong balance sheet and cash flow
generation, we are well placed to execute.
However, we will remain disciplined and
focused on strategic fit and value creation.
Foreign exchange
Summary
Sterling weakened significantly against
the US dollar during 2022, opening at
$1.35/£, reaching a low of $1.07/£
in September, before recovering to
$1.21/£ at year-end. This was driven by
recessionary concerns causing a flight
to safety and the US pursuing a more
aggressive monetary policy. Increased
UK political instability also added to
the volatility.
Our response & opportunity
Harbour is naturally protected from foreign
exchange (FX) volatility with the vast majority
of our sterling-denominated costs covered
by sterling revenue received from our UK
natural gas sales. Where we forecast an
imbalance in our sterling revenue and costs,
we seek to hedge our exposure to mitigate
FX volatility. For example, in the fourth
quarter, we sold forward dollars for sterling
following approval of the new $100 million
share buyback programme and expected
EPL payment.
Source: Refinitiv.
OPERATIONAL REVIEW
READ MORE ON PAGE 22
9
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Our strategy
Our strategy is to create value by continuing to build
a global, diversified oil and gas company focused
on value creation, cash flow and distributions.
Focus areas
¼
Protect the safety and wellbeing of our people
¼
Invest in our assets to maximise value, including to improve
efficiency and the recovery of oil and gas
¼
Safeguard the communities in which we operate and
protect the environment
¼
Progress towards our Net Zero 2035 goal
¼
Collect efficient and reliable data to track our performance
and support our goals
Ensure safe, reliable and environmentally
responsible operations
Maintain a high quality portfolio
of reserves and resources
Focus areas
¼
Ensure robust margins through commodity price volatility
¼
Maintain balance of oil and gas
¼
Maintain access to profitable investment opportunities
¼
Ensure longer-term organic and inorganic investment
options to replace/grow reserves
¼
Rigorous prioritisation and capital allocation process
How we delivered in 2022
¼
Improved safety record, with reduced TRIR and number
of process safety events
¼
Increased production, increased operating efficiency and
reduced unit operating cost
¼
Established an interim target of 50 per cent reduction in our
emissions in 2030 compared to a 2018 baseline
¼
Implemented new business and enterprise management
systems which are scalable and future proof
How we delivered in 2022
¼
Ongoing hedging programme to underpin predictability
of cash flow
¼
Collaborated with other operators to realise efficiencies
and unlock investment opportunities
¼
Progressed organic growth opportunities, including Talbot (UK),
Zama (Mexico) and Timpan (Indonesia)
¼
Reserve replacement impacted by downward revision
of reserves at the Tolmount field (UK)
¼
Review of investment levels and company-wide capital
allocation following announcement of materially increased
taxes in the UK
Target outputs
¼
Continuous improvement in our safety and environmental
performance
¼
Maintain a competitive cost structure as assets mature
¼
Top quartile operational performance
Target outputs
¼
Prudent capital allocation
¼
High quality investment pipeline
¼
A diverse mix of oil and gas
¼
2P reserves life of 8-10 years
10
Harbour Energy plc
Annual Report & Accounts 2022
Leverage our full cycle capability
to diversify and grow further
Ensure financial strength through
the commodity price cycle
Focus areas
¼
Leverage our global footprint, full cycle capabilities and
M&A expertise to diversify and expand our investment
opportunity set
¼
Harness our deep organisational competence and
operating skills to drive standards, efficiencies and
controls over capital expenditure levels
Focus areas
¼
Disciplined annual budget and long-term planning process
¼
Conservative financial risk management policy, including
a disciplined hedging programme
¼
Ensure competitive shareholder returns, including a
sustainable dividend
PRINCIPAL RISKS
READ MORE ON PAGE 54
KEY PERFORMANCE INDICATORS
READ MORE ON PAGE 18
How we delivered in 2022
¼
Material offshore gas discovery with play-opening Timpan-1
well on our Andaman II licence (Indonesia)
¼
Continued progress with integration efforts, including
consolidation of supplier contracts to drive greater
efficiency and cost savings, following recent acquisitions
¼
Renewed focus on geographic diversification in response to
material deterioration in UK investment climate but market
conditions for M&A were challenging due to high and
volatile commodity prices
¼
Responsible decommissioning of retired oil and gas
infrastructure where not possible to repurpose it for
use in CCS projects
How we delivered in 2022
¼
Reduced net debt by $1.5 billion to $0.8 billion excluding
unamortised fees and leverage to 0.2x from 0.9x
¼
Greater flexibility around hedging strategy, allowing
increased exposure to market pricing while continuing
to protect the downside
¼
Approved $400 million of share buybacks, in addition
to $200 million annual dividend
Target outputs
¼
Increased production levels and reserve life
¼
High margin, diverse and geographically balanced portfolio
¼
A material base of production outside the UK
¼
UK CCS projects advanced
Target outputs
¼
Maintain a strong balance sheet, with the potential
for an investment grade credit rating
¼
Conservative leverage profile and significant liquidity
¼
Increased, sustainable shareholder returns
¼
Move towards a more unsecured debt financing structure
11
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Our ambition is to grow and
diversify internationally,
establishing material production
in at least one other region
outside the UK.
We aim to operate our assets
safely, reliably and efficiently,
investing to sustain production
and cash flow.
How we create value
A clear, integrated approach focused on value creation,
cash flow and distributions
Our purpose
Our business model
To play a significant
role in meeting
the world’s energy
needs through
the safe, efficient
and responsible
production of
hydrocarbons while
creating value for
our stakeholders.
Underpinning our business model is
a relentless commitment to always
operate safely and responsibly
while balancing our capital
allocation priorities of safeguarding
the balance sheet, ensuring a
robust and resilient portfolio and
delivering shareholder returns.
International
growth
Maintain cash
generative UK
portfolio
Our strategy
Building a global, diversified oil and
gas company focused on value
creation, cash flow and distributions.
Ensure safe, reliable
and environmentally
responsible operations
Maintain a high quality
portfolio of reserves
and resources
Ensure financial
strength through the
commodity price cycle
Leverage our full cycle
capability to diversify
and grow further
12
Harbour Energy plc
Annual Report & Accounts 2022
Creating value for our stakeholders
Our strategy and business model enable
us to deliver long-term value for all our
diverse stakeholders.
1
st
Global engagement
survey completed
in 2022
E
Our employees
G
Government
& regulators
I
Our investors
& shareholders
L
Our lenders
J
Our JV partners,
suppliers &
customers
W
Wider society
28
Licences held
internationally
>
20
%
IRR targeted by our
UK development
and drilling projects
in 2023
>$
100
m
Of international
capital investment
in 2022
5
Out of the 10 largest
UK fields are in the
Harbour portfolio
$
159
bn
1
Divestments
targeted by
O&G companies
>
140
Wells plugged and
abandoned by
Harbour in the UK
Southern North Sea
since 2014
Selective investment
in growth projects
Disciplined
approach to M&A
Leverage existing
global footprint
High quality UK asset
base with material
stakes in long life assets
Deep operator
competence including
in decommissioning
High return,
infrastructure led
investment portfolio
$
551
m
Paid in taxes
during 2022
$
600
m
Of shareholder returns
announced in 2022
$
1.5
bn
Reduction in
net debt during 2022
>$
1.5
bn
Of spend across our
supply chain in 2022
>$
5.5
bn
Of economic
value created
ENGAGING WITH OUR STAKEHOLDERS
READ MORE ON PAGE 14
1
Value of divestment opportunities either in process or expected to come to
market in the near term based on estimate provided by an Investment Bank.
13
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Engaging with our stakeholders
Working together to create shared value
We aim to create value for our
stakeholders by engaging with
them and understanding and
responding to the issues that
are important to them.
Why is it important to engage?
Our success depends upon our ability to
attract and retain talented employees who are
engaged in Harbour’s purpose and strategy.
It is crucial we listen to our colleagues,
understand their views and that they know
their contribution is valued and appreciated.
How do we engage?
We engage in a variety of ways, including
face-to-face meetings, virtual events and
digital channels. The CEO and other senior
leaders host a global townhall regularly.
Our elected staff forums meet frequently –
including with the CEO and other directors
– and we have a range of employee-led
networks focusing on particular interests,
including DE&I. We also carried out our first
formal global engagement survey in 2022.
What issues are important to them?
¼
Ensuring the health, safety and
wellbeing of employees
¼
Reward and recognition
¼
Career development and opportunities
How are we responding with clear actions?
Over 80 per cent of employees took part in
our first global employee engagement survey,
giving us a rich data led understanding of
how colleagues experience Harbour, and
establishing a baseline of metrics for the
future. We are now working together with our
UK and international staff forums to draw up
priorities and action plans to strengthen our
culture and engagement.
Outcomes
Our employee engagement survey indicated
84 per cent of our employees had a positive
or neutral reaction to engagement with the
company; this reflects the impact of a period
of intense change following multiple
acquisitions. We were very pleased that over
90 per cent of employees and contractors
feel empowered on safety issues. We are
now creating action plans on areas where
engagement was lower, including career
development and reward and recognition.
Outcomes
We provided constructive inputs to the UK
Government on a range of policy areas, from
progressing the regulatory environment for
CCS to the impact of the EPL on domestic
energy security and the energy transition.
The extension and increase in the EPL has
caused us to reduce our expected 2023 UK
oil and gas spend and to take the decision
not to participate in the 33
rd
Licensing Round
in the UK North Sea. In Indonesia and
Vietnam, we secured approval for a plan of
development and infill drilling respectively.
Outcomes
By delivering on the things we can control and
meeting or exceeding market expectations, we
have built trust with the capital markets. This
helped to attract new institutional holders and
allowed non-natural holders of our equity to
exit. However, this progress and our share price
have been materially impacted by the EPL,
which has caused investors to reassess their
exposure to UK oil and gas.
Why is it important to engage?
It is important to maintain a dialogue with
key government and regulatory stakeholders
in the countries where we operate, whose
decisions materially impact our business.
In the UK, this includes the HM Treasury,
Department for Energy Security and Net Zero
(formerly BEIS) and the North Sea Transition
Authority (NSTA).
How do we engage?
Harbour engages with government and
regulatory stakeholders through meetings
with ministers, their advisers and officials,
by contributing to government consultations
and through trade organisations, including
Offshore Energies UK (OEUK).
What issues are important to them?
¼
Energy security and supply
¼
UK cost-of-living crisis and fiscal deficit
¼
Accelerating the energy transition
¼
Environmental responsibility
How are we responding with clear actions?
In 2022, Harbour delivered c.15 per cent
of the UK’s energy supplies. We also
progressed our Viking CCS project which has
the potential to meet one third of the UK
Government’s target to capture and store
10 mtpa of CO
2
by 2030. Harbour made
representations to the UK Government with
regards to fiscal stability being vital for
energy security and the advancement of the
energy transition, the impacts of the material
increase in UK taxation, and the regulations
related to CCS deployment. We worked with
key stakeholders to progress opportunities
in Indonesia and Mexico.
Why is it important to engage?
Harbour seeks to develop an investor base of
long-term, institutional shareholders who are
supportive of our strategy. By ensuring our
strategy and objectives are well understood by our
shareholders and by delivering against those, we
maintain access to long-term capital providers.
How do we engage?
We engage regularly with our shareholders
and potential investors through meetings,
conferences and investor events. Over 350
meetings were held in 2022, including with
shareholders representing over 70 per cent
of the Group’s issued share capital. The CEO
and CFO along with Investor Relations are
primarily responsible for this engagement.
What issues are important to them?
¼
Financial and operational performance
¼
Fiscal stability
¼
Capital allocation, including
shareholder returns
¼
M&A strategy
¼
Progress on net zero and our CCS projects
How are we responding with clear actions?
In 2022, we delivered operationally and
financially. We also quantified the free cash flow
potential of the business, reiterated our capital
allocation priorities and received approval from
our shareholders to buy back up to 15 per cent
of our issued share capital. During 2022,
we approved $600 million of returns to
shareholders, comprising $200 million dividend
and $400 million of share buybacks.
Section 172(1) statement
The disclosure on the following pages (14 to 17)
describes how the directors have had regard to
the matters set out in section 172(1) (a) to (f) and
forms the Directors’ statement required under
section 414CZA of UK Companies Act 2006.
Information regarding our assessment
of environmental and community issues
associated with our operations, including
how we maximise our positive impacts and
minimise the negative impacts, can be found
in the ESG review on pages 30 to 41.
E
Our employees
G
Government
& regulators
I
Our investors
& shareholders
14
Harbour Energy plc
Annual Report & Accounts 2022
Outcomes
We maintained a supportive senior bank
lending group which has enabled us
to simplify and enhance our RBL facility,
including reducing the minimum hedging
requirements. We continue to have access
to significant debt capacity and credit rating
agencies S&P and Fitch reaffirmed our
corporate BB credit ratings in 2022.
Outcomes
Harbour continues to maintain strong
relationships across its supply chain, joint
venture partners and customers, with
collaborative working relationships that help
us manage risk, improve our business
processes, minimise our environmental
impact and increase operational efficiency.
Outcomes
Harbour contributed around 15 per cent
of the UK’s energy supplies. We generated
c.$5.5 billion of economic value in 2022,
through employment, payments to suppliers,
tax payments to host governments and social
investment in worthy causes. We gave
$1 million to worthy causes in our UK and
international businesses and a $0.5 million
donation to energy poverty charity National
Energy Action to help support people in the
UK struggling with energy costs.
Why is it important to engage?
The upstream oil and gas industry is a
capital-intensive business. By maintaining
supportive relationships with our lenders, and
ensuring our strategy and objectives are well
understood, we can ensure access to long-term
debt financing that enables us to invest in high
quality investment opportunities that generate
cash flows and support shareholder returns.
How do we engage?
We undertake regular dialogue with the
syndicate banks, both bi-laterally and via an
annual bankers’ presentation. Members of the
leadership team give performance updates at
these sessions, followed by questions and
answers. Quarterly management reports are
shared with the reserves-based lending (RBL)
syndicate banks. We also engage with debt
investors through meetings and conferences.
What issues are important to them?
¼
Financial and operational performance
¼
Fiscal stability
¼
Safeguarding the balance sheet
¼
Financial risk management, including hedging
¼
M&A strategy
¼
ESG considerations and the environmental
impact of our operations
How are we responding with clear actions?
We have a disciplined financial framework and
capital allocation policy to ensure we maintain
significant liquidity. This includes ensuring that
leverage remains below 1.5x on average during
the commodity price cycle and hedging to
protect against price volatility. We continue to
pay down debt when surplus cash flows allow.
L
Our lenders
Why is it important to engage?
The upstream oil and gas industry relies on
joint venture (JV) partners and a complex value
chain of suppliers who enable us to deliver oil
and gas to our customers. Maintaining strong
relationships across this value chain enables
access to the resources, labour and the specialist
goods and services we require to carry out our
business safely, responsibly and efficiently.
How do we engage?
We have structured engagement plans in place
for these key stakeholders. For example,
Operating Committee Meetings (OCMs) are the
forum for joint venture partner decision-making
while we regularly engage with our contractors
through scheduled reviews and supplier audits.
Meanwhile, our in-house marketing and trading
team maintains an open dialogue with our
global customers.
What issues are important to them?
¼
Asset stewardship and life of field
programmes (JV partners)
¼
Safety and operational performance
¼
Financial capability
¼
Pre-award transparency and opportunity
(supply chain)
¼
Quality and reliability of supply (customers)
How are we responding with clear actions?
During 2022, we simplified our supplier
relationship management process, consolidating
contracts and implementing consistent policies,
standards and procedures through our business
management system. The rollout of our
enterprise management system in late 2022
will simplify our supplier interface in 2023.
J
Our JV partners,
suppliers & customers
Why is it important to engage?
Companies draw their employees, customers
and suppliers from the communities and wider
society in which they operate. We aim to
be a good corporate citizen, offering high
quality jobs, supporting a large supplier
network, reducing our environmental impact
and contributing to the communities in
which we operate.
How do we engage?
Harbour engages with and supports the
needs of local communities through a
wide range of philanthropic activities and
sponsorships. We support key industry
bodies and events to promote the economic
wellbeing of our communities and host
countries and create shared economic value.
What issues are important to them?
¼
Creating shared economic value
¼
Social investment
¼
Energy security
How are we responding with clear actions?
We continue to deliver energy supplies safely
and responsibly, supporting energy security.
In 2022, we introduced a new social
investment and charitable donations standard
for Harbour. This defines our giving aims,
which are focused on education, social care,
affordable energy, health, safety and the
environment. Our sponsorship budget
supports industry bodies who work to
promote a responsible oil and gas industry.
W
Wider society
The success of Harbour Energy depends on building and maintaining
strong relationships with all our key stakeholders. These include our
Harbour colleagues, shareholders and lenders who all have a direct
stake in our business. They also include those with an indirect
interest in our success such as our joint venture partners, suppliers,
host governments and society at large.
Linda Z. Cook
Chief Executive Officer
15
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
We aim to engage openly and honestly on issues of
importance to our stakeholders and to establish strong
and enduring relationships with the key stakeholders
upon whom our business success relies.
Opposite are three case studies
demonstrating how our Board
considers stakeholders’ interests
in its decision-making.
The duty of our Board is to promote the
success of Harbour for our shareholders
whilst having due regard for the interests
of other stakeholder groups. In discharging
this duty, the directors must consider
the likely consequences of their decisions
in the long term whilst maintaining our
corporate reputation and adhering to the
highest standards of business conduct.
Our board of directors carries out its
decision-making with this key duty in mind.
Central to this is ensuring it understands
the views of our stakeholders on key issues
and how those stakeholders will be
impacted by a particular course of action.
While the Board sets the parameters by
which we develop, maintain and enhance
relationships with our stakeholders,
engagement cannot be undertaken by the
Board alone, and our leadership team also
engages and fosters positive relationships
with our key stakeholders. The Board
considers stakeholder views when making
key decisions. For example, the information
is used in investment papers, strategy
documents and budget proposals, to
ensure that decisions are made with
due consideration of all stakeholders.
Key stakeholder groups impacted:
E
G
J
Stakeholder considerations
Harbour operates in a hazardous
industry and keeping people safe at
work is our number one priority. This
key duty is overseen by the Board,
through the HSES Committee. It is
vital that our workforce, JV partners,
suppliers and regulators have
confidence in our safety protocols, and
that our colleagues feel empowered to
speak up and stop work in the face of
unsafe or potentially unsafe practices.
Outcome
We continued to embed a culture
of safety excellence by applying
our Life-Saving Rules and Process
Safety Fundamentals. These are
reinforced by safety targets in our
company performance scorecard
and monthly summaries which the
Board reviews on a regular basis.
The Board monitors all incidents
closely. Safety performance broadly
improved in 2022, although we did
experience an increase in high
potential incidents – those one step
away from serious injury. The HSES
Committee, on behalf of the Board,
reviewed and provided feedback on
a Back to Basics safety campaign
that addressed common themes
arising from these incidents.
The campaign was launched on
Harbour’s annual Global HSES Day,
with senior leaders visiting offshore
assets to promote our safety culture.
The HSES Committee also reviewed,
refined and approved a new safety
framework and our HSES management
system was implemented globally in
2022. Additionally, the Committee
reviewed responses to safety-related
questions in our first global
engagement survey, which showed
evidence of a strong safety culture.
Link to strategic pillars:
Engaging with our stakeholders
continued
Embedding a culture of safety excellence
16
Harbour Energy plc
Annual Report & Accounts 2022
Stakeholder considerations
We aim to deliver value for our
shareholders whose support for our
strategy and business is critical to
our success. Executing our strategy and
allocating our capital effectively should
drive share price appreciation. In addition,
our Board believes that a commitment to
shareholder distributions, which are both
meaningful and competitive, is important
to attract long-term capital.
Outcome
Despite our strong operational and
financial performance during 2022,
our share price underperformed
industry peers, largely as a result of
exposure to the UK windfall tax.
During 2022, we made $192 million
1
in dividend payments, in line with our
$200 million per annum dividend policy
as approved by the Board in 2021. The
Board determined the policy with a belief
that dividends should be sustainable
through the commodity price cycle.
Throughout 2022 the Board continuously
reviewed the option for additional
shareholder returns within the context
of our capital allocation framework .
Our rapid pay down of debt and robust
financial position allowed the Board to
approve $400 million in share buybacks,
taking total announced shareholder
distributions for the year to $600 million.
1
Dividend paid of $192 million is lower than the
$200 million approved due to foreign exchange
between US dollars and pound sterling.
Stakeholder considerations
A key tenet of Harbour’s purpose
is to be a safe, efficient and
responsible producer of energy.
This matters to all our stakeholder
groups, reflecting widespread
concern about our impact on the
environment and climate change.
Governments and regulators expect
operators to produce vital energy
supplies while continuing to facilitate
the energy transition. Shareholders,
lenders, partners and suppliers are
also focused on how we will deliver
our net zero strategy.
Outcome
The Board approved our ambition to
be net zero by 2035 in 2021 and
agreed to review progress and
planned activities at least annually.
In 2022, we continued efforts to clarify
our pathway to that goal, including
the setting of an interim emissions
reduction target to halve our emissions
by 2030 (versus a 2018 baseline).
We have defined how and when we
will use offsetting for hard-to-abate
emissions, to ensure that any offsets
are certified to a globally accepted
standard. We have also updated
our greenhouse gas (GHG) emissions
accounting procedures to better
align with global standards.
Alongside our net zero strategy, the
Board approved continued investment
in large-scale CO
2
capture, transport
and storage projects that have the
potential to support the removal of
many times our annual emissions
from the atmosphere.
Link to strategic pillars:
OUR KEY STAKEHOLDER GROUPS
E
Our employees
G
Government & regulators
L
Our lenders
J
Our JV partners,
suppliers & customers
W
Wider society
I
Our investors & shareholders
Key stakeholder groups impacted:
E
G
I
L
J
W
Developing our net zero strategy
Ensuring meaningful and competitive shareholder returns
Link to strategic pillars:
Key stakeholder groups impacted:
I
OUR STRATEGIC PILLARS
Ensure safe, reliable
and environmentally
responsible operations
Maintain a high quality
portfolio of reserves
and resources
Leverage our full cycle
capability to diversify
and grow further
Ensure financial strength
through the commodity
price cycle
17
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
2022
2021
2020
208
175
173
2022
2021
2020
1.1
0.8
1.3
2022
2021
2020
562m
2.1bn
678m
Key performance indicators
Measuring our performance
Operational
Link to strategic pillars:
Objective
We aim to maximise value from our UK producing asset
base and grow and diversify internationally via acquisition
of high quality, producing assets.
2022 progress
¼
Harbour increased production by almost 20 per cent
due to new wells coming onstream and a full-year
contribution from the Premier Oil assets
¼
We brought online >15 new wells, including at
Tolmount which boosted the UK’s domestic gas
supply by over five per cent
¼
We achieved high operating efficiency across our
portfolio, especially at Greater Britannia Area (GBA),
J-Area and Elgin Franklin
Production
208
kboepd
Financial
Link to strategic pillars:
Objective
Harbour aims to deliver predictable and reliable cash
flow, supported by prudent risk management, to enable
financial strength, investment and shareholder returns
through the commodity price cycle.
2022 progress
¼
Harbour generated $2.1 billion of free cash flow,
materially higher than in 2021, driven by increased
production levels and improved commodity prices offset
by hedging losses and higher UK cash tax payments
¼
We continued to progress high return infrastructure-led
investment opportunities to support production and
cash flow near term
Free cash flow
$
2.1
billion
Safety and the environment
2
Link to strategic pillars:
Objective
Harbour is committed to ensuring our people are kept
safe and well, particularly colleagues working in inherently
hazardous locations offshore.
2022 progress
¼
Our TRIR reduced to 0.8 (2021: 1.3), reflecting fewer
recordable injuries of 9 (2021: 15) and more hours worked
(12 million hours compared to 11.8 million in 2021)
¼
The Solan platform (UK) surpassed 6 years without
a lost time injury while the Gajah Baru platform
(Indonesia) surpassed 10 years
¼
We continued to embed Life-Saving Rules across the
company and to investigate all incidents and near misses
Total Recordable Injury Rate (TRIR)
0.8
per million
hours worked
1
Volumes reflect management estimates. ERCE as a competent independent person have audited the Group’s working interest 2P reserves and 80 per cent of the Group’s
2C resources and consider Harbour’s estimates to be fair and reasonable.
2
We report our safety and the environment KPIs – TRIR, process safety and GHG intensity – on a gross, operated basis.
3
Reported as per the IOGP’s Process Safety – Recommended Practice on Key Performance Indicators, report 456, 2018.
18
Harbour Energy plc
Annual Report & Accounts 2022
2022
2021
2020
1
2
1
2022
2021
2020
20
21
21
2022
2021
2020
2P: 410
2P: 451
2C: 455
2P: 488
2C: 460
2C: 378
2022
2021
2020
13.9
15.2
11.2
2022
2021
6
2020
600
2022
2021
2020
0.2x
0.9x
0.8x
Reserves and resources
1
865
mmboe
Objective
We aim to add reserves as well as convert reserves
and resources into production via targeted
investment in our existing asset base. We seek to
replace reserves through value accretive M&A.
2022 progress
¼
We converted >35 mmboe of undeveloped 2P
reserves into producing reserves
¼
2P reserve additions, including at J-Area and GBA
in the UK, were offset by a downward revision at
the Tolmount field (UK)
¼
The addition of the Timpan gas discovery in Indonesia
to our 2C resources was offset by relinquishments
and revisions of less attractive opportunities following
high grading of our UK 2C portfolio
Operating costs
$
13.9
/boe
Objective
We strive for competitive operating costs without
compromising on health, safety and the environment,
enabling robust margins through the commodity
price cycle.
2022 progress
¼
Operating costs reduced to $13.9/boe, reflecting
increased volumes, improved operating efficiency
and a weaker pound sterling to US dollar exchange
rate, more than offsetting inflationary pressures
¼
Operating costs on an absolute basis increased
to $1.1 billion (2021: $1.0 billion), driven by a full
year’s contribution from the Premier Oil assets
and Tolmount coming on-stream
Shareholder returns approved
$
600
million
Objective
Harbour aims to deliver both growth and yield to its
shareholders. Shareholder returns, along with ensuring
balance sheet strength and a robust and diverse
portfolio, is one of our three capital allocation priorities.
2022 progress
¼
During 2022 we made our first dividend payment,
received shareholder approval for buybacks and
executed a capital reduction programme
¼
We approved $600 million of shareholder returns
in the year relating to a $200 million dividend and
$400 million of share buybacks
¼
We repurchased 78.4 million shares during 2022
equating to 8.5 per cent of our issued share capital
Leverage ratio
0.2
x
Objective
We aim to keep leverage below 1.5x on average
through the commodity price cycle supported by
prudent capital allocation and a disciplined hedging
programme. We seek to repay debt when prices are
high, ensuring capital discipline, financial resilience
and capacity to take advantage of M&A opportunities.
2022 progress
¼
Increased EBITDAX, underpinned by higher
volumes and improved operating margins
¼
We achieved rapid debt pay down with net debt
reduced by $1.5 billion
¼
We retained significant debt capacity although
this will likely be impacted by the EPL at the next
annual redetermination
Process safety
3
(Tier 1 and 2)
One
event (Tier 2)
Objective
Harbour aims to maintain the highest standards
of operational integrity to prevent any release of
hazardous material from primary containment.
2022 progress
¼
No Tier 1 process safety events
¼
One Tier 2 process safety event relating to a gas
release on our Chim Sáo FPSO vessel (Vietnam)
¼
Continued to embed Process Safety Fundamentals
across the company – this included a function or
asset within Harbour championing one of the 10
fundamentals each month during 2022
GHG intensity (Scope 1 and 2)
4,5
21
kgCO
2
e/boe
Objective
Harbour is committed to proactively addressing its
environmental impact and taking action to achieve
our Net Zero 2035 goal.
2022 progress
¼
GHG intensity was stable at 21 kgCO
2
e/boe
despite a full year’s contribution from the more
emissions-intensive Premier Oil assets
¼
We established an interim net zero goal targeting
a 50 per cent reduction in our GHG emissions by
2030 versus a 2018 baseline
¼
2022 saw increased momentum on our UK CCS
projects, especially our flagship Viking CCS project
where we expanded the project’s customer base
and had our CO
2
storage capacity independently
verified (see page 39)
4
Our 2020 and 2021 GHG intensity values have been restated to align with the new GHG boundaries we introduced for our Scope 1, 2 and 3 emissions in 2022.
For more details please see page 30 of the 2022 ESG Report.
5
GHG intensity values have been restated for 2021 to reflect our updated Scope 1 and 2 GHG emission boundaries, whereby Scope 1 and 2 GHG emissions from
Catcher and Tolmount are now classified as Scope 3 GHG emissions (see page 32).
6
Harbour’s 2021 Annual Report disclosed a $100 million final dividend for 2021, which was approved in 2022 and is included in the $600 million.
OUR STRATEGIC PILLARS
Ensure safe, reliable
and environmentally
responsible operations
Maintain a high quality
portfolio of reserves
and resources
Leverage our full cycle
capability to diversify
and grow further
Ensure financial strength
through the commodity
price cycle
19
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Performance review
The almost 20 per cent increase in production
was driven by new wells, primarily gas, coming
online including at Tolmount, J-Area and
Everest in the UK and by the full-year
contribution from the Premier Oil assets.
Our strong production performance was
also supported by consistent outperformance
from our Greater Britannia Area (GBA) satellite
fields, Callanish and Brodgar. In addition,
we benefited from shorter maintenance
shutdowns and improved reliability.
Operating costs for the year were $1.1 billion,
equating to $13.9/boe on a unit of production
basis (2021: $15.2/boe). This improvement
was driven by higher volumes and a weaker
sterling to US dollar exchange rate. Total
capital expenditure in 2022 was $0.9 billion
(2021: $0.9 billion). This was lower than the
$1.3 billion forecast at the outset of the year
due to the decisions not to proceed with
several North Sea exploration and appraisal
wells and the delayed arrival of drilling rigs at
multiple locations. Our operating and capital
expenditure also reflected continued progress
on integration, including supply chain savings
as we consolidated key supplier contracts
following recent acquisitions.
2023 production is forecast at 185-200
kboepd, with new wells coming on-stream
partially offsetting natural decline. Our
production mix is expected to remain stable
at approximately 50 per cent liquids, 50 per
cent gas. The outlook for unit operating cost
for 2023 is c.$16/boe, higher than in 2022
because of lower production and some
inflationary pressures.
2023 total capital expenditure is estimated
at $1.1 billion, split 85 per cent UK, 15 per
cent international. We reduced our planned
2023 UK capital expenditure following the
changes to the Energy Profits Levy (EPL)
announced in November, with certain
investment opportunities delayed or no
longer being progressed. We also rephased
some of our decommissioning activities.
Safe and responsible operator
Harbour delivered an improved safety
performance in 2022. With nearly 12 million
hours worked during the year, we recorded
no serious injuries or significant spills and
materially reduced our Total Recordable Injury
Rate per million hours to 0.8 (2021: 1.3).
However, we did experience an uptick in high
potential incidents through the first half of the
year reminding us of the need to remain vigilant
as we strive to meet our ‘zero incident’ ambition.
Harbour is committed to proactively addressing
its environmental impact and to achieving
our Net Zero 2035 goal. In 2022, our
emissions intensity across our operated
assets was broadly stable at 21 kgCO
2
e/boe
(2021: 21 kgCO
2
e/boe ), despite a full year’s
contribution from the more emissions-intensive
Premier Oil assets. The performance reflects
improved efficiency and the implementation
of emissions-reduction projects within our
operated hubs. 2022 also saw us further
develop our net zero strategy, setting an
interim target of 50 per cent reduction in our
emissions by 2030 versus a 2018 baseline
and aligning our emissions definitions and
targets more closely with industry standards.
Targeted UK capital investment programme
Harbour’s UK capital investment is focused
on high return, lower risk, near field and
infrastructure-led opportunities which add
reserves, improve recovery and extend
producing life, activities all critical to the UK’s
energy security. During 2022, we completed
c.50 well intervention programmes and brought
online 14 new wells. In total, we developed
over 35 mmboe of 2P reserves, volumes
that are now contributing to our production.
In April, we brought the Tolmount gas project
on-stream which reached gross plateau
rates of 40 kboepd (Harbour 50 per cent
interest) in July, increasing the UK’s domestic
gas supply by approximately five per cent at
a critical time. The project reached cash
payback in September and has since come
off plateau production, earlier than originally
anticipated. Post-period end we completed
the Tolmount East development well which is
expected online in 2024, while the near field
Earn prospect is scheduled to be tested in
the second quarter of 2023.
At J-Area, the successful Jade South exploration
well was brought into production in January
2022 helping boost production levels from the
hub. Two J-Area infill wells were brought online
around the end of the year, one of which has
performed below expectations. Another near
field exploration well, targeting the Jocelyn South
prospect, is planned for the second half of 2023.
We also completed a three well drilling
programme at Catcher, two of which were
brought on-stream around the year-end.
The third encountered sub-commercial
volumes and was not completed.
In our non-operated portfolio, Clair Ridge
production continues to be supported by an
ongoing development programme with two
producer and water injector wells completed
during 2022. The operator also plans to return
to platform drilling at Clair Phase 1 during the
first half of 2023. At Beryl, production was
impacted by underperformance of the Storr-2
well which came online during the first quarter
of 2022 and delays to the Buckland South
West well which is expected on-stream in the
second quarter of 2023. Further drilling is
planned at Beryl during 2023, although less
than forecast at the outset of the year following
the operator’s decision to terminate its drilling
contract for the Ocean Patriot.
2022 saw us approve the Talbot oil
development comprising a multi-well subsea
tieback to our Judy platform. Development
drilling is expected to commence in the first
half of 2023 with the start of production
scheduled for around the end of 2024. We
also approved the appraisal of the Leverett
gas discovery, located close to the Greater
Britannia Area, with the well scheduled to
spud in the second half of 2023.
We continue to invest in high return
investment opportunities to maximise value
from our producing asset base. However, the
changes to the EPL announced in November
have caused us to scale back our UK
investment levels in certain areas and to
review our UK organisation. The review,
which is targeted for completion in the
second half of 2023, is expected to lead to
a significant reduction in our UK workforce.
Attractive international growth projects with
potential for material reserves replacement
Our aim is to grow and diversify internationally
via acquisitions. We seek to acquire cash
generative producing assets which are
accretive to our reserve life, margins and GHG
intensity thereby improving our credit rating and
ability to support shareholder returns over the
longer term. While market conditions were
challenging for acquisitions during 2022, there
are signs of a more active M&A market in 2023.
Materially increased oil and gas production,
supporting UK domestic energy supply
Production increased to 208 kboepd in 2022 (2021: 175 kboepd), towards
the top end of our 195-210 kboepd original guidance and split equally between
liquids and gas (2021: 55 per cent liquids, 45 per cent gas).
20
Harbour Energy plc
Annual Report & Accounts 2022
In addition, we have several organic growth
projects which together could add materially to
our reserves and future production. In Mexico,
Harbour has a 12.39 per cent non-operated
interest in the Zama unit where the Block 7
partners and Pemex have substantially agreed
the field development plan ahead of targeted
submission to the Mexican regulator by the
end of the first quarter of 2023. Front-End
Engineering and Design work (FEED) is
planned for 2023, along with an update
of project cost estimates, ahead of a final
investment decision.
In Indonesia, we made a material offshore
gas discovery with the play-opening
Timpan-1 well on our Andaman II licence in
July. As a result, we acquired 3,400 km
2
of
3D seismic across the eastern part of the
Andaman II licence at the end of 2022 and
plan to drill at least three exploration and
appraisal wells across our Andaman acreage
beginning in the second half of 2023.
Elsewhere in Indonesia the government
approved a plan of development for the Tuna
field in December. However, further progress
has been impacted by EU and UK sanctions
which limit our ability as operator to provide
certain services to our Russian partner in
the Tuna licence. We are working with our
partner to reach a solution to enable us to
progress the project in 2023.
Maturing our 2P reserves and 2C
resources to support production and
reserves replacement
As at 31 December 2022, Harbour’s proven
and probable (2P) reserves on a working
interest basis were 410 mmboe (2021: 488
mmboe), reflecting the impact of 2022
production. While we made progress maturing
2C resources into 2P reserves, including at
J-Area and Greater Britannia Area, this was
offset by a downward revision at the Tolmount
field based on pressure and other
performance data.
Harbour’s 2C resources stood at 455
mmboe as at 31 December 2022 (2021:
460 mmboe). This reflects the material
addition of the Timpan gas discovery in
Indonesia, offset by the movement of some
volumes to 2P reserves and relinquishments
and revisions following the high grading
of our remaining UK 2C portfolio.
Investing in the energy transition
Harbour is well positioned to contribute to the
energy transition through our CCS projects,
utilising our skills, infrastructure and 40 years’
knowledge of operating in the North Sea, and
through responsibly decommissioning retired
oil and gas infrastructure which cannot be
repurposed for CCS.
During 2022, we made significant progress
on our flagship CCS project, Viking. We
completed pre-FEED work and concluded
non-statutory and statutory consultations for
the onshore pipeline. In addition, we had our
contingent CO
2
storage resources of 300
million tonnes independently evaluated by
ERCE via a Competent Person’s Report, we
believe the first project in the UK and only
the third in the world to have done so.
We materially expanded the project’s future
customer base through early commercial
agreements with West Burton Energy and
RWE, whilst maintaining strong technical
progress under existing agreements with
Phillips 66 and VPI. As a result, the Viking
CCS cluster has the potential to capture,
transport and store 10 mtpa of CO
2
by
2030 and 15 mtpa by 2035, materially
contributing to the UK’s goal of 20 to
30 mtpa by 2030. We also entered into
an exclusive commercial relationship with
Associated British Ports who are advancing
plans to develop a CO
2
import terminal at
Immingham, enabling the potential for
shipped CO
2
(domestic and imported) to
be transported and stored by Viking CCS.
Harbour, together with its partners,
continued to progress the Acorn project in
Scotland which has the potential to store
up to 9 mtpa of CO
2
. Subject to receiving
clarity from the UK Government on the fiscal,
regulatory and commercial framework,
Harbour is aiming to progress Viking and
Acorn to final investment decisions in 2024,
with first CO
2
injection as early as 2027.
During 2022, Harbour’s decommissioning
team continued to deliver a strong safety
and environmental performance. In the
Southern North Sea, we successfully plugged
and abandoned seven wells, removed seven
platforms and completed an extensive post
removal seabed remediation campaign.
In total during 2022, Harbour spent c.$300
million on our energy transition activities
including the decommissioning of non-producing
oil and gas facilities, our CCS activities and
projects to reduce our own emissions.
A solid financial position
During 2022, we generated free cash flow of
$2.1 billion (2021: $0.7 billion). The significant
increase was driven by higher production
levels and the improved commodity price
environment offset by hedging losses and
significantly increased cash tax payments. Our
realised oil and gas prices were $78/bbl and
86 pence/therm, materially below the average
Brent and UK NBP gas prices of $101/bbl
and 198 pence/therm, due to our historical
hedging programme.
Our cash flow generation enabled us to
rapidly deleverage our balance sheet during
2022 with net debt (excluding unamortised
fees) reducing to $0.8 billion (2021: $2.3
billion) and leverage (net debt/EBITDAX)
reducing to 0.2x (2021: 0.9x).
As a result of this strong financial performance,
our Board approved $400 million of share
buybacks during the year, in addition to our
$200 million annual dividend. As a result of the
share buybacks, $361 million of which were
completed in 2022 and $41 million in 2023,
we repurchased and cancelled 9.7 per cent
of our issued share capital.
In line with our stated dividend policy to
pay ordinary dividends of $200 million per
annum, the Board has declared a final
dividend of $100 million in respect of the
2022 financial year to be paid in May 2023,
subject to shareholder approval.
2022 saw the introduction of the UK EPL,
which was subsequently increased and
extended, taking our UK headline tax rate to
75 per cent until March 2028. The EPL has
disproportionately impacted UK focused
independent oil and gas companies. For
Harbour, the largest oil and gas producer in
the UK, it has all but extinguished our profit
for the year, necessitated a review of our
future activity and staffing levels in the
country and reinforced our strategic goal
to grow and diversify internationally.
Outlook for 2023
Harbour enters 2023 well placed to
deliver on its strategy of building a
global, diverse oil and gas company,
supported by a cash-generative asset
base, a robust balance sheet,
disciplined capital allocation and a
prudent approach to risk management.
We will continue to return any excess
capital to shareholders while investing
in our existing portfolio and maintaining
capacity for meaningful M&A. As a
result, the Board has approved a
$200 million share buyback programme.
This, together with our $200 million
annual dividend policy, brings total
announced shareholder returns to
$1 billion since December 2021.
At $85/bbl and 150 pence/therm average
oil and gas prices, we forecast 2023 free
cash flow of c.$1 billion
1
and have the
potential to be net debt free in 2024
following increased shareholder returns.
1
The $1 billion of free cash flow is after tax payments and reflects that the majority of our 2023 EPL liability is expected
to be paid in 2024 due to one of the Harbour entities not currently falling within the UK tax instalment payment regime.
21
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Mexico
Oil
NGLs
UK gas
International gas
44%
6%
46%
4%
A pure play upstream oil and gas company with a diverse,
cash generative portfolio of scale
We are the largest London-listed independent
oil and gas company with a leading position
in the UK as well as interests in Indonesia,
Vietnam, Mexico and Norway.
2022 Group production
We operate c.65 per cent of our production,
including five key UK hubs and our assets
in Indonesia and Vietnam. Where we have
non-operated production interests these
are in high quality, long life assets such
as Elgin Franklin and Clair which have
well established operators.
While more than 90 per cent of our production is
from the UK, we have a diversified asset base with no
single hub accounting for more than 20 per cent of
our production or cash flow. We also have a balance
of liquids and gas. Our organic growth opportunities
are in Indonesia and Mexico.
Actively working with our
international partners
ZAMA UNIT DEVELOPMENT PLAN
2022 saw increased momentum
at our Zama project culminating in
the unit development plan being
substantially agreed.
Operational review
208
kboepd
22
Harbour Energy plc
Annual Report & Accounts 2022
Norway
Vietnam
Indonesia
UK
Group production
Asset/hub
2022
(kboepd)
2021
(kboepd)
1
Greater Britannia Area
31
33
2
J-Area
30
26
3
AELE
27
24
4
Catcher Area
19
18
5
Tolmount Area
14
6
Elgin Franklin
24
18
7
Buzzard
15
13
8
West of Shetland
1
14
13
9
Beryl Area
11
12
Other North Sea
2
10
6
North Sea
195
163
International
13
12
Total
208
175
1
West of Shetland comprises Clair, Schiehallion and Solan which is operated.
2
Other North Sea includes East Irish Sea, Galleon, Ravenspurn North and Johnston.
Operated
Non-operated
1
2
4
6
7
9
8
3
Increasing the UK’s gas supply
BRINGING NEW GAS WELLS ON-STREAM
Harbour’s UK gas production increased
by c.35 per cent in 2022, driven by several
new gas wells coming on-stream, including
at Tolmount, J-Area and Everest.
c.
15
%
Of the UK’s domestic
gas supply was produced
by Harbour in 2022
Significant gas discovery in the
heart of a strong regional market
PLAY-OPENING TIMPAN-1 WELL ON
OUR OPERATED ANDAMAN II LICENCE
Harbour successfully drilled the Timpan-1
exploration well, encountering a material
accumulation of gas and derisking multiple
other prospects across our Andaman acreage.
5
23
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Operational review
continued
HARBOUR EQUITY
Britannia:
58.7% operated
Brodgar:
93.8% operated
Callanish:
83.5% operated
Enochdhu:
50% operated
Alder:
26.3% (Ithaca operated)
HARBOUR EQUITY
Judy
: 67% operated
Jasmine
: 67% operated
Jade
: 67.5% operated
The Greater Britannia Area (GBA) was Harbour’s largest
producer in 2022 at 31 kboepd (2021: 33 kboepd).
Delivery was supported by high operating efficiency and
consistent reservoir outperformance from satellite fields
Brodgar and Callanish. Harbour plans to return to
drilling at Callanish in the second half of 2023 with the
F6 infill well scheduled as part of a wider rig share
programme with North Sea operator NEO. As part of
that programme, Harbour will also appraise the
Leverett discovery which, if successful, would be tied
back to GBA infrastructure. This follows the equalisation
of interests between NEO and Harbour across the
Leverett licences in 2022. Harbour is also maturing
further exploration and appraisal opportunities in
the area as well as a potential infill opportunity on
Brodgar targeting an area to the east of the field.
J-Area was Harbour’s second largest producer in
2022 averaging 30 kboepd (2021: 26 kboepd).
This increase was driven by improved operating
efficiency and an active drilling and well intervention
programme with two rigs running since mid-2021.
Highlights include the Jade South exploration well
which was brought into production in early 2022
and the Jade-JM and Judy-RD infill wells achieving
first gas around year-end. We also approved the
Talbot development which will comprise a multi-well
subsea tie-back to J-Area facilities and is targeting
first oil around end 2024. 2023 activities include
development drilling at Talbot and the Jocelyn
South exploration well.
31
kboepd
2022 production
30
kboepd
2022 production
Greater Britannia Area
J-Area
North Sea:
operated
We continue to work hard to
maximise the value from our
existing UK North Sea portfolio,
investing in short cycle, high
return opportunities to add
reserves, improve recovery
and extend field life while
continuing to generate
material free cash flow.
BOB FENNELL
EVP North Sea
24
Harbour Energy plc
Annual Report & Accounts 2022
HARBOUR EQUITY
Tolmount
: 50% operated
Tolmount East
: 50% operated
Following start up in April, the Tolmount gas field
reached plateau rates of c.20 kboepd (net to
Harbour) in June and cash payback in September,
less than six months after first production. The
field has since come off plateau rates earlier than
originally anticipated, resulting in a downward
revision of field reserves. Drilling of the Tolmount
East development well commenced in the fourth
quarter of 2022 and was successfully completed
post period end. Tolmount East is expected to be
tied into production in 2024. 2023 Tolmount
activities include testing of the near field Earn
prospect in the second half of the year.
14
kboepd
2022 production
Tolmount Area
HARBOUR EQUITY
Armada
: 100% operated
Everest
: 100% operated
Lomond:
100% operated
Erskine
: 32% (Ithaca operated)
Production from Armada, Everest, Lomond
together with Erskine (AELE) averaged
27 kboepd (2021: 24 kboepd). This was
driven by higher production efficiency, with
AELE benefiting from a shorter summer
maintenance campaign and improved
reliability. Production was also supported
by the LAD development well which
targeted the East Everest Extension area
and was brought on-stream in the first
quarter of 2022 helping to partially offset
natural decline. 2023 activities include
several well intervention scopes and
maturation of a potential infill opportunity
on North West Seymour.
27
kboepd
2022 production
AELE
HARBOUR EQUITY
Catcher
: 50% operated
The Catcher Area averaged 19 kboepd net
to Harbour (2021: 18 kboepd). This was
driven by a full year’s contribution from
the field which came from the Premier
acquisition. We completed a three well
drilling programme at Catcher with two of
those wells – Catcher North and Burgman
Far East – brought on-stream around
year end while the third encountered
sub-commercial volumes and was not
completed. Following the changes to the
EPL announced in November, Harbour
and its partners took the decision to
defer further infill drilling at Catcher.
19
kboepd
2022 production
Catcher Area
25
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Operational review
continued
Production from Elgin-Franklin averaged 24 kboepd in 2022,
(2021: 18 kboepd). This increase was driven by a full contribution
from Premier’s interest in the field and a material increase in
operating efficiency, benefiting from a shorter summer shutdown
and improved reliability. The operator originally planned to drill
the EIH development well in 2023 but the well was deferred
in response to the November EPL announcement.
Harbour’s West of Shetland assets comprise our interests in Clair,
Schiehallion and Solan. Production at Clair is supported by a
continuous drilling programme at Clair Ridge which saw two
producer and two water injector wells drilled during 2022. The
operator also plans to return to drilling at Clair Phase 1 with three
development wells expected to be drilled during 2023. A three
well programme is also planned for Schiehallion during 2023.
Production from the Beryl Area averaged 11 kboepd (2021:
12 kboepd). Production was impacted by lower reliability,
underperformance from the Storr-2 development well and
delays to the Buckland South West well which is expected
on-stream in the second quarter of 2023. In 2023, planned
drilling comprises platform drilling at Beryl Bravo and Alpha and
a development well at Storr. However, the operator is not
undertaking further development drilling on Beryl’s satellite
field Nevis West in 2023 following changes to the EPL.
Buzzard production averaged 15 kboepd net to Harbour
(2021: 13 kboepd). This increase was due to a significantly
shorter summer maintenance campaign and new production
from the Buzzard Phase II wells, which came on-stream in
December 2021 and helped to offset natural decline.
The operator plans to drill two Northern Terrace infill wells
at Buzzard during 2023.
24
kboepd
2022 production
11
kboepd
2022 production
15
kboepd
2022 production
HARBOUR EQUITY
Elgin
: 19.3% (Total operated)
Franklin
: 19.3% (Total operated)
West Franklin
: 19.3% (Total operated)
Glenelg
: 33.3% (Total operated)
HARBOUR EQUITY
Clair
: 7.5% (BP operated)
Schiehallion
: 10% (BP operated)
Solan
: 100% operated
HARBOUR EQUITY
Beryl
: 39.4% (Apache operated)
Buckland
: 37.5% (Apache operated)
Callater
: 45% (Apache operated)
Ness
: 39.4% (Apache operated)
Nevis
: 39-49% (Apache operated)
Skene
: 34% (Apache operated)
Storr
: 41% (Apache operated)
HARBOUR EQUITY
Buzzard
: 21.7% (CNOOC operated)
Beryl Area
West of Shetland
North Sea:
non-operated
Elgin Franklin
Buzzard
14
kboepd
2022 production
26
Harbour Energy plc
Annual Report & Accounts 2022
Decommissioning
Harbour seeks to responsibly decommission retired oil and gas
infrastructure where it is not possible to repurpose it for use in CCS
projects. During 2022, Harbour’s decommissioning team continued
to deliver a strong safety and environmental performance.
In the Southern North Sea we plugged and abandoned seven
wells, fewer than anticipated at the outset of the year due to the
delayed return of the rig following an extended recertification
process in the summer. 2022 also saw us successfully remove
the Murdoch complex as well as four satellite platforms from the
Lincolnshire Offshore Gas Gathering System (LOGGS). Harbour’s
Southern North Sea campaign for decommissioning legacy
ConocoPhilips infrastructure is expected to complete in 2024.
This will conclude a 10-year programme which will have seen
145 wells plugged and abandoned, 38 platforms removed and
recycled and over 1,500 kilometres of pipeline flushed, cleaned
and made safe.
In the UK Central North Sea, we removed subsea equipment in
the Balmoral area in preparation for well plug and abandonment
while dismantlement of the Balmoral Floating Production Vessel
is ongoing.
Following the changes to the EPL announced in November, we
have re-phased certain decommissioning activities such that
we now expect to spend c.$200-250 million per year in the near
term compared to c.$300 million per year previously.
Viking CCS
Significant progress was made in 2022 on the Harbour led Viking CCS
which aims to capture, transport and store 10 mtpa of UK
emissions by 2030, using Harbour’s existing LOGGS offshore pipeline
and the decommissioned Viking gas fields in the Southern North Sea.
10
mtpa
Reduction in UK emissions by
2030 targeted by Viking CCS
7
wells
Safely plugged and abandoned in
the Southern North Sea in 2022
3,283
km
2
Acreage on the Norwegian shelf
Norway
During 2022, we drilled one exploration well targeting the
Ginny prospect on licence PL 1060, which was unsuccessful.
Post year-end, in January 2023, we were awarded three
licences in relation to the APA 2022 licensing round. Our 2023
drilling programme will commence in the second half of the
year with the drilling of the Ringhorne North prospect. This will
be followed by drilling of the JDE prospect.
Energy transition
2022 achievements included completing the non-statutory and
statutory consultations for the onshore pipeline, participating in
the UK’s first CCS licensing round and having our CO
2
storage
capacity evaluated by an independent third party, the first project
in the UK to have done so. We also materially expanded our
emitter base to include West Burton Energy’s power station in
Nottinghamshire and two RWE power stations, one in Staythorpe
and a planned new CCGT power plant near the Humber. In
addition, we entered into an exclusive commercial relationship with
Association of British Ports who intend to develop a CO
2
import
terminal at Immingham, enabling the potential for shipped CO
2
(domestic and imported) to be transported and stored by Viking
in the future.
Subject to inclusion in the government’s Track 2 sequencing
process and progress around the regulatory and business model,
Harbour is aiming to progress Viking CCS to a final investment
decision in 2024 with first CO
2
injection as early as 2027.
Acorn
Acorn is the backbone of the Scottish Cluster aiming to transport
and store CO
2
from the St Fergus terminal, Scottish heavy industries
in the central belt and key petrochemical complexes to offshore
depleted reservoirs via the Goldeneye pipeline. A FEED study for
the carbon capture plant at St Fergus was completed in 2022. The
Acorn partners are now progressing concept select and pre-FEED
phase studies for the onshore and offshore T&S infrastructure as
well as studies to examine the transportation of captured CO
2
from
Grangemouth to St Fergus. Studies for a shipping and import
scheme at the Peterhead port also commenced. Subject to
government progress related to the regulatory framework, Acorn
partners are looking to progress the project to a final investment
decision in 2024 with first CO
2
injection as early as 2027.
27
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Operational review
continued
The Natuna Sea Block A fields averaged 9 kboepd in 2022 (2021: 8 kboepd).
The increase on 2021 was driven by a full year’s contribution from the fields offset
by natural decline from the existing well stock. In the fourth quarter we completed
a jack-up rig campaign, comprising a workover and infill well helping to increase
delivery from the fields. We continued to see strong demand for our gas with offtake
above our take-or-pay levels. Pricing of Indonesian gas also remained strong during
the year, averaging $14/mmscf.
9
kboepd
2022 production
Natuna Sea Block A
Indonesia
International:
operated and
non-operated
2022 saw us make a significant
gas discovery with the Timpan-1
exploration well offshore
Indonesia while we also made
material progress on our Zama
project in Mexico with partners
agreeing a field development plan
post period end. We are excited
about our international growth
opportunities which could add
materially to future production.
STUART WHEATON
EVP International
Chim Sáo
4
kboepd
2022 production
Our Chim Sáo and Dua fields in Vietnam averaged 4 kboepd in 2022. This reflected
natural decline from the existing well stock partially offset by a full year’s contribution
from the fields and ongoing well intervention activity. Production was also impacted
by the delayed arrival of the rig to drill two infill wells and to side-track an existing
production well which resulted in the wells coming on-stream post period end rather
than in the second half of 2022 as originally premised.
Vietnam
OPERATED
OPERATED
28
Harbour Energy plc
Annual Report & Accounts 2022
Mexico
50
%
Operated interest
12
%
Non-operated interest
40
%
Operated interest in Andaman II
30
%
Non-operated interest
In October, Harbour submitted an initial plan of development
(POD) to the government with a view to moving to FEED
once the POD had been approved. While the Indonesian
Government approved the POD in December, subsequent
progress has been impacted by EU and UK sanctions which
limit our ability as operator to provide certain services to
Russian entities, including our Russian partner in the Tuna
licence. As a result, Harbour is now assessing its options
with regards to Tuna to enable the project to progress.
In July we, together with our partners Mubadala and BP, made
a material gas discovery on our Andaman II licence with the
play-opening Timpan-1 well. In December, we secured the return
of the West Capella drill ship to drill at least three exploration and
appraisal wells across our Andaman acreage in 2023 and 2024.
This programme is scheduled to commence in the second half
of the year with the drilling of the amplitude supported Layaran
prospect on Mubadala’s operated Andaman South licence, in
which we have a 20 per cent interest, followed by the Halwa
prospect to the north east of Timpan and the Gayo prospect to
the southeast of Timpan on our operated Andaman II licence.
We also completed a 3D seismic survey over the eastern part of
our Andaman II licence in the fourth quarter of 2022 to firm up
prospectivity that was identified on the existing 2D seismic data.
In Mexico, Harbour has a 12.39 per cent non-operated
interest in the Zama unit where the Block 7 partners and
Pemex are finalising the field development plan ahead of
anticipated submission to the Mexican regulator by the end of
the first quarter of 2023. Front-End Engineering and Design
work (FEED) is planned for 2023, along with an update of
project cost estimates, ahead of a final investment decision.
Harbour has a 30 per cent non-operated interest in Block 30
to the southwest of Zama. A two commitment well exploration
campaign commenced in October. The first well targeting the
Kan prospect is currently ongoing. The second commitment well
which is targeting the Ix prospect is expected to spud in April.
Tuna
Andaman
Zama
Block 30
29
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
ESG review
Our approach to managing our ESG impacts, as well
as our ESG performance across key aspects of our
operations, is explained throughout this section. Further
information can be found in our 2022 ESG Report,
including our materiality assessment, which helps us
ensure our reporting is focused on the ESG disclosures
that matter most to our stakeholders.
FIND OUT MORE IN OUR ESG REPORT
HARBOURENERGY.COM/SUSTAINABILITY
Despite geopolitical and economic volatility in 2022, Harbour
was able to deliver material progress against our commitment
to high ESG standards, conducting our business safely and
responsibly and creating value for our stakeholders.
Safety
0.8
Total Recordable Injury Rate (TRIR)
(injuries per million hours worked)
0
Tier 1
Process safety events
Social
$
5.5
bn
Economic value generated
Approximately
15
%
Of UK domestic gas produced
by Harbour
3
Environment
21
GHG intensity
1
(kg CO
2
e per boe)
$
292
m
Spent on energy transition
activities
2
Governance
Zero
Incidents of breach of
our Code of Conduct
Zero
Reported incidents of
human rights abuses
1
In 2022, we revised our GHG emissions boundary definitions to focus on the activities over which Harbour has operational control and to better align with industry peer reporting.
For more information, please refer to our 2022 ESG Report.
2
Energy transition activities include decommissioning ($223 million), carbon credits ($20 million), emissions reduction projects ($21 million) and CCS ($28 million).
3
Data extracted from Wood MacKenzie data analytics platform Lens.
30
Harbour Energy plc
Annual Report & Accounts 2022
Safety
Ensuring our people are kept safe and well, and raising awareness of potential dangers,
particularly for colleagues working in hazardous locations offshore, is of paramount
importance to us.
Occupational health and safety
Our health, safety, environment and security
(HSES) policy is managed through our
business management system (BMS) and
comprises a comprehensive set of standards
and procedures that govern all our business
activities. Our board of directors oversees
health and safety matters through the HSES
Committee. This committee monitors HSES
risk management, drawing on leading and
lagging performance data, discussions
with management and various sources of
assurance including internal process reviews
and audits. It is supported by our CEO,
other members of our leadership team,
our business units and HSES leaders.
Harbour’s leadership team keeps HSES
performance under constant review
including through weekly updates and
monthly and quarterly meetings. The results
of these reviews inform our action planning
and continuous improvement efforts.
Safety targets (one relating to occupational
safety and another to process safety) are
an integral part of Harbour’s company
performance scorecard and affect variable
compensation for our employees including
the executive directors. Safety is also a
topic discussed during each of the CEO’s
monthly company-wide townhalls and is
featured regularly on the agendas of village
halls and other employee events.
Process safety
Our goal is to achieve process safety
excellence across all our operations. We base
our process safety requirements on industry
CEO Safety Award
Open to individuals or teams, staff and
contractors, the CEO Safety Award
recognises outstanding contributions
to health and safety across our global
operations. Anyone can nominate
individuals or teams for demonstrating
good safety behaviours – from extended
injury-free performance on an asset, to
personal interventions to stop work or
raise safety concerns, or the introduction
of new ways of working or a change in
facilities to reduce health and safety risks.
A total of 35 nominations were submitted
for the 2022 award. While all were
worthy of recognition, the three
finalists were:
1. East Irish Sea (EIS) decommissioning
campaign, North Sea (overall winner)
2. PTSC Thanh Long emergency response
and rescue vessel (ERRV) and PTSC
Binh Minh offshore support vessel
(OSV) at Chim Sáo field, Vietnam
3. Joko Susanto, deck crew at Anoa
floating production storage and
offloading (FPSO) vessel, Indonesia
best practice including the Framework for
Process Safety Management developed by
the Energy Institute, and implement them
through our BMS. Our process safety
commitments and requirements are set out
in our Corporate Major Accident Prevention
Policy. We report and investigate all process
safety events and identify ways to prevent
recurrence, in line with the International
Association of Oil and Gas Producers (IOGP)
Tier 1 and Tier 2 definitions.
1
During 2022, we continued to standardise
our process safety procedures and practices
throughout the company. Following the
adoption of the IOGP Process Safety
Fundamentals by the business in 2021, we
have focused on embedding these across our
operations with an emphasis on establishing
the primary causes of process safety events
in order to prevent future incidents.
We also continued the roll-out of our major
hazards awareness internal training
programme, which includes both site-based
and virtual reality modules, in 2022. During
the year, over 300 individuals attended the
on-site module at Spadeadam in Cumbria
(UK) including a dedicated course for senior
leaders. A further 640 individuals
completed a virtual reality module in 2022,
including in Vietnamese and Bahasa
Indonesian languages, thus increasing
its reach to our offshore crews in those
countries. Furthermore, in 2022, 17 of our
senior leaders have undertaken a one-day
external process safety leadership and
culture training course.
Safety metrics
1
ESG topic
Metric
2022
2021
Occupational health and safety
Fatalities
0
0
Lost work day cases (LWDC)
4
8
Restricted work day cases (RWDC)
4
4
Medical treatment cases (MTC)
1
3
Total Recordable Injury Rate (TRIR)
0.8
1.3
High potential incidents (HiPo)
13
8
High potential incident rate (HiPoR)
1.1
0.7
Hours worked (million)
12
11.8
Work-related occupational illness
0
1
Process safety and asset integrity
Tier 1 Process safety events
0
0
Tier 2 Process safety events
1
2
1
Reported as per the IOGP’s Process Safety – Recommended Practice on Key Performance Indicators, report 456, 2018.
31
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Environment metrics
ESG topic
Metric
2022
2021
GHG emissions
1
Scope 1 GHG emissions (million tonnes CO
2
e)
1.4
1.2
2
Scope 2 GHG emissions (ktonnes CO
2
e)
4.1
3.9
Scope 3 GHG emissions (ktonnes CO
2
e)
384
3
0.5
GHG intensity (kgCO
2
e/boe)
21.2
20.7
4
Methane (tonnes)
3,307
2,360
Flaring
Flaring (tonnes)
51.0
49.7
Energy
Energy consumption (million GJ)
22.5
22.4
Energy intensity (million GJ/tonne production)
2.2
2.0
Spills
Number of hydrocarbon spill incidents
12
28
Quantity of hydrocarbon released to the sea (tonnes)
0.01
0.8
Waste
Hazardous waste material produced (tonnes)
14,564
10,254
Non-hazardous waste material produced (tonnes)
10,764
15,453
Environmental compliance
Environmental sanctions or fines ($)
0
0
1
In 2022, we revised our GHG emissions boundary definitions to focus on the activities over which Harbour has operational
control and to better align with industry peer reporting. For more information please refer to our 2022 ESG Report.
2
In 2022, we revised the Scope 1 boundary to better align with industry standards, and now include the gross static GHG
emissions from the operations we own or operate, and GHG emissions associated with well testing. As a result, we have
restated our Scope 1 GHG emissions data in 2021, from 1.6 million tCO
2
e (as reported in our 2021 ESG Report) to 1.2
million tCO
2
e.
3
Our Scope 3 GHG emissions in 2022 are considerably higher than our reported Scope 3 emissions in 2021 (0.45 ktCO
2
e)
due to expanding our Scope 3 emissions categories this year.
4
The restated 1.2 million tCO
2
e for Scope 1 GHG emissions has been used in our 2021 GHG intensity & Energy calculation.
ESG review
continued
Environment
We are committed to playing our role in supplying energy safely and responsibly
and facilitating the transition to a lower carbon economy.
Addressing our
environmental impact
GHG emissions and net zero by 2035
Harbour has committed to the goal of net
zero by 2035 for our gross operated Scope 1
and 2 CO
2
equivalent (CO
2
e) emissions.
In 2022, we continued to clarify our pathway
to that goal, and have established an
interim emissions reduction target to halve
our emissions by 2030 (versus a 2018
baseline). Also in 2022 we updated our
GHG emissions accounting boundaries to
better align with global standards, including
expanding our Scope 3 disclosures.
We aim to achieve our net zero goals
through a combination of activities. First
and foremost, we seek to reduce our own
emissions through operational efficiencies
and modifications as well as through
responsibly decommissioning retired oil
and gas infrastructure which cannot be
repurposed for CCS. We also explore
opportunities for step changes in our
emissions profile, including the potential
for partial electrification in the UK Central
North Sea. Where we have difficult-to-abate
Scope 1 and 2 emissions, we will invest
in independently verified carbon credits.
Our net zero goal is embedded within our
investment decision-making and we have
emissions reduction incentives incorporated
into our compensation and main debt facility.
In 2022, our GHG emissions intensity
across our operated assets was broadly
stable at 21.2 kgCO
2
e/boe (2021: 20.7
kgCO
2
e/boe
1
), despite a full year’s
contribution from the more emissions
intensive Premier Oil assets.
Alongside our net zero strategy, we are
investing in CCS projects to enable the
transportation and storage of captured CO
2
emissions safely underground. During 2022,
we built significant momentum in our flagship
Viking CO
2
transport and storage project in the
UK. By repurposing oil and gas infrastructure
in the heavily industrialised Humber region,
Viking CCS has the potential to meet one third
of the UK Government target to capture and
store 10 mtpa of CO
2
by 2030.
In 2022, we spent $292 million across our
energy transition activities. This includes
decommissioning ($223 million), offsetting
($20 million), emissions reduction projects
($21 million) and CCS projects ($28 million).
Effluents, spills and waste
We design, operate, and maintain our
facilities in a manner that protects the
environment and reduces our negative
impacts to as low as reasonably practicable.
We take a range of precautions to reduce
the risk of spills, and continually evaluate
spill risks across our operations.
All our operations maintain comprehensive
spill contingency plans. We also have
ongoing contracts with spill-response
specialists to provide emergency support
in the unlikely event of a major incident.
All our operated assets extract oil and/or gas
and formation water from offshore reservoirs.
We separate the oil, gas and water using our
on-site processing plant. Our waste includes
oil-derived substances, inorganic chemicals,
steel, domestic and other materials including
packaging. Some waste streams are
non-hazardous and others potentially harmful,
so we use a wide range of technologies to
treat and manage them effectively. In terms of
decommissioning our operations, a very high
proportion of materials are reused or recycled,
often in other industries. On a day-to-day
basis we focus on reducing waste and have
robust management programmes in place
for the residual wastes generated from our
operations and activities.
32
Harbour Energy plc
Annual Report & Accounts 2022
Climate change and
the energy transition
As an oil and gas company, we support the
need for more consistent and comparable
disclosure around climate-related risks and
opportunities. The following pages align with
the recommendations issued by the Financial
Stability Board’s Task Force on Climate-related
Financial Disclosures (TCFD) and provide
greater insight into our approach to assessing
and managing the financial risks associated
with climate change. For ease of reference,
we have included a TCFD index on page 38.
1. Climate governance
The Board is responsible for our climate strategy
and for ensuring Harbour maintains sound
climate risk management and internal control
systems, including responsibility for setting and
monitoring the company’s GHG emissions
reduction targets. The Board has oversight of
climate-related risks and opportunities and
ensures climate-related considerations are
embedded in our decision-making, including the
application of strict financial criteria, such as our
internal carbon price, across all investment
decisions. At the project level, the assessment
of climate topics and related risks is an integral
part of the project approval process. Through
the Remuneration Committee, the Board
ensures climate performance, including
performance against our net zero target,
is embedded in the corporate scorecard
and annual performance KPIs
1
.
While responsibility for climate change-related
matters ultimately rests with the Board,
it delegates the monitoring and review of
Harbour’s net zero strategy and performance
to the Health, Safety, Environmental and
Security (HSES) Board Committee. The HSES
Committee evaluates our policies and
systems, the quality and integrity of our
HSES reporting, and the suitability of our
management system to manage current and
emerging HSES risks including climate-related
risks. The Committee also provides advice
and recommendations on setting key
performance indicators (KPIs) and targets,
and on opportunities to collaborate with
industry peers.
HSES
Committee
2
Audit and Risk
Committee
3
Remuneration
Committee
4
Nomination
Committee
5
1
Oversight of climate change risk management.
2
Non-executive directors appointed by the Board to review and advise on sustainability policies and practices
including climate change.
3
Non-executive directors appointed by the Board to oversee the effectiveness of the system of risk management
and internal control.
4
Non-executive directors appointed by the Board to set remuneration policy in alignment with strategy.
5
Non-executive directors appointed by the Board to review and advise on organisation and succession.
6
Line management supported by functional teams.
Climate change management structure
CEO and leadership team
Most senior individuals with accountability for climate change
risk management
The Board
1
EVP HSES, Net Zero and CCS
Climate change and energy transition strategy, policies and procedures,
and tracking of performance
Businesses and functions
6
Responsibility for implementing Harbour’s GHG strategy
with functional support and assurance
The Audit and Risk Committee further
supports the Board through considering the
impact of the energy transition on Harbour,
in particular on the scale and timing of such
impacts and implications for the long-term
resilience of the business and the impact
on the financial statements. Further detail
on the work undertaken by the Audit and Risk
Committee can be found on pages 68 to 71.
Our CEO has executive responsibility for
Harbour’s climate change and sustainability
policies and how they are implemented across
the company. In early 2022, reflecting the
growing importance of net zero and CCS in our
business, we established a new leadership
team position, EVP HSES, Net Zero and CCS,
to take responsibility for our HSES policies,
standards and procedures, and for driving
forward our net zero and CCS goals.
1
The 2022 scorecard includes a 15 per cent weighting for GHG emissions.
33
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
ESG review
continued
2. Climate strategy
We will deliver our net zero goal through the
implementation of our net zero strategic
pillars (see below). The pillars prioritise
reducing our emissions by improving
operational efficiency and also safely and
responsibly decommissioning assets as
they reach the end of their commercial life.
In order to offset our difficult-to-abate
Scope 1 and 2 emissions, we will invest
in independently verified carbon credits.
Our climate strategy is developed through
the assessment of climate-related risks and
opportunities, and the associated scenario
analysis to ensure it is relevant and
appropriate for the business and meeting
our net zero goals.
This process helped us identify our top
climate-related risks and opportunities and
as well consider the resilience of Harbour’s
assets over the longer term.
An overview of our scenario analysis
process and outcomes, including top risks
and opportunities, is presented across the
following pages.
Climate-related risks and opportunities
In 2022, we undertook a detailed review of
our climate-related risks and opportunities
(CRROs), as well as our overall risk
management processes and structures.
Furthermore, with the support of an
independent party, we undertook a
scenario analysis exercise to assess the
commercial impact of these CRROs
(physical and transitional) on our portfolio.
The scenarios helped us assess the impact
of possible shifts in the macroeconomic
outlook, technology developments, policy
and legal implications, and the projected
future demand for our products.
Scenario analysis
The TCFD recommends that organisations use
a scenario under which global warming is kept
to well below a 2°C increase during this
century, compared with preindustrial levels,
to test portfolio resilience. Such scenarios
usually feature a reduction in demand for fossil
fuels, and a growth in clean technologies.
Scenario selection:
In line with TCFD
best practice recommendations, our
scenarios included:
Transition scenarios:
¼
The International Energy Agency (IEA)
Net Zero Emissions (NZE):
by 2050
Scenario, which is consistent with limiting
the global temperature rise to 1.5
o
C and
is commonly used by our industry peers.
¼
Two of the latest climate scenarios
released by the Network for Greening
the Financial System (NGFS)
1
:
Current
Policies (>3
o
C) and Delayed Transition
1
NGFS Scenarios for central banks and supervisors, September 2022, Network for Greening the Financial System.
Continual incentivisation and investment across our strategic pillars
We measure our emissions in line
with the GHG protocol of the World
Business Council for Sustainable
Development which provides:
¼
Accurate and consistent emissions
measurement, reporting and
forecasting
¼
Alignment with global standards
¼
Independent verification of
progress towards our net zero
commitment
Measure
We will decarbonise our onshore and
offshore facilities as much as is
practical. In addition, we will:
¼
Offset residual, hard-to-abate
emissions by investing in
independently certified credits,
accumulating these credits to be
used in later years
¼
Reduce operational emissions as
priority over offsetting
¼
Review our strategy annually
Offset
Incentivise and Invest
¼
Embed emissions reduction incentives in compensation programmes
¼
Link financing cost incentives in our debt facilities to emissions
reduction performance
¼
Embed net zero impact in investment decisions
¼
Embed net zero and any associated offsetting impacts in
investment decisions
¼
Screen acquisition (M&A) opportunities for emissions intensity
¼
Invest in potential UK CCS projects: Viking CCS and Acorn
(see page 27 for more information)
¼
Assess the opportunity for partial electrification in the UK Central
North Sea
¼
Invest in the decommissioning of mature oil and gas producing assets
(see page 27 for more information)
Net zero strategic pillars
We have over 123 emissions reduction projects at
various stages of maturity across our
Environmental Hopper, targeting ~411 ktCO
2
e
between now and 2035. These include:
¼
Optimise and improve operations
¼
Minimise venting and flaring through asset-
level strategies that include flare combustion
efficiency modelling
¼
Introduce low carbon designs in new
developments
¼
Reduce emissions safely from mature assets
as they approach end-of-life
¼
Safely and responsibly decommission oil and
gas infrastructure as it reaches its end-of-life
Reduce
34
Harbour Energy plc
Annual Report & Accounts 2022
(1.6
o
C). The NGFS scenarios were
selected because they have better
representation of a Paris-aligned well
below 2°C scenario for developing
economies where we operate (including
Indonesia and Vietnam) compared to
the IEA scenarios.
Physical scenarios:
The Intergovernmental Panel on Climate
Change (IPCC) Shared Socioeconomic
Pathways (SSP) scenarios, namely:
¼
SSP1-2.6:
(also known as the Sustainable
development scenario), with a temperature
outcome of +1.7ºC by 2050, and +1.8ºC
by 2100.
¼
SSP5-8.5:
(also known as the Fossil
fuel-driven development scenario), with a
temperature outcome of +2.4ºC by 2050,
and +4.4ºC by 2100.
Timeframe selection:
The selected climate
scenarios were assessed across three
timeframes based on the expected operational
lifetime of our asset portfolio as well as our
2035 net zero goal. These timeframes are:
short term (2030), medium to long term
(2040) and long term (2050). Physical risks
were assessed over the short term (2030) and
long term (2050) only due to the granularity
of results, whilst transitional risks have been
assessed over all three timeframes.
Scenario analysis:
To consider the climate
resilience of Harbour’s portfolio, a shortlist
of both physical and transitional CRROs
was identified. To determine this we took
into account the principal risks facing the
company and the range of CRROs noted
by IPIECA, the World Bank, IEA and other
common sources for our industry. The
shortlisted CRROs were further refined
through scenario analysis that used a
consistent methodology to assess the
‘consequence severity’ (scale of the risk/
opportunity posed by a hazard/indicator
on Harbour’s business and assets) of each
risk/opportunity if it was to materialise
and the ‘likelihood’ of that risk/opportunity
materialising under the scenarios and
timeframes outlined above. Transitional
CRROs were evaluated on a regional basis
and, where relevant, on a global level to
reflect wider socioeconomic drivers. Physical
CRROs were assessed on a site-by-site
basis reflecting the localisation of long-term
physical risks.
The ‘consequence severity’ and ‘likelihood’
ratings provided an overall assessment
for each of the CRROs, enabling us to rank
the CRROs in order of their potential: low,
medium, significant and high, in alignment
with the company risk matrix. The tables
overleaf provide our highest rated transitional
risks and opportunities and highest rated
physical risks, and a description of how these
are managed.
Our journey towards net zero
2022 achievements
¼
Established an interim net zero target of
50% reduction in emissions by 2030 against
2018 baseline
¼
Expanded the extent of our Scope 3
emissions disclosures
¼
Revised and disclosed the outcomes of
our climate change scenario analysis
¼
Completed our flare gas recovery engineering studies
¼
Standardised the Group emissions reduction
opportunities hopper and asset reduction plans
¼
Realised emissions reduction opportunities and
estimated annual savings of 54 ktCO
2
e
2023 plans
¼
Roll out the corporate digitised ESG
Reporting Database
¼
Establish a standardised approach
for flaring and venting management
¼
Develop methane reduction plans for all assets
¼
Expand hopper screening process for
emissions reduction opportunities
¼
Improve and refine assurance cycles
of emissions data management
¼
Embed GHG metrics in key third party contracts
Harbour offsetting strategy
¼
Continue to selectively acquire high quality,
credits, certified to globally accepted
standards such as VERRA
¼
Prioritise investments in emissions removal
projects surrounding reforestation, which
ensure that atmospheric carbon is actively
being captured and removed from the
atmosphere, rather than representing
avoided emissions
2018
Emissions baseline
Using 2018 as our baseline year
aligns to the North Sea Transition
Deal (NSTD
1
) – the agreement
between the UK upstream oil
and gas industry and the UK
Government – which sets out
supply decarbonisation targets
for the industry. The NSTD
targets commit the industry to
reduce emissions against a 2018
baseline, with the ultimate aim
to be a net zero basin by 2050.
Our Net Zero 2035 target is
further aligned with the wider UK
Government binding target, set
in 2019, to be net zero by 2050.
1
Published NSTD.
2025
Methane emissions
Ensure methane intensity is less
than 0.2 per cent across our
operated sites by reducing flaring
and venting activities through
our emissions reduction plans.
<
0.2
%
Methane emissions intensity
2030
Gross operated
emissions Scope 1 & 2
Interim target in our net zero journey.
50
%
Gross operated emissions
reduction vs 2018
Flaring
Harbour Energy is a signatory to
the World Bank’s ‘Zero Routine
Flaring by 2030’ initiative.
Zero
Routine flaring by 2030
2035
Reaching net zero
Our goal is to achieve net zero for
our gross operated Scope 1 & 2
emissions in 2035, ahead of the
NSTD goal of net zero by 2050.
Net zero
Gross operated Scope 1 & 2
35
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
ESG review
continued
Transition risks
The table below summarises the key transition risks facing the company, identified through the scenario analysis process, and how they
are currently being managed. An oil price sensitivity analysis was undertaken for all three transition scenarios to assess the resilience of
the business to the prospective impact of these transition scenarios. These scenarios take into account the unmitigated effect of the key
transition risks below. In conclusion, while the analysis is inherently uncertain, our portfolio appeared to be generally robust to all
scenarios analysed. For further information refer to note 2 in the financial statements on pages 124 to 126.
Transition risks
Risk
Description
Impact on business,
strategy and planning
How the risk is managed
Policy
and legal
Carbon pricing
mechanisms
applied
to direct
operations
Carbon pricing is expected to be
an important instrument to deliver a
decarbonised economy. Operational
costs are expected to increase as the
weight and scope of these mechanisms
widen. It is expected that this risk would
arise at all time-horizons and would
mostly affect UK operations.
Time frame: Short term (2030),
medium to long term (2040) and
long term (2050).
Potential for material impact on balance
sheet, however sensitivity analysis using a
carbon price of $100/tonne indicates that
material impairments would not arise.
The company may face more demanding
regulatory requirements or lose some
sources of funding if it is unable to meet
such evolving regulatory, investor, lender,
and societal expectations.
¼
Credible emissions reduction plans in place to meet
Net Zero 2035 goal, including an interim 2030
emissions reduction target, zero routine flaring
commitment, alignment with regulatory requirements
and emissions offset investment strategy.
¼
Emissions reduction targets feature in incentive
compensation and incorporated into the main
reserves-based lending debt facility.
¼
Energy transition scenarios and risks, including the
cost of carbon, embedded in key judgements and
estimates within the financial statements, investment
decisions (including for potential acquisitions),
corporate planning and M&A analysis. The current
price of carbon used is £80/tCO
2
(
$100/tCO
2
)
. We also
run carbon price sensitivities on our portfolio at $100/
tCO
2
. See pages 124 to 126 for more information.
¼
Constructive engagement maintained with relevant
government and the regulatory stakeholders.
¼
New and emerging ESG reporting regulatory
requirements closely monitored to ensure compliance,
including independent verification.
¼
Carbon hedging conducted to actively manage the
company’s exposure to carbon pricing in the UK market
and meet regulatory requirements.
Policy
incentives
and emerging
regulation
curtailing
future fossil
fuel demand
As governments globally implement
the Paris Agreement targets, new
or more stringent policies and
regulations are being proposed and
put in place that may curtail future
fossil fuel demand from many end-
use sectors (electricity generation,
buildings, transportation).
Time frame: Short term (2030),
medium to long term (2040) and
long term (2050).
Market
Reduced
customer
demand for
fossil fuels
The risk of a reduction in customer
demand for fossil fuel products
arising from new or more stringent
demand side regulations and changes
in consumer preferences.
Time frame: Short term (2030),
medium to long term (2040) and
long term (2050).
The company’s long-term viability may be
in question should Harbour be unable to
maintain a strategy and business model
that are resilient to evolving market
conditions, requirements and expectations.
The company may be subject to negative
NGO or shareholder activism which
could affect its reputation and societal
‘licence to operate’.
¼
Periodic review of corporate strategy and business model
in the context of the energy transition, including changing
demand for oil and gas, and evolving investor, societal
and regulatory expectations.
¼
Contribution to representation on the role of oil and gas
in the energy transition and in promoting energy security.
¼
Investment in gas, or gas-rich projects such as Andaman
and Tolmount, prioritised over oil only projects, to support
our emissions reduction targets.
¼
Pursue potential investment in CO
2
capture and storage
project, in particular where re-use of idle oil and gas
infrastructure can contribute to lower development costs.
Financial
Limitations
on our access
to capital or
increase in our
cost of capital
Increasing stakeholder concern could
impede Harbour’s access to capital
or add conditions to financing.
Time frame: Short term (up to 2030),
medium term (2030–2040) and long
term (2040–2050).
The company may face increased cost of
capital, and reduced or more conditional
access to capital. As a result, the
company may not have sufficient funds
to re-invest in its existing assets or to
fund growth through capital investments
and M&A as outlined in the strategy. In
addition, the company may be subject
to negative NGO or shareholder activism
which could affect its reputation and
societal ‘licence to operate’.
¼
Clear commitment made to the safe, reliable and
responsible production of oil and gas.
¼
Credible emissions reduction plan in place to meet
Net Zero 2035 goal, including interim 2030 emissions
reduction target, zero routine flaring commitment,
alignment with the regulatory requirements and
emissions offset purchase plans.
¼
Emissions reduction targets feature in incentive
compensation and incorporated into the main
reserves-based lending debt facility.
¼
Continued monitoring of investor appetite, debt market
volatility and bank lending capacity in light of the
energy transition.
Sensitivity analysis: Oil prices in the IEA, NGFS and Harbour Scenarios
The energy transition has the potential to significantly impact future commodity and carbon prices which would, in turn, affect the
recoverable amount of property, plant and equipment and goodwill. To test our resilience, the impact of the IEA Net Zero 2050 (NZE) and
NFGS climate scenarios has been modelled against our internal Harbour Scenario base case. The sensitivity analysis is based on crude
price curves and the modelling assumes that all other factors remain unchanged from the Harbour Scenario. The sensitivities are stated
before any management mitigation actions to manage downside risks, if the scenarios were to occur. For more information refer to note 2
to the financial statements on pages 124 to 126 and page 24 of our 2022 ESG report.
36
Harbour Energy plc
Annual Report & Accounts 2022
Transitional opportunities
An important aspect of mitigating our climate change risks includes evaluating opportunities to apply technological innovation and
efficiency to decrease energy use and GHG emissions across our operations, and working with partners to advance the development
of a range of low GHG emissions pathways. The table below outlines the focus areas of our key climate-related opportunities.
Key transition opportunities
Opportunity
Description
Impact on business,
strategy and planning
How this opportunity is managed
Access
to new
markets
CCS
CCS is an essential technology for the
UK Government and other jurisdictions
to achieve their net zero goals.
CCS is expected to rapidly grow
under multiple scenarios. Coupled
with increased carbon prices,
deploying CCS at scale could develop
into a significant opportunity to
generate long-term revenue while
safeguarding jobs.
Harbour is investing in two early-stage CCS projects (Viking
CCS and Acorn) that could make a significant contribution
to the UK’s CO
2
emissions reduction and storage targets.
See page 27 for more information.
Access
to new
markets
Hydrogen
Hydrogen is a highly versatile energy
source and is expected to play an
important role in the decarbonisation
of hard-to-abate sectors.
An opportunity for Harbour may arise
as the demand for low-emission
hydrogen grows, produced either
by water electrolysis or by fossil fuel
in combination with CCS.
Harbour’s gas business combined with its first steps into
CCS would place the company in a good position to enter
the market for low-emissions hydrogen. A hydrogen module
is present in the Acorn project in which Harbour is a partner.
See page 27 for more information.
Use of
lower-
emission
sources of
energy
Electrification
Decarbonisation efforts through
using lower-emission sources of
energy including electrification
could reduce operating expenses
by reducing carbon tax liability.
Increased use of lower-emissions
sources coupled with increased
carbon prices expected under
multiple scenarios could result in an
opportunity for carbon tax savings.
Harbour is assessing the opportunity for partial
electrification in the UK Central North Sea. Preliminary
results indicate a large-scale project is unlikely to be viable,
but smaller-scale, facility-specific projects may be possible.
The study is expected to conclude in 2023-2024.
Physical risks
The table below summarises the key physical risks facing the company, identified through the scenario analysis process, and how
they are managed. Given our understanding of the physical risks today and the outcomes of scenario analysis described above, we
do not expect any one individual risk identified below to be material to the business in the short term (2030), taking into account the
geographical diversity of our asset base with the current portfolio split predominantly being UK North Sea. Due to our organic growth
opportunities in Indonesia and Mexico, we will continue to assess our CRROs and update our physical related risks as appropriate.
Key physical risks
Risk
Description
Impact on business,
strategy and planning
How the risk is managed
Acute
Including the following hazards:
¼
Storms and high winds
¼
Extreme cold
¼
River flooding
¼
Extreme rainfall flooding
¼
Coastal flooding
¼
Wildfires
¼
Landslides
Based on the physical risk scenario
analysis a number of acute hazards
(onshore and offshore) have the
potential to be significant. The most
notable of these hazards include storms
and high winds and coastal/extreme
rainfall flooding in relation to our UK
North Sea assets, with additional
hazards noted in Southeast Asia relating
to the presence of intense cyclone
and storm activity within this region.
Time frame: Short term
1
(2030),
Long term (2050).
Impacts could include:
¼
Damage to assets (with the
most significant and impactful
damage being associated with
offshore platforms)
¼
Disruption to operations and
development activity
¼
Risks to the health and safety
of staff
¼
Meteorological and oceanographic studies undertaken
for offshore developments include modelling that
incorporates assumptions from the latest climate science.
¼
Mitigations that address changing storm magnitude
are incorporated into the design of our facilities,
where appropriate.
¼
We maintain severe weather and business continuity plans.
¼
We maintain asset and company level emergency
response teams and conduct training and exercises
against our plans.
¼
We assess how climate change may impact water
availability and water stress in areas where we operate.
¼
We periodically review the long-term physical risk profile
across core geographies.
Chronic
Including the following hazards:
¼
Extreme heat
¼
Water stress and drought
Based on the physical risk scenario
analysis there were no chronic hazards
identified that are likely to cause
material impacts for the UK North
Sea business under any timeframes
or scenarios. Whereas episodes of
extreme heat are encountered in
Southeast Asia today, and projections
indicate an increase in the intensity/
frequency of extreme heat events,
these are not expected to be large
enough to increase the materiality of
chronic physical risk in the future.
Time frame: Long term (2050).
The most notable impacts could be
associated within Southeast Asia
only, being:
¼
Increases in operating expenses
related to cooling
1
Storms and high winds are a short term risk for assets in Southeast Asia.
37
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
ESG review
continued
TCFD index table
Recommendation
Recommended disclosure
Disclosure
level
Reference
(Annual Report)
Reference
(ESG Report)
1. Governance
Disclose the organisation’s
governance around climate-related
risks and opportunities
a) Describe the Board’s oversight of climate-related risks
and opportunities
Full
Strategic report
¼
ESG review (page 30)
Governance
¼
Chairman’s introduction
to Governance (page 60)
¼
Audit and Risk Committee report
(page 68)
¼
HSES Committee report
(page 76)
¼
Environment
(page 17)
b) Describe management’s role in assessing and managing
climate-related risks and opportunities
Full
2. Strategy
Disclose the actual and potential
impacts of climate-related risks and
opportunities on the organisation’s
businesses, strategy and financial
planning where such information
is material
a) Describe the climate-related risks and opportunities
the organisation has identified over the short, medium
and long term
Full
Strategic report
¼
ESG review (page 30)
¼
Risk management (page 50)
¼
Viability statement (page 53)
¼
Note 2 to the financial
statements (page 124)
¼
Environment
(page 17)
b) Describe the impact of climate-related risks and
opportunities on the organisation’s businesses, strategy
and financial planning
Full
c) Describe the resilience of the organisation’s strategy,
taking into consideration different climate-related scenarios,
including a 2°C or lower scenario
Full
3. Risk management
Disclose how the organisation
identifies, assesses, and manages
climate-related risks
a) Describe the organisation’s processes for identifying
and assessing climate-related risks
Full
Strategic report
¼
ESG review (page 30)
¼
Risk management (page 50)
¼
Principal risks (page 54)
¼
Environment
(page 17)
b) Describe the organisation’s processes for managing
climate-related risks
Full
c) Describe how processes for identifying, assessing, and
managing climate-related risks are integrated into the
organisation’s overall risk management
Full
4. Metrics and targets
Disclose the metrics and targets
used to assess and manage
relevant climate-related risks
and opportunities where such
information is material
a) Disclose the metrics used by the organisation to assess
climate-related risks and opportunities in line with its
strategy and risk management process
Full
Strategic report
¼
ESG review (page 30)
¼
Environment
(page 17)
¼
ESG data sheet
(page 78)
b) Disclose Scope 1, Scope 2, and, if appropriate, Scope 3
greenhouse gas (GHG) emissions, and the related risks
Full
c) Describe the targets used by the organisation to manage
climate-related risks and opportunities and performance
against targets
Full
3. Climate risk management
Climate-related risks are assessed and managed
in line with Harbour’s risk management
framework. The framework comprises:
¼
A risk management process through
which we set our context for risk, including
defining our appetite (or tolerance) for risk,
and identify, assess, mitigate, monitor and
communicate risk in the business (see risk
management process diagram on page 51)
¼
An internal control system to enable risks
to be managed in line with our defined
risk appetite
¼
An assurance model to check that the
controls in place are appropriate and
effective given our defined risk appetite
The overall risk related to the energy transition
and net zero is recognised by the Board as a
principal risk facing the company. For more
information, see pages 50 to 59.
4. Climate metrics and targets
In 2022, we took a refreshed look at our
approach to GHG accounting.
We expanded our Scope 3 disclosures to
include GHG emissions associated with
purchased goods and services, upstream
transportation and distribution, waste
management, business travel and investments.
We recognise that Scope 3 emissions often
represent a large component of an
organisation’s total GHG emissions profile; as
a result, we are working to better understand
and influence the emissions from our value
chain including suppliers and customers.
We also adjusted the Scope 1 emissions
boundary definitions to reflect these new
disclosures, to better align with industry peer
reporting, and to focus on the activities over
which Harbour has operational control.
We have aligned our climate-related risks and
opportunities to our financial performance.
The metrics reflect the ongoing investments
relating to mitigating potential risks, and
investing in future opportunities, such as
the Viking CCS project. Emissions reduction
incentives are part of employee remuneration
and annual bonus schemes
1
.
Furthermore, the proportion of assets which
would be affected by climate change risk are
disclosed in note 2 to the financial statements.
Additionally, the cost of borrowing is tied to our
gross operated CO
2
emissions performance,
with GHG metrics being linked to our reserve
base lending (RBL) interest expense, further
incentivising our emissions reduction efforts.
For more information refer to the Directors’
Remuneration Report on pages 78 to 99.
1
Remuneration linked to GHG targets, 15 per cent in 2022.
2
Decommissioning spend ($223 million) divided by
total capital expenditure ($907 million).
3 Global operated assets.
4
Decommissioning spend ($223 million), carbon credits
($20 million), emissions reduction projects ($21 million)
and CCS ($28 million).
5
Total energy transition spend ($292 million) divided by
free cash flow ($2.1 billion).
6
Emissions reduction projects, carbon credits and CCS
($69 million) divided by operating costs ($1.1 billion).
21
kgCO
2
e/boe
GHG intensity
0.3
m tCO
2
e
Scope 3 emissions
10
m tCO
2
e
Viking CCS carbon storage
per year by 2030
$
100
/tonne
Internal carbon
pricing sensitivity
25
%
Of total capital
spend on climate-related
risk mitigation
2
3
days
Production downtime
related to adverse weather
3
Climate change risk-related metrics
1.4
m tCO
2
e
Scope 1 & 2 emissions
15
%
Remuneration linked
to GHG targets
$
292
m
Spend on energy
transition activities
4
14
%
Of total cash flow
spend on climate-related
risk mitigation
5
7
%
Of total operational
spend on climate-related
risk mitigation
6
38
Harbour Energy plc
Annual Report & Accounts 2022
1) CO
2
capture:
Alongside a diverse range of
industrial partners, including
Associated British Ports (ABP),
HumberZero (Phillips 66 and VPI
Immingham), RWE and West Burton
Energy, the project will capture
and deliver CO
2
emissions into the
Viking CCS network. In October
2022, Viking CCS announced an
exclusive commercial relationship
with ABP to develop a CO
2
import
terminal at the Port of Immingham,
the UK’s largest port by tonnage,
which will enable the import of CO
2
emissions from elsewhere in the UK
or Europe for transport and storage
offshore. The terminal will provide
a large-scale facility to connect
CO
2
emissions from industrial
businesses around the UK to Viking
CCS’s high-capacity CO
2
storage
sites in the Southern North Sea.
2) CO
2
transport (onshore):
The statutory consultation process
for a development consent order
(DCO) for an onshore pipeline
transporting CO
2
from Immingham
to Theddlethorpe, ran from 22
November 2022 to 24 January
2023 and followed two stages of
non-statutory consultation earlier in
2022. This pipeline will be used to
gather the captured CO
2
from our
industrial partners and transport
it to the existing offshore pipeline.
This is a Nationally Significant
Infrastructure Project (NSIP), and
following submission of the DCO
application in 2023, the Secretary
of State’s decision is expected
from summer 2024.
3) CO
2
transport (offshore):
The Viking CCS project intends to
repurpose legacy Harbour Energy
gas pipeline infrastructure for
purposes of transporting the CO
2
offshore. Re-use of this infrastructure
will lower the cost of deployment,
reduce the environmental impacts
to sensitive marine and coastal
habitats, and reduce the overall CO
2
emissions intensity of the project.
Viking CCS has completed detailed
engineering to assess the suitability
to repurpose the existing Lincolnshire
Offshore Gas Gathering System
(LOGGS) pipeline for CO
2
service.
This existing 120 km pipeline, at 36”
diameter and over 1” wall thickness,
offers an offshore transportation
capacity of over 30 metric tonnes
per annum (mtpa) and is projected
to save over 70,000 metric tonnes
of embedded carbon emissions
through the repurposing.
Viking CCS
The UK Climate Change
Committee recently noted that
there is no route to net zero
in 2050, or to decarbonising
industry while safeguarding jobs,
without deploying CCS at scale.
$
4
bn
Of Gross Value Add across the
regional economies delivered
FOR MORE INFORMATION ON VIKING CCS, SEE OUR 2022 ESG REPORT
HARBOURENERGY.COM/SUSTAINABILITY
01
02
03
04
Led by Harbour Energy, Viking CCS (formerly
called V Net Zero) is a CO
2
transport and
storage network located in the Humber, the
UK’s most industrialised region. Viking CCS is
targeting first CO
2
storage as early as 2027
and a reduction of 10 million tonnes of UK
emissions per annum by 2030 and up to
15 million tonnes by 2035.
Viking CCS will equip the Humber with
high-capacity, reliable, low-carbon
infrastructure to promote inward investment,
attract new industries, and safeguard jobs
in the area, with the opportunity to deliver
over $4 billion of Gross Value Add across
the regional economies.
4) CO
2
injection and storage:
The CO
2
will be stored within the
depleted gas reservoir of the
offshore Viking field, 9,000 feet
beneath the seabed and 140 km
from the Lincolnshire coast. The
Viking reservoir is what is termed
as ‘super-sealed’ with its caprock
consisting of layers of salt,
hundreds of feet thick. This is a
high strength barrier under which
the CO
2
will be stored. Harbour
commissioned ERCE to complete a
Competent Person’s Report for the
Viking CCS storage capacity based
on the Society of Petroleum
Engineers (SPE) Storage Resources
Management System (SRMS)
standard, and to audit Harbour’s
2C storage resource estimate. The
audit process has confirmed that
Harbour’s estimate of 300 metric
tonnes of 2C storage resource is
fair and reasonable. We believe
this is the first ‘Competent Person’s
Report’ to be submitted under the
SPE SRMS standard in the UK and
only the third in the world to have
done so.
The Viking CCS project will also play
a key role in solving the issue of
stranded emissions from UK
businesses and industrial clusters.
By extending the network, we will link
additional emitters to Viking CCS’s
transport and storage network.
The project consists of four main components:
Abated gas fired power
generation
Industrial decarbonisation
and blue hydrogen
75%
25%
Emissions from industry partners
Million metric tonnes per annum
39
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
ESG review
continued
Social
Our culture is based upon our values, building effective working relationships and open
engagement with our workforce.
Value generation and distribution
In addition to supplying much-needed
energy, our operations create value that is
distributed throughout our host countries
and local communities, and directly supports
long-term socio-economic development.
This includes payments to:
¼
Suppliers and contractors, including
locally based companies;
¼
Our employees, including wages
and benefits;
¼
The capital markets, including
shareholder dividends, share buybacks
and interest on debt;
¼
Host governments, including corporate
income taxes, royalties and other payments.
We believe a commitment to shareholder
distributions is an important part of Harbour’s
equity story. In support of that, we announced
the introduction of our dividend policy in 2021
of $200 million per year to be paid in equal,
semi-annual instalments to our shareholders.
In addition, we approved a total of $400
million in share buybacks during 2022.
In terms of investment, we invested circa $2
billion during the year in capital and operating
costs. Tax payments increased substantially
during the year to $551 million, an increase
of 97 per cent over 2021.
Human resources
In 2022, we launched our first global
engagement survey for employees and
contractors, with a response rate of 84 per
cent. The survey established a baseline of
metrics across the company in a wide variety
of areas including communications, safety
culture, collaboration and career
development. The high response rate has
given us a very good sense of what is working
well and where we need to focus our efforts
for the future. We had high overall scores in
the areas of health and safety, management
performance, alignment and involvement.
Positive scores were generally more evident
outside the UK, where employees have been
less impacted by multiple acquisitions and
related organisational change.
In 2022, we also appointed a Global Head
of DE&I who leads the development and
supports the execution of a comprehensive,
long-term DE&I strategy including a
near-term plan for the business.
Human rights
Our Code of Conduct, core values and
related policies including our Human Rights
Statement, Supply Chain Policy,
Sustainability Policy and People Policy reflect
our commitment to upholding human rights,
protecting worker welfare standards and
preventing modern slavery from taking place
in either our business or our supply chain.
Social metrics
ESG topic
Metric
2022
2021
Economic value generated
and distributed
Economic value generated ($m)
5,508
3,667
Economic value distributed ($m)
3,319
2,088
Community investments ($m)
1.5
1.1
Employees
1
Number of employees
¼
At end of year
1,824
1,771
¼
Turnover during the year (%)
7
7
Gender balance of employees
¼
Male
1,358
1,333
¼
Female
438
466
Gender balance at senior management level
2
¼
Male
329
260
¼
Female
97
64
Gender balance at Board level
¼
Male
6
7
¼
Female
3
4
Human rights
Identified violations of our Human Rights Policy
(by Harbour and its employees)
0
0
Significant negative human rights or labour rights
impacts identified by our supply chain
0
0
1
Definition of employee: direct contracted global staff.
2
Definition of senior management level: employee grade 31 and above.
Board and executive management diversity
(breakdown by gender and ethnicity)
Gender
Number of
Board members
Percentage of
the Board
Number of
senior positions
on the Board
1
Number in
executive
management
2
Percentage
of executive
management
Men
6
67%
3
9
75%
Women
3
33%
1
3
25%
Ethnicity
Number of
Board members
Percentage of
the Board
Number of
senior positions
on the Board
1
Number in
executive
management
2
Percentage
of executive
management
White British or other
White (including
minority white groups)
8
89%
4
12
100%
Mixed/Multiple ethnic
groups
1
11%
0
0
0%
1
Definition of senior Board position: Chairman, CEO, CFO, Senior Independent non-executive director.
2
Definition of executive management: The executive committee or most senior executive or managerial body below the
Board, including the company secretary but excluding administrative and support staff.
All our operated assets are located offshore.
The profile of our human rights risks and
impact is therefore very different from that
of onshore operators. Overall, we consider
there to be relatively low risk of modern
slavery taking place in our business and
supply chains. This is mainly due to the
sector we operate in, and because most
of our suppliers are staffed with both skilled
workers and technical specialists, and
have advanced compliance systems.
40
Harbour Energy plc
Annual Report & Accounts 2022
Governance
The Board is collectively responsible for the governance of Harbour Energy on behalf
of our shareholders and is accountable to them for the long-term success of the Group.
Business ethics
Harbour has zero tolerance for bribery, corruption
or fraud and is committed to conducting its
activities to the highest ethical standards and
in compliance with all applicable laws and
regulations. This is consistent with our Code
of Conduct and core values, and is critical in
maintaining the trust of our stakeholders which
underpins both our current and future success.
Our Board, its committees and the leadership
team are responsible for monitoring and
managing ethics and compliance activities
across Harbour.
In 2022 we identified zero substantiated
allegations of wrongdoing as set out in the
Code of Conduct and the whistleblowing
procedure. We did not terminate or fail to
renew any external business relationships
due to breaches of the Code of Conduct. In
addition, we were not subject to any significant
fines or non-monetary sanctions for legal or
regulatory breaches. Finally, we were not
subject to any legal actions relating to business
ethics, corruption or anti-competitive behaviour.
Tax
Harbour’s Tax Policy applies to all taxes we are
subject to, and covers, among other things:
framework, planning, risk management,
governance, relationship with authorities
and external communications.
We are committed to making prompt disclosure
and transparency for all tax matters. This
includes the disclosures and submissions
we make to comply with the requirements of
the Reports on Payments to Governments
Regulations, the Extractives Industries
Transparency Initiative (EITI), and the Country-by-
Country Reporting (CBCR) framework developed
by the Organisation for Economic Co-operation
and Development (OECD).
During 2022, we made tax payments totalling
$551 million, an increase of 97 per cent
compared to 2021.
Security
Cyber-security risks and physical security
risks at facility or asset level across the oil
and gas industry can arise because of
terrorism, armed conflict, insider actions,
protester activity, sabotage, theft or other
criminal activity. Protecting Harbour
personnel and assets from such activity is
crucial to safe and continuous operations.
In 2022, we had zero significant
cyber-attacks or data breaches and zero
direct security incidents. Further detail on
how the cyber risk is managed is explained
on page 58 in Principal risks.
Decommissioning
We decommission our operated assets
in a sequential, cost-effective and efficient
manner. In doing so, we focus on protecting
the environment, ensuring the safety of the
workforce and minimising the impact on
communities during and after closure.
Our UK decommissioning activities are
aligned with the North Sea Transition
Authority’s (NSTA) decommissioning strategy
and stewardship expectations and comply
with the decommissioning guidance notes
prepared by the UK Department for Energy
Security and Net Zero (DESNZ).
Refer to the Operational review on page 27
for information on this year’s performance.
Responsible supply chain
management
We manage our contractors under seven key
performance indicators – HSES, cost,
schedule, quality, greenhouse gas emissions
management, value-add and relationships.
Furthermore, we subject all new contractors
to an initial risk-based HSES assessment via
either prequalification, bidding or review, and
then again during contract commencement.
Many of our contractors will also be subject
to relevant contract audits throughout the
contract management period.
Our contractor due diligence process also
screens all new contracting entities for human
rights, labour rights, corruption, and financial
and business ethics risks. This screening
activity is a precursor to ongoing monitoring
for all third parties.
This initial screening is followed up by a
risk-based questionnaire process that
enables the contract teams to focus on
materially high-risk contracts.
In 2022, we identified zero negative
environmental, human rights or labour
rights impacts in our supply chain.
Public policy and government
relations
As a leading oil and gas company, we
participate in working groups, taskforces, and
consultations on public policy and legislation in
the countries in which we operate. We do so
directly and through our membership of trade,
industry, and other professional associations.
Our policies do not permit the use of our funds
or resources as contributions to any political
campaign, political party, political candidate,
or any such affiliated organisations.
During 2022, several key public policy
development issues became the focus of
our attention and engagement in the UK.
These included, but were not limited to, the
introduction of the Energy Profits Levy (EPL),
the government’s new Energy Security
Strategy, the new UK sanctions regime
introduced after Russia’s invasion of Ukraine
and the energy transition. We also engaged
in climate-specific public policy developments
including the introduction of a new climate
compatibility checkpoint for the North Sea
basin, the UK Government’s upcoming Track
2 process to support CO
2
capture and storage
(CCS), electrification, and the North Sea
Transition Deal (NSTD).
We are working with the UK Government,
public bodies and industry partners to
support the UK’s net zero ambitions through
our participation in projects aiming to capture,
transport and store CO
2
, including through
our Viking CCS project (see page 39).
Governance metrics
ESG topic
Metric
2022
2021
Business ethics
Significant legal sanctions in relation to business
ethics, including bribery and corruption
0
0
Public policy and
government relations
Value of political donations and contributions ($)
0
0
Value of significant financial assistance from
governments ($)
0
0
Responsible supply chain
management
Percentage of new supplier contracts with locally
owned entities (%)
63
69
Number of significant negative environmental, human
rights or labour rights impacts in our supply chain
0
0
41
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Our leadership team
9. Gill Riggs
Chief Human Resources Officer
Gill has extensive experience of managing human
resources in the energy industry, including many
international postings.
Prior to joining Harbour, Gill was Vice President
human resources for Chevron’s global upstream
business in the US. During her 20-year career with
Chevron, Gill took on increasing responsibility in
human resources including regional HR manager,
Middle East, and East Africa (UAE), regional HR
manager, Africa & Middle East (South Africa), general
manager HR, gas & midstream (US), and general
manager HR, upstream Asia Pacific (Singapore).
3. Bob Fennell
EVP North Sea
Bob has over 35 years of industry experience,
including 16 years running operations at a
senior level.
During his career he has worked in the majority
of oil and gas basins around the world, including
Norway, Yemen, and Canada, working for BP,
Elf, Transocean and Nexen.
He is a board member at Offshore Energies UK
(OEUK), the leading trade body that champions
the UK offshore energy industries.
8. Stuart Wheaton
EVP International
Stuart has over 30 years of industry experience
focused on field development planning, project
delivery, operations, and upstream leadership.
He began his career with Exxon as a reservoir
engineer in the North Sea, and subsequent roles
at Exxon, Lasmo, Cairn Energy and Tullow Oil
have provided wide-ranging international
experience, both onshore and offshore. He has
extensive international experience gained
working in Australia, India, Libya, Ghana,
Venezuela, Uganda, Kenya, as well as the UK.
7. Steve Cox
EVP HSES, Net Zero and CCS
Steve has over 25 years’ experience in the oil
and gas industry. Prior to joining Harbour, Steve
was EVP non-operated ventures at Chrysaor,
one of Harbour’s heritage companies, where
he was responsible for non-operated assets.
His industry experience includes stints at
BG and Shell, where he gained extensive
experience in safety, project and asset
management, operational and functional
performance, and partner engagement.
Leading the way
through our expertise
Harbour’s leadership team is responsible for
implementing Harbour’s strategy and delivering
business performance, so that we continue to
play a significant role in meeting the world’s
energy needs, safely and responsibly.
1
3
4
5
6
2
42
Harbour Energy plc
Annual Report & Accounts 2022
5. Glenn Brown
EVP Subsurface and Portfolio
Glenn has over 30 years’ industry experience and is
a petroleum engineer by background. Prior to joining
Harbour, he was EVP subsurface and portfolio at
Chrysaor, one of Harbour’s heritage companies.
Prior roles held include VP Head of Subsurface for
Maersk Oil based in Copenhagen. Glenn also held
the position of Operations Coordination Manager
at the Oil and Gas Authority (now called the
North Sea Transition Authority), the UK regulator.
Glenn has built his experience through early roles
in Halliburton, Exxon-Mobil and Amoco.
4. Philip Whittaker
EVP Global Services
Philip has 30 years of experience in exploration and
production in both industry and advisory roles.
Prior to joining Harbour, Philip was a partner and
director at Boston Consulting Group, where he
co-led the firm’s upstream oil and gas activity
globally. At BCG he gained extensive experience
in strategy, performance improvement and
transaction-related activity with leading majors,
independents and oilfield service companies.
Philip began his career as a drilling engineer at
Shell, where he managed front-line operations
in the Netherlands, Peru and Oman.
6. Howard Landes
General Counsel/Legal
Prior to joining Harbour, Howard was
General Counsel at Chrysaor, one of Harbour’s
heritage companies.
His previous experience includes more than 10
years at BG Group where he led a team of lawyers
responsible for the group’s corporate and M&A
matters globally. Howard trained and qualified
at the international law firm Clifford Chance.
10. Andrew Osborne
Special Projects
Prior to joining Harbour, Andrew was Chief Financial
Officer at Chrysaor, one of Harbour’s heritage
companies. Andrew has worked in upstream oil
and gas for over 10 years and has over 20 years’
capital markets experience in investment banking,
latterly as a managing director responsible for
Merrill Lynch’s natural resources equity capital
markets and broking business, where he built up
extensive knowledge and experience of energy
M&A, debt and equity capital markets.
He has worked on a significant number of oil
and gas transactions for both public and private
companies, as well as acting as an adviser to
most independent members of the UK exploration
and production sector.
2. Alexander Krane
Chief Financial Officer
Alexander has over 20 years of experience in
senior accounting, controlling and executive
roles in the energy industry.
Prior to joining Harbour in 2021, Alexander was
Investment Director at Aker ASA where he was
responsible for all oil and gas investments.
Before that, Alexander was CFO of Aker BP/Det
Norske Oljeselskap, where he was responsible
for all financial functions, strategy and M&A.
Alexander started his career in KPMG, and he is
a State Authorized Public Accountant in Norway.
1. Linda Z. Cook
Chief Executive Officer
Linda has extensive experience in the global oil
and gas industry gained over a more than 40-year
career in which she has held senior roles in
management, exploration, production, operations
and engineering.
Before becoming CEO of Harbour Energy in 2021,
Linda was Chairman of the Board of Chrysaor
Holdings Ltd, one of Harbour’s heritage companies,
and a member of the Investment and Executive
Committees of EIG, positions she held since 2014.
Prior to that Linda had a 29-year career at Royal
Dutch Shell, where she was a member of the
Board of Directors and the Executive Committee.
BOARD OF DIRECTORS
READ MORE ON PAGE 64
7
8
9
10
During her career with Shell, she held positions
including CEO of Shell Gas and Power (London);
CEO of Shell Canada Limited (Calgary); and
Executive Vice President Strategy and Finance for
Global Exploration and Production (The Hague).
Linda also has extensive corporate governance
experience having served on the boards of Royal
Dutch Shell, Boeing, Cargill, Marathon Oil and
KBR Inc. Today she serves as a non-executive
director on the board of Bank of New York Mellon.
43
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Financial review
Summary of financial results
2022
2021
Production and post-hedging realised prices
Production – kboepd
208
175
Crude oil – $/boe
78
59
UK natural gas – p/therm
86
54
Indonesia natural gas – $/mscf
14
12
Income statement
Revenue and other income – $ million
5,431
3,618
EBITDAX
1
– $ million
4,011
2,431
Profit before taxation – $ million
2,462
315
Profit after taxation – $ million
8
101
Basic earnings per share – $/share
0.0
0.1
Other financial key figures
Total capital expenditure
1
– $ million
907
935
Operating cash flow – $ million
3,130
1,614
Free cash flow
1
– $ million
2,105
678
Shareholder returns paid – $ million
553
Net debt (after unamortised fees)
1
– $ million
704
2,147
Leverage ratio
1
0.2
0.9
1
See Glossary for the definition of non-IFRS measures. Reconciliations between IFRS
and non-IFRS measures are provided within this review.
Strong financials supporting
shareholder distributions
These 2022 results represent the first full year for
Harbour through to 31 December 2022.
The 2021 comparative results for the income statement are
representative of three months of Chrysaor (January to March
2021) and nine months of Harbour (April to December 2021,
post-merger of Chrysaor and Premier Oil on 31 March 2021).
Increased cash flow
generation enabled
continued investment,
material shareholder
distributions and net
debt reduction despite
an increase in tax due
to the EPL.
ALEXANDER KRANE
Chief Financial Officer
44
Harbour Energy plc
Annual Report & Accounts 2022
Income statement
2022
$ million
2021
$ million
Revenue and other income (note 4)
5,431
3,618
Crude
2,792
2,023
Gas
2,322
1,264
Condensate
238
164
Tariff income and other revenue
38
28
Other income
41
139
EBITDAX
4,011
2,431
Operating profit
2,541
640
Profit before taxation
2,462
315
Taxation
(2,454)
(213)
Profit after tax
8
101
$/share
$/share
Basic earnings per share
0.0
0.1
Revenue and other income
Total revenue and other income increased to $5,431 million
(2021: $3,618 million). This was driven by the increase in
production, especially UK gas production which was 34 per cent
higher compared to 2021, and higher post-hedging realised prices.
Revenue earned from hydrocarbon production activities increased
to $5,352 million (2021: $3,451 million) after realised hedging
losses of $3,185 million (2021: $1,517 million). Some of our
hydrocarbon production is sold pursuant to fixed-price contracts.
The rest is sold at market values, subject to standard quality and
basis adjustments.
Crude oil sales increased to $2,792 million (2021: $2,023 million),
with a realised post-hedging oil price of $78/bbl (2021: $59/bbl).
Gas revenue was $2,322 million (2021: $1,264 million), split between
UK natural gas revenue of $2,142 million (2021: $1,143 million)
and international gas revenue of $180 million (2021: $121 million).
The realised post-hedging price for our UK and Indonesia gas was
86 pence/therm (2021: 54 pence/therm) and $14.2/mscf (2021:
$11.7/mscf), respectively.
Other income amounted to $41 million (2021: $139 million).
The reduction on the prior year was driven by mark-to-market
losses on European Union Agency emissions hedges of $3 million
(2021: gains of $51 million) and a consideration adjustment of
$40 million received from ConocoPhillips included in 2021 other
income. Further detail can be found in note 4.
Cost of operations
2022
$ million
2021
$ million
Operating costs
Field operating costs
1
1,087
1,003
Tariff income
(30)
(27)
Total
1,057
976
Operating costs per barrel ($ per barrel)
13.9
15.2
Depreciation, depletion and amortisation
(DD&A) before impairment charges
Depreciation of oil and gas properties
(cost of operations only)
1,507
1,327
Depreciation of non-oil and gas properties
38
42
Amortisation of intangible assets
1
2
Total
1,546
1,371
DD&A before impairment charges ($ per barrel)
20.4
21.4
1
Includes mark-to-market losses of $3 million on EUA emissions hedges included in
Other revenue (2021: gains of $51 million), excludes non-cash depreciation on non-oil
and gas assets.
A considered returns programme during 2022
$100 million
final dividend
for 2021 paid
$
600
m
Total approved
shareholder
returns
$100 million
increase to share
buyback programme
August
$200 million
share buyback
commenced
June
$100 million
interim dividend
for 2022 paid
October
$100 million
new share buyback
programme commenced
November
May
45
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Financial review
continued
Net financing costs
Finance income increased to $279 million (2021: $49 million).
This was driven by increased foreign exchange gains of $202 million
(2021: losses of $65 million shown as finance expense) reflecting the
weakening of pound sterling against the US dollar. In particular, this
included unrealised foreign exchange gains arising predominantly on
the revaluation of open sterling denominated UK gas hedges using
a significantly lower sterling US dollar exchange rate. Finance income
also includes gains of $38 million (2021: $15 million) on interest
rate and foreign currency derivatives.
Finance expenses amounted to $358 million (2021: $375 million).
This included interest expense incurred on debt facilities of
$98 million (2021: $113 million), the reduction reflecting the impact
of lower drawn down debt partially offset by higher interest rates.
Other financing expenses include the unwinding of the discount
on provisions, primarily associated with future decommissioning
obligations, of $65 million (2021: $78 million) and bank and
financing fees of $91 million (2021: $63 million). 2021 included
foreign exchange losses of $65 million as noted above.
Further detail on finance income and expense can be found in note 7.
Earnings and taxation
Profit after tax amounted to $8 million (2021: $101 million), with
increased profit before tax almost wholly offset by the negative
impact of the introduction of the EPL in the UK. This resulted in
earnings per share of $0.0 (2021: earnings per share $0.1) after
taking into account the weighted average number of ordinary shares
in issue of 900 million (2021: 871 million) following the share
buyback programme. Whilst the number of shares reduced during
2022 due to the share buyback programmes, the weighted number
of shares increased during 2022 compared to 2021 due to the
impact of the reverse acquisition effective 1 April 2021.
During 2022, the UK Government both enacted the EPL and
subsequently increased it and extended its duration. The EPL
applies an additional 25 per cent tax on profits earned from
the production of UK oil and gas from 26 May 2022, increasing
to 35 per cent from January 2023 to March 2028, irrespective
of actual market or realised oil and gas prices.
Harbour’s tax expense increased in 2022 to $2,454 million
(2021: $213 million), primarily driven by the introduction of the EPL.
The tax expense is split between a current tax expense of $706 million
(2021: $192 million), which includes an EPL current tax charge of
$326 million, and a deferred tax expense of $1,748 million (2021:
$21 million). Of the deferred tax expense, $1,469 million relates to a
one-off non-cash deferred tax charge due to the introduction of the
EPL of which $148 million reversed in the period. This arises because
the deferred UK tax position on our balance sheet has been revalued
from 40 per cent to 75 per cent where relevant to reflect the increase
in our future tax rate in the period to March 2028. The total tax charge
therefore includes a total of $1,647 million in relation to the EPL.
The effective tax rate is 100 per cent (2021: 68 per cent)
materially higher than the blended standard UK tax rate for the
period of 55 per cent. This increase is driven by the one-off
deferred tax charge associated with the introduction of the EPL
partially offset by the profits from our international assets being
subject to a lower tax rate.
Cost of operations increased to $2,845 million (2021: $2,453 million)
reflecting a full year contribution from the Premier Oil assets and the
addition of the Tolmount field, partially offset by a foreign exchange
benefit from the pound sterling weakening against the US dollar. Unit
operating costs equated to $13.9/boe (2021: $15.2/boe) with the
reduction largely due to higher production volumes.
Depreciation, depletion and amortisation (DD&A) unit expense,
which reflects the depreciation of capitalised producing assets
costs over production, was $20.4/boe (2021: $21.4/boe).
EBITDAX
EBITDAX increased to $4,011 million (2021: $2,431 million),
driven by higher production and higher commodity prices, partially
offset by higher operating costs.
2022
$ million
2021
$ million
Operating profit
2,541
640
Depreciation, depletion and amortisation
1,546
1,371
Impairment/(reversals) of property,
plant and equipment
(170)
117
Exploration and evaluation and new ventures
42
50
Exploration costs written-off
64
255
Gain on disposal
(12)
Provision for onerous contracts
(2)
EBITDAX
4,011
2,431
Impairments and reversals
The Group has recognised a net pre-tax impairment reversal of
$170 million (2021: $117 million charge) which consists of three items.
First, there was a single impairment of $163 million relating to one
of our North Sea producing fields. This is due to the contracted price
we realise for our crude sales being negatively impacted by the
pricing differential between Urals and Brent crude, and a revised
operating cost profile for the field. The price provisions in the contract
are currently the subject of a dispute with the buyer.
Second, the Group has recognised impairment reversals of $251 million
(2021: nil) on North Sea gas assets that were previously impaired. This
was primarily driven by higher gas price assumptions for UK natural gas.
Finally, the Group recognised an impairment credit of $82 million
(2021: $9 million charge) in respect of revisions to decommissioning
estimates on the Group’s non-producing assets.
Exploration and evaluation expenditure and new ventures
During the year, the Group expensed $106 million (2021: $305 million)
for exploration and appraisal activities. This includes: exploration
write-off expense of $64 million (2021: $255 million), following a
technical review of our UK exploration asset portfolio; $42 million
(2021: $50 million) related to pre-development costs of which
$28 million (2021: $14 million) was associated with our UK CCS
and electrification projects; and ongoing pre-licence expenditure
of $14 million (2021: $36 million).
46
Harbour Energy plc
Annual Report & Accounts 2022
Shareholder distributions
A final dividend with respect to 2021 of 11 cents per ordinary share
was proposed on 17 March 2022 and approved by shareholders at
the AGM on 11 May 2022. The dividend was paid on 18 May 2022
to all shareholders on the register as at 8 April 2022, totalling
$98 million. An interim dividend was announced on 25 August at
11 cents per share and was paid on 19 October 2022 at a value
of $93 million.
In addition to these dividend payments, the Board approved
$400 million of share buybacks during 2022. During 2022, we
repurchased and cancelled 78.4 million of our shares at a cost of
$361 million
1
(2021: $nil). Post period end in February 2023, the
remaining $41 million
1
of the 2022 approved share buybacks was
concluded with the repurchase and cancellation of 11.1 million
shares. As a result, the total number of shares repurchased and
cancelled under the $400 million of share buybacks was 89.5
million shares equating to 9.7 per cent of our issued share capital.
The Board is proposing a final dividend with respect to 2022 of
12 cents per ordinary share to be paid in pound sterling at the
spot rate prevailing on the record date. This dividend is subject
to shareholder approval at the AGM, to be held on 10 May 2023.
If approved, the dividend will be paid on 24 May 2023 to
shareholders on the register as of 14 April 2023. A dividend
re-investment plan (DRIP) is available to shareholders who would
prefer to invest their dividends in the shares of the company.
The last date to elect for the DRIP in respect of this dividend
is 28 April 2023.
The Board has approved a new $200 million share buyback
programme to commence shortly. It is anticipated that an
irrevocable non-discretionary agreement will shortly be entered into
with the company’s corporate brokers to execute the programme
on the company’s behalf. The purpose of the programme is to
reduce the company’s share capital and all ordinary shares
purchased as part of this programme will be cancelled. The
programme will end no later than 31 December 2023. Any
purchases of ordinary shares by the company in relation to this
announcement will be conducted in accordance with the relevant
regulations (including but not limited to the Listing Rules) and
Harbour’s general authority to repurchase shares, a renewal
of which will be sought at the company’s AGM in May.
Statement of financial position
2022
$ million
2021
$ million
Assets
Total non-current assets, excluding deferred taxes
9,032
10,273
Deferred tax assets (note 8)
1,407
1,938
Total current assets
2,127
2,294
Total assets
12,566
14,505
Liabilities and equity
Total borrowings net of transaction fees (note 21)
1,238
2,886
Total decommissioning provisions (note 20)
4,141
5,354
Deferred tax liabilities (note 8)
397
187
Lease creditor (note 13)
825
654
Derivative liabilities (note 22)
3,451
3,538
Other liabilities
1,493
1,412
Total liabilities
11,545
14,031
Equity
1,021
474
Total liabilities and equity
12,566
14,505
Net debt (note 27)
(704)
(2,147)
Assets
At 31 December 2022, total assets amounted to $12,566 million
(2021: $14,505 million), of which current assets were $2,127 million
(2021: $2,294 million). The decrease in total assets of $1,939 million
is mainly as a result of a reduction in the deferred tax asset
(see note 8) of $531 million and a reduction in property, plant
and equipment of $1,557 million (see note 12), partially offset by
the increase in right-of-use assets of $183 million (see note 13).
The reduction in property, plant and equipment is partly due to the
reduction in the decommissioning assets of $778 million (2021:
$358 million) primarily as a result of an increase in the risk-free
rate applied to the corresponding decommissioning provisions
(see note 20).
The net deferred tax position on the balance sheet is an asset
of $1,009 million. This balance mainly reflects future tax relief
available on decommissioning of $1,565 million, cash flow hedge
derivatives of $2,452 million and tax losses of $569 million
offset by additional tax expected to be paid on property, plant
and equipment (PP&E) of $3,396 million along with deferred tax
related to overseas operations and other of $181 million.
The introduction of the EPL has resulted in a net $355 million
decrease on deferred tax asset in the balance sheet as the
increased deferred tax liability of $1,470 million associated
with PP&E, which impacts the income statement, is offset by
the increased deferred tax asset of $1,115 million associated
with the cash flow hedge derivatives loss in the period which
flows through the other comprehensive income statement.
1
Total spend on share buybacks includes transaction fees and foreign exchange differences applied to the pound sterling denominated shares repurchased.
47
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Financial review
continued
Statement of cash flows
1
2022
$ million
2021
$ million
Cash flow from operating activities after tax
3,130
1,614
Cash flow from investing activities – capital investment
(634)
(644)
Cash flow from investing activities – acquired on business
combinations
97
Cash flow from investing activities – other
5
(24)
Operating cash flow after investing activities
2,501
1,043
Cash flow from financing activities
2
(396)
(365)
Free cash flow
3
2,105
678
Cash and cash equivalents
500
699
1
Table excludes financing activities related to debt principal movements.
2
Net of interest and lease payments.
3
Free cash flow is calculated as operating cash flow less cash flow from investing activities
less interest and lease payments and is before shareholder distributions.
Net cash from operating activities after tax amounted to
$3,130 million (2021: $1,614 million). This is after tax payments of
$551 million (2021: $280 million), split $513 million in the UK and
$38 million overseas, and positive working capital movements of
$53 million (2021: negative $607 million). Cash flow used in investing
activities on capital expenditure was $634 million (2021: $644
million). Cash outflow from financing activities for lease payments,
interest and charges paid was $396 million (2021: $365 million).
Cash flow from financing activities includes dividends paid of
$192 million (2021: $nil) and $361 million (2021: $nil) related
to the repurchase of Harbour’s own shares through the share
buyback programmes undertaken during 2022.
Cash balances were $500 million (2021: $699 million) at the end
of the period.
Capital investment is defined as additions to property, plant and
equipment, fixtures and fittings and intangible exploration and
evaluation assets, excluding changes to decommissioning assets.
2022
$ million
2021
$ million
Additions to oil and gas assets (note 12)
(532)
(464)
Additions to fixtures and fittings, office equipment
& IT software (note 11 and note 12)
(41)
(35)
Additions to exploration and evaluation assets (note 11)
(111)
(210)
Total capital investment
1
(684)
(709)
Movements in working capital
28
42
Capitalised lease payments (note 13)
22
23
Cash capital expenditure per the cash flow statement
(634)
(644)
1 Non-IFRS measure.
During the period, the Group incurred total capital expenditure
of $907 million (2021: $935 million), split capital investment
$684 million (2021: $709 million) and decommissioning spend
$223 million (2021: $226 million).
The capital investment mainly consisted of operated drilling on the
J-Area at the Jade, Judy and Jill fields, Catcher development wells
and non-operated drilling programmes on the Clair Ridge platform.
The decommissioning expenditure mainly relates to activity in the
Southern North Sea and Balmoral area in the UK Central North Sea.
Liabilities
At 31 December 2022, total liabilities amounted to $11,545 million
(2021: $14,031 million). The reduction in liabilities was mainly driven
by a reduction in the decommissioning provisions by $1,213 million,
and a reduction in borrowings of $1,648 million in relation to the
reserves-based lending (RBL) facility. The decommissioning provision
reduction was primarily due to an increase in the risk-free rate used
in the estimate, as well as the changes in cost estimates used and
currency translation adjustments; refer to note 20 for more detail.
Equity and reserves
Total equity amounted to $1,021 million (2021: $474 million)
with the increase mainly due to the gains in comprehensive income
related to gains on cash flow hedges of $269 million (2021: losses
$3,584 million) and movements in tax on cash flow hedges of
$1,006 million (2021: $1,433 million) offset by currency translation
movements of $198 million (2021: $6 million), share buybacks of
$361 million and dividend payments of $192 million made in the year.
Retained earnings were marginally increased by the profit after tax.
Net debt
As at 31 December 2022, after unamortised fees, net debt of $704
million (2021: $2,147 million) consisted of $775 million (2021:
$2,438 million) drawn on the reserves-based lending facility (RBL),
the $500 million (2021: $500 million) bond and an exploration
financing facility (EFF) of $11 million (2021: $45 million) less
unamortised deferred fees of $82 million (2021: $136 million) and
cash balances of $500 million (2021: $699 million). The decrease
in the year is mainly due to the repayments on the RBL facility.
Available liquidity, being undrawn RBL facility plus cash balances,
was $2.5 billion at the end of the year.
Derivative financial instruments
We carry out hedging activity to manage commodity price risk, to
ensure we comply with the requirements of the RBL facility and to
ensure there is sufficient funding for future investments. We have
entered into a series of fixed-price sales agreements and a financial
hedging programme for both oil and gas, consisting of swap and
option instruments. Our future production volumes are hedged under
the physical and financial arrangements in place at 31 December
2022. These are set out in the following table. Hedges realised to
date are in respect of both crude oil and natural gas.
The current hedging programme is shown below:
2023
2024
2025
2026
Oil
Volume hedged (mmboe)
10.95
7.32
2.37
Average price hedged ($/bbl)
74.08
84.37
81.22
UK natural gas
Volume hedged (mmboe)
23.08
11.25
1.94
Average priced hedged (p/therm)
41.46
68.85
75.22
At 31 December 2022, our financial hedging programme on commodity
derivative instruments showed a pre-tax negative mark-to-market fair
value of $3,259 million (2021: $3,506 million), with no ineffectiveness
charge to the income statement. Refer to note 22 for more information.
48
Harbour Energy plc
Annual Report & Accounts 2022
Principal risks
There are no significant changes to the headline principal risks
from those disclosed in the 2022 half year results.
Post balance sheet events
On 14 February 2023, the company’s defined benefit pension
scheme’s (the Scheme) trustee effected a bulk annuity ‘buy in’ policy
with Just Retirement Limited. This policy secures the benefits of all
the Scheme’s members and eliminates mortality and investment risk
from the company’s balance sheet. This decision was made principally
in light of the substantial improvement to the Scheme’s funded
status over 2022 and the favourable market conditions for such
transactions. The company was not required to pay any additional
contributions to the Scheme in respect of the annuity purchase.
Going concern
The Group monitors its capital position and its liquidity risk regularly
throughout the year to ensure it has access to sufficient funds to meet
forecast cash requirements for the period 12 months after the
approval of the accounts until March 2024. Cash forecasts are
regularly produced based on, inter alia, the Group’s latest life of field
production and expenditure forecasts, management’s best estimate of
future commodity prices (based on recent forward curves, adjusted for
the Group’s hedging programme) and the Group’s borrowing facilities.
The Group’s base case going concern assessment is based upon
management’s best estimate of forward commodity price curves and
uses production in line with approved asset plans and the ongoing
capital requirements of the Group will be financed by existing RBL
and bond financing arrangements.
In line with the principal risks, sensitivity analyses have been prepared
to reflect the combined impact of reductions in crude and UK natural
gas prices of 20 per cent on unhedged production and in the Group’s
production of 10 per cent throughout the going concern period.
In these combined downside scenarios applied to the base case
forecast, the Group is forecast to have sufficient financial headroom
throughout the going concern period.
Further, reverse stress tests have been prepared reflecting further
reductions in commodity price and production parameters, prior to
any mitigation strategies, to determine what levels each would need
to reach such that either lending covenants are breached or financial
liquidity headroom runs out. The results of this reverse stress test
demonstrated the likelihood of the fall in price and production
parameters required to cause a risk of funds shortfall or covenant
breaches is remote.
Taking the above into account the Board was satisfied that for the
going concern period, the Group was able to maintain adequate
liquidity and no covenant breaches occurred and therefore has
adopted a going concern basis for preparing the financial statements.
Alexander Krane
Chief Financial Officer
49
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Risk management
Risk management framework
The effective management of risk is critical
if we are to continue to execute the strategy
we set in 2021, and to protect our personnel,
assets, the communities with whom we
interact, and our reputation. Risk management
is getting the appropriate degree of focus given
that the unmitigated level of many of the
principal risks facing the company has
increased over the period. We further believe
effective risk management supports our
purpose and helps us stay true to our values.
The risk management framework in
Harbour is designed to determine the
nature and extent of the risks that the
company is willing to take, or consciously
accept, to achieve its strategic objectives,
and to provide an appropriate level of
assurance that we are managing these
risks appropriately and that we have an
effective system of internal control.
The framework comprises:
¼
A risk management process through which
we set our context for risk, including
defining our appetite (or tolerance) for risk,
and identify, assess, mitigate, monitor
and communicate risk in the business
(see Risk management process).
¼
An internal control system to enable risks
to be managed in line with our defined
appetite (see Internal control).
¼
An assurance model to check that the
controls in place are appropriate and
effective given our defined appetite
(see Reasonable assurance).
The framework is designed to manage
and communicate the risks we face. It can
only provide reasonable, and not absolute,
assurance that the risks facing the
business are being appropriately managed.
Risk governance
The Board is responsible for determining
the nature and extent of the principal risks
the company is willing to take to achieve
its long-term strategic objectives, and for
monitoring the effectiveness of the risk
management framework. To facilitate this,
the Board has assigned the oversight of
certain principal risks to the most relevant
Board committees. For example, the HSES
Committee monitors the management of
HSE and physical security risk and the
Audit and Risk Committee monitors the
management of cyber and information
security risk. The Audit and Risk Committee
is also responsible for monitoring the
effectiveness of the risk management
framework on behalf of the Board.
Harbour encounters a wide range
of risks in its day-to-day business.
We have put in place a structured risk
management framework to support
our identification and management
of key risks. The framework helps
ensure we understand the nature and
extent of the risks we take or accept
and make informed decisions about
how to manage them in line with our
strategic objectives.
ALAN FERGUSON
Chair of the Audit and Risk Committee
Harbour Energy plc
Annual Report & Accounts 2022
50
CONTINUOUS LEARNING
AND IMPROVEMENT
The leadership team sets the tone for
Harbour’s risk management culture and
is responsible for ensuring that the most
significant risks facing the business are
identified and are managed in line with
the risk appetite or tolerance agreed
with the Board. Individual members of
the leadership team are responsible for
overseeing the risks that fall within their
business area, with the most significant
management risks recorded in our
leadership team risk register. Individual
business managers own and manage
risk on a day-to-day basis, undertaking
business activities in compliance with
company standards and procedures.
Internal audit undertakes a risk-based
audit programme on behalf of the Board to
assure the effectiveness of risk mitigation
activities as described in the Reasonable
assurance section overleaf. The Group Risk
Manager is responsible for embedding and
maturing the risk management framework.
Risk management process
The company faces various risks that could
result in events or circumstances that might
negatively impact the company’s business
model, its future performance, liquidity and
reputation. Not all of these risks are wholly
within the company’s control and the
company may also be affected by risks
which have not yet materialised or are
not reasonably foreseeable.
For known risks facing the business, the
company seeks to reduce the likelihood
and mitigate the impact of the risk to within
the level of appetite or tolerance set by
the Board. According to the nature of the risk,
Harbour can choose to accept or tolerate risk,
treat risk with mitigating actions, transfer risk
to third parties, or terminate risk by ceasing
certain activities. In particular, the company
has a zero tolerance stance to fraud, bribery,
corruption and the facilitation of tax evasion.
We also aim to manage health, safety,
environmental and security risks to
a level as low as reasonably practicable.
This risk management process is illustrated
in the panel below.
Principal and emerging risks
The Board carries out an assessment
of the principal risks facing the company
twice during the year. In deciding which
risks are principal risks, the Board
considers Harbour’s stated strategy
together with events or circumstances that
might threaten the strategy and business
model, future performance, liquidity and
reputation. The Board also takes into
account the most significant management
risks identified by the leadership team.
A description of the principal risks, together
with an overview of how each risk is being
managed, is provided on pages 54 to 59.
The Board also reviewed the emerging risks
facing the business and the procedures in
place to identify them. These procedures
take into account the most significant
management risks and independent
perspectives on the risk environment.
The company follows a structured process to identify, assess, mitigate, monitor and
communicate the risks which may prevent it from achieving its strategic objectives.
Context
The strategic objectives, purpose and
values of the company and the appetite
or tolerance for risk set by the Board
contribute to the overall context.
Risk mitigation
Depending on the nature of the risk, the company
may choose to accept or tolerate risk, treat risk with
mitigating actions, transfer risk to third parties, or
terminate risk by ceasing certain activities.
Risk assessment
Risks are identified and analysed
across the company as part of
ongoing business reviews. Risks are
evaluated based on the likelihood of
the risk materialising and the impact
of the risk if it was to materialise.
Monitor and review
Risks and risk mitigation measures are
monitored through regular business reviews,
audits and other sources of assurance.
These reviews are used to identify changes
in the level of the identified risks, to identify
emerging risks, and to assess the effectiveness
of control measures in the context of the
agreed appetite or tolerance for each risk.
Communicate and consult
Risks and measures taken to mitigate
them are communicated through
regular business reviews, including
review of the leadership team risk
register and assurance map.
PRINCIPAL RISKS
READ MORE ON PAGE 54
GOVERNANCE
READ MORE ON PAGE 60
Risk management process
Bottom-up
Ongoing identification, assessment and mitigation of risk across the business
Top-down
Oversight and monitoring by the Board and its committees
51
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Risk management
continued
The Board committees conducted a
series of reviews throughout the year with
business leaders to ensure the Board and
management were aligned on their appetite
to accept or tolerate key principal risks
facing the business, including the metrics
in place or under development to monitor
exposure related to appetite.
Internal control
Harbour’s internal controls are intended to
enable the risks facing the business to be
managed in line with our defined appetite
for risk. The internal controls consist of
the company’s policies, standards and
procedures and together comprise the
company’s business management system
(BMS) and govern all business activity.
The internal controls are underpinned
and enabled by the use of knowledgeable
and experienced staff and supporting
information systems.
During 2022, the company continued
to integrate legacy company control
environments and establish common
‘Harbour’ ways of working. Areas of focus
during the year included the development
of a group internal controls framework,
company delegation of authority framework
and global compliance framework. The
company also continued to mature its
financial control framework, including
through the implementation of an enterprise
management system (EMS) which has
replaced several separate legacy systems
under one integrated EMS and which will
also facilitate the efficient integration of
future acquisitions. These measures should
also ensure Harbour is well placed to comply
on a timely basis with emerging future
requirements related to UK corporate reform.
Reasonable assurance
The adequacy of the internal controls
depends on their design and operating
effectiveness.
During the year, the company embedded
its ‘three line’ assurance model that is
designed to provide senior management
and the Board with reasonable assurance
that the most significant risks facing the
business are being appropriately managed
and that the internal controls are effective.
First line assurance is provided by
business line managers who are
responsible for designing and operating
controls. Second line assurance teams
monitor the effectiveness of controls for
certain key risk areas, such as HSE and
cyber and information security, supported
by a programme of audits agreed with
senior management. Significant findings
from these audits are reported to
management. Third line assurance is
provided by the internal audit function
which undertakes a programme of audits
agreed by the Audit and Risk Committee.
A summary of findings from each internal
audit is reported to the Audit and Risk
Committee which then monitors the
implementation of agreed actions.
Harbour maintains an ‘assurance map’ that
sets out the internal and external sources of
assurance in place against each principal
risk. This map allows management and
the Board to consider the adequacy of the
assurance measures in place for each
principal risk and strengthen them if required.
During the year the Board committees
commissioned a programme of
management-led presentations, alongside
regular standing agenda items, to enhance
understanding and alignment on risk
matters assigned to them, to examine the
levels of assurance provided, and to
consider key outcomes from assurance
activity from across the three lines.
The company is developing its audit and
assurance policy that will help formalise
this assurance model.
Monitoring and effectiveness of
the risk management framework
The Board is responsible for monitoring
the company’s overall risk management
framework and for reviewing its effectiveness.
The annual review of the overall
effectiveness of Harbour’s risk
management and internal control systems
has been carried out by the Audit and Risk
Committee on behalf of the Board. The
review considered the design of the risk
management framework across Harbour
and the most significant risks to achieving
our strategic objectives. The review also
considered how each of these risks is being
managed in the context of the agreed risk
appetite or tolerance, themes emerging
from internal audit findings to date and the
status of remedial actions taken. The review
also noted the maturation of the internal
financial control framework and the controls
to prevent material fraud. As part of its
review, the Committee sought perspectives
and assurances from members of the
leadership team. The Board concluded that
the risk management and internal control
systems are effective.
Alan Ferguson
Chair of the Audit and Risk Committee
52
Harbour Energy plc
Annual Report & Accounts 2022
Viability statement
In accordance with the provisions of the
UK Corporate Governance Code, the
Board has assessed the prospects and
the viability of the company over a longer
period than the 12 months required by the
‘going concern’ provision. As part of this
assessment, we considered the principal
risks faced by the Group, relevant financial
forecasts and sensitivities, and the
availability of adequate funding.
Assessment period
The review covered a period of three
years to 31 March 2026 (the forecast
period). The Board considered extending
the viability statement beyond three
years and concluded that the three-year
period remained appropriate for the
following reasons:
¼
at least annually, the Board considers
the Group’s corporate operating
cycles, business plan projections
(the projections) and debt facility
structures over a three-year period;
¼
within the three-year period, market
forward price forecasts are used in the
forecast. Given the lack of forward
liquidity in oil and gas markets after
this initial three-year period, we rely on
our own internal estimates of oil and
gas prices without reference to liquid
forward curves; and
¼
the Group is not currently committed to
any major capital expenditures beyond
the three-year period.
Review of financial forecasts
The projections are based on:
Base case
¼
Production and expenditure forecasts
on an asset-by-asset basis, together
with a variety of portfolio management
opportunities which the company could
undertake if required;
¼
assumed crude oil prices of $90/bbl
in 2023, $80/bbl in 2024, $70/bbl
in 2025 and $65/bbl (in real terms)
thereafter and UK NBP gas prices of
270p/therm in 2023, 140 p/therm in
2024, 100 p/therm in 2025 and 65p/
therm (in real terms) thereafter, adjusted
for the company’s hedging programme
position at year end 2022; and
¼
the financial covenant and liquidity tests
for both the going concern and viability
statement periods associated with the
Group’s borrowing facilities.
Sensitivity analyses
¼
In line with the principal risks, we have
prepared sensitivity analyses to reflect
the combined impact of reductions in
crude and UK natural gas prices of 20 per
cent, and in the Group’s production of
10 per cent, throughout the viability
statement period. Applying these
combined downside scenarios to the
base case forecast, we forecast Harbour
will have sufficient financial headroom
throughout the viability statement period.
Reverse stress tests
¼
Reverse stress tests have been prepared
reflecting further reductions in commodity
price and production parameters, prior
to any mitigation strategies, to determine
the levels each would need to reach to
breach lending covenants or financial
liquidity headroom. This reverse stress
test demonstrated only a remote risk of
covenant breaches as a result of reductions
in price and production parameters.
¼
In addition, the Board considered the
availability of mitigating actions in the
event of having to respond to potential
material changes in covenant tests or
liquidity. These included the ability to
control uncommitted capital programmes
and shareholder returns and the
assumption of renegotiating the RBL letter
of credit facility terms. On this basis it
was concluded that these were sufficient
potential mitigations available to respond
to the reverse stress test scenarios.
Review of principal risks
The Group’s principal risks and uncertainties,
set out in detail on pages 54 to 59, have
been considered over the period.
Under the projections, the Group is
expected to have sufficient liquidity over
the forecast period and to be able to
operate within the requirements of the
financial covenant and liquidity test for
the base, sensitivities and reverse stress
tests as described above.
The potential impact of each of the
Group’s other principal risks on the
viability of the Group during the forecast
period, should that risk arise in its
unmitigated form, has been assessed.
The Board has considered the risk
mitigation strategy for each of those risks
and believes they are sufficient to reduce
the impact of each risk such that it would
be unlikely to jeopardise the Group’s
viability during the forecast period.
Conclusion
The directors’ assessment has been
made with reference to the Group’s
current position and prospects, the
Group’s strategy and availability of
funding, the Board’s risk appetite and
the Group’s principal risks and how
these are managed, as detailed in the
Strategic Report. The directors have
also considered the mitigating actions
within their control in the event of the
remote downside scenarios under the
reverse stress tests. Therefore, the
directors confirm that they have a
reasonable expectation that the Group
will continue to operate and meet its
liabilities, as they fall due, throughout
the forecast period.
53
Harbour Energy plc
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Strategic report
Governance
Financial statements
Additional information
Health, safety and environment:
risk of a major health, safety, environmental or physical security incident
Strategic execution:
failure to effectively implement the strategy
Principal risks
Risk description
The company’s strategy is to create value
by continuing to build a diversified global
independent oil and gas company. The
implementation of this strategy is underpinned
by a clear purpose and strong values.
There is a risk the company could fail to
effectively execute this strategy. The economic
downturn and/or an accelerated transition to a
low carbon economy could lead to a protracted
decline in commodity prices and deterioration
in the financing environment. The company
may fail to maintain sufficient leadership and
organisational capability to effectively grow
and manage the business. The company might
fail to identify and execute attractive M&A
opportunities or be slow to respond to changes
in the external environment that could merit a
change to the strategy.
The unmitigated level of this risk has increased
over the period as a result of various adverse
Risk description
The company may face a major accident or
physical security incident resulting in personal
injury, physical property damage and/or harm
to the environment. A serious incident could
significantly impact production, impair financial
performance, and damage the reputation of
the company. The business might be subject
to punitive fines and individual directors could
be subject to sanction.
In light of factors such as the gradual ageing
of the installed asset base and the challenge
of recruiting new personnel to the industry, the
unmitigated level of risk is gradually increasing
over time. Consequently the risk is actively
managed to ensure the mitigated level of risk
is stable or reduced.
changes in the external environment noted in the risk
descriptions below. In particular, the EPL enacted in
the UK during 2022 has impacted the company’s
financial capacity and introduced concerns over
ongoing fiscal stability in the country. Commodity
prices remain volatile which presents challenges
for agreeing asset values with counterparties.
How the risk is managed
¼
Regular reviews with the Board of the
company’s strategy and execution progress
¼
Board assessment of the track record,
capacity and capability of the senior
leadership team to execute the strategy
including large-scale M&A
¼
Organisation designed and resourced to
deliver the strategy with competitive reward
package and supportive culture and values
¼
Capital deployment, growth and financial
metrics agreed with the Board and feature
in incentive compensation
How the risk is managed
¼
Strong safety leadership culture maintained
with an emphasis on process safety
¼
Senior management commitment to HSES
demonstrated through various engagement
activities, visits to operated facilities, and
sponsorship of and participation in safety events
¼
Experienced Board HSES Committee that
provides oversight and challenge
¼
Organisation designed and resourced to
support the management of the risk
¼
Corporate major accident prevention policy
(CMAPP) and HSES policy in place that direct
all company activities, including contract work,
supported by a defined management system,
an HSES strategy and plan, and relevant
training and competency management
¼
Safety cases and active risk assessment
process and management of change in
place for operated assets
¼
Implementation of scalable systems and
processes to accommodate future M&A
¼
Corporate planning and M&A analyses
evaluated across a range of scenarios
including those related to climate change
and the energy transition
¼
Detailed due diligence of acquisition
opportunities undertaken with support
from external expert advisers
¼
Future UK activity levels reduced and
organisation review initiated following
introduction of EPL to protect financial
capacity to execute strategy
Link to
strategic pillars:
Unmitigated change
since 2021:
¼
Performance metrics agreed with Board
and feature in business performance
tracking and incentive compensation
¼
Performance monitoring in place including
prompt and thorough investigation of
incidents and serious near misses, sharing
of learnings, and targeted campaigns to
address thematic issues
¼
Internal independent HSES auditing and
technical assurance in place with a focus on
major accident hazards (MAH) and regular
reporting to the Board HSES Committee
¼
Internally managed crisis management
and emergency response plans in place,
with exercises conducted regularly
Link to
strategic pillars:
Unmitigated change
since 2021:
The principal risks which may prevent the company
achieving its strategic objectives
OUR STRATEGIC PILLARS
Ensure safe, reliable
and environmentally
responsible operations
Maintain a high quality
portfolio of reserves
and resources
Leverage our full cycle
capability to diversify
and grow further
Ensure financial strength
through the commodity
price cycle
BOARD ASSESSMENT OF CHANGE IN UNMITIGATED RISK LEVEL SINCE 2021
Risk level has increased
Risk level remains stable
Risk level has decreased
54
Harbour Energy plc
Annual Report & Accounts 2022
RISK MANAGEMENT
READ MORE ON PAGE 50
GOVERNANCE
READ MORE ON PAGE 60
Organisation and talent:
failure to create and maintain a cohesive
organisation with sufficient capability and capacity
Risk description
The company may fail to maintain an
organisation structure that aligns with business
needs. The company may also fail to attract,
develop and retain talent or to maintain an
engaged culture with aligned values.
Consequently, the organisation may lack the
capability and capacity to safely execute the
strategy and business plans.
The unmitigated level of this risk is increasing
as experienced employees and contractors
approach retirement with stronger competition
for talent from other sectors.
How the risk is managed
¼
A competitive reward and benefits package
including hybrid working options
¼
Organisation design benchmarked to ensure
alignment with business need
¼
Culture and values programme rolled out
with clear linkage to our stated purpose and
strategic objectives
¼
Staff performance management process
implemented in alignment with target culture
and values and with clear link to reward
¼
Regular staff communications, surveys and
forums in place to support understanding,
engagement and interaction
¼
Experienced Head of Diversity, Equity
and Inclusion appointed to drive an
inclusive environment
¼
Staff counselling and grievance arrangements
in place
Link to
strategic pillars:
Unmitigated change
since 2021:
Host government political and fiscal risks:
exposure to adverse or uncertain political, regulatory
or fiscal developments in countries where the company operates or maintains interests
Risk description
The company operates or maintains interests
in multiple countries including some where
political, economic or social transition is taking
place or there are sovereignty disputes.
The political and security situation and the
regulatory and fiscal framework in any of
these countries may change.
Adverse changes could have a disproportionate
impact on the operations and profitability of the
business. In addition, uncertainty regarding
future changes could reduce the attractiveness
of future investments in those jurisdictions.
Such changes may include adverse tax impacts,
increases in the regulatory burden, price
controls, limits on production or cost recovery,
import and export restrictions, cancellation of
contract rights, and expropriation of property.
The level of the risk has increased as a result
of the EPL enacted in the UK during 2022
which has introduced concerns over ongoing
fiscal stability in the country.
How the risk is managed
¼
Active monitoring of the local political,
economic, social and security situations in
regions where the company does business
or is proposing to enter
¼
Constructive engagement with relevant
government and regulatory stakeholders
¼
Contribution to industry representation
on key issues
¼
Continuing to work towards further
diversification of country exposure including
through strategic M&A
Link to
strategic pillars:
Unmitigated change
since 2021:
55
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Capital programme and delivery:
failure to define and deliver a capital programme that optimises value
Risk description
The company undertakes drilling operations
and capital projects to explore and produce
oil and gas and to decommission assets at
the end of their economic life.
Projects are often complex and may face
delays, cost overruns or unsatisfactory quality
or HSES performance. The volume and
productivity of the reserves targeted for
development are inherently uncertain and
may differ from those expected.
Consequently, the company may fail to add oil
and gas reserves in a value accretive manner
leading to a decline in production and
performance. In addition, the company may
fail to accurately estimate the cost of projects
including decommissioning which would lead
to not accurately providing for future liabilities.
The unmitigated level of this risk is gradually
increasing as the company’s resources in
existing areas become progressively more
marginal and challenging to develop. This trend
may be partially or fully offset by the continued
deepening of the company’s experience in
decommissioning assets, and by its exploration
activities and M&A.
How the risk is managed
¼
Organisation designed and resourced to
deliver the capital programme, including a
highly experienced decommissioning team
¼
Capital deployment and growth metrics agreed
with Board and feature in business performance
monitoring and incentive compensation
¼
Processes in place to support the maturation
of resources and drive efficient deployment
of capital including rigorous technical and
economic evaluation processes with defined
stage-gate reviews
¼
Consistent methodology in place to
estimate future decommissioning liabilities
¼
Investment guidelines agreed with
Board to ensure consistent evaluation
of investment opportunities
¼
Independent assurance team in place
to drive effective governance of capital
investment activities and promote transfer
of learnings
¼
Drilling and capital projects benchmarked
to understand relative performance with
systematic lookbacks undertaken to assess
and improve performance
¼
Independent review undertaken of the
company’s reserves and resources
Link to
strategic pillars:
Unmitigated change
since 2021:
Operational performance:
failure to deliver competitive operational performance
Risk description
The company may fail to maintain reliable and
responsible operations with a competitive cost
structure. Significant expenditure and outages
may be required to maintain the operability and
integrity of the installed asset base as it ages.
The company may fail to manage costs such that
margins erode over time, especially as assets
advance towards end-of-life. Consequently, the
company may fail to meet production forecasts,
maintain competitive operating costs, or meet
contractual obligations, any of which would
impact financial performance.
The unmitigated level of the risk is gradually
increasing as the existing asset base continues
to age and requires ongoing care to maintain
reliability and optimise future performance.
How the risk is managed
¼
Clearly stated purpose to ensure safe, reliable,
and responsible production of hydrocarbons
¼
Organisation designed and resourced to
manage current operational activity
¼
Operational performance metrics agreed with
the Board and feature in business performance
monitoring and incentive compensation
¼
Performance reviewed regularly by
management to monitor and manage delivery
¼
Allocation of capital and other required resources
to maintain asset integrity and reliability
¼
Inventory of future near-field drilling
opportunities maintained to support recovery
and forecast production levels
¼
Proactive oversight of non-operated joint
ventures and appointed operators
¼
Operating costs benchmarked to identify
opportunities for improved performance
¼
Emerging technology monitored for new
opportunities to improve recovery or
reduce cost
¼
Soliciting third-party volumes to improve
utilisation of existing infrastructure
Link to
strategic pillars:
Unmitigated change
since 2021:
Principal risks
continued
56
Harbour Energy plc
Annual Report & Accounts 2022
Third-party reliance:
failure to adequately manage supply chain, joint venture
and other partners, and third-party infrastructure owners
Risk description
The company relies on a range of third parties,
including contractors who supply products and
services, joint venture (JV) partners, operators
appointed to operate certain assets on its
behalf, downstream infrastructure owners and
trading counterparties.
The company may be unable to procure
certain products or services on a timely and
cost-effective basis. Operating partners may
not manage assets effectively and the ability
of Harbour to influence may be limited. The
company may lose availability or access to
downstream infrastructure to transport oil
and gas to market.
The unmitigated level of this risk is increasing
as the supply chain is challenged industry-wide
as a result of lingering effects of the Covid
pandemic and competition from renewable
energy and other infrastructure projects. In
addition, rising interest rates, inflation and the
increased UK tax may impact the ability or
willingness of some third parties to invest
alongside Harbour. This environment may also
increase the conditions that can lead to unsafe
practices or unethical behaviours among third
parties, including on matters such as fraud or
human rights.
How the risk is managed
¼
Well established relationships in place with
most of our third parties including regular
engagement and performance monitoring
¼
Proactive development, oversight, governance
and enforcement of commercial agreements
¼
New and existing partners and contractors
carefully assessed through due diligence and
approval processes, supported by additional
security arrangements as required
¼
Category and contract strategy and market
engagement designed to secure products and
services in a timely and cost-effective manner
and optimise usage
¼
Formal budgeting and tendering processes
in place to govern material spend
¼
Market access to transport produced oil and
gas supported by industry codes of practice
and contractual agreements
¼
Insurance programmes in place include
contingent business interruption insurance
for loss of revenue following loss or damage
to third-party facilities
Link to
strategic pillars:
Unmitigated change
since 2021:
Access to capital:
failure to ensure sufficient access to capital to implement the company’s strategy
Risk description
The company seeks to ensure sufficient access
to capital to maintain a robust balance sheet
through the typical commodity price cycle. Should
the company fail to achieve this, it may not have
sufficient funds to re-invest in its existing assets
or to fund growth through capital investments
and M&A as outlined in the strategy.
The unmitigated risk level remains broadly
stable with the prospective adverse effects of
the economic slowdown, the energy transition
and the increase in UK tax on investor and
lender appetite for the sector offset by robust
commodity prices and strong operational
performance that has enabled a material
reduction in corporate debt levels.
How the risk is managed
¼
Robust financial framework and prudent
capital allocation priorities agreed with the
Board and rigorously implemented
¼
Diversified capital structure in place, including a
reserves-based lending (RBL) facility and a bond
¼
Annual RBL redetermination programme to
ensure available liquidity is known for the
forthcoming period
¼
Close monitoring of decommissioning liabilities
and financial headroom on security postings
¼
Disciplined hedging programmes in place to
help manage commodity price, interest rate and
foreign exchange exposures where appropriate
¼
Annual capital budgets and long range plans
approved by the Board that consider near-term
commodity prices and cash flow expectations
with plans and spending levels stress-tested
against adverse scenarios
¼
Demonstrable commitment made to
energy transition, supported by compliant
disclosures and ongoing review
¼
Continued monitoring of investor appetite,
debt market volatility and bank lending
capacity in light of the energy transition
and economic slowdown
Link to
strategic pillars:
Unmitigated change
since 2021:
57
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Principal risks
continued
Commodity price exposure:
failure to manage the impact of commodity price fluctuations on the business
Risk description
The price of oil and gas is impacted by changes
in global and regional supply and demand, and
expectations of future supply and demand. It is not
possible to accurately predict future oil and gas
prices and prices may continue to remain volatile.
A sustained decline in oil and gas prices could
undermine our ability to deliver on our strategy by
reducing cash flow available to fund growth and
distributions and impairing access to capital.
Excessive price volatility could also impede
business planning and financial decision-making.
Harbour seeks to actively manage commodity
price exposure to realise sufficient revenue to fund
the company’s strategy through the cycle while
protecting the business from excessive volatility.
Commodity price volatility has increased over the
period and this has increased the unmitigated level
of this risk.
How the risk is managed
¼
Board approved commodity hedging
programme in place, including minimum and
maximum hedging limits and utilising a
broadened range of instruments, aligned to
agreed risk appetite and designed to underpin
the implementation of the financial framework
¼
Strong control framework in place that covers
the full hedging life cycle and includes
monitoring and assurance activities to ensure
the hedging programme is applied consistent
with risk appetite
¼
Carbon hedging conducted to actively
manage the company’s exposure to
carbon pricing in the UK market and meet
regulatory requirements
¼
Regular business performance reporting
to the Board
Link to
strategic pillars:
Unmitigated change
since 2021:
Cyber and information security:
failure to maintain safe, secure and reliable information systems
Risk description
The company may fail to implement adequate
cyber and information security measures making
it vulnerable to a serious cyber-security incident
or slow to recover in the event of an incident.
A failure to adequately manage this risk would
result in business or operational interruption,
impact the confidentiality, integrity, availability and
regulatory compliance of company information,
and potentially lead to heightened safety or
environmental risk. Such outcomes may lead to
regulatory fines, impact business performance,
and damage the company’s reputation.
The risk of a cyber-attack continues to increase
due to a rising global threat and the increasing
prominence and growth of the company.
How the risk is managed
¼
Experienced and resourced cyber and
information security organisation in place
¼
Provision of threat intelligence services in place
with UK Government and specialist partners
¼
Defensive and preventative controls
implemented to an industry standard that
include supply chain monitoring and staff
training to raise awareness
¼
Disaster recovery and business continuity
plans in place and regularly tested
¼
Independent testing and assurance of
resilience including simulation of incidents
¼
Regular review of controls in line with the evolving
threat landscape and regulatory requirements
Link to
strategic pillars:
Unmitigated change
since 2021:
Legal and regulatory compliance:
failure to maintain and demonstrate effective legal and
regulatory compliance
Risk description
The company, its employees and contractors
are subject to various laws and regulations
governing corporate and personal conduct,
including anti-fraud, bribery, corruption and
tax evasion.
In the event of a major compliance breach, a
failure to demonstrate adequate legal and
regulatory compliance processes may lead to
financial penalties, undermine the company’s
value-based culture, and damage its reputation
with employees and external stakeholders.
How the risk is managed
¼
Zero tolerance stance towards fraud, bribery,
corruption, and the facilitation of tax evasion
in any form that could be unlawful or otherwise
cause loss to, or damage the reputation of,
the company
¼
Global compliance framework implemented
with relevant training to facilitate an
understanding of the risks, set clear
expectations, prevent material fraud, and
promote a ‘speak up’ culture. This includes
well-defined and reinforced values, secure
whistleblowing arrangements and relevant
Board-approved policies and statements
covering matters such as code of conduct,
sustainability, human rights and tax
¼
Governance structure maintained that
complies with the UK Listing Rules, the UK
Corporate Governance Code and the UK
Companies Act
¼
New and emerging applicable regulations
closely monitored to support timely compliance
¼
Board and Audit and Risk Committee
enforcement of the code of conduct and
monitoring of whistleblowing activity
Link to
strategic pillars:
Unmitigated change
since 2021:
58
Harbour Energy plc
Annual Report & Accounts 2022
Energy transition and net zero:
failure to adapt the strategy and business model in the context
of the energy transition, including changing demand for oil and gas, and evolving investor,
societal and regulatory expectations
Risk description
The transition towards a low carbon economy is
impacting both the supply and demand for oil and
gas. The interplay of these changes could lead
to long-term volatility in oil and gas prices. In the
longer term, physical changes in weather patterns
and ocean currents and more frequent extreme
weather events may disrupt business activities.
The company may face more demanding
regulatory requirements or lose some sources
of funding if it is unable to meet such evolving
investor, lender and societal expectations. The
company may be subject to negative NGO or
shareholder activism which could affect its
reputation and societal ‘licence to operate’.
Should Harbour be unable to maintain a
strategy and business model that is resilient to
evolving market conditions, requirements and
expectations, the long-term viability of the
business may be in question.
The unmitigated level of this risk remains broadly
stable. While stakeholder expectations regarding
the energy transition continue to grow and evolve,
the effect of this has been tempered by more recent
concerns over near-term energy supply security,
including for oil and gas.
How the risk is managed
¼
Clear commitment made to the safe, reliable
and responsible production of oil and gas
¼
Credible emissions reduction plan in place to
meet Net Zero 2035 goal, including interim
2030 emissions reduction target, zero routine
flaring commitment, alignment with the
regulatory requirements and emissions offset
purchase plans
¼
Net zero strategy, including in the context
of our company’s strategy, and execution
monitored by Board and HSES Committee
¼
Emissions reduction targets feature in
incentive compensation and incorporated into
the main reserves-based lending debt facility
¼
Material participation in two early-stage CCS
projects that could make a significant
contribution to the UK’s emissions reduction
and storage targets
¼
Impact of transition risks of climate change
on portfolio analysed using scenario
analysis. Potential impact of physical risks
of climate change assessed
¼
Energy transition scenarios and risks,
including the cost of carbon, are considered
with regards to the impact on the financial
statements, investment decisions,
corporate planning and M&A analysis
¼
Periodic review of the long-term physical risk
profile undertaken across core geographies
¼
New and emerging ESG reporting requirements
closely monitored to ensure compliance,
including independent verification
Link to
strategic pillars:
Unmitigated change
since 2021:
Integration of acquired businesses:
failure to properly integrate acquired businesses
and realise anticipated synergies in a timely manner
Risk description
Harbour’s strategy includes growth through M&A.
The company may fail to manage the pace,
scope and cost of integrating future acquisitions.
Integration synergies may not be realised in a
timely manner. The consequences of the
integration process may, at least initially, lead to
increased complexity, job security concerns,
increased workloads, disengagement or loss of
key staff. The company may be unable to
maintain a scalable operating model to support
the efficient integration of further acquisitions.
The risk remains evergreen given the
acquisition and integration of significant M&A
remains integral to the strategy.
How the risk is managed
¼
Senior executive team has a proven track
record of integrating large scale M&A and
creating value from acquired assets
¼
Integration playbook in place to ensure
learnings from past integrations are leveraged
¼
Enterprise management system designed
and implemented that is scalable for a
growing business
¼
Integration management office established
on each acquisition with a clear governance
model, resourced with employees who are
familiar with the acquired businesses, and
supported by a detailed integration plan
¼
Integration delivery monitored by
management with Board updates and
third-party assurance
¼
Regular internal communications take place
during integration to maintain employee
awareness and engagement
Link to
strategic pillars:
Unmitigated change
since 2021:
To consolidate our reporting requirements under sections 414CA and 414CB of the Companies Act 2006, the table on page 106
sets out our non-financial and sustainability information statement and shows where in this Annual Report to find each of the
disclosure requirements. The Strategic Report, comprising pages 1 to 59, including the non-financial and sustainability information
statement, has been prepared in accordance with the requirements of the Companies Act 2006 and has been approved and signed
on behalf of the Board.
Linda Z. Cook
Chief Executive Officer
8 March 2023
59
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Dear shareholder,
I am delighted to be writing to you on behalf of the
Board in this, Harbour Energy’s 2022 Annual Report.
Corporate governance
Harbour Energy continues to build on the solid foundations of the
corporate governance structure we developed on the completion
of the merger in 2021.
Our purpose, to play a significant role in meeting the world’s energy
needs through the safe, efficient and responsible production of
hydrocarbons, has never been so important in what has been
another transformative year for the industry. Your Board has worked
hard to steer the company through the challenges posed
by geopolitical and economic volatility, and material fiscal instability,
to create value for all our stakeholders: employees, government
and regulators, investors and shareholders, lenders, JV partners,
suppliers and customers, and wider society as a whole.
My role, and that of the Board, has been to guide a path through the
challenges faced by the company and the industry in which we
operate, continuing to steer our strategy and ensure that it remains
relevant in a changing market environment. Your Board continues to
aspire to the highest standards of corporate governance. This means
considering the right things, at the right time, with the right people
and insights. Our corporate governance structure supports this
objective, and a summary of the framework can be found on page 62.
Chairman’s introduction
Your Board has worked hard to
steer the company through the
challenges posed by geopolitical
and economic volatility, to create
value for all our stakeholders.
R. BLAIR THOMAS
Chairman
60
Harbour Energy plc
Annual Report & Accounts 2022
Board activities in 2022
A key element of our purpose and a core strategic pillar is
ensuring safe, reliable and environmentally responsible operations.
To this end, your Board has continued to monitor the work of the
leadership team, through the HSES Committee where appropriate,
to drive improvement in safety and environmental performance.
We endorsed the 2022 plan to focus on process safety culture and
the launch of a Back to Basics safety campaign in August 2022.
We were pleased to see that HSES culture received the highest
favourable score in the global engagement survey, demonstrating
our employees’ commitment in this area.
Your Board is supportive of the progress being made on our net
zero strategy as we continue to reduce our own emissions and
focus on achieving our targets.
There has never been a more important time to ensure that
Harbour is well positioned to align with and support the global
energy transition and net zero goals. The Board has continued
to monitor the progress of the company’s two CCS projects in the
UK, Viking and Acorn; through these, with an enabling regulatory
framework, we are aiming to contribute materially to the UK goal
of net zero by 2050.
Capital allocation, shareholder distributions and consideration of M&A
opportunities have remained high on the Board’s agenda throughout
2022. Oil and gas will continue to play a key role in meeting the world’s
energy needs, and it is important that the company invests to deliver
reliable supplies. In 2022, Harbour invested $907 million of capital
in new oil and gas projects, including the decommissioning of idle
infrastructure. The Board was pleased to announce $200 million
of dividends to shareholders and additional returns through the
execution of $400 million of share buybacks.
Harbour culture
Your Board believes that a healthy corporate culture starts with
the Board. We set the tone and approve and endorse Harbour’s core
values: integrity, responsibility, innovation and collaboration. The Board
has considered and supported various initiatives to strengthen the
culture of Harbour Energy in 2022. These include direct engagement
with the global staff forum, participation in townhalls, and other informal
opportunities to meet with a broad cross section of employees.
During 2022 Harbour launched its first global engagement survey
and the Board has endorsed the resulting action plan to address
the highest priority issues identified, including, for example, those
related to career development.
Board performance evaluation
Last year the Board embarked on a three-year performance
evaluation plan. During 2022 the Board executed the second year
of the programme, with Lintstock conducting externally facilitated
interviews with each of the directors to supplement written survey
results and enable the Board to reflect on its performance 18
months after its formation. An overview of the process, key findings
and next steps is included in the Nomination Committee report.
Board priorities for 2023
For the Board and leadership team, our focus during 2023 will be on
delivering against our operational and safety targets, continuing to
execute our capital allocation programme and growing the business,
including through the pursuit of value-accretive M&A with a focus on
adding scale and international diversity to the company’s portfolio,
prioritising safe and responsible operations. The macroeconomic
and geopolitical environment remains challenging and uncertain,
but I am confident that we have the right team and strategy in
place to create value for all our stakeholders.
Board changes
During 2022 Anne Marie Cannon retired from the Board, and
Steve Farris has confirmed that he intends to retire at the
conclusion of the 2023 AGM. Anne Marie was a long time director
of Premier and played a key role in facilitating a smooth transition
to Harbour Energy, while Steve has been a director of the private
company that preceded Harbour Energy and helped guide the
strategic direction of the company since inception. I am grateful
to each for their valuable contribution to our company.
Finally, I would like to thank all of our employees, shareholders, partners
and contractors for their continued support of Harbour Energy.
R. Blair Thomas
Chairman
Strategy
We aim to continue building a global,
diverse, independent oil and gas company.
We will achieve this by realising value from
our existing portfolio, growing through
selective investments and disciplined
M&A, whilst maintaining a robust balance
sheet and operating in a safe and
environmentally responsible manner.
Board activities
Governance
Your Board is committed to the highest
standards of corporate governance.
Our processes and procedures underpin
the way we operate and are designed to
ensure that the right decisions are taken
at the right time and by the right people.
Performance
Harbour has performed very strongly
during its first full year as a publicly
listed company, showing strength and
resilience in the face of a challenging
geopolitical and economic backdrop.
We have advanced our ESG agenda
and net zero strategy, delivered against
our capital allocation priorities and
continued to invest in growth.
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Financial statements
Additional information
BOARD OF DIRECTORS
READ MORE ON PAGE 64
2
Division of
responsibilities
1
Board leadership &
company purpose
Governance at a glance
The UK Corporate Governance Code
2018 (the Code) is the corporate
governance code to which we
referred during the financial year
to 31 December 2022 and can
be found at
frc.org.uk
.
Harbour was fully compliant with the
provisions of the Code throughout 2022,
except for Provision 9, which states that
“the chair should be independent on
appointment when assessed against the
circumstances set out in Provision 10”.
R. Blair Thomas, the Chairman, did not
meet the independence criteria of Provision
10 of the Code by virtue of being appointed
pursuant to EIG’s right to appoint up to two
directors to the Board under the relationship
agreement detailed on page 103.
The Board believes that Blair’s industry
experience and knowledge of the Chrysaor
Group, one of Harbour’s heritage
companies, justified his appointment as
Chairman and is of continuing benefit to
Harbour Energy and its stakeholders. Blair
has more than 30 years’ experience in the
investment management business, with
a focus on energy and energy-related
infrastructure, and he was a member of the
board of directors of Chrysaor Holdings Ltd
prior to the merger in 2021.
The Board is comprised of a majority
of independent non-executive directors,
including a very experienced senior
independent director in Simon Henry.
The Board therefore believes there is
sufficient independent challenge and
judgement within the boardroom.
Full details on how the Code Principles
have been applied are available on pages
100 to 102.
The Board’s role is to promote the
long-term sustainable success of
the company, generating value for
shareholders and stakeholders,
including society as a whole.
Harbour Energy’s purpose is to play
a significant role in meeting the world’s
energy needs through the safe,
efficient and responsible production of
hydrocarbons. The company’s strategy
underpins this purpose, aiming to
create value by continuing to build a
global diversified oil and gas company
focused on value creation, cash flow
and distributions. This would not be
possible without Harbour’s people, who
are encouraged to live by Harbour’s
values: integrity, responsibility,
innovation and collaboration.
There is a clear division of responsibilities
between the Chairman and Chief Executive
Officer, in addition to defined role profiles
for the Senior Independent Director and
non-executive directors to support the
integrity of the Board’s operations.
Whilst the Chairman was not regarded
as independent on appointment, he
brings significant industry experience
which the Board believes is of great
benefit to the company, a conclusion
supported by the external Board
evaluation that took place in 2022.
The Chairman is responsible for
leading the Board through the
facilitation of open conversations
and dialogue at Board level.
How our governance structure aligns with the principles of the Code
Our governance goes beyond
regulatory compliance,
putting the interests of all our
stakeholders at the heart of
the Board’s decision-making.
SIMON HENRY
Senior Independent Non-Executive Director
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DIRECTORS’ REMUNERATION REPORT
READ MORE ON PAGE 78
AUDIT AND RISK COMMITTEE REPORT
READ MORE ON PAGE 68
NOMINATION COMMITTEE REPORT
READ MORE ON PAGE 72
ALAN FERGUSON
Chair of the Audit and Risk Committee
3
Composition,
succession
& evaluation
The Board has a majority of independent
non-executive directors and a diverse
mix of skills, gender, social and ethnic
backgrounds and experience.
The Nomination Committee is tasked
with ensuring that the Board comprises
a suitable balance of individuals to
enable the Board to lead the company
effectively. Read more about the
activities of the Nomination Committee
in its report on pages 72 to 75.
4
Audit, risk &
internal control
The Audit and Risk Committee keeps
under review the effectiveness of
Harbour’s risk management and internal
control systems and the programme of
reviews co-ordinated by internal audit
and risk management.
It also monitors the integrity of the
company’s financial statements and
ensures that the Annual Report and
public disclosures are fair, balanced,
understandable and provide all the
information required by shareholders
to assess the company’s performance.
Margareth Øvrum
Chair of the HSES Committee
5
Remuneration
Remuneration at Harbour is designed
to attract the top global talent in our
sector to enable the company to meet
its objectives, taking into account the
long-term interests of employees,
investors and other stakeholders.
The Remuneration Committee maintains
the Remuneration Policy and consults with
shareholders to ensure support for our
executive remuneration framework. The
Remuneration Committee considers and
approves the remuneration arrangements
of the Chairman, executive directors and
other senior executives, whilst exercising
oversight of pay and performance
conditions across the business.
Health, safety, environment & security
HSES is a fundamental part of our
business and so forms a core pillar
of our governance structure additional
to the Code sections above.
HSES is a top priority for Harbour. We
put safety first in everything we do, and
sound environmental management is a
key part of Harbour’s licence to operate.
ANNE L. STEVENS
Chair of the Remuneration Committee
R. BLAIR THOMAS
Chair of the Nomination Committee
The HSES Committee is responsible for HSES
strategy and performance, monitoring HSES
incidents and performance, including that
relating to net zero and the energy transition.
The HSES Committee works closely with
the Audit and Risk Committee to ensure
that the effectiveness of the company’s
risk management and control systems
and associated reporting is robust.
HSES COMMITTEE REPORT
READ MORE ON PAGE 76
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Financial statements
Additional information
MANAGEMENT ACCOUNTABILITY
BOARD OVERSIGHT
Board of directors
Audit and Risk Committee
Nomination Committee
HSES Committee
Remuneration Committee
Board of directors
North Sea operations
The North Sea portfolio comprises
a mixture of producing assets,
development and pre-development
projects and near-field
exploration opportunities.
The North Sea business unit is led
by Bob Fennel, EVP North Sea.
READ MORE
ON PAGE 68
READ MORE
ON PAGE 72
READ MORE
ON PAGE 76
READ MORE
ON PAGE 78
READ MORE
ON PAGE 42
A diverse, experienced and knowledgeable Board
The Board is collectively responsible for the governance
of the company on behalf of Harbour’s shareholders
and is accountable to them for the long-term sustainable
success of the company.
The Board governs the company in accordance with the authority
set out in the company’s articles of association and in compliance
with the Code. Our governance goes beyond regulatory compliance,
putting the interests of all our stakeholders at the heart of the
Board’s decision-making.
Our articles of association are available on the company’s
website, alongside the matters reserved for the Board, whilst
a copy of the Code can be accessed at
www.frc.org.uk
.
Leadership team
The leadership team supports the Chief Executive Officer with the development and implementation of Group strategy,
management of the operations of the company including succession planning, financial planning, risk management,
internal control, HSES and corporate responsibility. The leadership team includes representation from the three key
operational areas set out below.
Board committees
The Board has established Audit and Risk, Nomination,
HSES and Remuneration Committees. Each committee
has formal terms of reference approved by the Board,
copies of which can be found on the company’s website.
The Company Secretary provides advice and support to the Board
and its committees. Board committees are authorised to engage
the services of external advisers as they deem necessary.
International operations
The International portfolio includes
assets in Indonesia and Vietnam
and interests in Mexico.
The International business unit
is led by Stuart Wheaton,
EVP International.
Functional oversight and support
Management and oversight functions
supporting the business include
finance, legal, human resources, global
services, subsurface and net zero.
Each function is led by a member
of the leadership team.
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Committee membership
N/A
Committee membership
– Audit and Risk
– HSES
Committee membership
N/A
Committee membership
– Nomination (Chair)
Linda Z. Cook
Chief Executive Officer
Appointed 31 March 2021
Skills and experience
Linda has significant experience in building and managing large-scale,
global energy businesses at both Royal Dutch Shell where she worked
for almost 30 years and subsequently in private equity at EIG. She has
a track record of successful strategic execution and growth, including
through M&A, major project delivery, and raising capital. Her experience
in international oil and gas and in disciplined capital allocation within
the sector is invaluable for Harbour as the company embarks on an
ambitious programme of investment across the portfolio. Also important
are Linda’s many years of experience serving as a CEO, and as a
director, in both executive and non-executive capacities on the boards
of large, publicly listed companies.
External appointments with public companies
– BNY Mellon, Non-Executive Director
and Chair of the Human Resources
and Compensation Committee
R. Blair Thomas
Chairman
Appointed 31 March 2021
Skills and experience
Blair was appointed as Non-Executive Chairman of the company
pursuant to the relationship agreement with EIG (described on page
103). Blair has more than 30 years’ experience in the investment
management business, with a focus on energy and energy-related
infrastructure, and was previously a member of the board of directors
of Chrysaor Holdings Ltd. The Board believes that Blair’s industry
experience and knowledge of Harbour warrants his position as
Chairman and his leadership is of significant benefit to the company
and shareholders as a whole.
External appointments with public companies
None
Simon Henry
Senior Independent Non-Executive Director
Appointed 31 March 2021
Skills and experience
Simon’s position as Senior Independent Director is vital for the Board
in ensuring that the highest standards of corporate governance are
maintained. He plays a pivotal role in managing the relationship with
the company’s major shareholder, EIG, and ensuring the company is
able to operate independently and in accordance with its obligations
as a listed company. In addition, Simon brings significant experience
in both the oil and gas sector and public markets having spent his
entire career working with large-scale companies, including as CFO
for Royal Dutch Shell plc for many years.
External appointments with public companies
– Rio Tinto plc, Non-Executive Director
and Chair of the Audit Committee
Alexander Krane
Chief Financial Officer
Appointed 15 April 2021
Skills and experience
Having spent a large portion of his career as CFO of Aker BP, including
during the merger of Det Norske Oljeselskap and BP Norge, Alexander
has experience leading a large finance function through an integration
process. His listed company experience and understanding of debt
and equity capital markets are invaluable in ensuring that the
company has the balance sheet strength to be able to deliver its
growth and investment plans through the commodity price cycle.
External appointments with public companies
None
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Financial statements
Additional information
Committee membership
– Audit and Risk (Chair)
– Remuneration
Committee membership
– HSES (Chair)
– Audit and Risk
Committee membership
– HSES
Board of directors
continued
Alan Ferguson
Independent Non-Executive Director
Appointed 31 March 2021
Skills and experience
Alan brings current and relevant financial experience to the Board
and as Chair of the Audit and Risk Committee after an executive
career in finance roles, along with a decade of experience leading
audit committees of listed companies. Alan has already successfully
led the tender process for Harbour’s external auditors and his
expertise in audit and accounting is vital for the company.
External appointments with public companies
– AngloGold Ashanti Limited, Non-Executive Director
and Chair of the Audit Committee
G. Steven Farris
Non-Independent Non-Executive Director
Appointed 31 March 2021
Skills and experience
Steve was appointed as a non-executive director of the company
pursuant to EIG’s right to appoint up to two directors to the Board.
Steve spent his executive career within the energy sector, latterly
leading the Apache Corporation as Chairman and CEO, which has
enabled him to provide a valuable contribution to the Board. Following
the distribution of EIG’s holding in July 2022, Steve will be stepping
down from the Board at the 2023 AGM. Steve’s knowledge and
counsel have been a great asset to the Board.
External appointments with public companies
None
Margareth Øvrum
Independent Non-Executive Director
Appointed 1 April 2021
Skills and experience
Margareth worked for Equinor and its predecessor companies from
1982 until January 2021. Latterly, she was Executive Vice President
for 17 years with responsibility for global HSE, project development,
drilling, procurement, technology and new energy. She has extensive
knowledge of international oil and gas operations, major projects,
health and safety, sustainability and the role of digital technology
in engineering. In particular, she has a passion for safety and the
environment which will be of great value to the Board and through
her role as Chair of the HSES Committee. She also has considerable
governance experience through her non-executive director roles.
External appointments with public companies
– FMC Corporation, Non-Executive Director
– Technip FMC plc, Non-Executive Director
– Transocean Ltd, Non-Executive Director
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Committee membership
– Remuneration (Chair)
– Nomination
Committee membership
– Nomination
– Remuneration
Anne L. Stevens
Independent Non-Executive Director
Appointed 31 March 2021
Skills and experience
Anne has served on remuneration committees, including as Chair, in
a number of large organisations in recent years. Anne has significant
experience engaging with investors to deliver remuneration outcomes
that are of benefit to all stakeholders. In addition to her expertise as
a remuneration committee chair, Anne also contributes a wealth of
experience built up over a long career in engineering and executive
roles in large global companies.
External appointments with public companies
– Aston Martin Lagonda Global Holdings plc,
Non-Executive Director and Chair of the
Remuneration Committee
Rachel Rickard
Company Secretary
Rachel is a Fellow of the Chartered Governance Institute with more
than 20 years’ experience gained across a variety of industries and
sectors in FTSE 100 and FTSE 250 listed companies, including three
years within the financial services sector.
As Company Secretary, Rachel is responsible for advising the Board,
through the Chairman, on all governance matters.
Andy Hopwood
Independent Non-Executive Director
Appointed 31 March 2021
Skills and experience
Andy has over 40 years’ experience in the global oil and gas industry
gained during his long association with BP. He brings a strong
understanding of the technical, operational and commercial issues
associated with developing and managing large-scale, complex energy
assets around the world, from exploration through to decommissioning,
including in the areas of safety and the environment. Andy’s technical,
operational and leadership expertise in the oil and gas sector are
invaluable to the Board and its committees in overseeing the existing
portfolio and assessing opportunities for investment.
External appointments with public companies
None
Board representative to
the group staff forum
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Financial statements
Additional information
Financial reporting and audit
50%
Risk management and
internal control
30%
Special topics
10%
Governance
10%
Audit and Risk Committee report
Meeting attendance
Current members
Alan Ferguson (Committee Chair)
Simon Henry
Margareth Øvrum
1
Former members
Anne Marie Cannon
2
Attended
Not attended
1
Margareth Øvrum was unable to attend one meeting due to commitments in place prior
to her appointment to Harbour Energy plc.
2
Anne Marie Cannon stepped down from the Committee on 31 October 2022.
Role of the Committee
¼
Monitors the integrity of the company’s financial statements and
any formal announcements relating to the company’s financial
performance and the significant financial reporting judgements
they contain.
¼
Reviews the external auditor’s independence, objectivity and
the effectiveness and quality of the audit process.
¼
Monitors and reviews the effectiveness of the company’s risk
management and internal control systems including in particular
the identification of emerging risks together with the results of
the programme of reviews of these systems and management’s
response to the review findings.
¼
Monitors and reviews the effectiveness of actions taken to
mitigate the risks which are considered by the Board to be the
principal risks facing the company.
¼
Monitors and reviews the effectiveness and objectivity of the
company’s internal audit function, the appropriateness of its
work plan, the results of reviews undertaken, and the adequacy
of management’s response to matters raised.
¼
Develops and implements policy on the engagement of the
external auditors to supply non-audit services.
¼
Monitors the enforcement of the company’s Global Code
of Conduct and the adequacy and appropriateness of its
whistleblowing procedure.
How the Committee spent its time during the year (%)
Committee members
Alan Ferguson
Committee Chair
Simon Henry
Margareth Øvrum
This was an important year for the
Committee in operating through
its first full cycle. We built on the
foundations established during
2021 to mature the risk management
framework, review a number of key
risks and continue to develop the
internal control framework.
ALAN FERGUSON
Committee Chair
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Financial reporting judgements and internal control matters
The Committee considered the following significant judgements,
estimates and internal control matters in preparing the 2022
Annual Report & Accounts, coming to the following conclusions:
Dear shareholder,
I am pleased to present the Audit
and Risk Committee’s (the Committee)
report for 2022. The objective of
this report is to provide a summary
of the Committee’s work to ensure
the interests of the company’s
stakeholders are protected through
a robust system of risk management
and transparent financial reporting.
I held the position of chair of the Audit
and Risk Committee throughout 2022.
Key activities during the year
The Committee held seven scheduled
meetings during 2022. A further two
meetings were held in 2023, prior to the
publication of this Annual Report &
Accounts. In addition to the members of the
Committee listed on the previous page,
meetings were normally also attended by the
Chief Executive Officer, the Chief Financial
Officer, the Corporate Controller, the VP
Internal Audit and Risk Management, the
General Counsel and the company’s external
auditors. Other senior managers are
required to attend when significant audit and
risk management matters relating to their
area of responsibility are considered by the
Committee. During the year, the Committee
met privately with the Chief Financial Officer,
the VP Internal Audit and Risk Management
and the external auditors, as I normally do
prior to the Committee meetings themselves.
The activities undertaken by the Committee
in 2022 built on the foundations we
established in 2021 following the listing
of Harbour Energy plc on 1 April 2021.
The Committee invested extensive time during
the year reviewing the significant financial
reporting judgements, key accounting
estimates, climate change disclosures,
important internal control matters and
other processes in place to prepare the
company’s full and half-year results.
In particular, the Committee reviewed the
impairment and decommissioning provision
assessments, the appropriateness of the
financial modelling work that supported the
going concern and viability statements, and
the clarity and completeness of disclosures
in the financial statements. In this work, we
considered the impact of the energy transition,
in particular the uncertainty on the scale and
timing of such impacts and the implications for
the long-term resilience of the business. More
detail about the work of the Committee in
relation to these financial reporting judgements
can be found in the panel opposite.
Going concern
The directors are required to consider the
appropriateness of adopting the going concern
basis of accounting. The Committee reviewed
management’s projections of the company’s
liquidity position. Key assumptions in the
projections included those related to oil and gas
prices during the period. The Committee is
satisfied that the judgements applied in making
the assumptions and estimates that underpin
the forecasts and projections are appropriate.
The going concern statement included on page
49 is fair and balanced.
Impairment and reversals of tangible and
intangible properties
In assessing indicators of impairment or reversals
of previous impairments, the Committee:
¼
reviewed and challenged management’s
key assumptions for oil and gas properties,
including the long-term planning assumptions
and future oil and gas prices; and
¼
taking account of available market data,
approved management’s long-term
planning assumptions for crude oil prices
of $90/bbl in 2023, $80/bbl in 2024,
$70/bbl in 2025 and $65/bbl (in real terms)
thereafter and for UK NBP gas prices of
270p/therm in 2023, 140p/therm in 2024,
100p/therm in 2025 and 65p/therm
(in real terms) thereafter, adjusted for the
company’s hedging programme.
The Committee was satisfied that the most
significant assumptions on which the
impairment charges and reversals are based
are: future commodity prices, the discount rate
applied to the forecast future cash flows and
decommissioning provisions. The Committee
judged the sensitivity of the impairment charges
and reversals to changes in the commodity prices,
as set out in note 12 to the financial statements
on page 146, to be appropriate. The Committee
also considered the impact of climate change and
carbon pricing on the financial statements and
concluded there was unlikely to be a material
impact on the financial statements. Further
information can be found in note 2 to the
financial statements on page 123.
The Committee assessed the carrying values
of exploration and evaluation assets (E&E) and
whether any indicators of impairment exist in
relation to these assets. The Committee reviewed
the oil and gas resources estimates and
maturation reports provided by management
and is satisfied that the resource movements
in the year, and balances at year-end, were
appropriately prepared and supported, and that
the corresponding E&E asset carrying balances
and income statement charges were aligned with
the resources reports. Details of the company’s
intangible E&E assets are provided in note 11
to the financial statements on page 145.
Oil and gas reserves and resources
The Committee considered reports from
management on the process used to determine
the oil and gas reserves and resources
estimates, looking in particular at whether the
methodology was generally accepted industry
practice and consistent with prior years, and
the experience and expertise of the managers
who prepared and reviewed the estimates.
The Committee noted that estimates of the
company’s proven and probable oil and gas
reserves prepared by independent reservoir
engineers were within one per cent of
management’s estimates.
The Committee discussed with management
the main reasons for the difference between
the two estimates and was satisfied that it was
appropriate to apply management’s estimates for
the purpose of preparing the financial statements.
Provisions for decommissioning
The Committee discussed with management
the process and principal assumptions
underpinning the cost estimates for future
decommissioning activity. In particular the
Committee reviewed the increases in the range
of risk-free discount rates applied compared to
the prior year. The Committee was satisfied that
the approach applied was fair and reasonable
and that the combination of discount and
contracted rig rates used was appropriate.
Further information on decommissioning
provisions is provided in note 20 to the financial
statements on page 153.
Taxation
The Committee reviewed and discussed reports
from management associated with calculating the
Group tax provision for the period. A key area of
review was how the newly enacted UK Energy
Profits Levy (EPL) has been reflected in the results.
The taxation provision for the period includes
both the EPL liability from FY22 operations and
the revaluation of the balance sheet deferred tax
position to reflect that the future tax rate which
will apply to certain attributes is now 75 per cent
rather than 40 per cent.
The Committee noted that the net deferred
tax asset recognised on the balance sheet
was supported by projections of probable UK
taxable profits using underlying assumptions
which are consistent with those used in the
asset impairment review. Further details of the
deferred tax asset are provided in note 8 to
the financial statements on page 141.
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Governance
Financial statements
Additional information
Audit and Risk Committee report
continued
The Committee monitored the continued
independence of the external auditors and
reviewed the quality and effectiveness of the
audit process. As part of this we reviewed
and updated our policies on the provision of
non-audit services by external auditors and
the recruitment of former employees of the
external auditors (available online).
We reviewed the processes in place for
assessing the principal and emerging risks
facing the business, in support of the
assessment of these risks by the Board during
the year. We reviewed the risk oversight model
to ensure all principal risks, and the Board’s
appetite (or tolerance) for these risks, are given
appropriate consideration by the Board and
committees. We also completed our annual
review of the effectiveness of the company’s
risk management and internal control systems
on behalf of the Board.
During the year the Committee received
presentations on risk management matters
in support of its duties to monitor the overall
effectiveness of the company’s risk
management and internal control systems
on behalf of the Board and to oversee the
management of specific risks assigned to it
by the Board. We received management-led
presentations on commodity price volatility;
cyber and information security; access to
capital; and the development of the internal
financial control framework. Presentations also
included the project to develop a company
enterprise management system (EMS). The
project was independently assured by PwC
under the direction of internal audit and the
Committee met with management and the
assurance providers during the course of
the project ahead of its implementation in
November 2022. Where applicable, these
presentations included a discussion on risk
appetite to ensure alignment with the business
on the nature and extent of the risks that the
Board is willing to take. These presentations
provided an opportunity for us to gain closer
contact with managers in the business helping
us understand how the principal risks are
managed ‘on the front line’ and the
opportunities and challenges in this regard.
We also held a joint session with the Health,
Safety, Environment and Security (HSES)
Committee to review current and emerging
requirements related to TCFD reporting.
The Committee received reports on the
outcome of internal audits conducted
over the period. These included audits
of risk areas related to commitments and
authorities, supply chain resilience, cyber
and information security, and the EMS
project. The Committee noted any significant
findings and progress on the completion
of the actions arising from these audits.
The Committee also reviewed and approved
the internal audit plan for 2023 and reviewed
an initial draft of its audit and assurance
policy which will be completed in 2023.
The Committee received reports on
whistleblowing incidents and endorsed
management’s plan to engage a third party in
early 2023 to independently assess and to
assure the company’s compliance programme.
In November, the Chairman received a letter
from the FRC seeking clarification and further
information in relation to some aspects of the
company’s TCFD reporting in the 2021 Annual
Report. While noting in our response that
elements of our 2021 Annual Report were
included as examples of better disclosure
practice in the FRC’s 2022 CRR Thematic
Review of TCFD disclosures, we committed
to provide additional disclosures as now
reflected on pages 33 to 38 in this report
and the accompanying ESG Report to
ensure our disclosures are fully consistent
with TCFD recommendations.
We note that an FRC review provides no
assurance that Harbour’s Annual Report and
financial statements for 2021 was correct
in all material respects. The FRC’s role was
not to verify the information provided but
to consider compliance with reporting
requirements. Its letters are written on the
basis that the FRC (which includes the FRC’s
officers, employees and agents) accepts no
liability for reliance on them by Harbour or
any third party, including but not limited to
investors and shareholders.
At year-end, the Committee conducted
an externally facilitated review, facilitated
by Lintstock, of its own effectiveness and
ensured that the actions it identified
were integrated into its planning for 2023.
Independence and objectivity of
the external auditors
The Committee is responsible for overseeing the
Board’s relationship with the external auditors
and assuring their continued independence.
Ernst & Young LLP (EY) were appointed in 2021
for a period of up to five years following the
completion of a limited competitive tender
process as part of the merger and therefore
it is intended that the company will run a full
competitive tender process by 2026. The
Committee believes that the anticipated timeline
for the re-tender of audit services is in the best
interests of shareholders since it provides an
appropriate balance between factors such as
the auditor’s knowledge of the company, its risk
management environment and maintaining
audit quality, as well as ensuring a challenge to
independence and objectivity. The company
is fully compliant with the requirements of the
Statutory Audit Services Order 2014.
The Committee reviews the independence and
objectivity of the auditors on an ongoing basis
and takes into account the overall relationship
between the auditors and the company. In
conducting this review, we consider feedback
from the company’s finance function and the
auditors, the nature and extent of non-audit
services provided by the auditors, any
recruitment of former employees of the
auditors, and the safeguards the auditors have
in place to prevent loss of audit independence,
including the rotation of the audit engagement
partner which is required every five years.
The Committee holds private meetings with
the auditors throughout the year without
management present. I also hold private
meetings with the lead audit partner in
between Committee meetings. These meetings
provide an opportunity for open discussion with
the auditors on a variety of topics. Matters
discussed included: the auditor’s assessment
of significant financial risks and the
performance of management in addressing
these risks, the auditor’s observations on
management’s role in fulfilling obligations to
maintain internal controls, the transparency
and responsiveness of management,
confirmation that no restrictions have been
placed on them by management, maintaining
the independence of the audit, and how they
have exercised challenge of management.
The Committee approves the fees for the
full-year audit and half-yearly review after
reviewing the scope of work, and reviews the
fees for non-audit assignments to satisfy itself
that the assignments concerned do not give rise
to threats to the auditor’s independence and
objectivity. The Committee believes that certain
limited non-audit work may be carried out by the
external auditors without compromising their
independence. Non-audit work is allocated in
line with the company’s policy on the provision
of non-audit services by the external auditors
and is approved by the Committee. In 2022,
this comprised services relating to reporting
accountant services and interim financial
review of £0.75 million and the performance
of certain agreed-upon-procedure
engagements of £0.05 million. The global
audit fee for the 2022 external audit work
amounted to £2.6 million. Further details of
the fees paid are set out in note 5 to the
financial statements on page 139.
The external auditors are required to confirm
to the Committee that they have both the
appropriate independence and objectivity to
allow them to continue to serve the company.
The Committee also requires the external
auditors to confirm that in providing non-audit
services, they comply with the Ethical Standard
(2019) issued by the UK Financial Reporting
Council. This confirmation was received for 2022.
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Annual Report & Accounts 2022
Quality of the external audit process
The Committee is responsible for assessing
the quality and effectiveness of the external
audit process.
At the start of the audit cycle, the Committee
takes an appropriate amount of time to review
the auditor’s work plan and their assessment
of the significant areas of risk in the financial
statements, as this is an important factor in
judging audit quality. For 2022, the significant
areas of risk corresponded with the major
areas of judgement and estimates identified
by the Committee as detailed on page 136.
Following the audit, we discussed the findings
with the auditors, including key accounting and
audit judgements and estimates, the level of
unadjusted errors identified during the audit,
the recommendations made to management
by the auditors and management’s response.
We met privately with the auditors in August
2022 at the conclusion of the interim review
and in March 2023 at the conclusion of the
2022 audit. I also met privately with the lead
audit partner at these times.
In assessing the quality of the external audit
process, the Committee focused on:
¼
the experience and expertise of the
audit team;
¼
the rigour and focus applied to the audit plan;
¼
the fulfilment of the agreed audit plan by
the auditors and any variations from the
work plan;
¼
the challenge and perceptiveness of
the auditors in their handling of the key
accounting and audit judgements;
¼
the quality of the recommendations
made by the auditors for financial reporting
process and control improvements;
¼
the interactions of the audit team with
the Committee both in and outside
the formal meetings; and
¼
delivery against commitments made in
the original audit tender presentations.
In addition, the Committee invited input
from management and senior finance
staff utilising a questionnaire, which the
Committee had approved, and also reviewed
the EY UK 2022 audit quality report.
The Committee also noted that the prior year
audit subsequently received a satisfactory
review from the auditor’s in-house quality
assurance process. Finally, the Committee
discussed the possible separation of audit
and advisory services being undertaken by
EY and sought assurances on the continued
quality of audit provision through this
process if this separation takes place.
Based on these reviews, the Committee
concluded that the independence of the
auditors has not been impaired and that the
audit process operated effectively during
the period, and it has reported accordingly
to the Board.
Risk management and internal control
The Committee is responsible for monitoring
and reviewing the effectiveness of the
company’s risk management and internal
control systems (its risk management
framework) on behalf of the Board. During
2022, this included a review of the processes
in place to assess the principal and emerging
risks facing the business, ensuring
management of all principal risks are given
appropriate consideration by the Board and
committees, and conducting an annual review
of the effectiveness of the risk management
and internal control systems on behalf of the
Board. We also oversaw the management of
specific principal risks assigned to us by the
Board including defining the Board’s appetite
(or tolerance) for these risks. The framework
is discussed more fully on pages 50 to 52.
The risk management framework includes
specific internal controls governing the financial
reporting process and preparation of financial
statements. We have clear policies, standards
and procedures for ensuring we comply with
relevant regulatory reporting requirements and
that these are applied consistently across our
finance reporting teams and business areas
involved in preparing the financial statements.
The Committee seeks representations from
management regarding compliance with
relevant policies and the accuracy of financial
information on a biannual basis. Detailed
management accounts for each reporting
business unit are prepared monthly and
subject to management review. These reports
detail the performance and cash flows of the
business and support our external financial
reporting processes.
The Committee has completed its annual review
of the effectiveness of the company’s risk
management and internal control systems
during the period on behalf of the Board so as to
be able to approve the statements on the risk
management framework in the risk management
section of the Strategic Report on page 52. The
Committee has also completed its annual review
of the processes in place to prepare the 2022
Annual Report & Accounts and to ensure they
are fair, balanced and understandable in
order to support the Statement of directors’
responsibilities on page 107.
Internal audit
The company’s internal audit function
provides third line assurance, as part of the
assurance model described on pages 50 to
52. It is led by the VP Internal Audit and Risk
Management, who reports directly to the
chair of the Committee and to the CFO on
a day-to-day basis. Beyond the in-house VP,
the function has been resourced through
an outsourced arrangement. During 2022 the
function initiated a move towards a co-source
model, after approval from the Committee,
that blends in-house internal audit expertise
with subject matter expert support from
co-source partners. The function will
undertake an internal audit effectiveness
self-assessment during 2023 to support the
design and implementation of this model.
During 2022, the Committee met twice with
the VP Internal Audit and Risk Management
without management present, and I also
held private meetings with her in between
Committee meetings.
The Committee received reports on internal
audit findings at each meeting, noting any
significant findings and monitoring the progress
of any actions agreed as a result of these audits.
The Committee has also reviewed and approved
the internal audit plan for 2023 including its
budget and resource requirements. This internal
audit plan is targeted at providing assurance
on the effectiveness of the management of the
company’s most significant risks and takes
account of other sources of assurance to avoid
duplication. These elements of assurance will
be captured in the audit and assurance policy
which will be completed in 2023.
Committee evaluation
As part of the externally facilitated Board
and Committee evaluation, the Committee
discussed the assessment of its own
performance and agreed actions for the
coming year. More detail on the evaluation
process and outcomes are provided in the
Nomination Committee report on page 72.
This was an important year for the Committee
in operating through its first full cycle. We built
on the foundations established during 2021 to
mature the risk management framework, review
a number of key risks and continue to develop
the internal control framework. Areas of focus for
2023 will include further oversight of key risk
areas such as access to capital, cyber security,
reporting related to the energy transition, the
audit and assurance policy, assessing the
control framework built into the new EMS system
as well as ensuring the company is well
positioned to comply with emerging requirements
related to audit and corporate reform.
Finally, I would like to thank my fellow Committee
members and the management team for their
efforts and support during 2022. I would
especially like to acknowledge the service
of Anne Marie Cannon who stepped down from
the Committee during the year after almost nine
years of service as a non-executive director
for Harbour and, previously, Premier Oil.
Alan Ferguson
Committee Chair
71
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Executive director and senior
management succession
20
Non-executive director
succession
20
Diversity, equity and
inclusion
20
Talent management
and development
15
Workforce engagement
and culture
15
Corporate governance
and compliance
10
Nomination Committee report
Meeting attendance
R. Blair Thomas (Committee Chair)
Andy Hopwood
Anne L. Stevens
Attended
Not attended
Role of the Committee
¼
To plan director succession and oversee plans for senior
management succession, taking into account the strategy of
the company and the skills, knowledge, diversity and experience
required to deliver the strategy; and to oversee the development
of a diverse pipeline for succession to Board and senior
management positions.
¼
To keep under review the structure, size and composition
of the Board and its committees.
¼
To lead the process for the annual Board and committee
effectiveness evaluation and oversee the results and actions.
¼
To lead the process for Board appointments, ensuring that the
procedure is formal, rigorous and transparent, and identifying
and nominating candidates for the Board’s approval.
¼
To lead Board-level engagement with Harbour’s workforce,
enabling them to raise matters of concern.
¼
To assess and monitor Harbour’s culture, to ensure that it
is aligned with the company’s purpose, values and strategy.
How the Committee spent its time during the year (%)
Committee members
R. Blair Thomas
Committee Chair
Andy Hopwood
Anne L. Stevens
Following the extensive changes
to the Board and its committees on
implementation of the merger, 2022
was a stable year and an opportunity
for the directors to continue building
relationships and embed new ways
of working.
R. BLAIR THOMAS
Committee Chair
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Annual Report & Accounts 2022
Dear shareholder,
During 2022, the Nomination
Committee focused its attention on
continuing to embed the revised
organisational structure and culture,
talent development and succession
planning, workforce engagement and
diversity, equity and inclusion initiatives.
Board and committee changes
Following the extensive changes to the Board
and its committees on implementation of
the merger, 2022 was a stable year and an
opportunity for the directors to continue
building relationships and embed new ways
of working.
On 8 July, Harbour announced that Steve
Farris, one of the two EIG-nominated
non-executive directors, intended not to
stand for re-election at the 2023 AGM. This
was following notification by EIG that their
interest in Harbour had decreased from
approximately 37 per cent to approximately
16 per cent, as a result of a distribution of
shares to their investors. On 31 October,
Anne Marie Cannon stepped down from the
Board having served almost nine years as a
director of the company and Premier Oil plc.
I would like to thank Anne Marie and Steve
for the significant contribution they have
each made to Harbour during their tenure
on our Board through their insights,
experience and constructive challenge.
In November 2022, Andy Hopwood joined
the Remuneration Committee, following
Anne Marie’s departure.
Succession planning
The Committee’s remit includes responsibility
for reviewing the needs of Harbour’s
leadership, both at the executive and
non-executive levels, to ensure the company
can continue to compete effectively in the
marketplace, including contingency planning
for any sudden or unforeseen circumstances.
During 2022, the Committee initiated a
search to identify new non-executive directors
to succeed two members of the Board,
Anne Marie Cannon and Steve Farris.
Non-executive director succession
The Committee agreed to seek new directors
with technical and professional skills to
complement the existing mix of skills and
experience on the Board, noting the priority
to continue building a diverse Board in terms
of gender, ethnicity and background.
An external search agency, MWM Consulting,
has been appointed to facilitate the search.
MWM had no other connection to the
company or its directors during the year.
In November 2022, the Committee agreed
that to facilitate an efficient process, a
Search Committee be formed, comprised
of the Chairman, the CEO, Anne L. Stevens
and our Senior Independent Director,
Simon Henry.
The Committee is briefed at each meeting
on the progress of the search process.
Further detail on the process is set out
on page 75.
Executive director succession
and talent development
The Committee also turned its attention to
ensuring that a robust succession plan is in
place for executive director positions and key
roles in the wider organisation. A review of
the leadership potential of senior executives
below Board level was conducted early in
2022 and actions agreed to ensure that
Harbour is equipped with the skills, knowledge
and experience to grow and thrive. The
Committee is also monitoring the progress
of global initiatives to develop talent
throughout the organisation. In June the
Committee reviewed a new talent and learning
programme and endorsed plans to take
this forward through 2022 and into 2023.
Board composition
In December, the Committee conducted a
review of the structure, size and composition
of the Board, as well as the membership
of the Board’s committees and the balance
between executive and non-executive,
independent and non-independent,
directors. The Committee agreed that the
recruitment process should broaden the
mix of skills and experience on the Board,
strengthen Committee membership, and
address the need for increased diversity.
Externally facilitated Board and
committee evaluation process
In 2021, the Committee approved a
three-year Board performance evaluation
plan, facilitated by Lintstock. There is no
connection between Lintstock and either
Harbour Energy plc or the directors.
Following the completion of the evaluation
process in 2021, the Committee endorsed
plans to hold externally facilitated interviews
in the fourth quarter of 2022. The interviews
supplemented the results of online surveys
used to evaluate the performance of the
Board, its committees, and individuals
throughout the year.
Overall, the results were positive, concluding
that the Board has a strong platform for
effective oversight and is on a positive
trajectory. Detailed results and evaluation
reports were prepared by Lintstock and
submitted to the Board and each committee
in December 2022, to use as a basis of
discussion for creating action plans. The
Chairman’s performance was also assessed
with discussion led by the Senior
Independent Director in conjunction with
other independent non-executive directors.
Topics identified for priority and further
focus in 2023 and beyond included:
¼
stakeholder oversight and understanding
of the external stakeholder environment;
¼
focus on strategic execution including M&A;
¼
succession planning and talent
management;
¼
diversity; and
¼
continuing to build executive capacity.
The Committee considered the findings of
the evaluation and concluded that each
director continues to contribute effectively
and has sufficient time to devote to their
role. The Committee and the Board are
therefore unanimous in recommending for
re-appointment, all directors who will be
standing for re-election at the 2023 AGM.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Workforce engagement
The Committee was pleased to see the strong
company-wide participation in Harbour’s first
global engagement survey, which had a global
employee response rate of 84 per cent.
Strong results were seen in key areas,
including 92 per cent of employees and
contractors feeling empowered to stop the job
or challenge anything unsafe, and 87 per cent
of employees (and 86 per cent of contractors)
understanding how their work contributes
to Harbour’s goals. Lower scores were seen
in areas of career development and the
complexity of day-to-day processes.
Management have met their teams, staff
forums and employee networks to review
the data and develop both local and global
initiatives to address key findings.
The Committee will monitor the progress of
the resulting initiatives through the meeting
cycle and the output from the group staff
forum, which meets four times a year with
the CEO. Andy Hopwood and other members
of the Board attend group staff forum
meetings at least annually. The Committee
receives regular updates on the actions
arising from group staff forum feedback,
which will now include review of the
initiatives arising from the global
engagement survey.
The group staff forum met with members
of the Committee and Board three times
in 2022. During 2022 forum members
selected a range of topics for discussion,
with themes including career development,
promotion and expat opportunities, as
well as communication and information
technology systems. Outcomes and actions
suggested by the group staff forum were
reviewed by the leadership team and
Nomination Committee, and reported to
the Board. Executive compensation and
alignment with workforce remuneration
were also discussed with the group staff
forum in 2022.
R. Blair Thomas
Committee Chair
Nomination Committee report
continued
Diversity, equity and inclusion
The Board recognises that diversity, equity and inclusion are essential
both for the Board and throughout Harbour. During the course of 2022,
Harbour hired a head of DE&I and that executive met several times with
the Committee, as well as providing a report to the Board.
All Board appointments are made based
on merit, experience and performance
and whilst actively seeking diversity
of skills, gender, social and ethnic
backgrounds, cognitive and personal
strengths. The Committee’s oversight role
includes ensuring that diversity, equity
and inclusion are integrated into our
business management system, HR
standards and recruitment processes,
and remain front of mind as we continue
to build Harbour’s corporate culture.
The Board’s diversity policy, reviewed
annually by the Committee, is to ensure
the optimal composition of the Board for
successfully delivering Harbour’s
strategy, with an aim of meeting the new
targets contained in the FCA Listing Rules
on diversity which came into force in
April 2022:
¼
that at least 40 per cent of the
directors are women;
¼
that at least one of the roles of
Chair, Chief Executive Officer, Senior
Independent Director or the Chief
Financial Officer is held by a woman; and
¼
that at least one Board director is from
a minority ethnic background.
In 2022, until Anne Marie Cannon
stepped down from the Board
on 31 October, 40 per cent of the Board
was female, including our Chief Executive
Officer. At present, 33 per cent of the
Board is female and a new director
search is ongoing. One of our Board
members identifies as being from
multiple ethnic groups.
Among senior management, women
represent 35 per cent of the leadership
team and their direct reports as at
28 February 2023. As Harbour moves
forward into 2023, our drive to improve
diversity, equity and inclusion will
continue to ensure that we have the
right people in place to deliver strong
performance and growth in line with
the company’s ongoing strategy.
Further details of the Board’s composition
are outlined on pages 65 to 67.
74
Harbour Energy plc
Annual Report & Accounts 2022
International
9
Oil and gas
7
Financial
7
Listed plc
7
Independent operator
5
UK listed plc
4
Male
6
Female
3
American
4
British
3
Norwegian
2
Board skills and experience
Director
Meetings attended
Chairman
R. Blair Thomas
9/9 – 100%
Executive
Linda Z. Cook
Alexander Krane
Phil Kirk
1
9/9 – 100%
9/9 – 100%
1/1 – 100%
Non-executive
Simon Henry
G. Steven Farris
Alan Ferguson
Andy Hopwood
2
Margareth Øvrum
Anne L. Stevens
Anne Marie Cannon
3
9/9 – 100%
9/9 – 100%
9/9 – 100%
8/9 – 88%
9/9 – 100%
9/9 – 100%
6/7 – 85%
1
Phil Kirk stepped down from the Board on 28 February 2022.
2
Andy Hopwood was unable to attend a meeting in 2022 due to ill health.
3
Anne Marie Cannon stepped down from the Board on 31 October 2022.
Board gender
Board nationality
The Committee has initiated a search for two non-executive directors to be appointed during
2023 to replace outgoing directors and bring complementary skills and expertise to the Board.
An overview of the ongoing process is outlined below:
Developing the shortlist
MWM conducted structured research
to identify an initial long list,
approached potential candidates,
and conducted preliminary interviews
to assess ‘fit’ with the brief.
MWM compiled the long list of potential
candidates for the two positions.
The Committee and Simon Henry
met to review the long list and agree
a shortlist of candidates to be
interviewed by the Search Committee.
Designing the brief
External search firm MWM
met with the Committee in
November 2022 to ensure that
they had a clear understanding
of Harbour’s culture and search
criteria for the two positions.
The candidate brief was
finalised and agreed. Timing,
key milestones and candidate
briefing materials were also
agreed at this stage.
Assessing the candidates
MWM compiled full reports on the
shortlist candidates for presentation
to the Search Committee.
Interviews were arranged with the
preferred candidates, with support
provided by MWM including
a two way feedback process.
Finalising the appointments
The candidates recommended
by the Search Committee will have
the opportunity to meet with all
Board members.
The Search Committee will make
a formal recommendation to the
Committee on proposed appointees.
The Committee is expected to
make a recommendation to the
Board which will make its decision.
New director search
1
2
3
4
Meeting attendance
Nine Board meetings were held
during the year, seven of which were
scheduled meetings covering a full
agenda of strategic, performance
and governance items.
Two additional meetings were
called during the year to discuss
specific topics.
75
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Safety performance
35
Environmental and net zero
30
HSES strategy and management
system development
15
External reporting/KPIs
15
Audit findings
5
HSES Committee report
Meeting attendance
Current members
Margareth Øvrum (Committee Chair)
G. Steven Farris
Simon Henry
Former members
Andy Hopwood
1
Attended
Not attended
1
Andy Hopwood stepped down from the Committee on 31 October 2022 to enable him to
join the Remuneration Committee.
Role of the Committee
¼
To monitor and review the effectiveness of the implementation
of Harbour’s HSES strategy including the implementation of
Harbour’s Net Zero 2035 commitment.
¼
To evaluate the effectiveness of Harbour’s policies and
systems for delivering its HSES strategy, maintaining regulatory
compliance and managing HSES risk, including review of
mitigating actions, determination of HSES risk appetite and
tolerance, and monitoring the assurance programme.
¼
To monitor the quality and integrity of Harbour’s internal and
external reporting of HSES performance and issues.
¼
To assess the policies and systems within Harbour for ensuring
compliance with HSES regulatory requirements.
How the Committee spent its time during the year (%)
Committee members
Margareth Øvrum
Committee Chair
Simon Henry
G. Steven Farris
Safety is a fundamental element of
Harbour’s culture. This was evident
in the improvement seen in safety
performance during 2022 and in
results from the company’s first
employee engagement survey.
MARGARETH ØVRUM
Committee Chair
Harbour Energy plc
Annual Report & Accounts 2022
76
Dear shareholder,
A focus on health, safety, environment
and security (HSES) is fundamental
to the success of our business. I am
pleased to be able to report on the
activities of the Committee in 2022.
The Committee held three scheduled
meetings during the year. In November
2022, Andy Hopwood was asked to join the
Remuneration Committee and, recognising
the additional time commitment required, it
was agreed that he would step down from
the HSES Committee. I am grateful to Andy
for his contribution to the Committee’s work.
HSES culture
HSES is embedded in Harbour’s purpose
statement and is one of the four pillars that
make up our company strategy. Visible
safety leadership is paramount at all levels
of our organisation and is key to creating a
positive HSES culture wherever in the world
Harbour operates, thereby reducing the
potential for our personnel to be injured at work.
Alongside safety, sound environment
management has always been important to the
oil and gas industry but the increasing focus on
combating climate change and the energy
transition has increased scrutiny on upstream
producers, and our environmental performance
is now crucial to Harbour’s licence to operate.
In 2022 the company undertook its first ever
global workforce engagement survey, which had
a global employee response rate of 84 per cent.
The Committee was very pleased with the
feedback received from participants regarding
the HSES culture at Harbour which recorded
the highest favourable score in the survey
of 92 per cent.
Personal safety
At each meeting, the Committee reviews
Harbour’s HSES performance against our key
performance indicators. The Committee was
pleased to see a marked improvement in the
Total Recordable Injury Rate (TRIR) of 0.8
injuries per million work hours at year end
2022. This was better than our target for the
year and also represented a significant
improvement on the previous year’s rate
of 1.3 injuries per million work hours.
Process safety
Effective management of our major accident
hazards is fundamental to the safety of our
colleagues and our future success. The
Committee fully supports the company’s goal to
be recognised for excellence in process safety.
In 2022 no Tier 1 process safety events (PSEs)
were recorded, although there was one Tier 2
PSE – an unignited gas release on our FPSO in
Vietnam. This represented an improvement on
our performance in 2021 (2021: two PSEs).
Throughout 2022 the Committee has been kept
abreast of the progress made to raise process
safety awareness across the company –
including the introduction of 10 Process
Safety Fundamentals, with each one being
championed by an asset or function within
Harbour. We also launched our internal major
hazards awareness training programme.
This includes a site-based module held at
Spadeadam in Cumbria (UK) and a virtual reality
module which includes Vietnamese and
Bahasa Indonesian language options to
ensure the international reach of the
programme. The programme will continue
to be implemented globally during 2023.
High potential events
At each Committee meeting we spend time
receiving updates on serious and high potential
events from across the Harbour portfolio.
In 2022 we had 13 high potential events, up
from eight in 2021. The Committee was
encouraged to see management embark on
a company-wide ‘Back to Basics’ campaign
with the aim of reducing the number of high
potential events. The campaign focuses on
the key contributory causes identified in
historic events including the management of
contracted work; hazard awareness and risk
assessment; simplification of control of work
processes; and procedural compliance.
Environmental spill performance
Our environmental performance is reflected in
the number of unplanned discharges we have
to the marine environment from our offshore
operations. In 2022 the Committee noted 12
hydrocarbon spills, releasing a combined total
of 0.01 tonnes to the environment (2021: 0.8).
GHG emissions and net zero
Harbour is committed to achieve net zero
greenhouse gas emissions by 2035 for
Scope 1 and 2 on a gross basis across
Harbour-operated assets. During 2022 the
Committee reviewed a project to benchmark
the scope of Harbour’s GHG emissions
reporting and targets against peer oil and gas
companies. Whilst the work confirmed that
Harbour was broadly in line with its UK listed
peers, the Committee endorsed several
changes including a move to report GHG
emissions on a ‘gross operated’ basis. This
redefined the boundaries of our Scope 1
emissions to focus attention on those directly
associated with our operated facilities. The
Committee also supported new interim GHG
emissions targets and a new methane
intensity target, laying the foundations to
achieve our Net Zero 2035 commitment.
Additional HSES activities
In June 2022, all Board members took part in
the virtual reality module of the major hazards
awareness programme and also attended
a meeting with the Offshore Installation
Managers which was an excellent opportunity
to understand the issues faced on Harbour’s
offshore installations.
In late 2022, the Committee reviewed the HSES
principal risks, mitigating actions, assurance
programme and risk appetite and tolerance. The
Committee also held an additional meeting as a
joint session with the Audit and Risk Committee
to discuss Harbour’s climate change scenarios
and sensitivities related to the Task Force on
Climate-related Financial Disclosures (TCFD). In
preparation for the year-end reporting process,
the Committee discussed the requirements and
potential options for adopting scenarios, as well
as market practice in this area. The Committee
also spent time in early 2023 reviewing
Harbour’s Annual Report and ESG Report, which
includes the disclosures made in line with the
TCFD framework, set out on pages 33 to 38.
National contingency plan (NCP) exercise
During the year, Harbour was asked to
participate in the UK’s national contingency
plan (NCP) exercise. The exercise is designed
to test the UK’s response to a major oil
pollution event at sea and involved over 200
participants (including over 70 from Harbour)
and approximately 50 statutory and other
non-statutory agencies. The Committee was
pleased to hear the very positive feedback
from multiple agencies for Harbour’s efforts
in preparing and responding to the exercise.
HSES audit plan and management system
The Committee approved a new HSES
Management System Standard during the
year, which defines the minimum HSES
expectations to be met across Harbour’s
global operations. The Committee regularly
reviews HSES audit plans and progress
on HSES plan delivery. A return to more
face-to-face auditing after Covid-19
restrictions were lifted has been welcomed.
Further information on the importance of
HSES to Harbour’s culture can be found in
the ESG section of the Strategic Report on
pages 30 to 41.
Margareth Øvrum
Committee Chair
77
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Senior executive remuneration
40
Wider workforce pay
and conditions
30
Market environment
10
Employee engagement
10
Remuneration reporting
and governance
10
Directors’ remuneration report
Meeting attendance
Current members
Anne L. Stevens (Committee Chair)
Alan Ferguson
Andy Hopwood
1
Former members
Anne Marie Cannon
2
Attended
Not attended
1
Andy Hopwood joined the Remuneration Committee on 1 November 2022.
2
Anne Marie Cannon stepped down from the Committee on 31 October 2022.
Role of the Committee
¼
Develop and maintain a Remuneration Policy that rewards fairly
and responsibly, and attracts, retains and motivates employees
to enable the company to meet its objectives, taking into account
the long-term interests of employees, shareholders and other
long-term stakeholders.
¼
Consider and approve the remuneration arrangements for the
Chairman, the executive directors and other senior executives
as determined by the Committee.
¼
Exercise oversight of the pay and performance conditions
across Harbour.
Compliance statement
This report has been prepared in accordance with Schedule 8 of
the Large and Medium-sized Companies and Groups (Accounts
and Reports) (Amendment) Regulations 2013. The Companies Act
2006 requires the auditors to report to the shareholders on certain
parts of the directors’ remuneration report and to state whether,
in the auditor’s opinion, those parts of the report have been
properly prepared in accordance with the above regulations.
The Chair’s annual statement and the Remuneration Policy report
are not subject to audit. The sections of the Annual Report on
Remuneration that are subject to audit are indicated accordingly.
How the Committee spent its time during the year (%)
Committee members
Anne L. Stevens
Committee Chair
Alan Ferguson
Andy Hopwood
The Committee believes that the
remuneration outcomes for 2022 fairly
reflect our performance in the year,
and that our intended operation of
the Remuneration Policy in 2023 will
support the delivery of our short-term
and long-term objectives.
ANNE L. STEVENS
Committee Chair
78
Harbour Energy plc
Annual Report & Accounts 2022
Dear shareholder,
On behalf of the Board, I am pleased
to present Harbour’s directors’
remuneration report for the year
ended 31 December 2022.
Our Directors’ Remuneration Policy (the
Policy) was approved by shareholders at the
AGM in 2021. This report sets out how the
Policy operated in 2022 and how we intend
to implement it for 2023. Together with this
annual statement, it will be put to an
advisory vote at the AGM on 10 May 2023.
The Policy is reproduced on pages 81 to 89
for information only.
Remuneration outcomes in 2022
Against a backdrop of ongoing geopolitical,
economic and fiscal instability, the company
and our people have performed well,
delivering excellent operational and
financial results and maintaining safe and
responsible production throughout 2022.
This performance, coupled with significant
past investment, saw strong production and
improved margins during 2022, enabling
continued deleveraging of the balance
sheet alongside material shareholder
distributions. This performance is reflected
in the bonus scorecard outturn. However,
the introduction of the UK Energy Profits
Levy during the year materially impacted
cash flow, future profitability and the
value of the company. This necessitated a
review of our activity levels in the UK and
reinforced our strategy of aiming to diversify
by establishing a material producing
presence in at least one other region.
2022 annual bonus
The 2022 annual bonus was based on a
scorecard of performance measures with
four categories: safety & environment,
operations, growth & capital deployment
and financial. In terms of performance,
targets were met or exceeded for six of the
eight specific scorecard metrics. Most
notably, safety and GHG emissions targets
were met or exceeded, with both showing
improvement versus 2021. We made good
progress controlling costs during a year of
inflation, achieving the stretch target for unit
operating costs; even without the benefit
of foreign exchange movements, unit costs
were lower than in 2021. Free cash flow
increased to $2.1 billion, considerably
higher than the stretch target, driven by
higher realised prices and lower expenditures,
partially offset by substantially higher UK cash
tax payments. Whilst oil and gas production
fell slightly below the internal target, it was
at the upper end of external guidance and
almost 20 per cent higher than in 2021.
As a result of this strong performance,
the calculated scorecard outcome for the
purposes of bonus payout was 153 per cent
out of a possible range of 0-200 per cent.
Whilst most safety targets were met, the
company did experience an increase in high
potential incidents during the first nine
months of the year. Management took steps
to intervene and performance improved in
the fourth quarter. Regardless of this
improvement, management recommended
a discretionary reduction in the payout to
150 per cent for members of the Harbour
Leadership Group – the 65 most senior
leaders in the company – as a way to
acknowledge the need for continuous
performance when it comes to safety
in the company.
Full details of the measures and targets,
together with the actual performance
outcome for each measure, are provided
on page 92.
For the purpose of determining the bonus
payout for the executive directors, the
Committee reviewed the result of the
formulaic outcome in the context of wider
company and individual performance.
Overall, we were impressed with the
management team’s delivery of the
scorecard outcomes, with performance at
or above target for six of the eight metrics.
We therefore concluded that the scorecard
outcome, including the management-
recommended adjustment for the number of
high potential safety incidents during 2022,
was appropriate. In line with the Policy,
50 per cent of the bonus for the executive
directors will be deferred into shares for
three years.
LTIP awards
No LTIP awards were made in 2020 and
therefore none were due to vest to any of
the current or former executive directors in
respect of the three years to 31 December
2022. The first tranche of the CEO’s buyout
award vested on 4 May 2022 and is shown
in the table on page 94. The second
tranche of this award will vest in May 2023.
Remuneration for 2023
The Committee reviewed salary levels in
early 2023, giving its support for an average
increase of 6 per cent for the broader
workforce. In the context of the increase for
the broader workforce, as well as noting that
no salary increase was awarded to the
executive directors in 2022, the Committee
agreed that executive directors’ salaries
would be increased by 4 per cent with effect
from 1 April 2023. However, in light of the
introduction of the UK Energy Profits Levy
during the year and its material impact on
the future profitability and the value of the
company, alongside there being no increase
in fees put forward for the Chair and
non-executive directors, the CEO elected to
forego her increase in salary for 2023. The
CFO’s base salary from 1 April 2023 will be
£546,000 and the CEO’s salary will remain
at £850,000. No changes will be made to
variable pay opportunity levels.
It was determined that Alexander Krane’s
housing allowance of £5,000 per month would
be extended for one year. The allowance was
originally planned for two years following his
appointment and scheduled to expire on
30 June 2023. The Committee agreed that,
due to the particular circumstances relating
to his relocation, the allowance would be
paid until 30 June 2024. This aligns with
the timeframe applicable to Linda Z. Cook’s
housing allowance, which is also in place
for three years.
The annual bonus will continue to be
based on a balanced scorecard of
measures. The Committee reviewed the
scorecard in late 2022 and determined
that the broad framework continued to be
appropriate. The full list of measures and
weightings is provided on page 92.
Under the LTIP, the executive directors are
granted performance shares which are
measured against the company’s total
shareholder return compared to the FTSE
100 and an oil and gas comparator group.
During the year the Committee considered
whether it would be appropriate to introduce
another measure to the LTIP in response to
feedback from some shareholders. This
included a review of whether to introduce
an ESG performance measure, recognising
evolving market practice and shareholder
sentiment. On balance, the Committee
determined that its current approach of
incorporating ESG metrics into the annual
bonus scorecard continues to be appropriate.
79
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
We will review the LTIP measures again in a
year’s time, to coincide with a broader review
of the executive remuneration framework in
advance of the 2024 Remuneration Policy
vote. The Committee is satisfied that our
current performance measures promote
long-term, sustainable performance and are
aligned with practice at other independent
oil and gas companies.
The Committee reviews the TSR comparator
groups every year to ensure they remain
appropriate. In late 2022, we carried out a
thorough review of the constituents of the
bespoke oil and gas comparator group.
We concluded that Orrön Energy, formerly
Lundin Energy, should be removed from the
comparator group for the 2023 award due to
its focus on renewable energy sources rather
than oil and gas. It was also decided that
John Wood Group should be removed, being
an oil equipment and services company.
Based on location and size, we decided
that Serica Energy and EnQuest, both listed
British independent upstream oil and gas
producers (on AIM and FTSE SmallCap
respectively), should be added to the 2023
comparator group. The Committee also
decided to remove Orrön Energy from the
comparator group for the inflight 2021 and
2022 awards given that it is no longer a
relevant peer following its rebranding.
Wider workforce considerations
Under its terms of reference, the Committee
has oversight of the remuneration
arrangements for the wider workforce
and regularly receives updates from
management on this.
In 2022 we have been particularly conscious
of the impact of increased inflation and rising
living expenses on our employees. To help
our employees at this challenging time,
the company made a one-off cost-of-living
payment to all UK-based employees
(including core contractors) below the level
of Executive Vice President. Recipients of
the payment had the opportunity to donate
part or all of the payment to charity.
Other initiatives to support the workforce
included the creation of a hardship fund
for employees to request loans if in serious
financial difficulty, early opening of the
pension contribution election window to
enable employees to reduce their monthly
contribution and therefore increase their
take-home pay during the winter months,
and education on financial planning. The
company has also highlighted the health
and wellbeing benefits already available
to employees.
The Committee is keeping the evolving
situation under review, including actions
taken by our competitors in the sector and
in the wider UK market, to ensure that our
employees are receiving the support they
need during this difficult time.
Our reward strategy for the workforce was
refreshed in 2021 following the merger to
ensure we provide attractive, competitive
fixed and variable pay supported by a
generous benefits package. This was rolled
out in 2022 and continues to be
well-received by employees.
The Committee regularly consults with
employees on reward and other matters.
At our group staff forum in January 2022,
attended by the CEO, our Senior Independent
Director and former Independent
Non-Executive Director Anne Marie Cannon,
executive pay was a topic for discussion
and members were able to engage with
the directors on executive remuneration.
Diversity and equality sit at the heart of
our corporate culture and the Committee
ensures that our compensation policies and
practices across the business are fair and
consistent. In early 2022, our first gender
pay gap was reported, which sets out the
actions we are taking in this area, including
actively promoting female recruitment,
supporting events that target women
interested in working in our sector, and
providing flexible working arrangements.
Board changes
Phil Kirk stepped down from the Board and
his role as President & CEO Europe with
effect from 28 February 2022. Full details
of his remuneration arrangements on
departure were disclosed in the 2021
directors’ remuneration report and are
described on page 92 of this report.
Anne Marie Cannon stepped down from the
Board and the Remuneration Committee
on 31 October 2022. I would like to thank
Anne Marie for the invaluable contribution
she made to the Committee during her
tenure. I was pleased to welcome Andy
Hopwood to the Committee in her place.
In conclusion
2022 was a strong year for Harbour, as we
delivered higher production volumes and lower
unit costs, along with improved safety results.
While the government’s fiscal changes for our
sector have led to increased uncertainty, our
outlook for 2023 is positive. The Committee
believes that the remuneration outcomes for
2022 fairly reflect our performance in the year,
and that our intended operation of the Policy
in 2023 will support the delivery of our
short-term and long-term objectives.
The Committee is always pleased to discuss
our approach to executive remuneration with
our shareholders. 2023 is the final year that
our current Policy will apply, and I will be
consulting with shareholders in the year
ahead as we consider any possible changes
to the current framework. In the meantime,
I hope we can count on your support for this
remuneration report at the upcoming AGM.
On behalf of the Committee, I would like
to thank all our stakeholders for their
continuing support.
Anne L. Stevens
Committee Chair
80
Harbour Energy plc
Annual Report & Accounts 2022
Policy report
This section of the remuneration report sets out the current Remuneration Policy (Policy) for Harbour Energy plc (the company, or
Harbour), which was approved by shareholders on 23 June 2021. The Policy applies to payments made from 23 June 2021 and is next
due for renewal at the 2024 AGM; as such it is reproduced here for information only. Details of how we intend to operate this Policy for
the 2023 financial year are set out as part of the statement from the Remuneration Committee Chair on pages 78 to 80. As announced
on 2 February 2022, Phil Kirk stepped down from his role as executive director with effect from 28 February 2022, therefore the Policy
report has been updated to reflect Phil’s departure.
Key principles of our Remuneration Policy
The objective of the Remuneration Policy is to ensure it supports shareholder interests, reinforces the business strategy and promotes
long-term sustainable success. Overall, the Committee aims to ensure that pay rewards all employees fairly and responsibly for their
contributions. Remuneration packages are intended to be sufficiently competitive to attract, retain and motivate individuals with the deep
sector knowledge and extensive listed company experience required to achieve the Group’s objectives and thereby enhance shareholder
value. In addition, the Committee aims to ensure that the Remuneration Policy does not raise environmental, operational, social, safety
or governance risks by inadvertently motivating irresponsible behaviours.
Premier Oil plc merged with Chrysaor Holdings Limited on 31 March 2021 (the merger) to form Harbour Energy plc. The Group’s strategy
is to create a leading, global, independent oil and gas company through investment in its high quality, large-scale asset base in the UK
and broad international growth, leading to a more balanced and diversified portfolio and delivering value for shareholders.
At the time of the merger, the Committee reviewed the existing Policy to consider its ongoing appropriateness in the context of the Group’s
strategy, purpose and values. In particular, the Policy required the capability to attract FTSE 100 or Fortune 50 calibre global talent who
are critical to delivering high performance and growth and returning value to shareholders. Many sector peers, with whom Harbour
competes for talent, are located outside the UK where pay practices vary. The Policy was therefore designed in a way that ensures pay is
competitive for a global oil and gas company with a strong focus on pay for performance, while being structured to reflect the expectations
of UK institutional investors. The Policy framework meets all of the best practice expectations of a UK plc, but pay levels have been set to
recognise the executive directors’ deep sector experience and proven track record of delivering large-scale initiatives at international oil
and gas companies and to reflect the global nature of the talent market in our sector.
Committee process in determining the Remuneration Policy
As outlined above, following the merger, the Committee undertook a detailed review of the Remuneration Policy to ensure that our Policy
was appropriate to support the new company. The process the Committee went through was as follows:
¼
the Committee considered the company’s strategy to create a leading, global, independent oil and gas company and the changes
required to the Policy to ensure that we were able to recruit and retain executives of the calibre required to deliver this strategy and drive
high levels of performance;
¼
the Committee sought advice from its independent remuneration consultant in developing the Policy including in relation to current
investor sentiment;
¼
when determining the new Policy the Committee ensured it addressed the factors of Provision 40 of the Code, namely clarity, simplicity,
risk, predictability, proportionality and alignment to culture;
¼
the Committee reviewed the wider workforce remuneration and incentives to ensure the approach to executive remuneration is
appropriate in this context;
¼
the Committee consulted with executive directors and other relevant members of senior management on the proposed changes to the
Policy; and
¼
the Committee conducted a full consultation exercise with major shareholders (representing over 75 per cent of shares in issue) and
investor bodies on the changes.
The Committee was mindful in its deliberations on the new Remuneration Policy of any potential conflicts of interest and sought to
minimise them through an open and transparent internal consultation process, by seeking independent advice from its external advisers
and by undertaking a full shareholder consultation exercise.
81
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Executive director Policy
The Policy for executive directors is set out below:
Salary
Purpose and link to strategy
¼
To provide an appropriate level of salary to support recruitment and retention of executive directors of the calibre required
to deliver the Group’s strategy, and with due regard to the role and the individual’s responsibilities and experience
Operation
¼
Typically reviewed annually with reference to company and individual performance, each executive’s responsibilities
and experience, the external market for talent, and salary increases across the Group
¼
Salaries are reviewed taking into account market practice at other oil and gas sector companies in the UK and
internationally and UK-listed companies of a similar size to Harbour
¼
Salary increases are normally effective 1 January
Opportunity
¼
Whilst there is no maximum salary, increases will normally be in line with the typical increases awarded to other
employees in the Group
¼
However, increases may be above this level in certain circumstances such as:
Where an executive director has been appointed to the Board at a lower than typical market salary to allow for
growth in the role, larger increases may be awarded to move salary positioning closer to typical market level as
the executive director gains experience
Where an executive director has been promoted or has had a change in responsibilities
Where the size and complexity of the company has changed materially
Where there has been a significant change in market practice
Performance metrics
¼
Not applicable
Pension
Purpose and link to strategy
¼
To help provide a competitive pension provision, facilitating the recruitment and retention of high-calibre executive
directors to execute the Group’s strategy
Operation
¼
Executive directors are eligible to participate in the company’s defined contribution personal pension plan and/or
receive an equivalent cash supplement
¼
The only pensionable element of pay is salary
Opportunity
¼
Executive directors will receive pension contributions and/or an equivalent cash supplement in line with the
contribution for the majority of the UK workforce. Pensions for existing executive directors are currently set at 15
per cent of base salary, the lower end of the current range for the company’s UK workforce. If the pension range of
the company’s UK workforce changes then pension provision for executive directors would normally also change in
line with the wider workforce
Performance metrics
¼
Not applicable
Benefits
Purpose and link to strategy
¼
To provide a benefits package competitive in the market for talent and to support the wellbeing of employees
Operation
¼
Executive directors receive a competitive benefits package, which may include medical and dental insurance, car
allowance, life assurance, income protection cover, personal accident insurance, expatriate benefits, relocation
allowance, health checks and a subsidised gym membership
¼
Where an executive director has been required to re-locate to perform their role they may be provided with
additional benefits to reflect their circumstances, which may include items such as a housing allowance, flights
home and tax equalisation. Such benefits will be determined taking into account our expatriate policy for other
employees who are moving from their home location to take up their role
¼
Other benefits may be introduced from time to time to ensure the benefits package is appropriately competitive and
reflects the circumstances of the individual director
Opportunity
¼
Set at a level which the Committee considers appropriate for the role, location and individual circumstances
Performance metrics
¼
Not applicable
Policy report
continued
82
Harbour Energy plc
Annual Report & Accounts 2022
All-employee share plans
Purpose and link to strategy
¼
To encourage share ownership in Harbour and increase the alignment of the executive directors’ interests to those
of stakeholders
Operation
¼
Executive directors may participate in any all-employee share plans operated by the company on the same terms
as other employees
¼
UK-based employees (including UK-based executive directors) may be invited to participate in the following tax
advantaged share plans:
Share Incentive Plan (SIP), under which employees may buy partnership shares using gross pay and the company
may then grant matching shares. Under the SIP, free shares may also be granted. Dividends may accrue on any
shares and be automatically reinvested
Save As You Earn (SAYE) scheme under which employees are invited to make regular monthly contributions over
three or five years to purchase shares through options which may be granted at a discount
Opportunity
¼
Under the SIP, participants may participate up to HMRC prescribed limits
¼
Under the SAYE, employees may save up to HMRC prescribed limits
¼
For any other all-employee plan operated, executive directors may participate on the same basis as other employees
Performance metrics
¼
Not applicable
Annual bonus
Purpose and link to strategy
¼
To reinforce the delivery of key short-term financial and operational objectives and, through the deferred share
element, help ensure alignment with shareholders and support retention
Operation
¼
Performance is normally measured on an annual basis for each financial year against stretching but achievable
financial and non-financial targets, comprising key performance indicators (KPIs), and other corporate objectives
¼
Performance measures, weightings and targets are set at the beginning of the year and weighted to reflect business priorities
¼
A proportion, normally at least 50 per cent, of any annual bonus earned is deferred in shares for three years
¼
Deferred share awards may be granted in such form as determined by the Committee in accordance with the LTIP
rules including in the form of conditional shares and nil cost options
¼
Dividend equivalents may accrue on deferred bonus awards granted under the LTIP and be paid on those shares
which vest. Dividend equivalent payments made under this Policy will be made in shares
¼
Annual bonus payouts and deferred shares are subject to malus and clawback in the event of material
misstatement of the company’s financial results, gross misconduct, material error in the calculation of performance
conditions or other conditions, serious reputational damage, corporate failure, or in such other exceptional
circumstances as the Committee sees fit
¼
The Committee may exercise malus and clawback until the later of: (i) two years from the payment of the bonus or
the vesting of the shares, or (ii) the completion of the second audit after payment/vesting
Opportunity
¼
Up to 200 per cent of salary in respect of a financial year
¼
Normally 50 per cent of the maximum pays out for target performance
¼
Normally 0 per cent of the maximum pays out for threshold performance but the Committee may increase this to
up to 25 per cent of maximum if this is considered appropriate
Performance metrics
¼
Performance is normally assessed against a corporate scorecard encompassing several performance categories,
which may include some or all of safety, environment, operations, growth/capital deployment, and financial.
Other measures may also be incorporated if this is considered appropriate
¼
Normally, the Committee would not expect the weighting for any performance category in the corporate scorecard to be
higher than 50 per cent. However, it retains discretion to adjust weightings to align with the business plan for each year
¼
The Committee retains the discretion to adjust outcomes in the event that they are not considered reflective of the
underlying business performance and/or wider circumstances over the vesting period
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Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Long-term incentives
The Harbour Energy 2017 Long Term Incentive Plan (LTIP) – performance share awards
Purpose and link to strategy
¼
To support alignment with shareholders by reinforcing the delivery of returns to shareholders, with a focus on
relative stock market out-performance over the long term, and with due regard for the underlying financial and
operational performance of the company
Operation
¼
The Committee may grant performance share awards annually
¼
Awards may be in the form of nil or nominal priced options or conditional shares
¼
Performance share awards normally vest based on performance assessed over a period not shorter than three years
¼
Awards vesting are normally subject to a minimum two-year holding period such that the total time horizon is at
least five years (normally on a net of tax basis)
¼
Dividend equivalents may accrue on performance share awards. Dividend equivalent payments made under this
Policy will be made in shares
¼
All performance share awards are subject to malus and clawback in the event of a material misstatement of the
company’s financial results, gross misconduct, material error in the calculation of performance conditions or other
conditions, serious reputational damage, corporate failure, or in such other exceptional circumstances as the
Committee sees fit
¼
The Committee may exercise malus and clawback until the later of: (i) two years from the vesting date or
(ii) the completion of the second audit after vesting
Opportunity
¼
Performance share awards may be granted up to 300 per cent of salary
¼
25 per cent of the award will normally vest for threshold performance, with full vesting for stretch performance.
Vesting increases on a straight-line basis between threshold and stretch
Performance metrics
¼
The Committee will select performance measures and determine their weighting for each cycle to ensure that they
continue to be linked to the delivery of company strategy
¼
The Committee retains the discretion to adjust the vesting outcomes in the event that these are not considered
reflective of the underlying business performance and/or wider circumstances over the vesting period
CFO recruitment award
This section relates to a one-off award only and does not enable the grant of future awards of this nature
Purpose and link to strategy
¼
To enable the recruitment of a high quality candidate to the role of CFO to support the execution of the Group’s strategy
Operation
¼
The Committee may grant a one-off conditional share award under the LTIP in the form of conditional shares to the
CFO shortly after the approval of the Policy
¼
This award will vest based on continued employment on 1 April 2024
¼
Shares received will be subject to a minimum two-year holding period to 1 April 2026 (on a net of tax basis)
¼
Dividend equivalents may accrue on the award. Dividend equivalent payments made under this Policy will be made
in shares
¼
The award is subject to malus and clawback as outlined above under the LTIP section
Opportunity
¼
The award will have the value of £1 million at the date of grant
Performance metrics
¼
Subject to continued employment
Share ownership
Purpose and link to strategy
¼
Enhances the executive directors’ alignment with shareholders’ long-term interests while in employment and for a
period following departure through the building up of a significant shareholding in the company
Operation
¼
The executive directors are expected to build up, and maintain, ownership of the company’s shares worth 300 per
cent of salary for the CEO and 250 per cent of salary for the other executive directors
¼
Shares owned outright (including by persons closely associated), shares held in the SIP, and any unvested share
awards which are no longer subject to performance (net of taxes) will normally count towards this requirement
¼
The executive directors are also expected to retain no less than 50 per cent of the net value of shares vesting under
the company’s long-term incentive plans until such a time that the share ownership requirement is met
¼
On cessation of employment, executive directors are expected to retain their minimum shareholding requirement
immediately prior to departure for two years. Where their shareholding at departure is below the minimum
requirement, the executive director’s actual shareholding is expected to be retained for two years
¼
Shares acquired from own resources are excluded from the post-cessation shareholding requirement. The
Committee retains discretion to exclude other shares from the post-cessation shareholding requirement if it
considers it to be appropriate
¼
The Committee intends to operate an appropriate enforcement mechanism of the post-cessation shareholding
requirement. The Committee retains discretion to waive the post-cessation shareholding requirement if it is not
considered to be appropriate in the specific circumstances of an executive director’s departure
Opportunity
¼
Not applicable
Performance metrics
¼
Not applicable
Policy report
continued
84
Harbour Energy plc
Annual Report & Accounts 2022
Summary of changes to the Policy
A summary of the material changes to the Policy compared to the 2020 policy is set out below:
Change to the Policy
Reason for change
Increase in annual bonus opportunity from 120
per cent of salary to 200 per cent of salary and
increase in LTIP opportunity from 200 per cent
of salary to 300 per cent of salary
¼
Ensures pay is competitive for a global oil and gas company, supporting the recruitment
of high calibre international talent to drive the Group’s strategy following the merger
¼
Reflects the material increase in the size of the Group
¼
Drives the delivery of strong performance, linked to stretching targets
Provision for a one-time recruitment award to
be made to the new Chief Financial Officer
¼
Supports the recruitment of a high calibre Chief Financial Officer with the necessary global
expertise to support the execution of the Group’s strategy
Increase in share ownership guideline for the
CEO from 250 per cent of salary to 300 per cent
(no change for other executive directors)
¼
Shareholding guideline set at a level equal to the annual LTIP opportunity for each executive director
¼
Ensures an appropriate alignment with the long-term interests of shareholders
Other minor changes have been made to the wording of the Policy to aid operation and to increase clarity.
Further details on the Policy
Selection of performance conditions
For the annual bonus, the Committee believes that a mix of financial and non-financial targets is most appropriate for the Group.
The use of a corporate scorecard encompassing several performance categories ensures delivery of business milestones in a number
of key areas. Performance under the LTIP will typically include a focus on relative stock market out-performance over the long term,
in line with common practice in the oil and gas sector, providing a strong indication of the Group’s long-term financial growth and the
returns delivered to its shareholders.
The Committee retains discretion to amend a performance condition provided that any amended performance condition will be fairer,
a more effective incentive and not materially less demanding than the original target was when set.
Legacy arrangements
The Committee reserves the right to make any remuneration payments and/or payments for loss of office (including exercising any
discretions available to it in connection with such payments) notwithstanding that they are not in line with the Policy set out above, where the
terms of the payment were agreed (i) before 14 May 2014; (ii) before the Policy set out above came into effect, provided that the terms of
the payment were consistent with the shareholder-approved Directors’ Remuneration Policy in force at the time they were agreed; or (iii)
at a time when the relevant individual was not a director of the company (or other persons to whom the Policy set out above applies) and,
in the opinion of the Committee, the payment was not in consideration for the individual becoming a director of the company or such
other person. For these purposes, ‘payments’ includes the Committee satisfying awards of variable remuneration and, in relation to an
award over shares, the terms of the payment are ‘agreed’ no later than at the time the award is granted. This Policy applies equally to any
individual who is required to be treated as a director under the applicable regulations.
Remuneration Policy for other employees
When determining the Policy, the Committee reviewed wider workforce remuneration and incentives to ensure the approach to executive
remuneration was compatible in this context. As a result of the merger, the frameworks in place for legacy Premier Oil plc and Chrysaor
employees will be reviewed, to harmonise arrangements where needed and ensure pay continues to appropriately motivate and reward
the workforce. The Committee will continue to consider the approach to executive remuneration in this context.
The company’s policy for all employees is to provide remuneration packages which reward them fairly and responsibly for their
contributions. In addition to a competitive salary, employees are typically eligible for a performance-related bonus, pension and a number
of benefits, including expatriate benefits where relevant. In the UK, employees are eligible to receive at least the same proportion of
salary in pension contributions as the executive directors, in line with UK best practice. The specific bonus framework varies by job level
and scope to ensure annual incentives support motivation and retention accordingly.
The leadership team and other senior leaders participate in the same annual bonus plan and LTIP as for executive directors.
Performance is assessed on the same criteria for all, though opportunity levels vary as appropriate. These schemes provide a clear
link between pay and performance, ensuring that superior remuneration is paid only if superior performance is delivered.
We have historically operated SIP and SAYE share schemes, to foster a sense of ownership in the company and to increase the alignment
of interests across stakeholders. Participation levels among employees in these plans have historically been strong, outperforming
market norms.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Incentive plan discretions
The Committee operates the company’s incentive plans according to their respective rules and the Remuneration Policy, and in
accordance with the Listing Rules and HMRC rules where relevant. The rules of the LTIP (the Harbour 2017 LTIP) were approved by
shareholders at the 2017 AGM and amended at the 2020 AGM. Further proposed amendments were approved by shareholders at
the 2021 AGM to reflect the new Policy.
In line with common market practice, the Committee retains discretion as to the operation and administration of these incentive plans,
including with respect to:
¼
who participates;
¼
the timing of grant and/or payment;
¼
the size of an award and/or payment and any other terms of the award (within the plan and Policy limits approved by shareholders);
¼
form of award (e.g. nil cost option or conditional award);
¼
the manner in which awards are settled;
¼
the choice of (and adjustment of) performance measures and targets in accordance with the Remuneration Policy and the plan rules;
¼
in exceptional circumstances, amendment of any performance conditions applying to an award, provided the new performance
conditions are considered fair and reasonable and are not materially less challenging than the original performance targets when set;
¼
discretion relating to the measurement of performance or other condition in the event of a variation of share capital, change of control,
special dividend, distribution or any other corporate event which may affect the current or future value of an award;
¼
determination of a good leaver (in addition to any specified categories) for incentive-plan purposes, based on the plan rules and the
appropriate treatment under the plan rules;
¼
determination of the operation of the post-vesting holding period; and
¼
adjustments required in certain circumstances (e.g. rights issues, share buybacks, special dividends, other corporate events, etc).
Any use of the above discretions would, where relevant, be explained in the Annual Report on Remuneration for the relevant year.
As appropriate, it might also be the subject of consultation with the company’s major shareholders.
Minor changes
The Committee may make minor amendments to the Policy set out above (if required for legal, regulatory, exchange control, tax or
administrative purposes or to take account of a change in legislation) without requiring prior shareholder approval for that amendment.
Illustration of application of the executive directors’ Remuneration Policy
The performance scenario charts opposite show the estimated remuneration that could have been received by the current executive
directors for 2021, both in absolute terms and as a proportion of the total package under different performance scenarios. The
assumptions underlying each performance scenario are detailed in the table below:
Remuneration receivable for different performance scenarios
Fixed pay
¼
2021 salary, as disclosed on page 16 of the 2021 AGM Circular
¼
Estimated housing benefits of £120,000 for the CEO and £60,000 for the CFO
1
¼
Pension contribution of 15 per cent of salary
Minimum
On-target
Maximum
Maximum
with share price growth
Annual bonus
Nil payout
Payout of 50 per cent of
maximum (100 per cent
of salary)
Payout of 100 per cent of
maximum (200 per cent
of salary)
As per maximum
Long Term Incentive Plan
Nil payout
Performance share
awards vest at 25 per cent
of maximum
Performance share awards
vest in full (300 per cent of
salary for the CEO and 250
per cent of salary for other
executive directors)
As per maximum with a 50 per
cent share price increase over
three years
Note:
1
No prior year benefits data is available. Maximum value of housing benefits as disclosed on page 91 of this report. Other benefits (including tax equalisation for the CEO) are not easily
estimated and have been excluded.
Policy report
continued
86
Harbour Energy plc
Annual Report & Accounts 2022
The charts below illustrate the potential reward opportunities for the current executive directors for the four performance scenarios.
The CFO’s recruitment award has not been included in these scenario charts on the basis that it does not form part of the ongoing Policy.
Chief Executive Officer (£’000s)
Minimum
100%
£1,098
Maximum + share
price appreciation
On-target
42%
£2,585
33%
25%
Maximum
£5,348
20%
32%
48%
£6,623
17%
26%
38%
19%
LTIP
Share price appreciation
Annual bonus
Fixed pay
Chief Financial Officer (£’000s)
100%
£664
44%
£1,517
£3,026
£3,683
22%
18%
34.5%
35%
28.5%
21.5%
43%
35.5%
18%
Minimum
Maximum + share
price appreciation
On-target
Maximum
LTIP
Share price appreciation
Annual bonus
Fixed pay
Note:
The valuation of annual bonus and performance share awards (PSAs) for the on-target and maximum scenarios excludes share price appreciation, any dividend accrual and the impact of
any scale back of awards. PSAs vest after three years subject to TSR performance and continued employment. PSAs are subject to a holding period ending on the fifth anniversary of the
date of grant of the awards.
Approach to remuneration of executive directors on recruitment
When determining the remuneration package for a newly appointed executive director, the Committee would seek to apply the following principles:
¼
The package should be market competitive to facilitate the recruitment of individuals of sufficient calibre and global experience to lead
the business. At the same time, the Committee would intend to pay no more than it believes is necessary to secure the required talent.
¼
New executive directors will normally receive a base salary, benefits and pension contributions in line with the Policy described above
and would also be eligible to join the bonus and long-term incentive plans up to the limits set out in the Policy.
¼
In addition, the Committee has discretion to include any other remuneration component or award which it feels is appropriate taking into
account the specific circumstances of the recruitment, subject to the limit on variable remuneration set out below. The key terms and
rationale for any such component would be disclosed as appropriate in the remuneration report for the relevant year.
¼
Where an individual forfeits outstanding variable pay opportunities or contractual rights at a previous employer as a result of
appointment, the Committee may offer compensatory payments or awards, in such form as the Committee considers appropriate, taking
into account all relevant factors including the form of awards, expected value and vesting timeframe of forfeited opportunities.
¼
When determining any such ‘buyout’, the guiding principle would be that awards would generally be on a ‘like-for-like’ basis unless this is
considered by the Committee not to be practical or appropriate.
¼
The maximum level of variable remuneration which may be awarded (excluding any ‘buyout’ awards referred to above) in respect of
recruitment is 500 per cent of salary, which is in line with the current maximum limit under the annual bonus and LTIP.
¼
Where an executive director is required to relocate from their home location to take up their role, the Committee may provide assistance
with relocation (either via one-off or ongoing payments or benefits). Should an executive’s employment be terminated without cause by
the Group, repatriation costs may be met by the Group.
¼
In the event that an internal candidate is promoted to the Board, legacy terms and conditions would normally be honoured, including
any accrued pension entitlements and any outstanding incentive awards. If an executive director is appointed following an acquisition
of, or merger with, another company, legacy terms and conditions that are of higher value than provided in the Policy would normally
be honoured.
To facilitate any buyout awards outlined above, the Committee may grant awards to a new executive director: (i) relying on the exemption
in the Listing Rules which allows for the grant of awards to facilitate, in unusual circumstances, the recruitment of an executive director,
without seeking prior shareholder approval; or (ii) under any other appropriate company incentive plan.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Service contracts and exit payments and change of control provisions
Executive director service contracts, including arrangements for early termination, are carefully considered by the Committee and are
designed to recruit, retain and motivate directors of the quality required to manage the company. The service contract of each executive
director may be terminated on 12 months’ notice in writing by either party. Executive directors’ contracts are available to view at the
company’s registered office.
Details of the service contracts of the current executive directors are as follows:
Directors
Contract date
Unexpired term of contract
Linda Z. Cook
01.04.2021
Rolling contract
Alexander Krane
01.04.2021
Rolling contract
The company will consider termination payments in light of the circumstances on a case-by-case basis, taking into account the relevant
contractual terms, the circumstances of the termination and any applicable duty to mitigate. In such an event, the remuneration
commitments in respect of the executive director contracts could amount to one year’s remuneration based on salary, benefits in kind
and pension rights during the notice period, together with payment in lieu of any accrued but untaken holiday leave, if applicable.
There are provisions for termination with less than 12 months’ notice by the company in certain circumstances. If such circumstances
were to arise, the executive director concerned would have no claim against the company for damages or any other remedy in respect of
the termination. The Committee would apply general principles of mitigation to any payment made to a departing executive director and
will honour previous commitments as appropriate, considering each case on an individual basis.
The table below summarises how performance share awards under the Harbour Energy 2017 LTIP and annual bonus awards are typically
treated in different leaver scenarios and on a change of control. Whilst the Committee retains overall discretion on determining ‘good
leaver’ status, it typically defines a ‘good leaver’ in circumstances such as retirement with agreement of the company, ill health, disability,
death, redundancy, or part of the business in which the individual is employed or engaged ceasing to be a member of the Group.
Event
Timing of vesting/award
Calculation of vesting/payment
Annual bonus/deferred bonus awards
‘Good leaver’
¼
Annual bonus is normally paid at the same time as to
continuing employees but may be paid on departure in
compassionate circumstances
¼
Unvested deferred bonus awards vest on the normal vesting date
(or, at the Committee’s discretion, on cessation of employment)
¼
The Committee has discretion not to defer part of the bonus
earned in the year of leaving
¼
Annual bonus is paid only to the extent that any performance
conditions have been satisfied and is pro-rated for the proportion
of the financial year worked before cessation of employment
¼
Unvested deferred bonus awards will vest in full
‘Bad leaver’
¼
Not applicable
¼
Individuals lose the right to their annual bonus and unvested
deferred bonus awards
Change of control
1
¼
Annual bonus is paid and unvested deferred bonus awards
vest on the date of change of control
¼
Annual bonus is paid only to the extent that any performance
conditions have been satisfied, and will normally be pro-rated for
the proportion of the financial year worked to the effective date
of change of control unless the Committee determines otherwise
¼
Unvested deferred bonus awards will vest in full
Performance share awards
‘Good leaver’
¼
Awards vest on the normal vesting date subject to the
holding period (or earlier at the Committee’s discretion)
¼
Unvested awards normally vest to the extent that any performance
conditions have been satisfied over the full performance period
(or a shorter period at the Committee’s discretion)
¼
The number of unvested awards is normally reduced pro-rata to
take into account the proportion of the vesting period not served
‘Bad leaver’
¼
Unvested awards lapse
¼
Any vested shares subject to the holding period are forfeited
by bad leavers who leave due to gross misconduct, but remain
and are released at the end of the holding period for other bad
leavers (e.g. following resignation)
¼
N/A
Change of control
1
¼
Awards vest on the date of the event
¼
Unvested awards normally vest to the extent that any
performance conditions have been satisfied and a pro-rata
reduction applies for the proportion of the vesting period not
completed unless the Committee determines otherwise
Note:
1
In certain circumstances, the Committee may determine that unvested deferred bonus awards and PSAs will not vest on a change of control but will instead be replaced by an equivalent
grant of a new award, as determined by the Committee, in the new company.
The leaver treatment for the CFO’s recruitment award will be in line with the provisions for the performance share awards outlined above.
Upon exit or change of control, SAYE and SIP awards will be treated in line with the plan rules.
Policy report
continued
88
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Annual Report & Accounts 2022
If employment is terminated by the company, the departing executive director may have a legal entitlement (under statute or otherwise)
to additional amounts, which would need to be met. In addition, the Committee retains discretion to settle other amounts reasonably
due to the executive director, for example to meet the legal fees incurred by the executive director in connection with the termination
of employment, outplacement support, where the company wishes to enter into a settlement agreement (as provided for below) and,
in which case, the individual is required to seek independent legal advice.
In certain circumstances, the Committee may approve new contractual arrangements with departing executive directors including (but
not limited to) settlement, confidentiality, restrictive covenants and/or consultancy arrangements. These will be used sparingly and only
entered into where the Committee believes that it is in the best interests of the company and its shareholders to do so.
External appointments
Executive directors are entitled to accept non-executive director appointments outside the company and retain any fees received
providing that the Board’s prior approval is obtained.
Consideration of employment conditions elsewhere in the company
The Committee engages with the wider workforce by taking account of feedback from employee engagement opportunities such as the
group staff forum. The Committee considers the pay and conditions elsewhere in the company, including how company-wide pay tracks
against the market. When determining salary and pension for executive directors, the Committee takes account of salary increases and
pension contributions across the Group, particularly for those employees based in the UK. The Committee ensures that our policies and
practices across the business are fair and consistent, and support diversity and equality. Further, the company seeks to promote and
maintain good relationships with employee representative bodies – including trade unions – as part of its employee engagement strategy
and consults on matters affecting employees and business performance as required in each case by law and regulation in the
jurisdictions in which the company operates.
Consideration of shareholder views
The Committee aims to ensure that the Policy serves shareholder interests and is aligned with the Group’s business strategy, market
practice and evolving best practice. The Committee Chair consulted with major shareholders and proxy advisers in developing this
Remuneration Policy, and will also from time to time engage to discuss the Remuneration Policy more generally. The Committee considers
all feedback received from such consultations, as well as guidance from shareholder representative bodies more generally, to help to
ensure the Policy is aligned with shareholder views.
Non-executive director Remuneration Policy
Non-executive directors have letters of appointment effective for a period of three years, subject to annual re-election by shareholders
at each Annual General Meeting (AGM) in accordance with the UK Corporate Governance Code. All letters of appointment have a notice
period of three months and provide for no arrangements under which any non-executive director is entitled to receive remuneration upon
the early termination of his or her appointment. Non-executive directors’ letters of appointment are available to view at the company’s
registered office.
The company’s articles of association provide that the remuneration paid to non-executive directors is to be determined by the Board
within limits set by the shareholders. The Policy for the Chairman and non-executive directors is as follows:
Non-executive director fees
Purpose and link
to strategy
¼
To provide fees that allow Harbour to attract and retain non-executive directors of the highest calibre that add value
to our business
Operation
¼
Fees for non-executive directors are normally reviewed at least every two years
¼
Fees are set with reference to UK and international oil and gas sector companies and UK-listed companies of a similar size to Harbour
¼
Fees paid to the Chairman are determined by the Committee, while the fees of the other non-executive directors are determined
by the Board
¼
Additional fees may be paid to reflect additional Board or committee responsibilities as appropriate
¼
Fee increases are normally effective 1 January
¼
The non-executive director fees are summarised on page 99 of this report
¼
Reasonable costs in relation to travel and accommodation for business purposes are reimbursed to the Chairman and non-
executive directors. The company may meet any tax liabilities that may arise on such expenses
¼
A travel allowance may be provided where intercontinental travel is required to attend a meeting
¼
The Chairman and non-executive directors are not entitled to participate in any of the Group’s incentive plans or pension plans
¼
Additional benefits may be provided to non-executive directors if considered appropriate
Opportunity
¼
Non-executive director fees are set at a level that is considered appropriate in the light of relevant market practice and the
size/complexity of the role
¼
Aggregate fees are within the limit approved by shareholders in the articles of association
Performance metrics
¼
Not applicable
Approach to non-executive director recruitment remuneration
In the case of hiring or appointing a new non-executive director, the Committee will follow the Policy as set out in the table above.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Annual Report on Remuneration
Committee membership and operation
Harbour Energy plc Committee members
Date of appointment
to the Committee
Meetings attended
(eligible to attend)
Anne L. Stevens (Committee Chair)
31 March 2021
4(4)
Alan Ferguson
31 March 2021
4(4)
Andy Hopwood
1
1 November 2022
2(2)
Former Committee members
Anne Marie Cannon
2
17 May 2017
2(2)
Notes:
1
Andy Hopwood joined the Board on completion of the merger. He was appointed to the Remuneration Committee on 1 November 2022.
2
Anne Marie Cannon stepped down from the Board and the Committee on 31 October 2022.
Committee terms of reference
The Committee acts within written terms of reference which are reviewed regularly and published on the company’s website
harbourenergy.com
. The terms of reference were reviewed in 2018 with amendments made in order to comply with the 2018
UK Corporate Governance Code. Minor amendments were also made in August 2020, September 2021 and August 2022.
The main responsibilities of the Committee include:
¼
determining the Remuneration Policy for executive directors and senior management and engaging with the company’s principal
shareholders thereon;
¼
determining the individual remuneration packages for each executive director, other members of senior management, and any
changes thereto;
¼
approving the remuneration package of the Chairman;
¼
considering the design of, and determining targets for, the annual bonus plan;
¼
reviewing and recommending to the Board the establishment of any new employee share plans and any material amendments
to the company’s existing share plans;
¼
determining the overall quantum and performance conditions for long-term incentive awards;
¼
reviewing pension arrangements, service agreements and termination payments for executive directors and senior management;
¼
approving the directors’ remuneration report, ensuring compliance with related governance provisions and legislation;
¼
reviewing the gender pay gap report;
¼
reviewing bonus outcomes for the company, including executive directors; and
¼
considering the remuneration policies and practices across the company.
Advisers
Following the merger to form Harbour Energy plc, the Committee received advice from independent remuneration committee advisers
Deloitte LLP. Deloitte LLP were appointed by the Committee in March 2021 following a competitive tender process. Before the merger,
the Committee also received advice from Aon, who served as an interim remuneration committee adviser.
The fees charged for the provision of independent advice to the Committee during the year were £63,000 from Deloitte LLP. Other than
in relation to advice on remuneration, Deloitte LLP provided support to management in relation to corporate tax, indirect tax, payroll taxes,
internal audit, financial advisory services in relation to mergers and acquisitions, plus other related services.
Deloitte are founding members of the Remuneration Consultants Group and voluntarily operated under its code of conduct in dealings
with the Committee. The Committee is satisfied that the Deloitte engagement team, who provided remuneration advice to the
Remuneration Committee, do not have connections with Harbour Energy plc or its directors that may impair their independence.
During the year, the Committee also took into account the views of the Chief Executive Officer and other members of management. Their
attendance at Remuneration Committee meetings was by invitation from the Committee Chair to advise on specific questions raised by
the Committee and on matters relating to the performance and remuneration of the senior management team. No director was present
for any discussions that related directly to their own remuneration.
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Voting on remuneration matters
Votes received at the 2022 AGM in respect of approval of the Annual Report on Remuneration and the 2021 AGM in respect of the
Directors’ Remuneration Policy are set out below:
Resolution
Votes FOR and % of votes cast
Votes AGAINST and % of votes cast
Votes WITHHELD
Annual Report on Remuneration (2022 AGM)
641,276,648
97.24%
18,228,881
2.76%
98,652
Directors’ Remuneration Policy (2021 AGM)
14,593,098,273
97.19%
421,903,633
2.81%
72,728,980
Single total figure of remuneration for executive directors (audited)
Executive
directors
Year
Salary
£’000
Taxable
benefits
3
£’000
Pension
£’000
Total fixed
remuneration
£’000
Bonus
£’000
LTIP
£’000
Total variable
remuneration
£’000
Other
variable
4
£’000
Total
remuneration
£’000
Linda Z. Cook
1
2022
850.0
873.9
125.6
1,849.5
1,275.0
1,275.0
3,124.5
2021
637.5
275.3
94.2
1,007.0
422.7
422.7
4,548.6
5,978.3
Alexander Krane
2
2022
525.0
97.5
67.4
689.9
787.5
787.5
1,477.4
2021
386.3
62.2
50.0
498.5
255.4
255.4
1,000
1,753.9
Former executive directors
Phil Kirk
5
2022
100.0
2.9
12.9
115.8
150.0
150.0
265.8
2021
450.0
17.0
59.4
526.4
396.0
396.0
922.4
Notes to 2022 figures (unless stated):
1
Linda Z. Cook was appointed to the Board when Harbour Energy plc formed on 31 March 2021 and as such 2021 remuneration reflects a nine month period.
2
Alexander Krane was appointed to the Board on 15 April 2021 and as such his 2021 remuneration figure reflects an eight and a half month period. In early 2023 it was identified that
Alexander Krane had incorrectly received £22,629.82 in respect of a Norwegian benefit entitlement. This amount has not been included in the benefits figure above and was recouped
following the year end.
3
The executive directors receive a benefits package aligned with the approach for other employees. In 2021, Linda Z. Cook and Alexander Krane relocated from the US and Norway
respectively to join Harbour Energy and they are entitled to receive the same expatriate benefits as other employees relocating internationally. They both elected not to take the full expatriate
benefits available to them, and their benefits are therefore limited to housing costs and two return flights home per year. Linda Z. Cook received £118,010 in respect of housing costs in the
year while Alexander Krane received £60,000. As outlined in the Notice of 2021 AGM, Linda Z. Cook and Alexander Krane’s housing will be paid for by the company up to a value of
approximately £120,000 p.a. and £60,000 p.a. respectively. The arrangements will be in place for three years. The Committee considers it appropriate to provide this benefit for a period of
time given they have both been required to re-locate to take up their roles. Linda Z. Cook’s benefit figure also includes £740,270.17 in respect of tax equalisation payments. As outlined in the
Notice of 2021 AGM, her remuneration will be tax equalised for an initial three-year period to ensure she is not required to pay more tax in the UK than she would do in the US, in line with the
policy for all international assignees. Alexander Krane’s benefit figure also includes £24,445.33 in respect of tax equalisation payments for his housing allowance.
4
Linda Z. Cook received a buyout award to compensate for the loss of incentive arrangements she had as part of her employment at EIG, the terms of which required her incentives be
relinquished on departure. This buyout award was made on a like-for-like basis, at a level equal to the value forfeited and with vesting according to the same timescales. Malus and
clawback conditions apply. The first tranche of one-third vested on 4 May 2022; the remaining two tranches will vest on 4 May 2023 and 4 May 2024 respectively. Alexander Krane
received a one-off award, which was detailed in the Policy and approved by shareholders at the 2021 AGM. The award will vest on the third anniversary of grant with a two-year
post-vesting holding period and malus and clawback conditions apply. Neither Linda Z. Cook’s nor Alexander Krane’s awards have further performance conditions.
5
Phil Kirk was appointed to the Board when Harbour Energy plc formed on 31 March 2021 and stepped down from the Board on 28 February 2022. The remuneration shown in the table
for 2022 is pro-rated to 28 February 2022; other remuneration he received in connection with his departure is detailed on page 92.
Single total figure of remuneration for non-executive directors (audited)
Non-executive directors
Year
Base fees
2
£’000
Additional
payments
3
£’000
Travel
allowance
4,5
£’000
Expenses
6,7
£’000
Total remuneration
£’000
R. Blair Thomas (Chairman)
1
2022
300.0
30.0
4.0
334.0
2021
225.0
20.0
3.6
248.6
Simon Henry
2022
140.0
2.0
142.0
2021
105.0
21.3
1.1
127.4
G. Steven Farris
2022
95.0
25.0
11.1
131.1
2021
71.2
5.0
0.8
77.0
Alan Ferguson
2022
120.0
0.4
120.4
2021
90.0
21.3
0.3
111.6
Andy Hopwood
2022
105.8
2.7
108.5
2021
78.8
0.9
79.7
Margareth Øvrum
2022
115.0
5.1
120.1
2021
86.2
2.7
88.9
Anne L. Stevens
2022
115.0
30.0
11.9
156.9
2021
86.2
21.3
15.0
7.5
130.0
Former non-executive directors
8
Anne Marie Cannon
2022
95.8
1.0
96.8
2021
102.5
1.1
103.6
Notes to 2022 figures (unless stated):
1
The base fees for R. Blair Thomas were paid to Harbour Direct Holdings Limited from January – July 2022 and to EIG Management LLC from August – December 2022.
2
In addition to base fees for acting as a non-executive director, base fees include amounts payable for acting as a member or Chair of a Committee, and fees for the Senior Independent
Director role. Further detail on the level of these fees is set out on page 99. The Chairman waived his fees for acting as Chair of the Nomination Committee.
3
Additional payments include upfront fees for work undertaken by non-executive directors in advance of the merger in 2021.
4
In accordance with the Remuneration Policy approved by shareholders in June 2021, R. Blair Thomas, G. Steven Farris and Anne L. Stevens received an allowance for intercontinental
travel during 2021.
5
Travel allowance for R. Blair Thomas has been restated to reflect amounts not captured in time for the prior year’s report.
6
Amounts disclosed relate to taxable travel and accommodation expenses paid to non-executive directors in respect of qualifying services during the year.
7
Expense figures for 2021 have been restated to reflect qualifying amounts for 2021 and any expenses not captured in time for the prior year’s report.
8
Anne Marie Cannon stepped down from the Board on 31 October 2022.
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Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Departure terms for Phil Kirk (audited)
As announced on 2 February 2022, Phil Kirk stepped down from his role as executive director with effect from 28 February 2022, after
completing a successful handover period. On 1 March 2022 he was placed on gardening leave until 31 July 2022 and continued to
receive salary and contractual benefits up to this date with a value of £289,657. A lump sum payment of £351,200 in lieu of the residue
of his remaining notice period of six months’ salary and contractual benefits was paid in August 2022. He also received a contribution of
£5,000 plus VAT towards legal fees incurred in connection with his departure.
Phil Kirk remained eligible for an annual bonus in respect of 2021 as outlined in the 2021 directors’ remuneration report. His 2021
annual bonus is subject to deferral with awards released on the normal vesting date, in line with plan rules. In respect of his 2022 annual
bonus, the Committee agreed that he was eligible for a pro-rated award up to 28 February 2022. This award was calculated and will be
paid in line with the normal timescales in cash.
In line with our Directors’ Remuneration Policy, the Committee treated Phil Kirk as a good leaver in relation to his 2021 LTIP award. The
award will be treated in accordance with the plan rules and will remain subject to performance conditions and will be pro-rated for time
served over the vesting period up to cessation of employment on 31 July 2022. The award will be released on its normal vesting date and
remain subject to malus and clawback. The holding period will continue to apply as will post-employment shareholding guidelines. In line
with best practice, he was not eligible for a 2022 LTIP award.
2022 Annual bonus outcome (audited)
The maximum bonus opportunity for executive directors in respect of 2022 was 200 per cent of salary. The scorecard below summarises
the Group’s performance against the financial and operational targets set by the Board for 2022 that are used to determine the level of
bonus awarded.
Category
Metric
Weighting
2022
Performance
Scorecard
Threshold
Target
Stretch
Safety &
environment
(35%)
Safety incident rate
TRIR incident rate/
million hours
10%
0.75
1.20
1.00
0.80
Process safety
Tier 1 and Tier 2 events
10%
1
4
2
1
GHG emissions
ktonnes CO
2
e
15%
1,756
1,932
1,835
1,797
Operations
(30%)
Oil and gas production
kboepd
20%
208
195
211
216
Unit operating costs
$/boe
10%
13.9
16.0
15.0
14.5
Growth &
capital
deployment
(20%)
Expenditure vs AFE
%
10%
99
120
100
85
Reserves vs AFE
%
10%
92
80
100
120
Financial
(15%)
Free cash flow
Million $
15%
2,090
900
1,100
1,300
Summary of performance
Safety & environment
¼
Safety incident rate: Stretch target exceeded, with the Total Recordable Injury Rate of 0.75 being materially better than target, a 37 per
cent improvement over 2021 (1.2) and an improvement on prior years.
¼
Process safety: Stretch target met with one Tier 2 process safety event.
¼
GHG emissions: Emissions were better than the stretch target, reflecting the delivery of emissions reduction projects, continual process
efficiency optimisation to reduce power demand and volumes of gas flared, and a reduction in North Sea mobile emissions.
Annual Report on Remuneration
continued
92
Harbour Energy plc
Annual Report & Accounts 2022
Operations
¼
Production: While production fell slightly short of the internal target, it was at the upper end of market guidance and almost 20 per cent
higher than in 2021.
¼
Unit operating costs: Stretch target exceeded, with increased production volumes and positive foreign exchange impact resulting in unit
operating cost per barrel improving by 9 per cent versus 2021.
Growth & capital deployment
¼
Expenditure vs AFE: Target met, reflecting good cost discipline on drilling and development projects during the year.
¼
Reserves vs AFE: Performance somewhat below target reflecting lower than forecast volumes at some projects partially offset by good
outcomes at others.
Financial
¼
Free cash flow: Significant free cash flow generated during 2022 driven by increased production levels, higher realised prices,
lower operating expenses and lower-than-planned capital expenditure levels (mainly related to rig arrival delays), partially offset
by substantially higher UK cash tax payments. The stretch target was exceeded.
The calculated score was 153 per cent of the target bonus (where the target bonus is 100 per cent of salary and the maximum is
200 per cent of salary). Whilst most safety targets were met, the company did experience an increase in high potential incidents during
the first nine months of the year. Management took steps to intervene and performance improved in the fourth quarter. Regardless of
this improvement, management recommended a discretionary reduction in the payout to 150 per cent for members of the Harbour
Leadership Group – the 65 most senior leaders in the company – as a way to acknowledge the need for continuous performance when
it comes to safety in the company. The Committee considered this score and approved bonus payouts for the executive directors on that
basis. For Phil Kirk, the award was pro-rated to reflect time served during the year.
Amounts paid to executive directors are set out below. In line with the Remuneration Policy, 50 per cent of the bonus paid to the executive
directors will be deferred into shares for three years (except for Phil Kirk where the Committee determined as part of his departure
arrangements that the bonus would be settled in cash).
Directors
Bonus as a %
of maximum
Total value
£ ’000s
Cash amount
£ ’000s
Amount deferred
into shares
£ ’000s
Linda Z. Cook
75%
1275.00
637.50
637.50
Alexander Krane
75%
787.50
393.75
393.75
Former directors
1
Phil Kirk
75%
150.0
150.0
Note:
1
The bonus awarded to Phil Kirk is the pro-rated amount to 28 February 2022.
LTIP awards vesting in respect of the year ended 31 December 2022 (audited)
No LTIP awards were due to vest to current or former executive directors in respect of the year ended 31 December 2022.
LTIP awards granted during the year ended 31 December 2022 (audited)
For the awards granted to executive directors under the 2017 LTIP plan during 2022, the performance condition is based 100 per cent
on relative TSR performance conditions against two peer groups. The structure has been summarised below:
Performance element
Weighting
Minimum
performance
Mid
performance
Maximum
performance
Performance
period
Relative TSR
performance vs
FTSE 100 index
1
50%
25% vesting at median
performance
(50
th
percentile)
Linear vesting
between minimum and
maximum performance
100% vesting if in the
upper quartile
(75
th
percentile)
1 January 2022 –
31 December 2024
Relative TSR vs bespoke
peer group of oil and gas
companies
2
50%
Notes:
1
Constituents of the FTSE 100 as at the start of the performance period on 1 January 2022.
2
Selected oil and gas peer group, including European and US independent oil and gas companies. The group consists of the following 17 companies: Aker BP, Apache Corp, BP, Capricorn
Energy, Diversified Energy, Energean, EnQuest, Genel Energy, Hess, Kosmos Energy, Marathon Oil, Murphy Oil, Shell, Seplat Energy, Serica Energy, Tullow Oil, and Vermillion Energy.
As noted on page 80, following its transition to a renewables business in 2022, the Committee determined that Orrön Energy (formerly Lundin Energy) was no longer a relevant
comparator and removed it from the peer group for all inflight LTIP awards.
93
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Details of the awards made to executive directors are as follows:
Executive directors
Date of
grant
Number of
shares awarded
Type of
award
Face value
(% of salary)
Face
value
1
Linda Z. Cook
24.03.22
579,019
Performance share award
300%
£2,550,000
Alexander Krane
24.03.22
298,024
Performance share award
250%
£1,312,498
Note:
1
Face value was calculated using the average of the mid-market closing prices for the five dealing days preceding the award date (on a post-consolidation basis) being £4.404 per share.
Outstanding share awards
2017 Long Term Incentive Plan (2017 LTIP)
As at 31 December 2022, Linda Z. Cook, Alexander Krane and Phil Kirk held the following outstanding performance share awards (PSAs)
and conditional share awards (CSAs) under the 2017 LTIP:
Directors
Type of
award
1
Date of
grant
Awards held
at 1 January
2022
Granted
Dividends
equivalents
accrued
Lapsed
Vested
Awards held at
31 December
2022
Market price
of shares on
date of award
Earliest
vesting
date
Linda Z. Cook
CSA 2021-24
2
04.05.21
1,155,852
41,103
392,302
804,653
393.53p
04.05.23
to 04.05.24
PSA 2021-24
30.06.21
674,103
29,818
703,921
378.28p
30.06.24
PSA 2022-25
24.03.22
579,019
25,612
604,631
440.40p
24.03.25
1,829,955
579,019
96,533
392,302
2,113,205
Alexander Krane
CSA 2021-24
30.06.21
264,354
11,694
276,048
378.28p
01.04.24
PSA 2021-24
30.06.21
346,965
15,347
362,312
378.28p
30.06.24
PSA 2022-25
24.03.22
298,024
13,183
311,207
440.40p
24.03.25
611,319
298,024
40,224
949,567
Former directors
Phil Kirk
PSA 2021-24
30.06.21
396,531
10,948
257,954
149,525
378.28p
30.06.24
396,531
10,948
257,954
149,525
Notes:
1
Any vested awards (except for Linda Z. Cook’s 2021 conditional share award) are subject to a two-year holding period such that the total time horizon is five years.
2
Linda Z. Cook received a buyout award to compensate for loss of performance-based incentives from her previous employer. This award was made on a like-for-like basis and is to vest
one-third per year on the first, second and third anniversary of the award. The first tranche of the award vested on 4 May 2022 and the second and third tranches will vest on 4 May 2023
and 4 May 2024 respectively. Further details of the award can be found in the 2021 directors’ remuneration report.
Deferred bonus awards
As of 31 December 2022 the following deferred bonus awards were held in respect of the deferred element of the annual bonus award.
Directors
Date of
grant
Awards held at
1 January 2022
Granted
Dividends
equivalents
accrued
Lapsed
Vested
Awards held at
31 December
2022
Market price
of shares on
date of award
1
Earliest vesting
date (or date
of leaving)
Linda Z. Cook
24.03.22
47,987
2,122
50,109
440.40p
24.03.25
47,987
2,122
50,109
Alexander Krane
24.03.22
28,992
1,282
30,274
440.40p
24.03.25
28,992
1,282
30,274
Former directors
Phil Kirk
24.03.22
44,959
1,989
46,948
440.40p
24.03.25
44,959
1,989
46,948
Note:
1
The average of the closing prices of a Harbour Energy share over the five dealing days immediately preceding the award date (on a post-consolidation basis).
Annual Report on Remuneration
continued
94
Harbour Energy plc
Annual Report & Accounts 2022
Statement of directors’ shareholdings and scheme interests (audited)
The table below summarises the directors’ interests in shares, including unvested awards under employee share schemes, as at
31 December 2022. Further details of all outstanding awards are provided on page 94.
Directors
Own shares at
31 December 2022
(or date of leaving)
1
Unvested shares subject
to continued employment
at 31 December 2022
(or date of leaving)
2
Unvested shares subject
to performance at
31 December 2022
Linda Z. Cook
8,263,901
854,762
1,308,552
Alexander Krane
0
306,322
673,519
R. Blair Thomas
14,783,685
Simon Henry
20,000
G. Steven Farris
418,343
Alan Ferguson
14,203
Andy Hopwood
10,000
Margareth Øvrum
8,500
Anne L. Stevens
30,000
Former directors
3
Phil Kirk
13,217,698
46,948
149,525
Anne Marie Cannon
4
500
Notes:
1
Own shares includes shares held by the director and/or connected persons. For R. Blair Thomas this figure includes indirect interests he holds in shares in the company through certain entities
managed by EIG, the company’s major shareholder. R. Blair Thomas is also Chief Executive Officer of EIG and a director of a number of EIG’s wholly owned subsidiaries. Details regarding EIG’s
shareholding are set out on page 103.
2
Unvested shares subject to continued employment comprise deferred bonus awards, and conditional share awards awarded to Linda Z. Cook and Alexander Krane in connection with
their recruitment. The deferred bonus awards are subject to malus and clawback in accordance with the terms set out in the Directors’ Remuneration Policy on page 83. Alexander Krane’s
CSA is subject to the malus and clawback provisions set out in the Directors’ Remuneration Policy on page 84. The malus and clawback provisions for Linda Z. Cook’s buyout award are
in line with those set out on page 84 for the performance share awards of the 2017 LTIP.
3
Shares owned outright are reported as at 28 February 2022 and 31 October 2022, the dates on which Phil Kirk and Anne Marie Cannon’s directorships ceased respectively.
4
Anne Marie Cannon purchased 10,000 Premier Oil plc shares on 14 April 2016. The reported interest shown above is on a post-consolidation basis.
Awards under all the company’s share schemes may be met using a combination of market purchases, financed by the company through
the Harbour Energy plc Employee Benefit Trust, and newly issued shares. The company complies with the Investment Association’s
recommended guidelines on shareholder dilution through employee share schemes: awards under the company’s discretionary schemes
which may be satisfied with newly issued shares must not exceed 5 per cent of the company’s issued share capital in any rolling 10-year
period, and the total of all awards satisfied with newly issued shares under all plans must not exceed 10 per cent of the company’s
issued share capital in any rolling 10-year period.
Directors’ shareholding requirements
The company requires the executive directors to retain no less than 50 per cent of the net value of shares vesting under the company’s
long-term incentive plans until such a time that they have reached a holding worth 300 per cent of salary (CEO) and 250 per cent of
salary (CFO).
Shares owned outright including shares purchased and received from incentive arrangements, shares subject to deferral or a holding
period (which are not beneficially owned by the senior executive) net of any relevant tax and social security that would be due, vested but
unexercised nil cost options under any share plan, unvested share plan awards where vesting is not subject to the achievement of any
performance conditions or underpins net of any relevant tax and social security and free shares under any UK share incentive plan count
towards this requirement.
Based on an average share price of £3.54 during the final three months of 2022, Linda Z. Cook currently holds shares (directly and
indirectly), an unvested conditional share award and a deferred bonus award worth 3798 per cent of her salary. Alexander Krane
holds an unvested conditional share award and a deferred bonus award worth 207 per cent of his salary using the same average price.
Under the company’s Remuneration Policy, the shareholding requirement extends for two years post-cessation of employment.
Shares purchased by the departed executive directors are not covered by the post-cessation requirement.
Executive director external appointments
Executive directors are permitted to accept non-executive appointments outside the company providing that the Board’s approval
is obtained. Details of external appointments are set out on pages 65 to 67.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
Comparison of company performance
The chart below compares the value of £100 invested in the company’s shares, including re-invested dividends, on 31 December 2012
compared to the equivalent investment in the FTSE All-Share Oil & Gas Producers Index over the last 10 financial years. The FTSE
All-Share Oil & Gas Producers Index has been chosen as it comprises companies which are exposed to broadly similar risks and
opportunities as the company.
10-year TSR performance
Value of £100 invested on 31 December 2012:
£0
£50
£100
£150
£200
£250
31 Dec 2022
31 Dec 2021
31 Dec 2020
31 Dec 2019
31 Dec 2018
31 Dec 2017
31 Dec 2016
31 Dec 2015
31 Dec 2014
31 Dec 2013
31 Dec 2012
FTSE All-Share Oil & Gas Producers Index
Harbour Energy plc
£4.84
£195.92
Note:
The closing share price of the company on 30 December 2022 was 304.4p. On 8 March 2023, being the date of approval of this report, the closing share price was 286.9p.
The table below shows the CEO single figure of remuneration for the past 10 years and corresponding performance under the annual and
long-term incentives, as a percentage of maximum.
Year
CEO
CEO single figure
of remuneration
£’000s
Annual bonus
payout as %
of maximum
Equity pool
as % of
maximum
1
Restricted share
award vesting as
% of maximum
2
Performance
share award
vesting as %
of maximum
Matching share
award vesting as
% of maximum
2013
Simon Lockett
1,002.7
24
0
0
0
2014
3
Simon Lockett
680.3
39
(pro-rated)
0
0
0
Tony Durrant
428.7
40
0
0
0
2015
Tony Durrant
1,040.4
10
0
0
0
2016
Tony Durrant
1,404.3
66.5
0
0
0
2017
Tony Durrant
1,474.3
63.4
0
0
0
2018
Tony Durrant
1,558.4
54.3
45.1
75.1
0
2019
Tony Durrant
1,631.1
65
100
38
2020
4
Tony Durrant
814.1
10.4
0
0
2021
5
Richard Rose
436.6
0
0
0
Linda Z. Cook
5,978.3
33
2022
Linda Z. Cook
3,124.5
75
Notes:
1
Maximum opportunity for the 2016 equity pool was 50 per cent of salary.
2
The maximum opportunity for the restricted share award was 20 per cent of salary.
3
Figures shown for 2014 for Tony Durrant relate to the period during 2014 that he served as Chief Executive Officer: 25 June to 31 December 2014; and for Simon Lockett relate to the
period during 2014 that he served as Chief Executive Officer: 1 January to 25 June 2014.
4
Tony Durrant stepped down from the Board on 16 December 2020.
5
Figures shown for 2021 for Richard Rose relate to the period during 2021 that he served as interim Chief Executive Officer: 1 January 2021 to 31 March 2021; and for Linda Z. Cook
relate to the period during 2021 that she served as Chief Executive Officer: 1 April 2021 to 31 December 2021.
Annual Report on Remuneration
continued
96
Harbour Energy plc
Annual Report & Accounts 2022
Percentage change in directors’ remuneration compared with other employees
The table below shows the percentage change in each director’s remuneration, comprising salary/fees, benefits and annual bonus, and
comparable data for the average of all UK-based employees within the company, between the year ended 31 December 2019 and the year
ended 31 December 2020, between the year ended 31 December 2020 and the year ended 31 December 2021, and between the year
ended 31 December 2021 and the year ended 31 December 2022. Figures are presented on an annualised basis to allow for comparison.
Salary/fees
Benefits
Annual bonus
1
2022
2021
2020
2022
2021
2020
2022
2021
2020
Executive directors
Linda Z. Cook
2
0
103%
126%
Alexander Krane
0
4%
118%
Non-executive directors
R. Blair Thomas
Simon Henry
G. Steven Farris
Alan Ferguson
Andy Hopwood
3
0.70%
Margareth Øvrum
Anne L. Stevens
Former executive directors
Phil Kirk
0
(7%)
127%
Former non-executive directors
Anne Marie Cannon
4
36.78%
22.45%
All employees
2.91%
3.69%
2.51%
11.85%
26.09%
(3.54%)
115.82%
98.20%
(69.43)%
Notes:
1
Includes cash bonus and amount deferred into shares.
2
The benefits figure for Linda Z. Cook reflects increased tax equalisation payments provided in connection with the vesting of the first tranche of the conditional share award during 2022.
3
The increase for Andy Hopwood reflects the change in his Committee membership detailed on page 80.
4
The increase for Anne Marie Cannon in 2021 reflects the impact of the new Remuneration Policy approved by shareholders in June 2021.
CEO pay ratio
The table below sets out the ratio of the CEO’s pay to the lower quartile, median and upper quartile pay of the company’s UK employees
for the past four years.
Year
Method
P25 (lower quartile)
P50 (median)
P75 (upper quartile)
2022
Method A
28.35 : 1
23.68 : 1
17.10 : 1
Total pay and benefits
£110,200
£131,961
£182,684
Salary
£57,220
£85,513
£92,870
2021
Method A
76.6 : 1
62.3 : 1
40.99 : 1
Total pay and benefits
£80,077
£98,476
£149,729
Salary
£58,880
£70,210
£97,340
2020
Method A
10.8 : 1
7.5 : 1
5.1 : 1
Total pay and benefits
£75,717
£108,225
£160,027
Salary
£58,140
£81,412
£121,107
2019
Method A
19.8 : 1
11.9 : 1
8.2 : 1
Total pay and benefits
£82,237
£136,538
£200,076
Salary
£52,508
£79,465
£124,584
The pay ratio for 2022 has decreased significantly from 2021. This is primarily due to the 2021 remuneration for Linda Z. Cook including
a one-off buyout award in respect of remuneration forfeited at her former employer (see page 91), without which the 2021 ratio would
have been 16.1 : 1 for the median group. The 2022 pay ratio of 23.5 : 1 for the median group reflects the fact that CEO remuneration is
more heavily weighted to variable pay, resulting in larger year-on-year variations than wider workforce pay. The 2020 and 2019 figures
represent the data for Premier Oil plc prior to the merger.
Total pay and benefits for all employees has increased this year, reflecting improved company performance and changes to employee
benefit offerings. The median pay ratio is consistent with the pay, reward and progression policies for the company’s UK employees as a
whole, with pay grades benchmarked to the oil and gas industry and a graduated bonus scheme based on these grades. The results are
consistent for the professional nature of our workforce.
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ remuneration report
continued
The Committee believes that, of the methodologies permitted under the regulations, Method A provides the most statistically accurate
representation of the Chief Executive Officer’s remuneration relative to the UK workforce. Total pay and benefits (on a full-time equivalent
basis) for the people employed at 31 December 2022 have been calculated in line with the ‘single figure methodology’ used for the
Chief Executive Officer. Employees were then ranked to identify each individual at the 25
th
, 50
th
and 75
th
percentiles.
Relative importance of spend on pay
The table below shows the company’s actual expenditure on shareholder distributions and total employee pay expenditure for the financial years
ending 31 December 2021 and 31 December 2022. Total shareholder distribution expenditure is composed of dividends and share buybacks.
2022
$ million
2021
$ million
%
change
Remuneration paid to or receivable by all employees of the Group
1
366.5
317.1
15.6%
Distributions to shareholders by way of dividend
191.5
Distributions to shareholders by way of share buyback
2
358.5
Notes:
1
Remuneration for all employees reflects the impact of the merger in 2021.
2
The $300 million share buyback programme completed on 26 September 2022. As announced on 3 November 2022, the company underwent a $100 million share buyback programme
which completed on 15 February 2023. This figure reflects the cost of the shares during the buyback programmes in 2022 and excludes associated fees of $2.1 million.
Implementation of executive director Remuneration Policy for 2023
This section sets out the proposed implementation of the Directors’ Remuneration Policy in 2023.
Salary
The salaries of the executive directors are reviewed annually to ensure that they remain appropriate. Following a review in March 2023, the
Remuneration Committee approved a 4 per cent increase to take effect from 1 April 2023. The CEO elected to forego her increase in salary
for 2023 for reasons detailed on page 79. The base salaries of the executive directors effective from 1 April 2023 are shown below:
Directors
Position
Salary from
1 April 2022
£
Salary from
1 April 2023
£
Percentage
increase
%
Linda Z. Cook
Chief Executive Officer
850,000
850,000
Alexander Krane
Chief Financial Officer
525,000
546,000
4%
Pension and benefits
There are no changes intended to the pensions and benefits provided to executive directors.
Annual bonus
The executive director annual bonus corporate scorecard, setting out measures for 2023, is summarised below. Individual performance
targets are considered to be commercially sensitive and will be disclosed in next year’s Annual Report & Accounts.
Category
Targets
Weighting
(% of maximum corporate
bonus opportunity)
1. Safety & environment
Safety incident rate, Process safety, GHG emissions
35%
2. Operations
Oil and gas production, Unit operating costs
30%
3. Growth & capital deployment
Expenditure vs AFE, Reserves vs AFE
20%
4. Financial
Free cash flow
15%
Annual Report on Remuneration
continued
98
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Annual Report & Accounts 2022
Long Term Incentive Plan
The Committee intends to grant LTIP awards to executive directors of value equal to 300 per cent of salary for the CEO and 250 per cent of
salary for the CFO in line with the Policy. The award will continue to be assessed against relative TSR, with 50 per cent of the award being
assessed against the FTSE 100 index and 50 per cent against a bespoke oil and gas peer group. After a review of the current bespoke peer
group for 2022, the Committee approved the addition of EnQuest plc and Serica Energy plc and the removal of Orrön Energy and John Wood
Group from the comparator group for 2023. Orrön Energy was renamed from Lundin Energy as part of their transition to a renewables
focused business. In view of their re-focus on renewables they were no longer deemed an appropriate peer. In addition, John Wood Group,
an oil and gas services company with a very different cash profile, was removed. EnQuest plc and Serica Energy plc are both listed British
independent upstream oil and gas producers and, as such, were deemed relevant peers to include in the bespoke group. The 2023
comparator group is listed on page 93. The structure of the award will be threshold vesting (25 per cent of maximum) for performance in line
with the median and maximum vesting for performance in line with the upper quartile.
Non-executive director remuneration
No increases are proposed for non-executive director fees during 2023, as summarised in the table below:
Basic fees
£
Chairman all-inclusive fee
300,000
Other non-executive directors’ basic fee
85,000
Supplementary fees
Senior Independent Director
30,000
Chair of Audit and Risk Committee
20,000
Chair of Remuneration Committee
Chair of Health, Safety, Environment and Security Committee
15,000
Chair of Nomination Committee (N.B. waived by the Chairman)
Member of Audit and Risk Committee
Member of Remuneration Committee
Member of Health, Safety, Environment and Security Committee
10,000
Member of Nomination Committee
For and on behalf of the Remuneration Committee:
Anne L. Stevens
Committee Chair
8 March 2023
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Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Compliance disclosures
Applying the key principles of the Code
The Board of Harbour Energy is committed to strong governance
across all the company’s activities. The table below summarises how
the company applies the principles of the UK Corporate Governance
Code and where further information can be found in this report.
Application of principles
A.
The company is led by the Board which provides
effective and entrepreneurial leadership and is
collectively responsible for the stewardship and
long-term success of the company. There is a
framework of effective controls that enable risk
to be assessed and managed to ensure that
value can be generated sustainably for our
stakeholders. The Board holds the Chief Executive
Officer and the leadership team to account to
deliver the strategic objectives set. For the year in
review, the Board included two appointees from
EIG, the company’s largest shareholder, but has
remained majority independent.
FURTHER INFORMATION
Board of directors:
P64
Risk management:
P50
Engaging with our stakeholders:
P14
B.
Harbour Energy plc was formed in March 2021
through a merger process. The Board has
established the company’s purpose, values,
and strategy, and is satisfied that these are
aligned with the culture that the Board and
leadership team are working to embed
throughout the company. To promote this and
support the embedding of the Harbour culture,
the Board recognises that tone comes from the
top, and is committed to acting in accordance
with the values.
FURTHER INFORMATION
Our purpose:
P4
C.
The Board has approved a robust financial
framework, underpinned by prudent capital
allocation, to ensure that the necessary
resources are in place to meet Harbour’s
objectives and measure performance.
Supported by the Audit and Risk Committee,
the Board has established a framework
of effective controls that enable risk to be
assessed and managed.
FURTHER INFORMATION
Key performance indicators:
P18
Risk management:
P50
Audit and Risk Committee report:
P68
D.
Engagement with our stakeholders is a priority
for the Board. The Chairman represents EIG, our
largest shareholder, and undertakes regular
engagement with our major shareholders in
addition to that carried out by the Chief Executive
Officer, the Chief Financial Officer and the
investor relations team. Members of the Board
also engage with other stakeholders, including
employees, through the group staff forum, and
the executive directors also offer engagement
opportunities with governments, regulators,
partners and suppliers. The Board believes that
by maintaining good dialogue, we ensure that our
objectives are understood and that we receive
regular feedback on our strategy, performance
and governance which are considered in the
Board’s decision-making process.
FURTHER INFORMATION
Engaging with our stakeholders:
P14
E.
The company’s workforce policies and practices
are consistent with the company’s values and
support its long-term sustainable success.
The leadership team, supported by the Board,
has devoted a significant amount of time to
organisational design and establishing ways of
working for Harbour. Employee engagement and
feedback have been and continue to be critical
to the success of Harbour and in 2022 the
company undertook its first global engagement
survey. The whistleblowing process is overseen by
the Board through the Audit and Risk Committee
and every member of the workforce has access
to the whistleblowing programme, Speak Up.
FURTHER INFORMATION
Nomination Committee report:
P72
ESG review:
P41
2
Division of
responsibilities
Application of principles
F.
The Chairman leads the Board and is
responsible for its overall effectiveness. Whilst
the Chairman was not regarded as independent
on appointment, he brings significant industry
knowledge and experience to the Board and is
supported in his role by the Senior Independent
Director. The Chairman plays a valuable role in
facilitating open conversations and dialogue at
Board level, ensuring the effective contribution
of all non-executive directors.
The Chairman’s responsibilities include
leading the management of the Board and its
committees, director performance, succession
planning and engagement with stakeholders.
The Chairman is supported by the Senior
Independent Director, the Chief Executive
Officer and the Company Secretary.
FURTHER INFORMATION
Board of directors:
P64
G.
As at the date of this report, the Board comprises
nine members: the Chairman, the Chief
Executive Officer, the Chief Financial Officer, five
independent non-executive directors and a
non-independent non-executive director who will
retire at the conclusion of the 2023 Annual
General Meeting. As detailed in the Nomination
Committee report, a search is underway for two
independent non-executive directors to ensure
that the Board maintains an appropriate
composition in the medium term. There is a
clear division of responsibilities between the
leadership of the Board and the executive
leadership of the business. Given EIG’s position
as a major shareholder, there is a relationship
agreement with EIG to ensure the company is
able to operate independently and to the highest
standards of corporate governance.
FURTHER INFORMATION
Board of directors:
P64
Relationship agreement:
P103
1
Board leadership
& company purpose
100
Harbour Energy plc
Annual Report & Accounts 2022
H.
Non-executive directors have all committed
to devoting sufficient time to the company to
meet their duties. The company also has robust
procedures in place to ensure that proposed
new mandates for non-executives are
thoroughly reviewed to ensure they do not
impinge on a director’s ability to discharge
their obligations to the company.
Non-executive directors constructively challenge
and help develop the company’s strategy, and
are responsible for scrutinising management
performance, ensuring that financial
information, risks and controls, and systems
of risk management are robust.
FURTHER INFORMATION
Board of directors:
P64
Nomination Committee report:
P72
I.
All directors have access to the advice of the
Company Secretary who is responsible for
advising the Board and its committees on all
governance matters. The Company Secretary
supports the Chairman and Chief Executive Officer
in ensuring that the information provided to the
Board is of sufficient quality and appropriate detail
to function effectively. To ensure that directors
have sufficient time to consider matters to be
discussed at meetings, papers are delivered to
all directors one week in advance of scheduled
meetings unless extenuating circumstances
deem this impractical. The Board and its
committees underwent an external evaluation
of their performance during 2022, the outcome
of which was positive.
FURTHER INFORMATION
Board of directors:
P64
Nomination Committee report:
P72
3
Composition, succession
& evaluation
Application of principles
J.
The company’s Nomination Committee is
responsible for ensuring that plans are in place
for orderly succession to the Board and senior
management positions. The Nomination
Committee engages external search consultancies
to manage the recruitment process and ensures
that due regard is paid to the skills, knowledge,
experience and diversity required to execute the
company’s strategy.
FURTHER INFORMATION
Nomination Committee report:
P72
K.
The Board ensures that committees are
comprised of non-executive directors with a
balance of skills, experience and knowledge
appropriate for each committee and the
Nomination Committee reviews the skills matrix
and tenure of each Board member on an annual
basis. This ensures that the Board’s plans for
succession are aligned with the natural rotation
of directors off the Board, the need to regularly
refresh the membership of the Board, and the
strategic objectives of the business.
Following changes to the Board on completion
of the merger in March 2021, a full review
of committee composition was undertaken
to ensure each committee was appropriately
constituted for the enlarged organisation.
FURTHER INFORMATION
Board of directors:
P64
L.
Following the significant changes to the Board
on completion of the merger, the Board
embarked on a three-year Board development
programme in 2021. For year two of the
programme undertaken in late 2022, the Board
and its committees undertook an externally
facilitated evaluation whereby externally
facilitated interviews supplemented written
surveys. The surveys included focus on actions
identified in the 2021 review, with summary
reports prepared by Lintstock. Forums have
been established to discuss the output of the
evaluation and agree actions. From the results
of the evaluation, the Board continues to be
satisfied that its committees are performing
effectively and to a high standard.
FURTHER INFORMATION
Nomination Committee report:
P72
101
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
4
Audit, risk &
internal control
Application of principles
M.
The Board, supported by the Audit and Risk
Committee, has established formal and
transparent policies and procedures which
ensure that the external auditors and internal
audit function are independent and effective.
These policies and procedures are reviewed
on a regular basis. Through the Audit and
Risk Committee, the Board monitors the
integrity of the annual and half year narrative
and financial statements.
FURTHER INFORMATION
Audit and Risk Committee report:
P68
N.
The directors’ responsibility statements and
the accompanying confirmation that the Board
considers the Annual Report to be a fair,
balanced and understandable assessment
of the company’s position and prospects,
can be found at the conclusion of the
Governance report. The Board considers the
Annual Report & Accounts to provide the
information necessary for shareholders to
assess the company’s position, performance,
business, business model and strategy.
FURTHER INFORMATION
Audit and Risk Committee report:
P68
Statement of directors’ responsibilities:
P107
O.
The Board is responsible for aligning the
company’s long-term strategic objectives with
the company’s risk appetite. It has established
the company’s systems of internal control and
risk management framework and is supported
by the Audit and Risk Committee in reviewing
the effectiveness of the internal control
system and the risk management framework.
The Board’s review of the effectiveness of the
company’s risk management procedures and
internal control framework also considers
the principal and emerging risks faced by
the company.
The Board confirms that it has conducted
a robust assessment of the principal and
emerging risks and a summary of this
assessment, the uncertainties facing the
company, and the ongoing process for
identifying, evaluating and managing the
significant risks faced by the Group is included
in the Strategic Report. The directors believe
that the company’s risk appetite continues to
be appropriate for the company’s strategy.
FURTHER INFORMATION
Risk management:
P50
Audit and Risk Committee report:
P68
5
Remuneration
Application of principles
P.
The Remuneration Committee supports the
Board by setting our Remuneration Policy,
which was approved by shareholders in 2021
and is included within the governance section
of this Annual Report. Through long-term and
short-term incentives, the Remuneration Policy
is designed to drive a performance culture that
incentivises executives to deliver the company’s
strategic objectives and promotes long-term
sustainable success.
The way that the Remuneration Committee
has ensured that the Policy and remuneration
practices are aligned with our culture, strategy
and risk management framework is discussed
in the Remuneration Committee report.
FURTHER INFORMATION
Directors’ remuneration report:
P78
Q.
There is a formal and transparent procedure
for developing the Remuneration Policy and
no director is involved in setting their own
remuneration, targets and outcomes. The Board
has delegated the responsibility for setting
remuneration for the Chairman, the executive
directors and the senior management team to
the Remuneration Committee in accordance
with the Remuneration Policy.
Executive remuneration is set regarding the
wider workforce and wider benchmarking,
elements which also support the procedure
for setting the reward strategy implemented in
2021 for the leadership team and the rest of
the organisation. The Remuneration Committee
believes that the Policy and reward strategy are
appropriate to attract, retain and motivate both
high calibre executives and employees across
the organisation.
FURTHER INFORMATION
Directors’ remuneration report:
P78
R.
The Remuneration Committee comprises
only independent non-executive directors to
ensure independent judgement and discretion
when reviewing and authorising remuneration
outcomes. The Remuneration Committee
considers remuneration on an annual basis
and determines outcomes by assessing
performance against a balanced scorecard of
measures, details of which, and how discretion
was exercised during the year can be found in
the directors’ remuneration report.
FURTHER INFORMATION
Directors’ remuneration report:
P78
Compliance disclosures
continued
102
Harbour Energy plc
Annual Report & Accounts 2022
Relationship agreement
On 8 July 2022 Harbour was notified
that EIG Global Energy Partners (EIG)
(through an investment holding
subsidiary) had distributed a portion
of its shareholding to underlying
investors. Following completion of the
distribution, EIG has retained a holding
of 15.34 per cent of the company.
EIG and its affiliates are therefore no
longer deemed to be a controlling
shareholder of Harbour Energy plc
for the purposes of the Listing Rules.
The company continues to be party to the
relationship agreement entered into with EIG
on completion of the merger in March 2021
(the relationship agreement). Participation
in this agreement will continue in force
unless and until EIG and its affiliates cease
to own at least 10 per cent or more of the
ordinary shares or the voting rights attaching
to the ordinary shares. EIG may terminate
the relationship agreement in certain
circumstances, including where the ordinary
shares cease to be admitted to the premium
listing segment of the Official List and
admitted to trading to the London Stock
Exchange’s main market for listed securities.
Under the relationship agreement, EIG is
entitled to nominate one non-executive
director for appointment to the Board so
long as it holds between 10 per cent and
25 per cent of the issued shares of the
company and two non-executive directors
for so long as it holds over 25 per cent
of the shares. At the current time, R. Blair
Thomas (Chairman) and Steve Farris
(non-executive director) are EIG’s
nominated appointees. The company
confirmed on 8 July 2022 that Steve Farris
would retire from his position following the
conclusion of the 2023 AGM rather than
retiring immediately, due to the valuable
contribution that he brings to the Board.
In addition, pursuant to the relationship
agreement EIG undertakes that it shall not:
¼
take any action that would have the
effect of preventing the company from
complying with its obligations under the
Listing Rules;
¼
propose or procure the proposal of a
shareholder resolution of the company
which is intended or appears to be
intended to circumvent the proper
application of the Listing Rules;
¼
exercise any of its voting rights in
the company in a way that would be
inconsistent with, or breach any of the
provisions of, the relationship agreement;
¼
influence the day-to-day running of the
company at an operational level and
shall allow the company to operate on
an independent basis;
¼
vote its ordinary shares and shall use its
reasonable endeavours to procure that any
director appointed by it does not vote his or
her shares in a manner that would prevent
the company from operating and making
decisions for the benefit of shareholders of
the company as a whole; and
¼
act in a manner which would be
inconsistent with the independence of the
Board being maintained in accordance
with the rules of the London Stock
Exchange or the FCA applicable to the
company, including the Listing Rules and
the UK Corporate Governance Code.
In accordance with the Listing Rules,
the Board confirms that the relationship
agreement complies with the independence
provisions set out in Listing Rules 6.5.4R
and 9.2.2GR. Throughout the period from
1 January up to and including 8 July 2022
when notice was received that EIG were no
longer a controlling shareholder, the Board
confirms that:
¼
the company has complied with
the undertakings included in the
relationship agreement;
¼
so far as the company is aware, EIG
and its associates have complied with
the undertakings in the relationship
agreement; and
¼
so far as the company is aware,
EIG has complied with the obligation
included in the relationship agreement
to procure the compliance of its
associates with the undertakings
in the relationship agreement.
103
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Directors’ report
The directors present their Annual Report on the affairs of the
Group, together with the audited Group and parent company
financial statements and Auditor’s report for the year ended
31 December 2022. There are certain disclosure requirements
which form part of the directors’ report and are included elsewhere
in this Annual Report. The location of information incorporated
by reference into this directors’ report is set out on the next page.
Dividend
The Board is proposing a final dividend of 12 cents per ordinary
share (2021: 11 cents) to be paid in pound sterling at the spot rate
prevailing on the record date. This dividend is subject to shareholder
approval at the AGM, to be held on 10 May 2023. If approved,
the dividend will be paid on 24 May 2023 to shareholders on the
register as of 14 April 2023 (the record date).
Annual General Meeting
The company anticipates that the next AGM will be held on
10 May 2023. The notice of the AGM (the Notice), together with
details of all resolutions which will be placed before the meeting,
will be published in due course and will be available online.
Directors
The directors of the company as at 8 March 2023 are shown on
pages 65 to 67. Changes to the directors during the year and up
to the date of this report are set out below:
Resignations
Role
Effective date
of departure
Phil Kirk
Executive Director
28 February 2022
Anne Marie Cannon
Non-Executive Director
31 October 2022
Articles of association
The company’s articles of association were adopted at the 2021
Annual General Meeting (AGM) and may only be amended by a
special resolution of the shareholders. The company’s articles
of association contain provisions regarding the appointment,
retirement and removal of directors and how the director can use
all of the company’s powers. A copy of the articles of association
can be found on our website
harbourenergy.com
.
Indemnification of directors and insurance
During the financial year, the company had in place an indemnity
to each of its directors and the Company Secretary under which
the company will, to the fullest extent permitted by law and to the
extent provided by the articles of association, indemnify them
against all costs, charges, losses and liabilities incurred by them
in the execution of their duties. The indemnity was in force for
all directors who served during the year. The company also has
directors’ and officers’ liability insurance in place.
Share capital
Details of the company’s issued share capital, together with details
of any movement in the issued share capital during the year, are
shown in note 24 to the consolidated financial statements on page
162. The company has one class of ordinary shares which carries
no right to fixed income. Each share carries the right to one vote at
shareholder meetings of the company.
The company was authorised at the 2022 AGM to allot (i) relevant
securities for a nominal amount of up to £6,170 and (ii) equity securities
up to a nominal amount of £12,340 less the nominal amount of any
shares issued under part (i) of the authority. No shares were allotted
under these authorities during the year or to the date of this report.
Purchase of own shares
Shareholders approved a resolution at the 2022 AGM for the
company to make purchases of its own shares up to a maximum
of approximately 15 per cent (138,800,000 shares) of its issued
share capital. This authority will expire at the conclusion of the
2023 AGM.
In line with Harbour’s capital allocation policy, the Board returned
$300 million of capital to shareholders via a share buyback
programme which commenced on 16 June, completing on
26 September 2022 with a total of 62,434,296 ordinary shares
bought back. On 3 November 2022 the Board announced a
second buyback programme for $100 million which commenced
on 14 November 2022. The company purchased 15,930,571
ordinary shares in the period from 14 November 2022 to
31 December 2022 and 11,093,925 ordinary shares from
1 January 2023 to 15 February 2023.
The total amount of shares repurchased by the company during 2022
was 78,364,867 ordinary shares, 8.5 per cent of the company’s
issued share capital for a total consideration of $361 million.
The total amount of shares repurchased under both programmes
at the date of this report represents 9.7 per cent of the company’s
issued share capital.
Employee share schemes
Details of employee share schemes are set out in note 25 to the
consolidated financial statements on page 163. The voting rights
in relation to the shares held within the employee benefit trust are
exercisable by the trustee but it has no obligation to do so. Details
of the number of shares held by the employee benefit trust are set
out in note 24 to the financial statements on page 163.
Equal opportunities
We give full and fair consideration to all applications for employment
by disabled persons, having regard for their particular aptitudes
and abilities. We strive to provide continued employment and
arrange appropriate training for members of our workforce who
become disabled whilst employed by us. We provide training,
career development and promotion of disabled employees.
Our commitment to building a diverse, equitable and inclusive
environment is foundational to our values and is underpinned
by our People and Diversity, Equity and Inclusion Policies.
American Depositary Receipt programme
Harbour Energy plc has a sponsored Level 1 American Depositary
Receipt (ADR) programme which BNY Mellon administers and for
which it acts as Depositary. Each ADR represents one ordinary
share of the company. The ADRs trade on the US over-the-counter
market under the symbol HBRIY.
Hedging and risk management
Details of the Group’s hedging and risk management are provided
in the Financial review on page 48. A further disclosure has been
made in note 22 to the consolidated financial statements on pages
156 to 158, related to various financial instruments and exposure
of the Group to price, credit, liquidity and cash flow risk.
104
Harbour Energy plc
Annual Report & Accounts 2022
Branches
As a global group our interests and activities are held or
operated through subsidiaries, branches, joint arrangements
or associates established in and subject to the laws and
regulations of different jurisdictions.
Significant agreements
The following significant agreements will, in the event of a change
of control of the company, be affected as follows:
¼
under the up to $4.1 billion senior secured revolving borrowing
base facility agreement between, among others, the company,
certain subsidiaries of the company and a syndicate of
financial institutions, upon a change of control (save for certain
exceptions), each lender has the right to serve notice, and
following a short prescribed period after such notice, all of that
lender’s commitments under the agreement would be cancelled
and all amounts owing to it would become immediately due and
payable; and
¼
the Group has outstanding senior unsecured bond notes totalling
$500 million due 2026. Upon a change of control (save for
certain exceptions), each noteholder will have the right to require
Harbour Energy plc to repurchase all or any part of that holder’s
notes at a premium, together with accrued interest.
Political donations
No political donations were made during the year (2021: $nil).
Significant events since 31 December 2022
Details of significant events since the balance sheet date are
contained in note 30 to the financial statements on page 170.
Information set out in the Strategic Report
In accordance with s414C(11) of the Companies Act 2006, the
directors have chosen to set out the information outlined below,
required to be included in the directors’ report, in the Strategic Report.
¼
the future development, performance and position of the Group
pages 1 to 59;
¼
a summary of the company’s principal risks pages 54 to 59;
¼
employee engagement and involvement page 14;
¼
diversity, equity and inclusion page 40;
¼
information about greenhouse gas emissions and addressing
our environmental impact pages 32 to 38; and
¼
engagement with suppliers, customers and other stakeholders
pages 14 and 15.
The Strategic Report and the directors’ report together include
the ‘management report’ for the purposes of the FCA’s Disclosure
& Transparency Rules (DTR 4.1.8R).
Information set out elsewhere in this Annual Report
Information regarding the company’s governance arrangements
is included in the corporate governance report and related Board
committee reports on pages 60 to 103. These sections of the
report are incorporated into this report by reference.
For the purposes of Listing Rule 9.8.4C R, the information required
to be disclosed by Listing Rule 9.8.4 R can be found in the
following locations:
Listing rule
sub-section Item
Location
9.8.4 (1)
Interest capitalised
Note 7 to the financial statements,
page 140
9.8.4 (4)
Details of long-term
incentive schemes
Directors’ remuneration report,
pages 93 and 94
9.8.4 (5)
Waiver of emoluments
by a director
Directors’ remuneration report,
pages 91 and 98
Audit information
Each of the persons who is a director at the date of approval
of this Annual Report and financial statements confirms that:
¼
so far as the director is aware, there is no relevant audit
information of which the company’s auditors are unaware; and
¼
the director has taken all reasonable steps that he/she ought
to have taken as a director in order to make himself/herself
aware of any relevant audit information and to establish that
the company’s auditors are aware of that information.
This confirmation is given and should be interpreted in accordance
with the provisions of s418 of the Companies Act 2006. By order
of the Board:
Rachel Rickard
Company Secretary
8 March 2023
Significant shareholdings
As at 8 March 2023, the company had received notification from the institutions below, in accordance with chapter 5 of the Disclosure
and Transparency Rules, of their significant holdings of voting rights (3 per cent or more) in its ordinary shares:
Name of shareholder
Date of notification to
the stock exchange
Notified number
of voting rights
1
Notified percentage
of voting rights
Nature of holding
EIG Asset Management, LLC
12.07.2022
140,557,084
15.34%
Direct
Bank of America Corporation
08.03.2023
104,125,969
12.45%
Indirect
Noble Group Holdings Limited
14.07.2022
79,352,666
8.66%
Direct
GIC Private Limited
06.10.2022
34,201,685
3.96%
Direct
1
Notified number of voting rights in issue at the time of the announcement to the market.
105
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Complying with the UK’s non-financial reporting directive
Non-financial and sustainability information statement
We aim to comply with sections 414CA and 414CB of the Companies Act. The table and cross references
below aim to help stakeholders better understand our approach to key non-financial matters.
External frameworks
and standards
Internal policies
and standards
Reporting
requirement
Safety matters
¼
Health, Safety, Environment
and Security (HSES) Policy
¼
Corporate Major Accident
Prevention Policy
¼
ISO 45001 occupational health and
safety management system standards
¼
International Association of Oil & Gas
Producers (member)
¼
Global Reporting Initiative (GRI) Standards
Page 31
Environmental
matters
¼
Health, Safety, Environment
and Security (HSES) Policy
¼
Sustainability Policy
¼
ISO 14001 (environmental) and OHSAS
18001 (occupational health and safety)
management system standards
¼
International Association of Oil & Gas
Producers (member)
¼
Global Reporting Initiative (GRI) Standards
Pages 32 to 38
Climate change
¼
Health, Safety, Environment
and Security (HSES) Policy
¼
Sustainability Policy
¼
Task Force on Climate-related
Financial Disclosures (TCFD)
Pages 33 to 38
Employees
¼
People Policy
¼
Sustainability Policy
¼
Corporate Major Accident
Prevention Policy
N/A
Page 40
Human rights
¼
Human Rights Statement
¼
Supply Chain Policy
¼
Sustainability Policy
¼
Voluntary Principles on Security
and Human Rights
¼
United Nations Guiding Principles
on Business and Human Rights
Page 40
Social matters
¼
Sustainability Policy
N/A
Page 40
Anti-corruption
and anti-bribery
¼
Code of Conduct
¼
Tax Policy
N/A
Page 41
Our business
model
N/A
N/A
Pages 12 and 13
Our principal
risks and
uncertainties
¼
Risk Management Policy
¼
ISO 31000 risk management system
standard
Risk management: pages 50 to 53
Principal risks: pages 54 to 59
Non-financial
KPIs
N/A
N/A
Throughout
Information on our
business impacts
and outcomes
106
Harbour Energy plc
Annual Report & Accounts 2022
Statement of directors’ responsibilities
The directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable United Kingdom
law and regulations.
Group financial statements
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have elected to
prepare the Group financial statements in accordance with UK-adopted International Accounting Standards (IAS) in conformity with the
requirements of the Companies Act 2006, and the parent company financial statements in accordance with United Kingdom Generally
Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law), including Financial Reporting Standard 101
Reduced Disclosure Framework (FRS 101). Under company law the directors must not approve the financial statements unless they are
satisfied that they give a true and fair view of the state of affairs of the Group and the company and of the profit or loss of the Group and
the company for that period.
In preparing the Group and parent company financial statements the directors are required to:
¼
select suitable accounting policies in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then
apply them consistently;
¼
make judgements and accounting estimates that are reasonable and prudent;
¼
present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
¼
provide additional disclosures when compliance with the specific requirements in IFRSs and, in respect of the parent company financial
statements, FRS 101 is insufficient to enable users to understand the impact of particular transactions, other events and conditions on
the Group and company financial position and financial performance;
¼
in respect of the Group financial statements, state whether UK-adopted International Accounting Standards have been followed, subject
to any material departures disclosed and explained in the financial statements;
¼
in respect of the parent company financial statements, state whether International Accounting Standards in conformity with the
requirements of the Companies Act 2006/applicable UK Accounting Standards, including FRS 101, have been followed, subject to any
material departures disclosed and explained in the financial statements; and
¼
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company and/or the Group
will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company’s and Group’s
transactions and disclose with reasonable accuracy at any time the financial position of the company and the Group and enable them to
ensure that the company and the Group financial statements comply with the Companies Act 2006. They are also responsible for
safeguarding the assets of the Group and parent company and hence for taking reasonable steps for the prevention and detection of
fraud and other irregularities.
Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors’ report, directors’
remuneration report and corporate governance statement that comply with that law and those regulations. The directors are responsible
for the maintenance and integrity of the corporate and financial information included on the company’s website
harbourenergy.com
.
Directors’ responsibility statement (DTR 4.1)
The directors confirm, to the best of their knowledge:
¼
that the consolidated financial statements, prepared in accordance with UK-adopted International Accounting Standards, 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;
¼
that the Annual Report & Accounts, 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 that they face; and
¼
that they consider the Annual Report & Accounts, 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.
This responsibility statement was approved by the board of directors on 8 March 2023 and is signed on its behalf by:
Linda Z. Cook
Chief Executive Officer
107
Harbour Energy plc
Annual Report & Accounts 2022
Strategic report
Governance
Financial statements
Additional information
Independent auditor’s report to the members of Harbour Energy plc
Opinion
In our opinion:
¼
Harbour Energy plc’s Group financial statements and parent company financial statements (the financial statements) give a true and fair view
of the state of the Group’s and of the parent company’s affairs as at 31 December 2022 and of the Group’s profit for the year then ended;
¼
the Group financial statements have been properly prepared in accordance with UK-adopted International Accounting Standards;
¼
the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted
Accounting Practice; and
¼
the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements of Harbour Energy plc (the parent company) and its subsidiaries (the Group) for the year ended
31 December 2022 which comprise:
Group
Parent company
Consolidated balance sheet as at 31 December 2022
Company balance sheet as at 31 December 2022
Consolidated income statement for the year then ended
Company statement of changes in equity for the year then ended
Consolidated statement of comprehensive income for the year then ended
Related notes 1 to 10 to the financial statements including a summary
of significant accounting policies
Consolidated statement of changes in equity for the year then ended
Consolidated statement of cash flows for the year then ended
Related notes 1 to 31 to the financial statements, including a summary
of significant accounting policies
The financial reporting framework that has been applied in the preparation of the Group financial statements is applicable law and
UK-adopted International Accounting Standards. The financial reporting framework that has been applied in the preparation of the parent
company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 Reduced Disclosure
Framework (United Kingdom Generally Accepted Accounting Practice).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our responsibilities
under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Independence
We are independent of the Group and parent company in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our
other ethical responsibilities in accordance with these requirements.
The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the Group or the parent company and we remain
independent of the Group and the parent company in conducting the audit.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the preparation
of the financial statements is appropriate. Our evaluation of the directors’ assessment of the Group and parent company’s ability to continue
to adopt the going concern basis of accounting included:
¼
confirming our understanding of management’s going concern assessment process in conjunction with our walkthrough of the Group’s
financial close process, and engaging with management to confirm all relevant assumptions were considered;
¼
obtaining the cash flow forecasts prepared by management for the Group, including the base case and downside scenarios;
¼
testing the integrity of management’s going concern model by ensuring the forecasts were consistent with the budget approved by the
Board and with other areas of the audit such as the impairment assessments;
¼
challenging the key assumptions included in the model, including management’s oil and gas price assumptions. Our assessment of
these price assumptions included a comparison of management’s price assumptions with recent broker and consultant estimates
together with estimates used by other market participants, including those estimates that reflect the potential impact of the climate
transition risks;
108
¼
evaluating the reasonableness of all other key assumptions, such as production profiles and operating and capital expenditure
forecasts, through assessing their consistency with other areas of the audit, including management’s impairment assessments.
We also ensured these assumptions were consistent with the budget approved by Harbour Energy’s Board;
¼
inspecting the Group’s loan agreements, ensuring that the cash outflows relating to interest and repayments are consistent with the
agreements, verifying that no covenants have been breached and evaluating whether there is any forecast covenant breach in either
the base case or downside case scenarios during the going concern period;
¼
verifying that the cash flow forecasts included estimated outflows in respect of the Energy Profits Levy (EPL) and ensuring such outflows
were consistent with our work on management’s impairment assessments;
¼
reviewing management’s reverse stress test in order to identify what factors would lead to the Group not meeting the financial covenants
during the going concern period, including the minimum liquidity requirement as set in the reserves-based lending loan agreement, and
assessing the likelihood of occurrence of such a scenario;
¼
evaluating any impact of Russia’s invasion of Ukraine on the Group’s operations and on the going concern assessment; and
¼
evaluating the appropriateness of the going concern disclosures in the financial statements to determine whether they are accurate
and in line with IAS 1 – Presentation of financial statements and our expectations given the procedures we have performed.
Based on the procedures performed, we observed that the oil and gas prices are within the range of recent brokers’ and consultants’
estimates and production profiles are consistent with those used in management’s impairment assessment and in our work on oil and gas
reserves. In the downside cases modelled by management, we observed that there remained liquidity headroom before taking into account
the mitigating actions management have identified and that under these cases the Group operates within the requirements of its financial
covenants. We concluded that the modelled plausible downside scenarios were reasonable for concluding on the going concern assumption.
In addition, we have concluded that the reverse stress scenarios, under which there is either a liquidity issue or the covenants are breached,
have a remote likelihood of occurrence.
Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or
collectively, may cast significant doubt on the Group and parent company’s ability to continue as a going concern for the period up to 30 June 2024.
In relation to the Group and parent company’s reporting on how they have applied the UK Corporate Governance Code, we have nothing
material to add or draw attention to in relation to the directors’ statement in the financial statements about whether the directors considered
it appropriate to adopt the going concern basis of accounting.
Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of this report.
However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group’s ability to continue
as a going concern.
Overview of our audit approach
Audit scope
¼
We performed an audit of the complete financial information of nine components and audit procedures on specific
balances for a further seven components.
¼
In a change in approach from the prior year, audit work for the UK North Sea operations, which covers six full scope
and two specific scope components in the UK, has been performed by the UK integrated primary audit team led
directly by the Senior Statutory Auditor.
¼
The components where we performed full or specific scope audit procedures, including those related to the UK
North Sea operations, accounted for 99% of adjusted earnings before interest, tax, depreciation and amortisation
(adjusted EBITDA), 97% of revenue and 91% of total assets.
Key audit matters
¼
Oil and gas reserves estimation including reserves used in the calculation of depreciation, depletion and
amortisation, impairment testing and the assessment of the recoverability of deferred tax assets.
¼
Impairment of tangible oil and gas properties and associated goodwill.
¼
Accounting for the impact of the Energy Profits Levy on current and deferred taxes.
Materiality
¼
Overall Group materiality of $93 million (2021: $57 million) which represents 2.9% of adjusted EBITDA.
109
Independent auditor’s report to the members of Harbour Energy plc
continued
An overview of the scope of the parent company and Group audits
Tailoring the scope
Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope for each
company within the Group. Taken together, this enables us to form an opinion on the consolidated financial statements. We take into account
size, risk profile, the organisation of the Group and effectiveness of Group-wide controls, changes in the business environment and other factors
such as the potential for and history of material misstatements when assessing the level of work to be performed at each company.
In assessing the risk of material misstatement to the Group financial statements, and to ensure we had adequate quantitative coverage of
significant accounts in the financial statements, of the 88 reporting components of the Group, we selected 18 components covering entities
within the United Kingdom, Vietnam and Indonesia, which represent the principal business units within the Group.
Of the 18 components selected, we performed an audit of the complete financial information of 9 components (full scope components)
which were selected based on their size or risk characteristics. Out of these 9 components, the UK integrated primary team performed the
audit for 6 components. For the remaining 9 components (specific scope components), the UK integrated primary team performed audit
procedures on specific accounts within each component that we considered had the potential for the greatest impact on the significant
accounts in the financial statements either because of the size of these accounts or their risk profile.
The reporting components where we performed audit procedures accounted for 99% (2021: 98%) of the Group’s adjusted EBITDA, 97% (2021:
100%) of the Group’s revenue and 91% of the Group’s total assets (2021: 82%). For the current year, the full scope components contributed
99% of the Group’s adjusted EBITDA (2021: 79%), 97% of the Group’s revenue (2021: 80%) and 81% of the Group’s total assets (2021: 71%).
The adjusted EBITDA coverage of 99% represents 8 full scope components having a positive contribution of 100% offset by 1 full scope
component having a negative contribution of 1%. The specific scope components contributed 0% of the Group’s adjusted EBITDA (2021: 19%),
0% of the Group’s revenue (2021: 20%) and 10% of the Group’s total assets (2021: 11%). The audit scope of these components may not
have included testing of all significant accounts of the component but will have contributed to the coverage of significant accounts tested
for the Group.
Of the remaining 70 components that, on a net basis, represent 1% of the Group’s adjusted EBITDA, none are individually greater than 3% of
the Group’s adjusted EBITDA. For these components, we performed other procedures including analytical review and testing of consolidation
journals and intercompany eliminations to respond to any potential risks of material misstatement to the Group financial statements.
The charts below illustrate the coverage obtained from the work performed by our audit teams.
Full scope components
Specific scope components
Other procedures
99%
0%
1%
Full scope components
Specific scope components
Other procedures
97%
0%
3%
Full scope components
Specific scope components
Other procedures
81%
10%
9%
Adjusted EBITDA
Revenue
Total assets
Changes from the prior year
In a change in approach from the prior year, audit work for the UK North Sea operations, which covers 6 full scope and 4 specific scope
components in the UK, has been performed by the UK integrated primary audit team led by the Senior Statutory Auditor (primary audit team).
In the prior year this audit work was performed by a separate UK component team.
We did not make any other substantial changes to our 2021 assessment of the components where we performed full or specific scope audit
procedures, other than assessing 2 components as full scope rather than specific scope, as a result of their increased contribution to the Group’s
operations in 2022.
110
Involvement with component teams
In establishing our overall approach to the Group audit, we determined the type of work that needed to be undertaken at each of the
components by us, as the primary audit team, or by component auditors from other EY global network firms operating under our instruction.
Of the 9 full scope components, audit procedures were performed on 6 of these directly by the primary audit team and 3 by the component
teams based in Indonesia and Vietnam. The components in Indonesia and Vietnam together represent 6% of the Group’s adjusted EBITDA
(2021: 6%), 4% of the Group’s revenue (2021: 6%) and 6% of the Group’s total assets (2021: 5%).
During the current year’s audit cycle, a visit was undertaken in December 2022 by a senior member of the primary audit team to each of the
component teams in Indonesia and Vietnam. This visit involved meetings with local management, including members of finance, legal, IT and
climate change teams. During the visits we held discussions on the audit approach and understood any issues arising from the component
teams’ work. We reviewed the component teams’ interim testing working papers to validate that the required procedures had been performed
to the appropriate quality. At year end, we attended closing meetings for all components by video conference and reviewed the year end
working papers virtually. We interacted regularly with the component teams throughout the year and were responsible for the scope and
direction of the audit process.
The primary audit team performed the audit work on the UK North Sea components.
This, together with the additional procedures performed at Group level, gave us appropriate evidence for our opinion on the Group financial statements.
Climate change
Stakeholders are increasingly interested in how climate change will impact Harbour Energy plc. The Group has determined that the most
significant future impacts from climate change on their operations will be from reduced customer demand for fossil fuels, policy incentives
and emerging regulation curtailing future fossil fuel demand, carbon pricing mechanisms applied to direct operations and acute physical
risks. These are explained in the ESG review on page 32 in the required Task Force for Climate-related Financial Disclosures and on page 59
in the principal risks and uncertainties. They have also explained their climate commitments on page 32 of the ESG review. All of these
disclosures form part of the “Other information”, rather than the audited financial statements. Our procedures on these unaudited
disclosures therefore consisted solely of considering whether they are materially inconsistent with the financial statements or our knowledge
obtained in the course of the audit or otherwise appear to be materially misstated, in line with our responsibilities on “Other information”.
In planning and performing our audit we assessed the potential impacts of climate change on the Group’s business and any consequential
material impact on its financial statements.
The Group has explained in note 2 – Accounting Policies, how they have reflected the impact of climate change in their financial statements
including how this aligns with their commitment to reduce Scope 1 and 2 emissions by 2030 and be net zero by 2035. Significant
judgements and estimates relating to climate change are included in note 2. These disclosures also explain where governmental and societal
responses to climate change risks are still developing, and where there is therefore greater uncertainty in the estimation of asset and liability
valuation. In note 2 to the financial statements, supplementary sensitivity disclosures of the impact of climate transition risk on the carrying
value of assets have been provided.
Our audit effort in considering the impact of climate change on the financial statements was focused on evaluating management’s
assessment of the impact of climate risks disclosed on pages 32 and 59, their climate commitments, and the significant judgements and
estimates disclosed in note 2 to the financial statements. We assessed whether these have been appropriately reflected in the impairment
assessment for tangible oil and gas assets and associated goodwill, valuation of deferred tax assets and the measurement of
decommissioning liabilities following the requirements of UK-adopted International Accounting Standards.
As part of our audit procedures, we performed our own risk assessment, supported by our climate change internal specialists and senior
audit team members with significant experience in climate change and energy transition. This included meetings with the Group’s net zero
strategy, Financial Planning and Group Finance teams, a specific climate change risk workshop and a review of peer disclosures and sector
guidance on climate change and energy transition to determine the risks of material misstatement in the financial statements from climate
change which needed to be considered in our audit.
We also challenged the directors’ considerations of climate change risks in their assessment of going concern and viability and associated
disclosures. Where considerations of climate change were relevant to our assessment of going concern, these are described above.
Based on our work we have considered the impact of climate change on the financial statements to impact certain key audit matters.
Details of our procedures and findings are included in our explanation of key audit matters on the following pages.
111
Independent auditor’s report to the members of Harbour Energy plc
continued
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements
of the current period and include the most significant assessed risks of material misstatement (whether or not due to fraud) that we
identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of resources in the audit;
and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the financial statements as
a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.
Oil and gas reserve estimation
Risk
Our response to the risk
Key observations communicated
to the Audit and Risk Committee
Refer to the Audit and Risk Committee
Report (page 69); Accounting policies
(page 129); and Additional information
on page 180).
At 31 December 2022, Harbour reported
409.6 million barrels of oil equivalent
(mmboe) of proven and probable (2P)
reserves (2021: 487.5 mmboe).
The estimation and measurement
of oil and gas reserves impacts various
material elements of the financial
statements including depreciation,
depletion and amortisation (DD&A),
impairment, decommissioning
provisions and deferred tax asset
(DTA) recoverability.
Auditing the estimation of oil and gas
reserves is complex, as there is
significant estimation uncertainty in
assessing the quantities of reserves
and resources in place. Estimation
uncertainty is further elevated given
the transition to a low-carbon economy
which could impact life-of-field
assumptions and increase the risk of
underutilised or stranded oil and gas
assets. Also, given the estimation of oil
and gas reserves is complex, there is
a risk that inappropriate management
bias influences the estimates.
Management’s 2P reserves estimates
are prepared by an internal specialist
whilst an external specialist is engaged
for the purpose of assessing the
appropriateness of management’s
internal estimates.
The audit procedures in respect of oil and gas reserves estimation were
performed by the primary audit team; our procedures covered 100% of
2P reserve volumes.
Our work to address the identified risks included the following procedures:
¼
we confirmed our understanding of Harbour’s oil and gas reserve
estimation process as well as the control environment implemented
by management;
¼
we assessed the appropriateness of reliance on management’s
internal and external reserve specialists by undertaking procedures
to evaluate their competence and objectivity;
¼
we met separately with management’s internal and external
specialists to understand the basis, and therefore appropriateness,
for any significant variances between the two sets of estimates at a
cash-generating unit (CGU) level;
¼
where variances of a technical nature were identified, we utilised
the knowledge and expertise of an EY partner from our Financial
Accounting Advisory Services practice with significant oil and gas
reserves expertise as part of our work to assess the nature of the
variances and appropriateness of management’s estimates;
¼
we recalculated net entitlement production that reflect the terms of
production sharing contracts for the relevant fields and is derived
from reserves prepared by internal specialists and independently
assessed by external specialists;
¼
we investigated all material volume movements from management’s
prior period estimates and where there was a lack of movement
where changes were expected based on our understanding of the
Group’s operations and findings from other areas of our audit;
¼
in light of Harbour’s pledge to reach net zero for Scope 1 and 2
emissions by 2035 (equity share), we considered the extent of
reserves recognised that are due to be produced beyond 2035 in
assessing the potential impact of a risk of stranded assets; and
¼
we ensured the 2P reserve volumes were consistently applied
throughout all relevant accounting processes including DD&A,
impairment, going concern, decommissioning provisions and
DTA recoverability.
We reported to the Audit and Risk
Committee in its March 2023 meeting
that, based on our testing performed, we
had not identified any errors or factual
inconsistencies with reference to Harbour’s
oil and gas reserves estimates that would
materially impact the financial statements
and that, as a result, we consider the
reserve estimates to be reasonable.
We reported that a significant majority
of Harbour’s 2P reserves are expected
to be produced by 2035. As such we
are satisfied that the risk of there being
a material stranded asset is low.
112
Impairment of tangible oil and gas properties and associated goodwill
Risk
Our response to the risk
Key observations communicated
to the Audit and Risk Committee
Refer to the Audit and Risk Committee
Report (page 69); Accounting policies
(pages 129 and 130); Notes 10 and
12 of the Consolidated Financial
Statements (page 143 and page 146,
respectively).
In the current period, management
noted impairment and impairment
reversal indicators for certain of the
Group’s assets and recorded a net
pre-tax impairment reversal of $169.6
million (2021: impairment charge of
$117.2 million).
Management prepares the tangible
asset impairment tests under the Fair
Value Less Cost to Sell methodology.
The impairment models include a
number of estimates including: future
oil and gas prices; discount rates;
inflation rates; production forecasts;
operating expenditures; and capital
expenditures for each CGU. Changes
to any of these key inputs could lead
to a material change in an impairment
or a reversal of impairment, hence
this is considered a key audit matter.
Following the identification of
indicators of impairment for two of
the Group’s CGUs and indicators of
impairment reversal for certain of the
Group’s gas-producing assets, these
were tested accordingly.
Our audit response was executed by the primary audit team and
Indonesia and Vietnam component audit teams, covering all assets at
risk of material impairment. We performed the following audit procedures
with respect to management’s impairment assessment:
¼
confirmed our understanding of Harbour’s impairment assessment
process, as well as the controls implemented by management;
¼
considered the internal and external sources of information included in IAS
36 to identify any potential indicators of impairment loss and/or reversal,
including any downgrades in oil and gas reserve estimates or sustained
increase / decrease in oil and gas prices compared to the prior year;
¼
following management’s identification of impairment indicators and
impairment reversal indicators, we obtained the discounted cash flow
model for each of these CGUs and tested the models for integrity which
included the use of EY technology tools to evaluate spreadsheet integrity;
¼
in conjunction with our EY valuations specialists, we assessed the
appropriateness of management’s oil and gas price assumptions
through comparison with the estimates of market participants.
Reflective of a narrowing of the range of long-term oil price forecasts,
management elected to revise its NBP gas price estimates to 65p/
therm (real) from 2026 (2021: 60p/therm (real) from 2025) during
the current period;
¼
in conjunction with our EY valuations specialists, we assessed the
appropriateness of management’s impairment discount rates based
on an independent re-calculation of the Group’s weighted average
cost of capital;
¼
we evaluated management’s production profiles through reconciliation to
the results of our audit work in respect of oil and gas reserves estimation;
¼
we tested the appropriateness of other cashflow assumptions such as
opex, capex and decommissioning spend by comparing against Board
approved plans and actual costs incurred. We compared inflation and
FX rates to recent market forecasts to assess their reasonableness;
¼
where there were indicators of impairment reversal, we assessed the
robustness of the headroom for the relevant CGUs by performing a
sensitivity analysis incorporating plausible reductions in both prices
and production; and
¼
we performed headroom analysis for the material profit making
CGUs as part of our assessment of the recoverability of the goodwill
recognised in the Group financial statements.
We also evaluated the accuracy and completeness of the impairment
disclosures included in the notes to the financial statements.
In assessing the impact of climate transition risk on impairment, we
performed the following procedures:
¼
comparison of Harbour’s long-term oil and gas price assumption to
International Energy Association (IEA) Announced Pledges Scenario
(APS) and Net Zero Emissions (NZE) Scenario;
¼
reasonableness assessment of carbon prices and sensitivity of
future carbon costs in the cash flow models, including comparison of
prices to IEA APS and NZE scenarios;
¼
understood how management intend to achieve their planned Scope
1 and 2 emissions reductions and whether these actions have been
reflected in the cash flow forecasts;
¼
analysed the emissions, reserves and production data to understand
the current and future carbon intensity of assets to identify higher
risk assets;
¼
evaluated the stranded asset risk arising from useful economic lives
of assets post 2035; and
¼
checked the appropriateness of the climate change sensitivity in note
2 of the financial statements.
We reported to the Audit and Risk
Committee in its March 2023 meeting
that the key assumptions used within
the impairment models were within a
reasonable range and, based on our testing
performed, we considered the recognition
and valuation of the current period net
impairment reversal to be reasonable.
Specifically related to our procedures
on climate change, we reported that
Harbour’s oil and gas price assumptions
are in line with commodity prices in the
IEA APS scenario from 2023 onwards.
We concur with management, that carbon
costs are not a material assumption in
the cash flow forecasts; the results of our
independent sensitivity analysis indicated
that applying the IEA NZE50 would not
lead to a material impact on the valuation
of oil and gas assets.
For assets with a higher risk of impact
from climate change, we assessed the
headroom in the most recent impairment
models and also checked the
reasonableness of the costed plans in
place to decarbonise the assets. Overall,
we concluded there was no impairment
trigger arising from the impact of climate
change in the 2022 financial statements.
113
Independent auditor’s report to the members of Harbour Energy plc
continued
Accounting for the impact of the Energy Profits Levy on current and deferred taxes
Risk
Our response to the risk
Key observations communicated
to the Audit and Risk Committee
Refer to the Audit and Risk Committee
Report (page 69); Accounting policies
(page 134); Note 8 of the
Consolidated Financial Statements
(page 141 to 143).
On 26 May 2022 the Energy
(Oil and Gas) Profits Levy (EPL) was
announced, which was subsequently
legislated in July 2022. The charge is
levied on profits earned from the
announcement date until 31 March
2028 and is in addition to the Ring
Fence Corporation Tax (RFCT) and
the Supplementary Charge Tax (SCT)
already levied on upstream oil and
gas entities operating in the UK.
In accounting for the impact of
EPL on the financial statements,
estimates are involved in (i) arriving
at a ‘just and reasonable’ profit
apportionment pre and post 26 May
2022, and (ii) quantifying the
deferred tax impact on the unwind
of temporary differences over the
EPL period until 31 March 2028.
Further, as the tax base for the EPL is
different to that for both the RFCT and
SCT, there is a risk that the current
and deferred tax calculations recorded
in the financial statements are
materially misstated.
Our audit response was planned and executed by the primary audit team.
We performed the following audit procedures:
¼
confirmed our understanding of the impact of the EPL on current and
deferred taxes, agreeing with management’s conclusion that EPL is
considered a profit tax and as such is within the scope of IAS 12 –
Income Taxes;
¼
assessed the apportionment of profits pre and post 26 May 2022
and whether they are in accordance with the relevant requirements
of the tax legislation;
¼
evaluated whether the basis used for the current year EPL charges
was appropriate and ensured the tax calculations were prepared in
accordance with the legislation;
¼
for the deferred tax adjustments we assessed whether the temporary
differences on which EPL was applied were appropriate and
verified that management’s scheduling of the unwind of temporary
differences was consistent with the models used for the impairment
and going concern assessments and ensured that the appropriate
enacted rate had been applied;
¼
verified that the EPL impacts were accurately reflected in the income
statement and other comprehensive income, consistent with the
underlying transactions and balances to which they relate; and
¼
evaluated the disclosures in the financial statements related to the
EPL to ensure they accurately reflect the impact of the new levy and
meet IAS 12 disclosure requirements.
We reported to the Audit and Risk
Committee in its March 2023 meeting
that, based on our testing performed,
we consider that the Group has taken
appropriate steps to assess and account
for the impact of EPL and we found no
material misstatements of the current tax
charge and deferred tax provisions.
We also reported that we considered the
relevant disclosures in the consolidated
financial statements to be appropriate.
Principal changes as compared to prior year
This year we have included a new key audit matter ‘Accounting for the impact of the Energy Profits Levy on current and deferred taxes’, since
this represents new UK tax legislation during the year which requires management to make certain judgements and had a material impact
on both current and deferred taxes for the year.
In the prior year, our auditor’s report included a key audit matter in relation to the accounting associated with the reverse takeover (RTO) and
purchase price allocation (PPA) process. In the current year, this has not been considered as a key audit matter as the transaction occurred in
2021 and there have been no changes in the current period to the amounts of the acquisition-date assets and liabilities previously recognised.
Our application of materiality
We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the audit
and in forming our audit opinion.
Materiality
The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the economic
decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our audit procedures.
Our key criterion in determining materiality remains our perception of the needs of Harbour’s stakeholders. We consider which earnings, activity or
capital-based measure aligns best with the expectations of the users of Harbour’s financial statements. In doing so, we apply a ‘reasonable investor
perspective’, which reflects our understanding of the common financial information needs of the members of Harbour as a group. We consider EBITDA,
adjusted for the impact of any non-recurring items, to be consistent with the type of measures that are the primary focus of Harbour’s investors.
We determined that the basis of planning materiality should be earnings before interest tax, depreciation, impairments and amortisation,
adjusted to exclude exploration cost write-off but including exploration and evaluation expenses and new ventures (adjusted EBITDA),
normalised to reflect the price volatility seen in 2022 (normalised adjusted EBITDA). We believe that adjusted EBITDA provides us with a
measure that is of particular focus to shareholders and is closely linked to both the metric used in the covenant included in the Group’s
major loan agreement and the key performance indicator for the Group, EBITDAX. Measures such as EBITDAX are a primary indicator of
company valuation and cash flow generation across the upstream oil and gas sector.
In determining the use of a normalised measure, we recognised oil and gas prices have been at particularly high levels during 2022 as a
result of high demand caused by the pandemic receding and the war in Ukraine. The views of economist and market participants are that
114
this short-term increase in oil prices is from the management of supply of oil and gas in the market which will be addressed over time.
Given this, we believe a normalised measure is most appropriate to avoid setting our materiality at a level that is not representative of
a more normal level of oil and gas pricing anticipated over the medium term.
Based on the above, we determined materiality for the Group to be $93 million (2021: $57 million), which is 2.9% of normalised adjusted
EBITDA of $3,185 million (2021: 2.4% of adjusted EBITDA of $2,384 million). The reason for the increased materiality from last year relates
to the increased profitability of the Group, even allowing for the impact of price normalisation.
We determined materiality for the parent company to be $46.7 million (2021: $37.9 million), which is 0.7% (2021: 0.5%) of total assets.
Starting
basis
Adjustments
Materiality
¼
$4,011 million (EBITDAX)
¼
Less adjustments related to:
Exploration and evaluation expenses and new ventures of $30 million
Normalisation of $796 million
¼
Basis: normalised adjusted EBITDA of $3,185 million
¼
Materiality of $93 million (2.9% of materiality basis)
During the course of our audit, we reassessed initial materiality and found no reason to change from our original assessment at planning.
Performance materiality
The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level the
probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.
On the basis of our risk assessments, together with our assessment of the Group’s overall control environment, our judgement was that
performance materiality was 50% (2021: 50%) of our planning materiality, namely $46.5 million (2021: $28.5 million). We have set
performance materiality at this percentage due to quantitative and qualitative assessment of prior year misstatements, our assessment
of the Group’s overall control environment, and consideration of relevant changes in market conditions during the year.
Audit work at component locations for the purpose of obtaining audit coverage over significant financial statement accounts is undertaken
based on a percentage of total performance materiality. The performance materiality set for each component is based on the relative scale
and risk of the component to the Group as a whole and our assessment of the risk of misstatement at that component. In the current year,
the range of performance materiality allocated to components, including those operating in the UK North Sea, for which we have adopted
an integrated primary audit team approach, was $8.4 million to $35.0 million (2021: $5.7 million to $18.5 million).
Reporting threshold
An amount below which identified misstatements are considered as being clearly trivial.
We agreed with the Audit and Risk Committee that we would report to them all uncorrected audit differences in excess of $4.7 million
(2021: $2.9 million), which is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted
reporting on qualitative grounds.
We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of other
relevant qualitative considerations in forming our opinion.
Other information
The other information comprises the information included in the annual report as set out on pages 1 to 186, including the Strategic report,
Governance and Additional information sections, other than the financial statements and our auditor’s report thereon. The directors are
responsible for the other information contained within the annual report.
Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in this
report, we do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If we identify
such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material
misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material
misstatement of the other information, we are required to report that fact.
We have nothing to report in this regard.
115
Independent auditor’s report to the members of Harbour Energy plc
continued
Opinions on other matters prescribed by the Companies Act 2006
In our opinion, the part of the Directors’ remuneration report to be audited has been properly prepared in accordance with the Companies
Act 2006.
In our opinion, based on the work undertaken in the course of the audit:
¼
the information given in the Strategic report and the Directors’ report for the financial year for which the financial statements are
prepared is consistent with the financial statements; and
¼
the Strategic report and the Directors’ report have been prepared in accordance with applicable legal requirements.
Matters on which we are required to report by exception
In the light of the knowledge and understanding of the Group and the parent company and its environment obtained in the course of the
audit, we have not identified material misstatements in the Strategic report or the Directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you if,
in our opinion:
¼
adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received from
branches not visited by us; or
¼
the parent company financial statements and the part of the Directors’ remuneration report to be audited are not in agreement with the
accounting records and returns; or
¼
certain disclosures of Directors’ remuneration specified by law are not made; or
¼
we have not received all the information and explanations we require for our audit.
Corporate Governance Statement
We have reviewed the Directors’ statement in relation to going concern, longer-term viability and that part of the Corporate Governance
Statement relating to the Group and company’s compliance with the provisions of the UK Corporate Governance Code specified for our
review by the Listing Rules.
Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate Governance
Statement is materially consistent with the financial statements or our knowledge obtained during the audit:
¼
Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material
uncertainties identified set out on page 49;
¼
Directors’ explanation as to its assessment of the company’s prospects, the period this assessment covers and why the period is
appropriate set out on page 53;
¼
Directors’ statement on whether it has a reasonable expectation that the Group will be able to continue in operation and meets its
liabilities set out on page 53;
¼
Directors’ statement on fair, balanced and understandable set out on page 107;
¼
Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 51;
¼
the section of the annual report that describes the review of effectiveness of risk management and internal control systems set out
on page 52; and
¼
the section describing the work of the Audit and Risk Committee set out on page 68.
Responsibilities of directors
As explained more fully in the Directors’ responsibilities statement set out on page 107, the directors are responsible for the preparation
of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors determine
is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Group and parent company’s ability to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
directors either intend to liquidate the Group or the parent company or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance
but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these financial statements.
116
Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our
responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud is
higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or
intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities, including
fraud is detailed below.
However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the company
and management.
¼
We obtained an understanding of the legal and regulatory frameworks that are applicable to the Group and determined that the most
significant are those that relate to the reporting framework (UK-adopted International Accounting Standards, Companies Act 2006, the
UK Corporate Governance Code and the Listing Rules of the UK Listing Authority) and the relevant tax compliance regulations in the
jurisdictions in which Harbour Energy plc operates. In addition, we concluded that there are certain significant laws and regulations
that may have an effect on the determination of the amounts and disclosures in the financial statements, relating to health and safety,
employee matters, environmental, and bribery and corruption practices. We understood how Harbour Energy plc is complying with
those frameworks by making enquiries of management, internal audit, legal counsel and the Company Secretary. We corroborated our
enquiries through inspection of board minutes, papers provided to the Audit and Risk Committee and correspondence received from
regulatory bodies and there was no contradictory evidence.
¼
We assessed the susceptibility of the Group’s financial statements to material misstatement, including how fraud might occur by
considering the degree of incentive, opportunity and rationalisation that may exist to undertake fraud. We also considered performance
targets and their influence on efforts made by management to manage earnings or influence the perceptions of analysts. We engaged
our forensics specialists in assisting our assessment of the susceptibility of the Group’s financial statements to fraud. We have
determined there is a risk of fraud associated with management override related to manual revenue journals that do not follow the
expected process. We performed audit procedures to address each identified fraud risk. These procedures were designed to provide
reasonable assurance that the financial statements as a whole are free from material misstatement, due to fraud or error.
¼
Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our
procedures involved journal entry testing, with a focus on manual consolidation journals and journals indicating large or unusual
transactions based on our understanding of the business, enquiries of legal counsel, Group management, Internal Audit, component
management at all full scope components, review of the volume and nature of whistleblowing complaints received during the year and
focused testing, including in respect of management override through manual revenue journals and specific searches derived from
forensic investigations experience.
¼
Based on the results of our audit procedures, there were no significant instances of non-compliance with laws and regulations identified
at the Group or component level.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s website
at
www.frc.org.uk/auditorsresponsibilities
. This description forms part of our auditor’s report.
Other matters we are required to address
¼
Following the recommendation from the Audit and Risk Committee, we were appointed by management on 22 April 2021 to audit
the Group and parent company financial statements for the period ending 31 December 2021 and subsequent financial periods.
Our appointment was subsequently ratified at the annual general meeting of the company.
¼
Our total uninterrupted period of engagement is two years, covering the period from our appointment through to the period ended
31 December 2022.
¼
The audit opinion is consistent with the additional report to the Audit and Risk Committee.
Use of our report
This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.
Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to them in
an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone
other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Andrew Smyth (Senior Statutory Auditor)
for and on behalf of Ernst & Young LLP, Statutory Auditor
London, United Kingdom
8 March 2023
117
Consolidated income statement
For the year ended 31 December
Note
2022
$ million
2021
$ million
Revenue
4
5,390.0
3,478.8
Other income
4
41.2
139.2
Revenue and other income
5,431.2
3,618.0
Cost of operations
5
(2,844.8)
(2,453.2)
Impairment reversal/(impairment) of property, plant and equipment
5, 12
169.6
(117.2)
Exploration and evaluation expenses and new ventures
5
(41.5)
(49.8)
Exploration costs written-off
5
(64.4)
(255.0)
Gain on disposal
5
12.1
General and administrative expenses
(121.3)
(102.5)
Operating profit
5
2,540.9
640.3
Finance income
7
279.1
48.8
Finance expenses
7
(358.2)
(374.6)
Profit before taxation
2,461.8
314.5
Income tax expense
8
(2,453.6)
(213.4)
Profit for the year
8.2
101.1
Profit for the year attributable to:
Equity owners of the company
8.2
101.1
Earnings per share
Note
$
cents
$
cents
Basic
9
0.9
11.6
Diluted
9
0.9
11.6
118
Consolidated statement of comprehensive income
For the year ended 31 December
2022
$ million
2021
$ million
Profit for the year
8.2
101.1
Other comprehensive profit/(loss)
Items that may be subsequently reclassified to income statement:
Fair value gains/(losses) on cash flow hedges
269.1
(3,583.8)
Tax credit on cash flow hedges
1,005.6
1,433.2
Pension actuarial losses on long-term employee benefit plans
(0.3)
Exchange differences on translation
(198.0)
(5.7)
Other comprehensive profit/(loss) for the period, net of tax
1,076.4
(2,156.3)
Total comprehensive profit/(loss) for the year
1,084.6
(2,055.2)
Total comprehensive profit/(loss) attributable to:
Equity owners of the company
1,084.6
(2,055.2)
119
Consolidated balance sheet
As at 31 December
Note
2022
$ million
2021
restated
$ million
Assets
Non-current assets
Goodwill
10
1,327.1
1,327.1
Other intangible assets
11
880.0
873.7
Property, plant and equipment
12
5,690.2
7,246.7
Right-of-use assets
13
734.7
551.5
Deferred tax assets
8
1,406.5
1,938.4
Other receivables
16
298.0
263.0
Other financial assets
22
102.7
10.1
Total non-current assets
10,439.2
12,210.5
Current assets
Inventories
15
142.9
211.4
Trade and other receivables
16
1,403.2
1,342.2
Other financial assets
22
80.8
41.8
Cash and cash equivalents
17
499.7
698.7
Total current assets
2,126.6
2,294.1
Total assets
12,565.8
14,504.6
Equity and liabilities
Equity
Share capital
24
171.1
171.1
Share premium
1,504.6
Other reserves
(606.2)
(1,276.8)
Retained earnings
1,456.4
74.6
Total equity
1,021.3
473.5
Non-current liabilities
Borrowings
21
1,216.6
2,823.7
Provisions
20
3,933.7
5,022.6
Deferred tax
8
397.2
187.1
Trade and other payables
19
18.8
32.3
Lease creditor
13
603.8
489.2
Other financial liabilities
22
1,279.1
1,373.6
Total non-current liabilities
7,449.2
9,928.5
Current liabilities
Trade and other payables
19
1,251.2
1,235.3
Borrowings
21
21.5
62.3
Lease creditor
13
220.8
165.1
Provisions
20
231.6
358.6
Current tax liabilities
198.7
116.8
Other financial liabilities
22
2,171.5
2,164.5
Total current liabilities
4,095.3
4,102.6
Total liabilities
11,544.5
14,031.1
Total equity and liabilities
12,565.8
14,504.6
The notes on pages 123 to 172 form part of these financial statements.
The financial statements on pages 118 to 172 were approved by the board of directors and authorised for issue on 8 March 2023 and
signed on its behalf by:
Alexander Krane
Chief Financial Officer
120
Consolidated statement of changes in equity
For the year ended 31 December
Share
capital
$ million
Share
premium
2
$ million
Merger
reserve
2
$ million
Capital
redemption
reserve
$ million
Cash flow
hedge
reserve
3
$ million
Costs of
hedging
reserve
3
$ million
Currency
translation
reserve
$ million
Retained
earnings
$ million
Total
equity
$ million
At 1 January 2022
171.1
1,504.6
677.4
8.1
(2,062.1)
1.5
98.3
74.6
473.5
Profit for the year
8.2
8.2
Other comprehensive income
1,286.1
(11.4)
(198.0)
(0.3)
1,076.4
Total comprehensive income
1,286.1
(11.4)
(198.0)
7.9
1,084.6
Purchase and cancellation
of own shares
(360.6)
(360.6)
Share-based payments
36.9
36.9
Capital restructuring
(1,504.6)
(406.1)
1,910.7
Purchase of ESOP Trust Shares
(21.6)
(21.6)
Dividend paid
(191.5)
(191.5)
At 31 December 2022
171.1
271.3
8.1
(776.0)
(9.9)
(99.7)
1,456.4
1,021.3
At 1 January 2021
0.1
910.0
80.2
9.8
104.0
(36.8)
1,067.3
Profit for the period
101.1
101.1
Other comprehensive loss
(2,142.3)
(8.3)
(5.7)
(2,156.3)
Total comprehensive loss
(2,142.3)
(8.3)
(5.7)
101.1
(2,055.2)
Shares issued in settlement
of D loan notes
134.7
134.7
Reverse takeover
171.0
(527.2)
635.9
8.1
287.8
Settlement of Premier’s debt
1
987.1
41.5
1,028.6
Share-based payments
13.4
13.4
Purchase of ESOP Trust Shares
(3.1)
(3.1)
At 31 December 2021
171.1
1,504.6
677.4
8.1
(2,062.1)
1.5
98.3
74.6
473.5
1
Debt settlement relates to the issuance of shares in partial settlement of Premier’s debt.
2
Share premium and merger reserve balances recategorised to retained earnings following the capital reduction effective 3 August 2022.
3
Disclosed net of deferred tax.
121
Consolidated statement of cash flows
For the year ended 31 December
Note
2022
$ million
2021
$ million
Net cash inflow from operating activities
27
3,129.8
1,614.2
Investing activities
Expenditure on exploration and evaluation assets
(127.0)
(176.5)
Expenditure on property, plant and equipment
12
(476.5)
(437.4)
Expenditure on non-oil and gas intangible assets
(29.7)
(30.0)
Cash acquired on business combinations
14
97.4
Receipts for sub-lease income
10.4
7.4
Payments relating to disposal of oil and gas properties
(5.9)
Expenditure on business combinations – deferred consideration
(19.9)
(46.0)
Finance income received
20.0
14.1
Net cash outflow from investing activities
(628.6)
(571.0)
Financing activities
Repurchase of shares
(360.6)
Proceeds from new borrowings – reserves-based lending facility
21
1,617.5
Proceeds from new borrowings – bond
21
500.0
Proceeds from new borrowings – exploration financing facility
21
11.5
45.9
Lease liability payments
13
(254.0)
(160.4)
Repayment of short-term debt arising on business combination
21
(1,276.5)
Repayment of hedging liabilities arising on business combination
(48.5)
Repayment of reserves-based lending facility
21
(1,662.5)
(697.5)
Repayment of junior debt
21
(400.0)
Repayment of exploration financing facility
21
(38.6)
(14.7)
Repayment of financing arrangement
21
(15.4)
(9.3)
Redemption of loan notes
21
(135.7)
Purchase of ESOP Trust shares
(21.6)
(3.1)
Interest paid and bank charges
(142.0)
(204.9)
Dividends paid
29
(191.5)
Net cash outflow from financing activities
(2,674.7)
(787.2)
Net (decrease)/increase in cash and cash equivalents
(173.5)
256.0
Net foreign exchange difference
(25.5)
(2.7)
Cash and cash equivalents at 1 January
698.7
445.4
Cash and cash equivalents at 31 December
17
499.7
698.7
122
Notes to the consolidated financial statements
1. Corporate information
Harbour Energy plc (Harbour) is a limited liability company incorporated in Scotland and listed on the London Stock Exchange.
The address of the registered office is 4
th
Floor, Saltire Court, 20 Castle Terrace, Edinburgh EH1 2EN, United Kingdom.
The consolidated financial statements of Harbour Energy plc (the company) and all its subsidiaries (the Group) for the year ended
31 December 2022 were authorised for issue by the board of directors on 8 March 2023.
The Group’s principal activities are the acquisition, exploration, development and production of oil and gas reserves on the UK and
Norwegian continental shelves, Indonesia, Vietnam and Mexico.
2. Significant accounting policies
Basis of preparation
The consolidated financial statements have been prepared on a going concern basis in accordance with UK-adopted International
Accounting Standards (IAS) in conformity with the requirements of the Companies Act 2006. The analysis used by the Directors in
adopting the going concern basis considers the various plans and commitments of the Group as well as various sensitivity and reverse
stress test analyses. The results from the downside sensitivities with regard to production and commodity price assumptions, which in
management’s view reflect two of the principal risks, indicate that material changes within one year that would impact the going concern
basis of preparation are unlikely. Further details are within the Financial review on pages 44-49 and Viability statement on page 53.
The presentation currency of the Group financial information is US dollars and all values in the Group financial information are presented
in millions ($ million) and all values are rounded to the nearest $0.1 million, except where otherwise stated.
The financial statements have been prepared on the historical cost basis, except for certain financial assets and liabilities, including
derivative financial instruments, which have been measured at fair value.
In October 2020, Harbour Energy Limited entered into an agreement with Premier Oil plc (Premier) regarding an all-share merger between
Premier and Harbour Energy Limited’s subsidiary, Chrysaor Holdings Limited (Chrysaor). Under the terms of the merger, Premier legally
acquired Chrysaor through the issuance of consideration shares whilst Chrysaor was the acquiror for accounting purposes, primarily as a
result of its ability to appoint the Board of the enlarged group. The transaction completed on 31 March 2021, whereupon Premier, being
the legal acquirer and accounting acquiree, changed its name from Premier Oil plc to Harbour Energy plc.
The consolidated financial statements provide comparative period information with respect to the prior year but this only includes nine
months of Premier contribution compared to a full 12 months contribution for the year ended 31 December 2022.
The accounting policies, which follow, set out those policies which apply in preparing the financial statements for the year ended
31 December 2022. All accounting policies are consistent with those adopted and disclosed in Harbour’s 2021 Annual Report and
Accounts, other than where new policies have been adopted.
Basis of consolidation
The consolidated financial statements comprise the financial statements of the company and its subsidiaries as at 31 December 2022.
Subsidiaries are those entities over which the Group has control. Control is achieved where the Group has the power over the subsidiary,
has rights, or is exposed to variable returns from the subsidiary and has the ability to use its power to affect its returns. All subsidiaries
are 100 per cent owned by the Group and there are no non-controlling interests.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and
other components of equity, while any resultant gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.
The results of subsidiaries acquired or disposed of during the year are included in the income statement from the effective date of
acquisition or up to the effective date of disposal, as appropriate. Where necessary, adjustments are made to the financial statements
of subsidiaries acquired to bring the accounting policies used into line with those used by other members of the Group.
All intra-group transactions and balances have been eliminated on consolidation.
123
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
Prior year adjustment
Other financial liabilities – commodity derivatives within current liabilities as at 31 December 2021 – included a number of financial
instruments which had matured on the last day of the financial year for which the related liability should have been classified within trade
and other payables. The relevant amounts have therefore been reclassified to trade and other payables which is also held within current
liabilities (see note 19, Trade and other payables – matured financial instruments). There was no impact on any of the other primary
statements. Each of the affected financial statement line items has been restated and the impact is summarised in the following table.
Balance sheet at 31 December 2021
Note
As previously
reported
$ million
Adjustments
$ million
As restated
$ million
Other financial liabilities – commodity derivatives
22
(2,526.2)
361.7
(2,164.5)
Trade and other payables
19
(873.6)
(361.7)
(1,235.3)
Impact of climate change on the financial statements and related disclosures
Judgements and estimates made in assessing the impact of climate change and the energy transition
Harbour monitors global climate change and energy transition developments and plans accordingly. Management recognises there is a general
high level of uncertainty about the speed and scale of impacts which, together with limited historical information, provides significant challenges
in the preparation of forecasts and plans with a range of possible future scenarios.
The Group’s strategic ambition is to achieve net zero by 2035 through several opportunities, including operational improvements, UK
offshore electrification, UK carbon capture and storage (CCS) and the eventual cessation of production of mature fields. Where the Group
cannot reduce its Scope 1 and 2 emissions, it will invest in carbon credits to achieve the goal of net zero (refer to the ESG review on
pages 30-41). All new economic investment decisions include the cost of carbon, and opportunities are assessed on their climate-impact
potential and alignment with Harbour Energy’s net zero goal, taking into consideration both GHG volumes and intensity. The corporate
modelling that supports the preparation of the financial statements (such as asset impairment assessment, going concern and viability,
deferred tax recoverability) includes project costs related to carbon, capture and storage; and certain limited electrification and reduction
of Scope 1 and 2 GHG emissions initiatives. Emissions reduction incentives are part of staff remuneration and annual bonus schemes
(refer to the Remuneration Committee report on pages 78-80). Additionally, the cost of borrowing is tied to our gross operated CO
2
emissions performance, with GHG metrics being linked to our RBL interest expense, further incentivising our emissions reduction targets.
As a result, climate change and the energy transition have the potential to significantly impact the accounting estimates adopted by
management and therefore the valuation of assets and liabilities reported on the balance sheet. On an ongoing basis management
continues to assess the potential impacts on the significant judgements and estimates used in the financial statements. Estimates
adopted in the preparation of the financial statements reflect management’s best estimate of future market conditions where, in
particular, commodity prices can be volatile. Notwithstanding the challenges around climate change and the energy transition, it is
management’s view that the financial statements are consistent with the disclosures in the Strategic Report.
This note provides insight into how Harbour has considered the impact on valuations of key line items in the financial statements and how
they could change based on the climate change scenarios and sensitivities considered. The scenarios presented show what the possible
impact could be on the financial statements considering both high and low-price curve outlooks. Importantly, these climate change
scenarios do not form the basis of the preparation of the financial statements but rather indicate how the key assumptions that underpin
the financial statements would be impacted by the climate change scenarios. It is recognised that the reality of the nature of progress of
energy transition will bring greater levels of disruption and volatility than these external scenarios expect and do not represent
management’s current best estimate.
Management’s current best estimate, which was derived from consideration of a range of considered economic forecasts, has been
used on the same basis to prepare the financial statements and is represented by the Harbour Scenario oil price curve. Management
continues to review these estimates and assumptions to ensure they reflect the latest economic environment conditions and market
information available.
Impairment of property, plant and equipment, and goodwill
The energy transition has the potential to significantly impact future commodity and carbon prices which would, in turn, affect the
recoverable amount of property, plant and equipment and goodwill. In the current period, the Harbour Scenario real long-term commodity
price assumptions, when testing for impairment, were $65/bbl (2021: $65/bbl) and 65p/therm (2021: 60p/therm) for Brent crude and
UK NBP gas, respectively. The real long-term price assumptions for the UK regulatory price of carbon are £80/tonne, being $100/tonne
at $:£1.25 foreign exchange rate (2021: £55/$74/tonne) and voluntary offsets $25/tonne used, with sensitivities run at $100/tonne
(2021: $100/tonne). Sensitivity analysis using a carbon price of $100/tonne indicates that material impairments would not arise. Such
assumptions are inherently uncertain and may ultimately differ from the actual amounts.
See key sources of estimation uncertainty: recoverability of oil and gas assets and goodwill for further information (page 136), including
sensitivity analysis in relation to reasonably possible changes in price assumptions.
124
During 2022 there was a net pre-tax impairment credit of $170 million comprising: impairment on a single CGU asset $163 million,
impairment reversals on North Sea assets $250 million and decommissioning provision reductions $83 million. In 2021, certain
impairments were recognised as a result of underlying reservoir performance.
Sensitivities on the impairment of property, plant and equipment and goodwill have been prepared using various price scenarios to
show the possible impact on net book carrying values. As noted, the Harbour Scenario is the basis for the preparation of the financial
statements and impairment sensitivities have been prepared at an average -10 per cent and +10 per cent to the Harbour Scenario
average crude and selected published climate change price curves. Sensitivity analysis on carbon price $100/tonne indicates that
impairments would not have a material impact on the financial statements.
The sensitivity scenarios described below are price curves only and the modelling assumes that all other factors remain unchanged from
the Harbour Scenario used for the basis of preparation of the financial statements. These sensitivities are stated before any management
mitigation actions to manage downside risks if the scenarios were to occur.
¼
Harbour Scenario: base price curve for crude oil used for impairment testing.
¼
NGFS Current Policies: reflects high physical risks and low transition risks.
¼
NGFS Delayed Transition: reflects low physical risks and high transition risks.
¼
IEA Net Zero 2050: reflects low physical risks and low transition risks.
0
20
40
60
80
100
120
140
160
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
2036
2037
2038
2039
2040
2041
2042
2043
2044
2045
2046
2047
2048
2049
2050
Brent Crude
Harbour Scenario
IEA Net Zero 2050
NGFS Delayed Transition
NGFS Current Policies
The graph above shows the crude oil price curves for the period to 2050 for the Harbour Scenario, NGFS Current Policies, NGFS Delayed
Transition and IEA Net Zero 2050. There are no climate change price curves published by NGFS or the IEA for UK NBP gas. All the scenario
price curves are dependent on factors covering supply, demand, economic and geopolitical events and therefore are inherently uncertain
and subject to significant volatility and hence unlikely to reflect the future outcome.
The results of the sensitivities are as follows and show the impact on the balance sheet carrying values.
$ million
Carrying value
Crude oil
-10% to
Harbour Scenario
+10% to
Harbour Scenario
NGFS Current
Policies
NGFS Delayed
Transition
IEA Net Zero
2050
Property, plant and equipment
5,690
(57)
(355)
Goodwill
1,327
The sensitivity results show that under the -10 per cent to Harbour Scenario (oil and gas commodity prices reduced from 1 January 2023)
an impairment of $57 million would arise on a single North Sea CGU. The +10 per cent to Harbour Scenario (oil and gas commodity prices
increased from 1 January 2023), NGFS Current and Delayed scenarios show no incremental impairments as these scenarios are all
favourable to the Harbour Scenario. Furthermore, under these three scenarios, no reversal of any historic impairment is triggered as there
have been no prior crude oil-price related impairments. Under the IEA Net Zero 2050 scenario there would be an impairment in property,
plant and equipment of $355 million with goodwill not impacted given sufficient value headroom.
Property, plant and equipment – depreciation and expected useful lives
The energy transition has the potential to reduce the expected useful lives of assets and consequently accelerate depreciation charges.
There are no significant judgements and/or critical estimation uncertainty related to climate factors.
See accounting policy: property, plant and equipment for further information (page 128).
125
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
Intangible assets – exploration and evaluation assets
The energy transition has the potential to affect the future development or viability of exploration and evaluation prospects. A significant
portion of the Group’s exploration and evaluation assets relate to prospects that could be tied back to existing infrastructure and hence
require less capital investment as these assets are less exposed to the impacts of the energy transition compared to large frontier
developments. At each balance sheet date, all exploration and evaluation prospects are reviewed against the Group’s financial framework
to ensure that the continuation of activities is planned and expected. There are no significant judgements and/or critical estimation
uncertainty related to climate factors.
See judgements: exploration and evaluation expenditure (page 136) and note 11 for further information.
Decommissioning cost and provisions
The energy transition may accelerate the decommissioning of assets which would result in an increase in the carrying value of associated
decommissioning provisions. Whilst the Group currently expects to incur decommissioning costs over the next 40 years, we anticipate the
majority of costs will be incurred between the next 10 to 20 years which will reduce the exposure to the impact of the energy transition.
Decommissioning cost estimates are based on the known regulatory and external environment. These cost estimates and recoverability
of associated deferred tax may change in the future, including as a result of the energy transition.
On the basis that all other assumptions in the calculation remain the same, a 10 per cent increase in the cost estimates, and a 10 per cent
reduction in the applied discount rates used to assess the final decommissioning obligation, would result in increases to the decommissioning
provision of approximately $417 million and $162 million, respectively. This change would be principally offset by a change to the value of the
associated asset unless the asset is fully depreciated, in which case the change in estimate is recognised directly within the income statement.
The energy transition may accelerate the decommissioning of producing assets and therefore increase the carrying value of provisions.
The Group currently expects to incur decommissioning costs over the next 40 years, the majority of which are anticipated to be incurred
between the next 10 to 20 years. Currently, the timing of decommissioning expenditures have not been materially brought forward and
management do not consider that any reasonable change in the timing of decommissioning expenditure will have a material impact on
the decommissioning provisions.
See key sources of estimation uncertainty: decommissioning costs for further information (page 136).
Segment reporting
The Group’s activities consist of one class of business being the acquisition, exploration, development and production of oil and gas
reserves and related activities, and are split geographically and managed in two business units: namely North Sea and International.
Joint arrangements
A joint arrangement is one in which two or more parties have joint control. Joint control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the parties sharing control.
Exploration and production operations are usually conducted through joint arrangements with other parties. The Group reviews all joint
arrangements and classifies them as either joint operations or joint ventures depending on the rights and obligations of each party to
the arrangement and whether the arrangement is structured through a separate vehicle. The Group’s interest in joint operations, such
as exploration and production arrangements, are accounted for by recognising its:
¼
Assets, including its share of any assets held jointly.
¼
Liabilities, including its share of any liabilities incurred jointly.
¼
Revenue from the sale of its share of the output arising from the joint operation.
¼
Expenses, including its share of any expenses incurred jointly.
A joint venture, which normally involves the establishment of a separate legal entity, is a contractual arrangement whereby the parties
that have joint control of the arrangement have the rights to the arrangement’s net assets. The results, assets and liabilities of a joint
venture are incorporated in the consolidated financial statements using the equity method of accounting. During 2022, the Group did not
have any interests in joint ventures.
Where the Group transacts with its joint operations, unrealised profits and losses are eliminated to the extent of the Group’s interest in
the joint operation.
126
Foreign currency translation
Each entity in the Group determines its own functional currency, being the currency of the primary economic environment in which the
entity operates, and items included in the financial statements of each entity are measured using that functional currency.
The consolidated financial statements are presented in US dollars, which is also the parent company’s functional currency.
Transactions recorded in foreign currencies are initially recorded in the entity’s functional currency by applying an average rate of
exchange. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency rate of exchange
ruling at the reporting date. All differences are taken to the income statement.
Non-monetary assets and liabilities denominated in foreign currencies are measured at historic cost based on exchange rates at the date
of the initial transaction and subsequently not retranslated.
On consolidation, the assets and liabilities of the Group’s operations are translated at exchange rates prevailing on the balance sheet
date. Income and expense items are translated at the average monthly exchange rates for the year. Equity is held at historic cost and is
not retranslated. The resulting exchange differences are recognised as other comprehensive income and are transferred to the Group’s
currency translation reserve.
When an overseas operation is disposed of, such translation differences relating to it are recognised as income or expense.
Current versus non-current classification
The Group presents assets and liabilities in the statement of financial position based on current or non-current classification.
An asset is current when it is:
a. expected to be realised or intended to be sold or consumed in the normal operating cycle;
b. held primarily for the purpose of trading;
c. expected to be realised within 12 months after the reporting period; or
d.
cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period.
All other assets are classified as non-current.
A liability is current when:
a. it is expected to be settled in the normal operating cycle;
b. it is held primarily for the purpose of trading;
c. it is due to be settled within 12 months after the reporting period, or;
d. there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period.
The terms of the liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do
not affect its classification. The Group classifies all other liabilities as non-current. Deferred tax assets and liabilities are classified
as non-current assets and liabilities.
Business combinations
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the fair value of the
assets transferred, equity instruments issued and liabilities incurred or assumed at the date of completion of the acquisition. Acquisition
costs incurred are expensed and included in administrative expenses. Where applicable, the consideration for the acquisition includes
any asset or liability resulting from a contingent consideration arrangement, measured at its fair value at acquisition.
The identifiable assets, liabilities and contingent liabilities acquired that meet the conditions for recognition under IFRS 3 are recognised
at their fair value at the acquisition date, except that:
¼
Deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognised and measured in
accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits, respectively.
¼
Lease arrangements that represent leases as defined by IFRS 16 Leases are recognised and measured in accordance with IFRS 16 Leases.
¼
Liabilities or equity instruments related to the replacement by the Group of an acquirer’s share-based payment awards are measured
in accordance with IFRS 2 Share-Based Payment.
127
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the
Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the
measurement period, or additional assets or liabilities are recognised to reflect new information obtained about facts and circumstances
that existed as of the acquisition date that, if known, would have affected the amounts recognised as of that date. The measurement period
is the period from the date of acquisition to the date the Group obtains complete information about facts and circumstances that existed as
of the acquisition date, subject to a maximum of one year.
Goodwill
In the event of a business combination or acquisition of an interest in a joint operation in which the activity constitutes a business, as defined in
IFRS 3 Business Combinations, the acquisition method of accounting is applied. Goodwill represents the difference between the aggregate of
the fair value of purchase consideration transferred at the acquisition date and the fair value of the identifiable assets, liabilities and contingent
liabilities acquired. If however, the fair value of the purchase consideration transferred is lower than the fair value of the identifiable assets and
liabilities acquired, the difference is recognised in the income statement as negative goodwill. Goodwill is initially measured at cost. Following
initial recognition, goodwill is measured at cost less any accumulated impairment. For the purpose of impairment testing, goodwill acquired in a
business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units (CGUs), or groups of CGUs, that are
expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Goodwill
is treated as an asset of the relevant entity to which it relates and accordingly non-US dollar goodwill is translated into US dollars at the closing
rate of exchange at each reporting date.
Goodwill, as disclosed in note 10, is not amortised but is reviewed for impairment at least annually by assessing the recoverable amount of
the CGUs to which the goodwill relates. Where the carrying amount of the CGU and related goodwill is higher than the recoverable amount
of the CGU, an impairment loss is recognised in the income statement. The recoverable amounts of the CGUs have been determined on a
fair value less costs to sell basis. Impairment losses relating to goodwill cannot be reversed in future periods. Goodwill acquired through
business combinations has been allocated to two CGUs, being North Sea and International.
Oil and gas assets
Intangibles
Pre-licence costs
Pre-licence costs are expensed in the period in which they are incurred.
Licence and property acquisition costs
Licence and property acquisition costs paid in connection with a right to explore in an existing exploration area are capitalised as exploration
and evaluation costs within intangible assets.
Licence and property acquisition costs are reviewed at each reporting date to confirm that there is no indication that the carrying amount
exceeds the recoverable amount. If no future activity is planned or the related licence has been relinquished or has expired, the carrying
value of the property acquisition costs is written off through the income statement. Upon recognition of proved reserves and internal
approval for development, the relevant expenditure is transferred to oil and gas properties within development and production assets.
Exploration and evaluation costs
Once the legal right to explore has been acquired, costs directly associated with the exploration are capitalised as exploration and evaluation
(E&E) intangible non-current assets until the exploration is complete and the results have been evaluated. If no potential commercial
resources are discovered, the exploration asset is written off.
All such capitalised costs are subject to technical, commercial and management review, as well as review for indicators of impairment at
least annually. This is to confirm the continued intent to develop or otherwise extract value from the discovery. When this is no longer the
case, the costs are written off through the income statement.
When proved reserves of oil or natural gas are identified and development is sanctioned by management, the relevant capitalised
expenditure is first assessed for impairment and, if required, any impairment loss is recognised, then the remaining balance is transferred to
oil and gas properties within development and production assets. No amortisation is charged during the exploration and evaluation phase.
Farm-outs – in the exploration and evaluation phase
The Group does not record any expenditure made by the farmee on its account. It also does not recognise any gain or loss on its exploration
and evaluation farm-out arrangements but re-designates any costs previously capitalised in relation to the whole interest
as relating to the partial interest retained. Any cash consideration received directly from the farmee is credited against costs previously
capitalised in relation to the whole interest with any excess accounted for by the farmor as a gain on disposal.
Property, plant and equipment – oil and gas assets
Oil and gas development and production assets are accumulated generally on a field-by-field basis. This represents expenditure on the
construction, installation or completion of infrastructure facilities such as platforms, pipelines and the drilling of development wells,
including E&E expenditures incurred in finding commercial reserves transferred from intangible E&E assets, as outlined in the intangible
asset policy above, which is capitalised as oil and gas properties within development and production assets.
128
The initial cost of an asset comprises its purchase price or construction cost, any costs directly attributable to bringing the asset into
operation, the initial estimate of the decommissioning obligation and, for qualifying assets, where relevant, borrowing costs. The purchase
price or construction cost is the aggregate amount paid and the fair value of any other consideration given to acquire the asset.
An item of development and production expenditure and any significant part initially recognised is derecognised upon disposal or when
no future economic benefits are expected. Any gain or loss arising on derecognition of the asset (calculated as the difference between
the net disposal proceeds and the carrying amount of the asset) is included in the income statement.
Expenditure on major maintenance includes refits, inspections or repairs comprising the cost of replacement assets or parts of assets,
inspection costs and overhaul costs. Where an asset, or part of an asset, that was separately depreciated and is now written off is
replaced and it is probable that future economic benefits associated with the item will flow to the Group, the expenditure is capitalised.
All other day-to-day repairs and maintenance costs are expensed as incurred.
Depreciation, depletion and amortisation (DD&A) of oil and gas assets
All costs relating to a development are accumulated and not depreciated until the commencement of production. Depreciation is provided
generally on a field-by-field basis, using the unit of production method by reference to the ratio of production in the year and the related
commercial proven and probable reserves of the field, considering future development expenditures necessary to bring those reserves
into production.
When there is a change in the estimated total recoverable proven and probable reserves of a field, that change is accounted for in the
depreciation charge over the revised remaining proven and probable reserves.
Acquisitions, asset purchases and disposals
Acquisitions of oil and gas properties are accounted for using the acquisition method when the assets acquired, and liabilities assumed
constitute a business.
Transactions involving the purchase of an individual field interest, or a group of field interests, that do not constitute a business, are
treated as asset purchases irrespective of whether the specific transactions involve the transfer of the field interests directly or the
transfer of an incorporated entity. Accordingly, no goodwill and no deferred tax gross up arises, and the consideration is allocated to
the assets and liabilities purchased on an appropriate basis.
Proceeds on disposal are applied to the carrying amount of the specific intangible asset or oil and gas property disposed of and any
surplus is recorded as a gain on disposal in the income statement.
Decommissioning
A provision for decommissioning is recognised in full when the related facilities are installed. The amount recognised is the present value
of the estimated future expenditure. A corresponding amount equivalent to the provision is also recognised as part of the cost of the
related oil and gas property. This is subsequently depreciated as part of the capital costs of the production facilities. Any change in the
present value of the estimated expenditure is dealt with from the start of the financial year as an adjustment to the opening provision
and the oil and gas property. The unwinding of the discount is included as a finance cost.
Non-oil and gas assets
Property, plant and equipment – fixtures and fittings and office equipment
Fixtures and fittings and office equipment is stated at cost less accumulated depreciation and impairment. Depreciation is provided for
on a straight-line basis at rates sufficient to write off the cost of the assets less any residual value over their estimated useful economic
lives. The depreciation periods for the principal categories of assets are as follows:
¼
Fixtures and fittings: Up to 10 years.
¼
Office furniture and equipment: Up to 5 years.
Intangible assets
Intangible assets, which principally comprise IT software/licences, are carried at cost less any accumulated amortisation. These assets
are amortised on a straight-line basis over their useful economic lives of between three and ten years.
Impairment of non-current assets (excluding goodwill)
In accordance with IAS 36 Impairment of Assets, impairment tests are carried out on items of property, plant and equipment and
intangible assets where there is an indicator of impairment, or an indicator identified that a prior year impairment may have reversed
or decreased. Such indications may be based on events or changes in the market environment, or on internal sources of information.
Impairment and reversal indicators
Property, plant and equipment and intangible assets with finite useful lives are only tested for impairment when there is an indication
that they may be impaired. This is generally the result of significant changes to the environment in which the assets are operated or when
asset performance is significantly lower than expected.
129
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
The main impairment indicators used by the Group are described below:
¼
External sources of information:
Significant changes in the economic, technological, political or market environment in which the entity operates or to which an asset
is dedicated.
Fall in demand.
Changes in commodity prices and exchange rates.
¼
Internal sources of information:
Evidence of obsolescence or physical damage.
Significantly lower than expected production or cost performance.
Reduction in reserves and resources, including as a result of unsuccessful results of drilling operations.
Pending expiry of licence or other rights.
In respect of capitalised exploration and evaluation costs, lack of planned future activity on the prospect or licence.
For reversals, plausible downside sensitivity scenarios are run to test the robustness of the asset carrying values typically against
changes in production and commodity prices.
Measurement of recoverable amount
The cash-generating unit (CGU) applied for impairment test purposes is generally the field, except that a number of field interests may
be grouped as a single CGU where the cash inflows of each field are interdependent. The carrying value of each CGU is compared against
the expected recoverable amount of the asset, which is primarily determined based on the fair value less cost of disposal (FVLCD)
method, where the fair value is determined from the estimated present value of the future net cash flows expected to be derived from
production of commercial reserves. Standard valuation techniques are used based on the discount rates that reflect the specific
characteristics of the operating entities concerned; discount rates are determined on a post-tax basis and applied to post-tax cash flows.
Any impairment loss is recorded in the income statement under Impairment of property, plant and equipment. Impairment losses
recorded in relation to property, plant and equipment may be subsequently reversed if the recoverable amount of the assets
subsequently increases above carrying value. The increased carrying amount of an item of property, plant or equipment attributable to a
reversal of an impairment loss may not exceed the carrying amount that would have been determined (net of depreciation/amortisation)
had no impairment loss been recognised in prior periods.
Financial instruments
Financial assets
Financial instruments are recognised and measured in accordance with IFRS 9 Financial Instruments.
The Group uses two criteria to determine the classification of financial assets: the Group’s business model and contractual cash flow
characteristics of the financial assets. Where appropriate the Group identifies three categories of financial assets: amortised cost,
fair value through profit or loss (FVTPL), and fair value through other comprehensive income (FVOCI).
Financial assets held at amortised cost
Financial assets held at amortised cost are initially measured at fair value except for trade debtors which are initially measured at cost.
Both are subsequently carried at amortised cost using the effective interest rate (EIR) method, less impairment. The EIR amortisation is
presented within finance income in the income statement.
Cash and cash equivalents
Cash and cash equivalents comprise cash at bank and other short-term highly liquid investments that are readily convertible to a known
amount of cash and are subject to an insignificant risk of changes in value.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for all debt instruments not held at fair value through profit or loss.
ECLs are based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows that the
Group expects to receive, discounted at an approximation of the original effective interest rate.
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase in credit risk since initial recognition,
ECLs are provided for credit losses that result from default events that are possible within the next 12 months (a 12-month ECL).
130
Default events could include:
¼
Payment default, i.e. the failure to pay principal or interest when it falls due for payment.
¼
Prospective default, when payment is not yet due, but it is clear that it will not be capable of being paid when it does fall due.
¼
Covenant default, when the borrower fails to keep a promise (a covenant) that it has made in the contract.
For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is
required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs as allowed under IFRS 9.
Provision rates are calculated based on estimates including the probability of default by assessing counterparty credit ratings, as
adjusted for forward-looking factors specific to the debtors, the economic environment and the Group’s historical credit loss experience.
Credit impaired financial assets
At each reporting date, the Group assesses whether financial assets carried at amortised cost and debt financial assets carried at FVOCI
are credit impaired. A financial asset is credit impaired when one or more events that have a detrimental impact on the estimated future
cash flows of the financial asset have occurred.
Evidence that a financial asset is credit impaired includes the following observable data:
¼
Significant financial difficulty of the borrower or issuer.
¼
A breach of contract such as default or past due event.
¼
The restructuring of a loan or advance by the Group on terms that the Group would otherwise not consider.
¼
It is becoming probable that the borrower will enter bankruptcy or other financial reorganisation.
¼
The disappearance of an active market for a security because of financial difficulties.
Financial liabilities
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and borrowings,
payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. All financial liabilities are recognised
initially at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs.
Borrowings and loans
Interest-bearing bank loans and overdrafts are recorded at the proceeds received, net of direct issue costs. Finance charges, including
premiums payable on settlement or redemption and direct issue costs, are accounted for on an accruals basis in the income statement
using the effective interest method and are added to the carrying amount of the instrument to the extent that they are not settled in the
year in which they arise.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged, cancelled, or expires. When an existing financial
liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially
modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability.
The difference in the respective carrying amounts is recognised in the income statement.
Derivative financial instruments
The Group uses derivative financial instruments such as forward currency contracts, interest rate swaps, commodity option contracts and
commodity swap arrangements, to hedge its foreign currency risks, interest rate risks and commodity price risks, respectively. Derivative
financial instruments are initially recognised and subsequently remeasured at fair value. Certain derivative financial instruments are
designated as cash flow hedges in line with the Group’s risk management policies. When derivatives do not qualify for hedge accounting
or are not designated as accounting hedges, changes in the fair value of the instrument are recognised within the income statement.
Cash flow hedges
The effective portion of gains and losses arising from the remeasurement of derivative financial instruments designated as cash flow
hedges are deferred within other comprehensive income and subsequently transferred to the income statement in the period the hedged
transaction is recognised in the income statement. When a hedging instrument is sold or expires, any cumulative gain or loss previously
recognised in other comprehensive income remains deferred until the hedged item affects profit or loss or is no longer expected to occur.
Any gain or loss relating to the ineffective portion of a cash flow hedge is immediately recognised in the income statement. Hedge
ineffectiveness could arise if volumes of the hedging instruments are greater than the hedged item of production, or where the
credit-worthiness of the counterparty is significant and may dominate the transaction and lead to losses.
131
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
Fair values
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between
market participants at the measurement date. It is determined by reference to quoted market prices adjusted for estimated transaction
costs that would be incurred in an actual transaction, or by the use of established estimation techniques such as option pricing models
and estimated discounted values of cash flows.
For financial instruments not traded in an active market, the fair value is determined using appropriate valuation techniques.
Under IFRS 9, embedded derivatives are not separated from a host financial asset, and are classified based on their contractual terms
and the Group’s business model.
Equity
Share capital
Share capital includes the total net proceeds, both nominal and share premium, on the issue of ordinary and preference shares
of the company.
Capital redemption reserve
The capital redemption reserve represents the nominal value of shares transferred following the company’s purchase of them.
Merger reserve
On 31 March 2021, Harbour Energy plc (formerly Premier Oil plc) acquired Chrysaor Holdings Limited as part of a reverse acquisition.
Under the terms of the merger, Premier legally acquired Chrysaor through the issuance of consideration shares whilst Chrysaor was the
acquirer for accounting purposes, primarily as a result of its ability to appoint the Board of the enlarged group. The merger reserve
primarily represents Premier’s opening balance on the legal reserve plus the fair value of the assets and liabilities acquired by Chrysaor.
Cash flow hedge reserve
The cash flow hedge and cost of hedging reserves represent gains and losses on derivatives classified as effective cash flow hedges.
Upon the designation of option instruments as hedging instruments, the intrinsic and time value components are separated, with only
the intrinsic component being designated as the hedging instrument and the time value component is deferred in other comprehensive
income as a cost of hedging.
Currency translation reserve
This reserve comprises exchange differences arising on consolidation of the Group’s operations with a functional currency other than
the US dollar.
Share-based payments
The Group has applied the requirements of IFRS 2 Share-Based Payment. The Group has share-based awards that are equity and cash
settled as defined by IFRS 2. The fair value of the equity-settled awards has been determined at the date of grant of the award allowing
for the effect of any market-based conditions. The fair value determined at the grant date of the equity-settled share-based payments is
expensed on a straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest and adjusted
for the effect of non-market based vesting conditions. For cash-settled awards, a liability is recognised for the goods or service acquired.
This is measured initially at the fair value of the liability. The fair value of the liability is subsequently remeasured at each balance sheet
date until the liability is settled, and at the date of settlement, with any changes in fair value recognised in the income statement.
Inventories
All inventories, except for petroleum products, are stated at the lower of cost and net realisable value. The cost of materials is the
purchase cost, determined on a first-in, first-out basis. Petroleum products and underlift and overlift positions are measured at net
realisable value using an observable year-end oil or gas market price, and are included in other debtors or creditors, respectively.
Leases
Leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use
by the Group. The finance cost is charged to the income statement over the lease period so as to produce a constant periodic rate of
interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of lease term
and useful life. The Group recognises right-of-use assets and lease liabilities on a gross basis and the recovery of lease costs from
joint operations’ partners is recorded as other income.
132
Right-of-use assets and lease liabilities arising from a lease are initially measured on a present value basis reflecting the net present
value of the fixed lease payments and amounts expected to be payable by the Group assuming leases run to full term. The Group has
applied judgement to determine the lease term for some lease contracts in which it is a lessee that include renewal options. The
assessment of whether the Group is reasonably certain to exercise such options impacts the lease term, which significantly impacts
the amount of lease liabilities and right-of-use assets recognised.
The lease payments are discounted using the Group’s incremental borrowing rates of between 1.9 per cent and 6.8 per cent, being
the rate that the Group would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic
environment with similar terms and conditions.
To determine the incremental borrowing rate, the Group where possible:
¼
Uses recent third party financing received by the individual lessee as a starting point, adjusted to reflect changes in financing conditions
since third party financing was received.
¼
Makes adjustments specific to the lease, for example term, country, currency and security.
The Group is exposed to potential future increases in variable lease payments based on an index or rate, which are not included in
the lease liability until they take effect. When adjustments to lease payments based on an index or rate take effect, the lease liability
is reassessed and adjusted against the right-of-use asset.
Lease payments are allocated between principal and finance cost. The finance cost is charged to the income statement over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Right-of-use assets are measured at cost comprising the following:
¼
The amount of the initial measurement of lease liability.
¼
Any lease payments made at or before the commencement date less any lease incentives received.
¼
Any initial direct costs and restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset’s estimated useful life and the lease term on a straight-line basis.
Payments associated with short-term leases and leases of low value assets are recognised on a straight-line basis as an expense in the
income statement. Short-term leases are leases with a lease term of 12 months or less.
For lease arrangements where all partners of a joint operation are considered to share the primary responsibility for lease payments
under a lease contract, the Group recognises its share of the respective right-of-use asset and lease liability. This situation is most
common where the parties of a joint operation co-sign the lease contract.
The Group recognises a gross lease liability for leases entered into on behalf of a joint operation where it has primary responsibility
for making the lease payments. In such instances, if the arrangement between the Group and the joint operation represents a finance
sublease, the Group recognises a net investment in sublease for amounts recoverable from non-operators whilst derecognising the
respective portion of the gross right-of-use asset. The gross lease liability is retained on the balance sheet.
The net investment in sublease is classified as either trade and other receivables or long-term receivables on the balance sheet
according to whether or not the amounts will be recovered within 12 months of the balance sheet date. Finance income is recognised
in respect of net investment in subleases.
Provisions for liabilities
A provision is recognised when the Group has a legal or constructive obligation as a result of a past event, it is probable that an outflow of resources
embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.
The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money
is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risk specific to the liability. Where
discounting is used, the increase in the provision due to the passage of time is recognised as part of finance costs in the income statement.
The estimated cost of dismantling and restoring the production and related facilities at the end of the economic life of each field is
recognised in full when the related facilities are installed. The amount provided is the present value of the estimated future restoration
cost. A non-current asset is also recognised. Any changes to estimated costs or discount rates are dealt with prospectively.
The Group recognises provision for the estimated CO
2
emissions costs when actual emissions exceed the emission rights granted and
still held. When actual emissions exceed the amount of emission rights granted, provision is recognised for the exceeding emission rights
based on the purchase price of allowance concluded in forward contracts or market quotations at the reporting date.
133
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
Group retirement benefits
Payments to defined contribution retirement benefit plans are charged as an expense as they fall due. Payments made to state-managed
retirement benefit schemes are dealt with as payments to defined contribution plans where the Group’s obligations under the schemes
are equivalent to those arising in a defined contribution retirement benefit plan.
The Group operates a defined benefit pension scheme, which requires contributions to be made to a separately administered fund.
The cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at each
balance sheet date. Actuarial gains and losses are recognised immediately in the statement of comprehensive income.
The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit obligation as
reduced by the fair value of plan assets. Any asset resulting from this calculation is limited to the present value of available refunds
and reductions in future contributions to the plan.
Trade payables
Initial recognition of trade payables is at fair value. Subsequently they are stated at amortised cost.
Taxes
Current tax
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to
the taxation authorities. The tax rates and laws used to compute the amount are those that are enacted or substantively enacted at the
reporting date in the countries where the Group operates and generates taxable income.
Current income tax related to items recognised directly in other comprehensive income or equity is recognised in other comprehensive
income or directly in equity, not in the income statement.
Deferred tax
Deferred taxation is recognised in respect of all timing differences arising between the tax bases of the assets and liabilities and their
carrying amounts in the financial statements with the following exceptions:
¼
Deferred income tax assets are recognised only to the extent that it is probable that the taxable profit will be available against which the
deductible temporary difference, carried forward tax credits or tax losses can be utilised.
¼
Deferred income tax assets and liabilities are measured on an undiscounted basis at the tax rates that are expected to apply when
the related asset is realised or liability is settled, based on tax rates and laws enacted or substantively enacted at the reporting date.
The carrying amount of the deferred income tax asset is reviewed at each balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. The Group reassesses
any unrecognised deferred tax assets each year taking into account changes in oil and gas prices, the Group’s proven and probable
reserves and resources profile and forecast capital and operating expenditures.
¼
Deferred income tax assets and liabilities are offset only if a legally enforceable right exists to offset current assets against current tax liabilities,
the deferred income tax relates to the same tax authority and that same tax authority permits the Group to make a single net payment.
Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited in other comprehensive
income, in which case the deferred tax is also dealt with in other comprehensive income.
Revenue from contracts with customers
Revenue from contracts with customers is recognised when the Group satisfies a performance obligation by transferring a good or
service to a customer. A good or service is transferred when the customer obtains control of that good or service. Revenue associated
with the sale of crude oil, natural gas, and natural gas liquids (NGLs) is measured based on the consideration specified in contracts with
customers with reference to quoted market prices in active markets, adjusted according to specific terms and conditions as applicable
according to the sales contracts. The transfer of control of oil, natural gas, natural gas liquids and other items sold by the Group occurs
when title passes at the point the customer takes physical delivery. The Group principally satisfies its performance obligations at a point
in time and the amounts of revenue recognised relating to performance obligations satisfied over time are not significant.
134
Over/underlift
Differences between the production sold and the Group’s share of production result in an overlift or an underlift. Overlift and underlift
are valued at net realisable value using an observable year-end oil or gas market price and included within payables or receivables,
respectively. Movements during the accounting period are recognised within cost of sales.
Interest income
Interest income is recognised on an accruals basis, by reference to the principal outstanding and at the effective interest rate applicable.
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period
of time to get ready for its intended use or sale (a qualifying asset) are capitalised as part of the cost of the respective assets. Where
the funds used to finance a project form part of general borrowings, the amount capitalised is calculated using a weighted average of
rates applicable to relevant general borrowings of the Group during the period. All other borrowing costs are recognised in the income
statement in the period in which they are incurred.
New accounting standards and interpretations
The Group adopted new and revised accounting standards and interpretations relevant to its business and effective for accounting
periods beginning on or after 1 January 2022, including:
Amendments to IFRS 3 – Reference to the Conceptual Framework
The IASB issued amendments to IFRS 3 to update the reference to the 2018 Conceptual Framework. The amendments add an exception
to the recognition principle for liabilities and contingent liabilities within the scope of IAS 37 or IFRIC 21 and clarify existing guidance for
contingent assets. The requirements are effective for annual reporting periods beginning on or after 1 January 2022 and apply prospectively.
IFRS 9 Financial Instruments – Fees in the 10 per cent test for derecognition of financial liabilities
As part of its 2018-2020 annual improvements to IFRS standards process, the IASB issued an amendment to IFRS 9. The amendment
clarifies the fees that an entity includes when assessing whether the terms of a new or modified financial liability are substantially different
from the terms of the original financial liability. These fees include only those paid or received between the borrower and the lender, including
fees paid or received by either the borrower or lender on the other’s behalf. An entity applies the amendment to financial liabilities that are
modified or exchanged on or after the beginning of the annual reporting period in which the entity first applies the amendment.
The amendment is effective for annual reporting periods beginning on or after 1 January 2022 with earlier adoption permitted. The
Group has applied the amendments to financial liabilities that are modified or exchanged on or after the beginning of the annual reporting
period in which the entity first applies the amendment.
Accounting standards issued but not yet effective
The new and amended standards and interpretations that are issued, but not yet effective, up to the date of issuance of the Group’s
financial statements are disclosed below. The Group intends to adopt these new and amended standards and interpretations, if
applicable, when they become effective.
Amendments to IAS 1, Presentation of Financial Statements – classification of liabilities as current or non-current
On 23 January 2020, the IASB issued a narrow-scope amendment to IAS 1 to clarify that liabilities are classified as either current or
non-current depending on the rights that exist at the end of the reporting period. Liabilities are classified as non-current if the entity
has a substantive right to defer settlement for at least 12 months at the end of the reporting period. The Group does not consider this
amendment to have significant impact on the classification of its liabilities as either current or non-current when the standard becomes
effective on 1 January 2023.
Amendments to IAS 8 – Definition of Accounting Estimates
In February 2021, the International Accounting Standards Board issued Definition of Accounting Estimates, which amended IAS 8
Accounting Policies, Changes in Accounting Estimates and Errors.
The amendments introduced the definition of accounting estimates and included other amendments to IAS 8 to help entities distinguish
changes in accounting estimates from changes in accounting policies, with the distinction important because changes in accounting
estimates are applied prospectively only to future transactions and other future events, but changes in accounting policies are generally
also applied retrospectively to past transactions and other past events. The amendments are effective for annual periods beginning on
or after 1 January 2023.
135
Notes to the consolidated financial statements
continued
2. Significant accounting policies
continued
Amendments to IAS 1 and IFRS Practice Statement 2 – Disclosure of Accounting Policies
In February 2021, the International Accounting Standards Board issued amendments to IAS 1 Presentation of Financial Statements
and IFRS Practice Statement 2 Making Materiality Judgements. The amendments to IAS 1 require companies to disclose their material
accounting policy information rather than their significant accounting policies. The amendments to IFRS Practice Statement 2 provides
guidance on how to apply the concept of materiality to accounting policy disclosures. The amendments are effective for annual periods
beginning on or after 1 January 2023.
Amendments to IAS 12 – Deferred Tax related to Assets and Liabilities arising from a Single Transaction
On 7 May 2021, the IASB issued amendments to IAS 12 Income Taxes. The amendments require companies to recognise deferred tax
on transactions that, on initial recognition, give rise to equal amounts of taxable and deductible temporary differences. According to the
amended guidance, a temporary difference that arises on initial recognition of an asset or liability is not subject to the initial recognition
exemption if that transaction gave rise to equal amounts of taxable and deductible temporary differences. The proposed amendments
will typically apply to transactions such as leases for the lessee and decommissioning obligations. The amendments are effective for
annual reporting periods beginning on or after 1 January 2023.
The amendments listed above are not expected to have a material impact on the Group.
Significant accounting judgements and estimates
The preparation of the Group’s financial statements in conformity with IFRS requires management to make judgements, estimates
and assumptions at the date of the financial statements. Estimates and assumptions are continuously evaluated and are based on
management experience and other factors, including expectations of future events that are believed to be reasonable under the
circumstances. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to
the carrying amount of the assets or liabilities affected in future periods. In particular, the Group has identified the following areas
where significant judgement, estimates and assumptions are required.
Judgements
The significant accounting judgements for the Group are considered to be:
¼
the application of the going concern basis of accounting (see Basis of preparation section above);
¼
the carrying value of intangible exploration and evaluation assets, in relation to whether commercial determination of an exploration
prospect had been reached;
¼
the carrying value of property, plant and equipment regarding assessing assets for indicators of impairment;
¼
decommissioning costs in relation to the timing of when decommissioning would occur; and
¼
tax and recognition of deferred tax assets, relating to the extent to which future taxable profits are included in the assessment
of recoverability, including the Energy Profits Levy (EPL).
Key sources of estimation uncertainty
Details of the Group’s critical accounting estimates are set out in these financial statements and are considered to be:
¼
the carrying value of property, plant and equipment and goodwill, where the key assumptions relate to oil and gas prices expected to be
realised, and 2P production profiles;
¼
decommissioning costs where the key assumptions relate to the discount and inflation rates applied, applicable rig rates and expected
timing of cessation of production (COP) on each field; and
¼
tax and recognition of deferred tax assets, where key assumptions relate to oil and gas prices expected to be realised, and production profiles.
The results from downside sensitivities prepared with regard to production and commodity price assumptions, which in management’s
view reflect the principal risks, indicate that material changes that would impact the carrying amounts of assets and liabilities within the
next financial year are unlikely.
Further information is provided in the Audit and Risk Committee report on pages 68 to 71.
136
3. Segment information
The chief operating decision maker, who is responsible for allocating resources and assessing performance of the Group’s business
segments, has been identified as the Chief Executive Officer.
The Group’s activities consist of one class of business being the acquisition, exploration, development and production of oil and gas reserves
and related activities, and are split geographically and managed in two regions, namely North Sea and International. The North Sea segment
includes the UK and Norwegian continental shelves, and the International segment includes Indonesia, Vietnam and Mexico.
Information on major customers can be found in note 4.
Income statement
2022
$ million
2021
$ million
Revenue
North Sea
5,082.1
3,268.2
International
307.9
210.6
Total Group sales revenue
5,390.0
3,478.8
Other income
North Sea
40.9
139.0
International
0.3
0.2
Total Group revenue and other income
5,431.2
3,618.0
Operating profit
North Sea
2,388.4
699.3
International
152.5
(59.0)
Group operating profit
2,540.9
640.3
Finance income
279.1
48.8
Finance expenses
(358.2)
(374.6)
Profit before income tax
2,461.8
314.5
Income tax expense
(2,453.6)
(213.4)
Profit for the financial year
8.2
101.1
Balance sheet
2022
$ million
2021
$ million
Segment assets
North Sea
11,346.2
13,325.8
International
1,219.6
1,178.8
Total assets
12,565.8
14,504.6
Segment liabilities
North Sea
(10,937.3)
(13,379.6)
International
(607.2)
(651.5)
Total liabilities
(11,544.5)
(14,031.1)
137
Notes to the consolidated financial statements
continued
3. Segment information
continued
Other information
2022
$ million
2021
$ million
Capital additions
North Sea
576.2
640.7
International
108.6
68.4
Total capital additions
684.8
709.1
Depreciation, depletion and amortisation
North Sea
1,470.4
1,299.8
International
75.4
71.2
Total depreciation, depletion and amortisation
1,545.8
1,371.0
Exploration and evaluation expenses and new ventures
North Sea
33.5
45.4
International
8.0
4.4
Total exploration and evaluation expenses and new ventures
41.5
49.8
Exploration costs written-off
North Sea
71.6
121.1
International
(7.2)
133.9
Total exploration costs written-off
64.4
255.0
Exploration costs written-off of $64.4 million is net of a $5.7 million credit related to a decrease in the decommissioning provisions in the North
Sea (note 20) and includes a $7.0 million credit related to a change to the decommissioning estimate in the Falkland Islands business unit
(2021: $6.3 million relating to the effect of changes in decommissioning provisions on oil and gas intangible assets previously written-off).
4. Revenue from contracts with customers and other income
2022
$ million
2021
$ million
Type of goods
Crude oil sales
2,791.9
2,023.4
Gas sales
2,321.5
1,264.0
Condensate sales
238.3
163.6
Total revenue from contracts with customers
1
5,351.7
3,451.0
Tariff income
30.0
27.2
Other revenue
8.3
0.6
Total revenue from production activities
5,390.0
3,478.8
Other income
2
41.2
139.2
Total revenue and other income
5,431.2
3,618.0
1
Revenues from contracts with customers of $8,536.5 million (2021: $4,968.2 million) include crude oil sales of $3,544.7 million (2021: $2,278.1 million) and gas sales of $4,753.5 million
(2021: $2,526.5 million). This was prior to realised hedging losses in the period of $752.8 million (2021: $254.7 million) on crude oil and $2,432.0 million (2021: $1,262.5 million) on gas sales.
2
Other income mainly represents $20.3 million partner recoveries related to lease obligations (2021: $26.0 million), mark to market losses on EUA emissions hedges of $2.6 million
(2021: gain of $51.0 million) and $16.7 million in respect of research and development expenditure credits (RDEC) (2021: $17.5 million). Other income in 2021 included a receipt from
ConocoPhillips in relation to an adjustment to consideration relating to Chrysaor’s purchase of the ConocoPhillips UK business in 2019 (2021: $40.0 million).
Approximately 84 per cent (2021: 84 per cent) of the revenues were attributable to sales to energy trading companies of the Shell group.
138
5. Operating profit
Note
2022
$ million
2021
$ million
Cost of operations
Production, insurance and transportation costs
1,114.2
1,085.5
Gas purchases
36.6
28.4
Royalties
5.0
3.8
Depreciation of oil and gas assets
12
1,318.4
1,204.1
Depreciation of right-of-use oil and gas assets
13
218.6
153.9
Capitalisation of IFRS 16 lease depreciation on oil and gas assets
13
(29.9)
(30.7)
Other cost of operations
(0.5)
Onerous contract provision
20
(2.3)
Amortisation of capacity rights
11
1.0
1.6
Remeasurement of royalty valuation
(0.5)
Remeasurement – loss on termination of lease
0.3
Movement in over/underlift balances and hydrocarbon inventories
180.9
9.6
Total cost of operations
2,844.8
2,453.2
Impairment (reversal)/expense of property, plant and equipment
12
(87.3)
108.7
Impairment (gain)/loss due to (decrease)/increase in decommissioning
provisions on oil and gas tangible assets
20
(82.3)
8.5
Exploration costs written-off
1
11
64.4
255.0
Exploration and evaluation expenditure and new ventures
2
41.5
49.8
(Gain)/loss on disposal
3
(12.1)
0.1
General and administrative expenses
Depreciation of right-of-use non-oil and gas assets
13
11.2
10.5
Depreciation of non-oil and gas assets
12
5.4
5.5
Amortisation of non-oil and gas intangible assets
11
21.1
26.1
Other administrative costs
83.6
60.4
Total general and administrative expenses
4
121.3
102.5
Auditor’s remuneration
Audit fees
Fees payable to the company’s auditor for the company’s Annual Report
2.6
2.3
Audit of the company’s subsidiaries pursuant to legislation
0.6
0.5
Non-audit fees
5
Other services pursuant to legislation – interim review
0.2
0.3
Other services
6
0.8
0.4
1
Exploration costs written-off of $64.4 million includes a credit of $7.0 million related to a change to the decommissioning estimate in the Falkland Islands business unit.
2
Exploration and evaluation expenditure and new ventures of $41.5 million (2021: $49.8 million) includes $28.4 million (2021: $14.4 million) of early project costs on new ventures
incurred in respect of the Group’s interest in CCS and electrification projects in the UK, plus $13.1 million (2021 $35.4 million) of ongoing pre-licence costs.
3
The gain on disposal of $12.1 million relates to the release of a provision associated with Premier’s sale of its legacy Pakistan assets in 2019 after the expiry of the deadline in the period
for tax claims to be submitted.
4
Expenses related to both short-term and low value lease arrangements are considered to be immaterial for reporting purposes.
5
The company has a policy on the provision of non-audit services by the auditor which is aimed at ensuring their continued independence. This policy is available on the Group’s website.
The use of the external auditor for services relating to accounting systems or financial statement preparations is not permitted, as are various other services that could give rise to
conflicts of interest or other threats to the auditor’s objectivity that cannot be reduced to an acceptable level by applying safeguards.
6
Other services in 2022 primarily relate to reporting accountant services provided by EY. In 2021 this also included services in respect of the merger and other corporate transactions.
The Audit and Risk Committee concluded that shareholder value was best served by appointing our auditors for this work.
139
Notes to the consolidated financial statements
continued
6. Staff costs
2022
$ million
2021
$ million
Wages and salaries and other staff costs
306.1
261.0
Social security costs
30.1
27.9
Pension costs
30.3
28.2
Total staff costs
366.5
317.1
Average annual number of employees employed by the Group worldwide was:
2022
Number
2021
Number
Offshore based
559
589
Office and administration
1,273
1,218
Total staff
1,832
1,807
Staff costs above are recharged to joint venture partners where applicable, or are capitalised to the extent that they are directly attributable
to capital or decommissioning projects. The above costs include share-based payments as disclosed in note 25.
All employees were engaged in the acquisition, exploration, development and production of oil and gas reserves, and energy transition activities.
The Group operates two defined contribution schemes and one defined benefit pension scheme for which further details are provided in note 26.
7. Finance income and finance expenses
Note
2022
$ million
2021
$ million
Finance income
Bank interest
10.2
0.9
Other interest and finance gains
1
20.0
3.2
IFRS 9 modification impact
13.9
Lease finance income
1.7
3.2
Finance income on deferred revenue
19
1.2
Realised gains on interest rate swaps
6.5
Realised gains on foreign exchange forward contracts
0.5
10.0
Gains on derivatives
2
38.2
14.5
Foreign exchange gains
3
202.0
1.9
Total finance income
279.1
48.8
Finance expenses
Interest payable on reserves-based lending
71.1
101.6
Interest payable on bond
27.3
5.7
Interest payable on loan notes
5.6
Other interest and finance expenses
4
11.7
16.6
Lease interest
13
25.1
22.3
Realised losses on interest rate swaps
2.4
Losses on derivatives
5
48.0
14.6
Finance expense on deferred revenue
19
19.9
Foreign exchange losses
65.2
Bank and financing fees
6
91.0
63.4
Unwinding of discount on decommissioning and other provisions
20
65.1
78.0
359.2
375.4
Finance costs capitalised during the year
7
(1.0)
(0.8)
Total finance expense
358.2
374.6
1
Other interest and finance gains includes $16.0 million (2021: $1.9 million) related to an update to the amount recognised under the decommissioning liability agreement as detailed in note 16.
2
Gains on derivatives mainly relates to mark to market gains on interest rate and foreign currency derivatives.
3
Significant unrealised foreign exchange gains consist mainly of unrealised gains arising from revaluation of open gas hedges denominated in pound sterling.
4
Other interest includes a $9.5 million charge (2021: $11.6 million) which represents interest under a financing arrangement (note 21).
5
Losses on derivatives relate to changes in the fair value of an embedded derivative within one of the Group’s gas contracts (2021: $14.6 million).
6
Bank and financing fees include an amount of $54.9 million (2021: $38.9 million) relating to the amortisation of arrangement fees and related costs capitalised against the Group’s
long-term borrowings (note 21).
7
The amount of finance costs capitalised was determined by applying the weighted average rate of finance costs applicable to the borrowings of the Group of 4.4 per cent to the
expenditures on the qualifying assets (2021: 3.7 per cent).
140
8. Income tax
The major components of income tax expense for the years ended 31 December 2022 and 2021 are:
2022
$ million
2021
$ million
Current income tax expense
UK corporation tax
671.7
202.2
Overseas tax
53.5
(5.2)
Adjustments in respect of prior years
(19.4)
(4.9)
Total current income tax expense
705.8
192.1
Deferred tax expense
UK corporation tax
302.1
7.7
UK Energy Profits Levy
1,469.5
Overseas tax
(7.5)
(10.3)
Adjustments in respect of prior years
(16.3)
23.9
Total deferred tax expense
1,747.8
21.3
Total tax expense reported in the income statement
2,453.6
213.4
The tax credit in the statement of comprehensive income is as follows:
Tax credit on cash flow hedges
(1,005.6)
(1,433.2)
Reconciliation of tax expense and the accounting profit before taxation multiplied by the statutory rate of corporation tax and supplementary
charge applying to UK oil and gas production operations for the years ended 31 December 2022 and 2021 is as follows:
2022
$ million
2021
$ million
Profit before income tax
2,461.8
314.5
At the Group’s statutory income tax rate of 55.0% (2021: 40.0%)
1,354.0
125.8
Effects of:
– Expenses/(income) not deductible/(taxable) for tax purposes
(11.7)
56.8
– Interest not deductible for supplementary charge and Energy Profits Levy
53.1
13.1
– Adjustments in respect of prior years
(35.8)
19.0
– Movement in unrecognised deferred tax assets
(72.2)
27.4
– Deferred Energy Profits Levy
1,469.2
– Impact of different tax rates
(190.3)
4.0
– Expenses not deductible for Energy Profits Levy
8.0
– Energy Profits Levy investment allowance
(81.4)
– Investment allowance
(39.3)
(32.7)
Total tax expense reported in the consolidated income statement at the effective tax rate of 100% (2021: 68%)
2,453.6
213.4
The effective tax rate for the year was 100 per cent, compared to 68 per cent for 2021.
The tax expense/(credit) reconciliation has been prepared based on the statutory rate of taxation applying to UK oil and gas production
because the majority of Group profit was generated on the UK Continental Shelf. UK oil and gas production is taxed at a rate of 30 per
cent (2021: 30 per cent), a supplementary charge of 10 per cent (2021: 10 per cent), and with effect from 26 May 2022, the Energy
Profits Levy (EPL) of 25 per cent to give an overall tax rate of 65 per cent (2021: 40 per cent). As the EPL was introduced part way
through the financial year a blended average rate of 55 per cent has been applied.
The future effective tax rate is impacted by the mix of jurisdictions in which the Group operates. The UK statutory tax rate for oil and gas
production operations is expected to remain a primary influence on the effective tax rate. The EPL will increase to a rate of 35 per cent
from 25 per cent with effect from 1 January 2023 and consequently the headline rate will increase next year to 75 per cent. The Energy
Profits Levy at the 35 per cent rate will be in place until 31 March 2028.
141
Notes to the consolidated financial statements
continued
8. Income tax
continued
Deferred tax
The principal components of deferred tax are set out in the following tables:
2022
$ million
2021
$ million
Deferred tax assets
1,406.5
1,938.4
Deferred tax liabilities
(397.2)
(187.1)
Total deferred tax
1,009.3
1,751.3
The origination of and reversal of temporary differences are, as shown in the next table, related primarily to movements in the carrying amounts
and tax base values of expenditure and the timing of when these items are charged and/or credited against accounting and taxable profit.
Note
Accelerated
capital
allowances
$ million
Decommissioning
$ million
Losses
$ million
Fair value of
derivatives
$ million
Other
$ million
Overseas
$ million
Total
$ million
As at 1 January 2021
(2,650.5)
1,640.7
(57.1)
51.5
(16.0)
(1,031.4)
Deferred tax expense
385.9
(178.2)
(216.1)
3.6
(26.8)
10.3
(21.3)
Comprehensive income
1,433.2
1,433.2
Foreign exchange
13.5
(13.6)
4.0
(1.1)
1.9
4.7
Additions from business
combinations and joint
arrangements
14
(569.0)
564.0
1,530.6
8.4
15.2
(183.1)
1,366.1
As at 31 December 2021
(2,820.1)
2,012.9
1,314.5
1,392.1
38.8
(186.9)
1,751.3
Deferred tax expense
(657.7)
(361.7)
(745.2)
49.0
(39.7)
7.5
(1,747.8)
Comprehensive income
1,005.6
1,005.6
Foreign exchange
82.2
(85.9)
(0.2)
5.0
(1.8)
0.9
0.2
As at 31 December 2022
(3,395.6)
1,565.3
569.1
2,451.7
(2.7)
(178.5)
1,009.3
The Group’s deferred tax assets as at 31 December 2022 are recognised to the extent that taxable profits are expected to arise against
which the tax assets can be utilised. The Group assessed the recoverability of its UK ring fenced losses and allowances using corporate
assumptions which are consistent with the Group’s impairment assessment. Based on those assumptions, the Group expects to fully
utilise its recognised UK tax losses and allowances. The recovery of the Group’s UK decommissioning deferred tax asset is additionally
supported by the ability to carry back decommissioning tax losses and set these against ring fence taxable profits of prior periods.
The EPL will increase to a rate of 35 per cent from 25 per cent with effect from 1 January 2023. The increase in rate was substantively
enacted on 30 November 2022. The EPL will be in place until 31 March 2028. Any temporary differences subject to the EPL expected to
reverse in this period have consequently been remeasured to the higher rate. This has resulted in a one-off deferred tax charge to the
income statement of $1,469.2 million and a one-off deferred tax credit arising on unrealised derivative balances in other comprehensive
income of $1,005.6 million. The net impact on the deferred tax asset at the end of the period as a result of the EPL is a decrease in the
deferred tax asset of $463.7 million.
In line with other sensitivity analysis undertaken, we have assessed the impact on the recoverability of deferred tax assets based on an
average -10 per cent to the Harbour Scenario average crude price curves. The sensitivity analysis indicates that there would no material
impact to the recoverability of deferred tax assets.
The Group has unrecognised UK tax losses and allowances as at 31 December 2022 of approximately $201.7 million (2021: $343.1 million)
in respect of ring fence losses, $111.1 million (2021: $104.4 million) in respect of ring fence investment allowance and $807.2 million (2021:
$741.5 million) in respect of non-ring fence losses.
The Group also has unrecognised tax losses of approximately $156.9 million (2021: $212.8 million) in respect of its international operations.
These losses include amounts of $30.3 million which will expire, primarily within five years and $13.8 million expiring within 10 years.
The overseas deferred tax relates mainly to temporary differences associated with fixed asset balances.
142
No deferred tax liabilities have been provided on unremitted earnings of overseas subsidiaries, because due to the application of
withholding reliefs under international double taxation treaties and dividend exemptions under UK and Netherlands legislation no
additional taxation is expected to arise on future distribution.
Legislation was introduced in UK Finance Act 2021 to increase the main rate of UK corporation tax for non-ring fence profits from 19 per
cent to 25 per cent from 1 April 2023. This change does not have a material impact on the Group as the UK profits are primarily subject
to the UK ring fence tax rate.
9. Earnings per share (EPS)
Basic EPS is calculated by dividing the profit after tax attributable to ordinary shareholders of the Group by the weighted average number
of ordinary shares in issue during the year.
Diluted EPS is calculated by dividing the profit after tax attributable to ordinary shareholders by the weighted average number of ordinary
shares in issue during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the
dilutive potential ordinary shares into ordinary shares.
The following table reflects the income and share data used in the basic and diluted EPS calculations:
2022
2021
Earnings for the year ($ millions)
Earnings for the purpose of basic earnings per share
8.2
101.1
Effect of dilutive potential ordinary shares
Earnings for the purpose of diluted earnings per share
8.2
101.1
Number of ordinary shares (millions)
Weighted average number of ordinary shares for the purpose of basic earnings per share
1
899.8
871.2
Dilutive potential ordinary shares
2
12.3
1.3
Weighted average number of ordinary shares for the purpose of diluted earnings per share
912.1
872.5
Earnings per share ($ cents)
Basic
0.9
11.6
Diluted
0.9
11.6
1
During the current period 78.4 million ordinary shares were repurchased as part of the share buyback programme.
2
Excludes certain share options outstanding at 31 December 2022 as their option price was greater than market price.
10. Goodwill
Goodwill represents the difference between the aggregate of the fair value of purchase consideration transferred at the acquisition date
and the fair value of the identifiable assets.
Note
2022
$ million
2021
$ million
Cost and net book value
At 1 January
1,327.1
990.0
Additions
14
339.3
Currency translation adjustment
(2.2)
At 31 December
1,327.1
1,327.1
The goodwill balance consists of balances arising from the completion of the all-share merger between Premier Oil plc and Chrysaor Holdings
Limited in March 2021, on Chrysaor Holdings Limited’s acquisition of the ConocoPhillips UK business, and of the UK North Sea assets from
Shell, which completed on 30 September 2019 and 1 November 2017, respectively.
Goodwill acquired through business combinations has been allocated to two groups of cash-generating units (CGUs), being the North Sea,
of $1,278.1 million (2021: $1,278.1 million), and International, of $49.0 million (2021: $49.0 million), and these are therefore the lowest
levels at which goodwill is reviewed.
143
Notes to the consolidated financial statements
continued
10. Goodwill
continued
Impairment testing of goodwill
In accordance with IAS 36 Impairment of Assets, goodwill is reviewed for impairment at the year-end or more frequently if there are
indications that goodwill might be impaired. In assessing whether goodwill has been impaired, the carrying amount of the CGU for
goodwill is compared with its recoverable amount. At the year-end, the Group tested for impairment in accordance with accounting policy
and no impairment was identified (2021: $nil).
Determining recoverable amount
The recoverable amounts of the CGU and fields have been determined on a fair value less costs to sell basis. The key assumptions
used in determining the fair value are often subjective, such as the future long-term oil and gas price assumption, or the operational
performance of the assets. Discounted cash flow models comprising asset-by-asset life of field projections using Level 3 inputs (based
on the IFRS 13 fair value hierarchy) have been used to determine the recoverable amounts.
The cash flows have been modelled on a post-tax and post-decommissioning basis, inflated at 2.5 per cent per annum from 1 January
2026, and discounted at the Group’s post-tax discount rate of between 8.5 and 11.0 per cent (pre-tax 12.1 per cent – 14.1 per cent)
(2021: 8.0 – 10.5 per cent post-tax; pre-tax 11.4 per cent – 12.8 per cent). Risks specific to assets within the CGU are reflected within
the cash flow forecasts.
Key assumptions used in calculations
Assumptions involved in impairment measurement include estimates of commercial reserves and production volumes, future oil and gas
prices, discount rates and the level and timing of expenditures, all of which are inherently uncertain.
Commodity and carbon prices
Management’s commodity price curve assumptions are benchmarked against a range of external forward price curves on a regular
basis. The first three years reflect the market forward prices curves transitioning to a long-term price thereafter. The long-term commodity
prices used were $65/bbl for crude and 65p/therm for gas, which are inflated at 2.5 per cent per annum from 1 January 2026. The
long-term carbon price used was £80/tonne, being $100/tonne at $:£1.25 foreign exchange rate, inflated at 2.5 per cent per annum
from 1 January 2026.
Production volumes
Based on life of field production profiles for each asset within the CGU. Proven and probable reserves are estimates of the amount of oil and
gas that can be economically extracted from the Group’s oil and gas assets. The Group estimates its reserves using standard recognised
evaluation techniques and they are assessed at least annually by management and by an independent consultant. Proven and probable
reserves are determined using estimates of oil and gas in place, recovery factors and future commodity prices.
Costs
Operating expenditure, capital expenditure and decommissioning costs, which have been inflated at 2.5 per cent per annum from
1 January 2026, are derived from the Group’s business plan.
Discount rates
Represent management’s estimate of the Group’s country-based weighted average cost of capital (WACC), considering both debt and
equity. The cost of equity is derived from an expected return on investment by the Group’s investors, and the cost of debt is based on
its interest-bearing borrowings. Segment-specific risk is incorporated by applying a beta factor based on publicly available market data.
The discount rate is based on an assessment of a relevant peer group’s post-tax WACC.
Foreign exchange rates
Based on management’s long-term rate assumptions, with reference to a range of underlying economic indicators.
Sensitivity to changes in assumptions used in calculations
The Group has run sensitivities on its long-term commodity price assumptions, which have been based on long-range forecasts from external
financial analysts, using alternate long-term price assumptions, and discount rates. These are considered to be reasonably possible changes
for the purposes of sensitivity analysis. No impairment arose on the Group’s goodwill under any of the sensitivity scenarios.
144
11. Other intangible assets
Note
Oil and
gas assets
$ million
Non-oil and
gas assets
3
$ million
Capacity
rights
4
$ million
Total
$ million
Cost
At 1 January 2021
391.3
94.9
10.3
496.5
Additions during the year
210.0
30.2
240.2
Additions from business combinations and joint arrangements
14
596.7
0.4
597.1
Transfers to property, plant and equipment
(139.5)
(139.5)
Increase in decommissioning asset
20
10.4
10.4
Prior capitalised costs expensed
(4.7)
(4.7)
Unsuccessful exploration written-off
(255.0)
(255.0)
Currency translation adjustment
(0.5)
(1.4)
(0.1)
(2.0)
At 31 December 2021
813.4
119.4
10.2
943.0
Additions during the year
111.0
30.7
141.7
Transfers to property, plant and equipment
(29.0)
(29.0)
Decrease in decommissioning asset
1
20
(11.8)
(11.8)
Unsuccessful exploration written-off
2
(64.4)
(64.4)
Currency translation adjustment
(2.5)
(12.5)
(1.4)
(16.4)
At 31 December 2022
816.7
137.6
8.8
963.1
Amortisation
At 1 January 2021
34.8
7.6
42.4
Charge for the year
26.1
1.6
27.7
Currency translation adjustment
(0.7)
(0.1)
(0.8)
At 31 December 2021
60.2
9.1
69.3
Charge for the year
21.1
1.0
22.1
Currency translation adjustment
(7.0)
(1.3)
(8.3)
At 31 December 2022
74.3
8.8
83.1
Net book value
At 31 December 2021
813.4
59.2
1.1
873.7
At 31 December 2022
816.7
63.3
880.0
1
A decrease to decommissioning assets of $11.8 million (2021: increase of $10.4 million) was made during the year as a result of an update to decommissioning estimates (note 20).
2
The exploration write-off of $64.4 million (2021: $255.0 million), which relates to costs associated with licence relinquishments and uncommercial well evaluations, is net of a
$5.7 million credit related to a decrease in decommissioning provisions in the North Sea (note 20) and a $7.0 million credit related to a change to the decommissioning estimate
in the Falkland Islands business unit (2021: $6.3 million relating to the effect of changes in decommissioning provisions on oil and gas intangible assets previously written-off).
3
Non-oil and gas assets relate primarily to Group IT software.
4
The capacity rights represent National Transmission System (NTS) entry capacity at Bacton and Teesside acquired as part of the business combination completed in 2017. These rights,
which have been amortised on a contracted volume basis, are now fully amortised.
145
Notes to the consolidated financial statements
continued
12. Property, plant and equipment
Note
Oil and gas
assets
$ million
Fixtures,
fittings & office
equipment
$ million
Total
$ million
Cost
At 1 January 2021
9,996.0
22.8
10,018.8
Additions during the year
464.5
4.4
468.9
Additions from business combinations and joint arrangements
1
14
1,814.3
4.2
1,818.5
Transfers from intangible assets
139.5
139.5
Disposals
(0.3)
(0.3)
Decrease in decommissioning asset
20
(357.8)
(357.8)
Currency translation adjustment
(34.5)
(0.3)
(34.8)
At 31 December 2021
12,022.0
30.8
12,052.8
Additions
2
532.4
10.7
543.1
Transfers from intangible assets
29.0
29.0
Decrease in decommissioning asset
3
20
(778.8)
(778.8)
Currency translation adjustment
(369.0)
(3.2)
(372.2)
At 31 December 2022
11,435.6
38.3
11,473.9
Accumulated depreciation
At 1 January 2021
3,480.2
16.2
3,496.4
Charge for the year
1,204.1
5.5
1,209.6
Impairment
117.2
117.2
Disposals
(0.1)
(0.1)
Currency translation adjustment
(16.6)
(0.4)
(17.0)
At 31 December 2021
4,784.9
21.2
4,806.1
Charge for the year
1,318.4
5.4
1,323.8
Net impairment reversal
(169.6)
(169.6)
Currency translation adjustment
(174.4)
(2.2)
(176.6)
At 31 December 2022
5,759.3
24.4
5,783.7
Net book value
At 31 December 2021
7,237.1
9.6
7,246.7
At 31 December 2022
5,676.3
13.9
5,690.2
1
Further information on additions from business combinations and joint arrangements can be found in note 14.
2
Included within property, plant and equipment additions of $543.1 million (2021: $468.9 million) are associated cash flows of $476.5 million (2021: $437.4 million) and non-cash flow
movements of $66.6 million (2021: ($31.5 million)), represented by a $44.2 million increase in capital accruals (2021: $9.0 million increase) and $22.4 million of capitalised lease
depreciation (2021: $22.5 million).
3
A decrease in the decommissioning assets of $778.8 million (2021: $357.8 million) was made during the year as a result of both new obligations and an update to the decommissioning
estimates (note 20).
During the year, the Group recognised a net pre-tax impairment credit of $169.6 million (post-tax $49.8 million) (2021: impairment
charge of $117.2 million; post-tax $70.3 million) comprising a pre-tax impairment reversal of $250.5 million (2021: $nil) and a pre-tax
impairment credit of $82.3 million (2021: $8.5 million charge) in respect of revisions to decommissioning estimates on the Group’s
non-producing assets with no remaining net book value (see note 20). This is net of a pre-tax impairment charge representing a
write-down of property, plant and equipment assets of $163.2 million (2021: $108.7 million).
The impairment reversal was driven by a higher forward curve and long-term price assumption for gas resulting in reversals of
$250.5 million covering two cash-generating groups in the North Sea business unit.
The impairment to property, plant and equipment of $163.2 million arises primarily from a single CGU in the UK North Sea, driven
primarily due to the contracted price realised for crude sales being negatively impacted by the pricing differential between Urals and
Brent crude, which is currently subject to dispute with the buyer, and also a revised operating cost profile for the field. Impairments
on property, plant and equipment are reversible in the future.
146
Key assumptions used in calculations
Assumptions used in impairment measurement include estimates of commercial reserves and production volumes, future oil and gas
prices, discount rates and the level and timing of expenditures, all of which are inherently uncertain.
Commodity and carbon prices
The Group uses the fair value less cost of disposal method (FVLCD) to calculate the recoverable amount of the cash-generating
units (CGU) consistent with a level 3 fair value measurement (see note 22). In determining the recoverable value, appropriate discounted-
cash-flow valuation models were used, incorporating market-based assumptions. Management’s commodity price curve assumptions
are benchmarked against a range of external forward price curves on a regular basis. Individual field price differentials are then applied.
The first three years reflect the market forward price curves transitioning to a long-term price from 2026, thereafter inflated at 2.5 per
cent per annum. The long-term commodity prices used were $65 per barrel for crude and 65p per therm for gas.
Production volumes
Production volumes are based on life of field production profiles for each asset within the CGU. Proven and probable reserves are
estimates of the amount of oil and gas that can be economically extracted from the Group’s oil and gas assets. The Group estimates its
reserves using standard recognised evaluation techniques, assessed at least annually by management. Proven and probable reserves
are determined using estimates of oil and gas in place, recovery factors and future commodity prices.
Costs
Operating expenditure, capital expenditure and decommissioning costs are derived from the Group’s business plan. The discount rate
reflects management’s estimate of the Group’s Weighted Average Cost of Capital (WACC), see note 10 for further details. Foreign
exchange rates are based on management’s long-term rate assumptions, with reference to a range of underlying economic indicators.
Sensitivity to changes in assumptions used in calculations
Reductions or increases in the long-term oil and gas prices of 10 per cent are considered to be reasonably possible changes for the
purpose of sensitivity analysis. Decreases to the long-term oil and gas prices from 1 January 2026 specified above would result in a
further post-tax impairment of $44.9 million. A 10 per cent increase in the long-term oil and gas price deck would reduce the post-tax
impairment charge by $44.9 million. Considering the discount rates, the Group believes a one per cent increase in the post-tax discount
rate is considered to be a reasonable possibility for the purpose of sensitivity analysis. A one per cent increase in the post-tax discount
rate would lead to a further post-tax impairment of $17.6 million, and a one per cent decrease in the post-tax discount rate would reduce
the post-tax impairment charge by $19.1 million.
Sensitivity analyses indicate that reductions or increases in the long-term oil and gas prices of 10 per cent or a one per cent increase
or decrease in the post-tax discount rate would not have resulted in a different impairment reversal.
147
Notes to the consolidated financial statements
continued
13. Leases
This note provides information for leases where the Group is a lessee.
Balance sheet
Right-of-use assets
Note
Land and
buildings
$ million
Drilling rigs
$ million
FPSO
$ million
Offshore
facilities
$ million
Equipment
$ million
Total
$ million
Cost
At 1 January 2021
66.0
129.9
3.2
199.1
Additions during the year
29.0
15.6
44.6
Additions from business combinations
and joint arrangements
14
41.1
525.6
1.2
567.9
Cost revisions/remeasurements
(3.7)
(15.7)
(1.3)
(20.7)
Disposals
(5.4)
(5.4)
Currency translation adjustment
(1.4)
(2.5)
(0.5)
(4.4)
At 31 December 2021
100.3
152.7
509.9
18.2
781.1
Additions during the year
1
338.0
338.0
Cost revisions/remeasurements
3.3
33.6
52.7
(3.8)
3.4
89.2
Disposals
(6.6)
(6.6)
Currency translation adjustment
(9.6)
(17.4)
(1.6)
(28.6)
At 31 December 2022
87.4
168.9
562.6
334.2
20.0
1,173.1
Accumulated depreciation
At 1 January 2021
11.0
54.3
1.6
66.9
Charge for the year
11.6
44.8
102.1
5.9
164.4
Currency translation adjustment
(0.3)
(1.3)
(0.1)
(1.7)
At 31 December 2021
22.3
97.8
102.1
7.4
229.6
Charge for the year
11.8
42.5
107.4
61.1
7.0
229.8
Disposals
(6.4)
(6.4)
Currency translation adjustment
(1.8)
(11.8)
(1.0)
(14.6)
At 31 December 2022
25.9
128.5
209.5
61.1
13.4
438.4
Net book value
At 31 December 2021
78.0
54.9
407.8
10.8
551.5
At 31 December 2022
61.5
40.4
353.1
273.1
6.6
734.7
1
Additions of $338.0 million related to the Tolmount offshore facilities were made to the right-of-use assets during the year (2021: total additions of $612.5 million arose primarily from
business combinations of $567.9 million – see note 14) and $42.7 million from a new drilling rig contract.
Right-of-use liabilities
Note
2022
$ million
2021
$ million
At 1 January
654.3
140.9
Additions
338.0
42.7
Additions from business combinations and joint arrangements
14
637.8
Remeasurement
88.9
(5.0)
Finance costs charged to income statement
7
25.1
22.3
Finance costs charged to decommissioning provision
20
0.6
0.7
Disposals
(0.4)
(5.1)
Lease payments
(254.0)
(160.4)
Currency translation adjustment
(27.9)
(19.6)
At 31 December
824.6
654.3
Classified as
Current
220.8
165.1
Non-current
603.8
489.2
Total lease liabilities
824.6
654.3
148
The significant portion of the Group’s lease liabilities represent lease arrangements for FPSO vessels on the Catcher and Chim Sáo
assets, and offshore facilities on the Tolmount asset.
The lease liabilities and associated right-of-use-assets have been calculated by reference to in-substance fixed lease payments in the
underlying agreements incurred throughout the non-cancellable period of the lease along with periods covered by options to extend the
lease where the Group is reasonably certain that such options will be exercised. When assessing whether extension options were likely
to be exercised, assumptions are consistent with those applied when testing for impairment.
Income statement
Depreciation charge of right-of-use assets
Note
2022
$ million
2021
$ million
Land and buildings – non-oil and gas assets
10.8
10.5
Land and buildings – oil and gas assets
1.0
1.1
Drilling rigs
42.5
44.8
Offshore facilities
61.1
FPSO
107.4
102.1
Equipment – non-oil and gas assets
0.4
Equipment – oil and gas assets
6.6
5.9
229.8
164.4
Capitalisation of IFRS 16 lease depreciation
1
Drilling rigs
(25.9)
(27.2)
Equipment
(4.0)
(3.5)
Total depreciation charge
199.9
133.7
Lease interest
7
25.1
22.3
1
Of the $29.9 million (2021: $30.7 million) capitalised IFRS 16 lease depreciation, $22.4 million (2021: $22.5 million) has been capitalised within property, plant and equipment and
$7.5 million (2021: $8.2 million) within provisions (note 20).
The total cash outflow for leases in 2022 was $254.0 million (2021: $160.4 million).
14. Business combinations and acquisition of interests in joint arrangements
Business combinations during the year ended 31 December 2021
In October 2020, Harbour Energy Limited entered into an agreement with Premier Oil plc (Premier) regarding an all-share merger between
Premier and Harbour Energy Limited’s subsidiary, Chrysaor Holdings Limited (Chrysaor). Under the terms of the merger, Premier legally
acquired Chrysaor through the issuance of consideration shares whilst Chrysaor was the acquirer for accounting purposes, primarily as a
result of its ability to appoint the Board of the enlarged group. The transaction completed on 31 March 2021, whereupon Premier, being
the legal acquirer and accounting acquiree, changed its name from Premier Oil plc to Harbour Energy plc (Harbour).
The merger constituted a reverse takeover of Premier by Chrysaor and has therefore been accounted for as a reverse acquisition in
accordance with IFRS 3 Business Combinations. As a result, Premier is fully consolidated in the financial statements with effect from
31 March 2021, and all results prior to this date represent those of Chrysaor only.
Premier was an upstream exploration and production company with its primary assets located in the UK North Sea, Vietnam and
Indonesia. The merger brought together two complementary businesses and created the largest independent oil and gas company
listed on the London Stock Exchange with a strong balance sheet and significant international growth opportunities.
A purchase price allocation (PPA) exercise has been performed under which the identifiable assets and liabilities of Premier were
recognised at fair value.
149
Notes to the consolidated financial statements
continued
14. Business combinations and acquisition of interests in joint arrangements
continued
The fair values of the net identifiable assets as at the date of acquisition are as follows:
Fair value
$ million
Assets
Exploration, evaluation and other intangible assets
597.1
Property, plant and equipment – oil and gas assets
1,814.3
Property, plant and equipment – non-oil and gas assets
4.2
Property, plant and equipment – right-of-use assets
567.9
Long-term receivables
258.8
Deferred tax
1,549.2
Inventories
15.2
Trade and other receivables
291.0
Derivative financial instruments
9.2
Cash and cash equivalents
97.4
5,204.3
Liabilities
Trade and other payables
(317.5)
IFRS 16 lease liabilities
(637.8)
Deferred tax
(183.1)
Provision for decommissioning
(1,683.0)
Derivative financial instruments
(153.7)
Short-term debt
(2,219.3)
Deferred income
(33.6)
Other provisions
(34.5)
(5,262.5)
Fair value of identifiable net liabilities acquired
(58.2)
Fair value of shares acquired
285.7
Transaction cost adjustments
(4.6)
Cost of acquisition
281.1
Goodwill recognised
339.3
The fair values of the oil and gas assets and intangible assets acquired were determined using valuation techniques based on
discounted cash flows using forward curve commodity prices and estimates of long-term prices, a discount rate based on market
observable data and cost and production profiles generally consistent with the 2P reserves acquired with each asset. Where applicable
other observable market information was also used. The decommissioning provisions recognised were estimated based on Harbour’s
internal estimates with reference to observable market data, including rig rates.
The fair value of debt facilities was determined based on the total fair value of cash paid and new shares issued to creditors to satisfy
Premier’s historical debt arrangements.
The consideration was measured using the closing market price of Premier’s ordinary share capital and the number of shares in issue
immediately before the acquisition date. The transaction cost adjustments relate to share-based payment charges accruing prior to
31 March 2021 and certain transaction costs settled by Premier on behalf of Chrysaor which have been recognised as an expense
within general and administrative expenses.
Goodwill of $339.3 million was recognised on the acquisition, representing the excess of the total consideration transferred over the fair
value of the net assets acquired. The goodwill arose principally because of the following factors:
1.
The ability to deliver cost synergies as a result of combining the two businesses.
2.
The avoidance of costs that would otherwise have been incurred by Chrysaor as a result of an initial stock exchange listing.
3.
The expertise and experience of the acquired business, particularly with respect to fulfilling the obligations of a UK listed entity.
4.
The requirement to recognise deferred tax liabilities for the difference between the assigned fair values and the tax bases of assets acquired.
150
None of the goodwill is deductible for corporation tax.
Acquisition related costs of $26.5 million were incurred by the Group and recognised as an expense within general and administrative
expenses within 2021.
From the date of acquisition to 31 December 2021, the acquired business contributed $815.6 million of revenue and a loss of $89.0 million
to the profit before tax from continuing operations of the Group. Had the acquisition completed at 1 January 2021, the business would have
contributed revenue of $1,078.5 million in the year to 31 December 2021, and a loss of $93.9 million towards the profit before tax.
15. Inventories
2022
$ million
2021
$ million
Hydrocarbons
21.5
65.4
Consumables and subsea supplies
121.4
146.0
Total inventories
142.9
211.4
Inventories of consumables and subsea supplies include a provision of $24.6 million (2021: $8.5 million) where it is considered that the
net realisable value is lower than the original cost.
Inventories recognised as an expense during the year ended 31 December 2022 amounted to $22.4 million (2021: $3.3 million).
These expenses are included within production costs.
16. Trade and other receivables
2022
$ million
2021
$ million
Trade receivables
392.4
364.0
Underlift position
69.3
147.5
Other debtors
97.2
74.1
Prepayments and accrued income
784.6
677.4
Corporation tax receivable
59.7
79.2
Total trade and other receivables
1,403.2
1,342.2
Trade receivables are non-interest bearing and are generally on 20-to-30-day terms. As at 31 December 2022, there were no trade
receivables that were past due (2021: nil).
Prepayments and accrued income mainly comprise amounts due, but not yet invoiced, for the sale of oil and gas. Other debtors mainly
relate to amounts due from joint venture partners.
The carrying value of the trade and other receivables are equal to their fair value as at the balance sheet date.
Other long-term receivables
2022
$ million
2021
$ million
Net investment in sublease
44.0
52.9
Decommissioning funding asset
1
62.5
67.1
Long-term employee benefit plan surplus
0.2
0.8
Other receivables
2
163.7
140.8
Prepayments and accrued income
27.6
1.4
Total other long-term receivables
298.0
263.0
1
The decommissioning funding asset relates to the Decommissioning liability agreement entered into with E.ON whereby E.ON agreed to part fund Premier’s share of decommissioning the
Johnston and Ravenspurn North assets. Under the terms of the agreement, E.ON will reimburse 70 per cent of the decommissioning costs between a range of £40 million to £130 million
based on Premier’s net share of the total decommissioning cost of the two assets. This results in maximum possible funding of £63 million from E.ON. At 31 December 2022, a long-term
decommissioning funding asset of $62.5 million (2021: $67.1 million) has been recognised utilising the year-end US dollar/pound sterling exchange rate and underlying assumptions
consistent with those used for the corresponding decommissioning provision.
2
Other receivables includes $123.4 million in cash held in escrow accounts for expected future decommissioning expenditure in Indonesia and Vietnam (2021: $120.7 million), and
$22.6 million (2021: $23.9 million) held as security for the Mexican letters of credit.
151
Notes to the consolidated financial statements
continued
17. Cash and cash equivalents
2022
$ million
2021
$ million
Cash at bank and in hand
499.7
698.7
Cash at bank earns interest at floating rates based on daily bank deposit rates. The Group only deposits cash with major banks of
high-quality credit standing.
18. Commitments
Capital commitments
As at 31 December 2022, the Group had commitments for future capital expenditure amounting to $408.7 million (2021: $451.1 million).
Where the commitment relates to a joint arrangement, the amount represents the Group’s net share of the commitment. Where the Group
is not the operator of the joint arrangement then the amounts are based on the Group’s net share of committed future work programmes.
19. Trade and other payables
2022
$ million
2021
restated
$ million
Current
Trade payables
47.2
120.9
Overlift position
131.5
76.7
Other payables
1
117.5
148.6
Matured financial instruments
258.2
361.7
Accruals
682.3
482.4
Deferred income
2
14.5
45.0
1,251.2
1,235.3
Non-current
Other payables
10.8
27.6
Deferred income
2
8.0
4.7
18.8
32.3
1
Other payables, within current liabilities at 31 December 2021, included $24.1 million of additional completion payments payable to ConocoPhillips as part of the acquisition of the
ConocoPhillips UK business in 2019. This amount was settled in October 2022 and no further liabilities remain payable to ConocoPhillips.
2
Deferred income includes $22.5 million (2021: $20.8 million) in relation to the closing year-end fair value payable to FlowStream. In June 2015, Premier received $100.0 million from
FlowStream in return for granting them 15 per cent of production from the Solan field until sufficient barrels have been delivered to achieve the rate of return within the agreement.
This balance is being released to the income statement within revenue as barrels are delivered to FlowStream from production from Solan. The estimated fair value includes
unobservable inputs and is level 3 in the IFRS 13 hierarchy and is held at fair value through profit and loss. The balance has increased by $1.7 million in the year reflecting the impact
of barrels delivered to FlowStream resulting in a debit to the income statement within finance expense. Deferred income of $14.5 million (2021: $16.1 million) is expected to be delivered
to FlowStream within the next 12 months and has been classified as a current liability, with the balance of $8.0 million classified as non-current liabilities.
152
20. Provisions
Note
Decommissioning
provision
$ million
Other
$ million
Total
$ million
At 1 January 2021
4,197.1
13.9
4,211.0
Additions
17.1
1.0
18.1
Additions from business combinations and joint arrangements
1,683.0
34.5
1,717.5
Changes in estimates – decrease to oil and gas tangible decommissioning assets
(381.0)
(381.0)
Changes in estimates – increase to oil and gas intangible decommissioning assets
14.3
14.3
Changes in estimates – credit to income statement
(2.3)
(2.3)
Changes in estimates on oil and gas tangible assets – debit to income statement
8.5
8.5
Changes in estimates on oil and gas intangible assets – credit to income statement
(6.3)
(6.3)
Amounts used
(225.9)
(9.2)
(235.1)
Interest on decommissioning lease
(0.7)
(0.7)
Depreciation, depletion & amortisation on decommissioning right-of-use leased asset
(8.2)
(8.2)
Release of royalty provision
22
(10.2)
(10.2)
Unwinding of discount
78.0
78.0
Currency translation adjustment
(22.2)
(0.2)
(22.4)
At 31 December 2021
5,353.7
27.5
5,381.2
Additions
24.4
24.4
Changes in estimates – decrease to oil and gas tangible decommissioning assets
(720.9)
(720.9)
Changes in estimates – decrease to oil and gas intangible decommissioning assets
(6.1)
(6.1)
Changes in estimates – credit to income statement
(1.2)
(1.2)
Changes in estimates on oil and gas tangible assets – credit to income statement
(82.3)
(82.3)
Changes in estimates on oil and gas intangible assets – credit to income statement
(5.7)
(5.7)
Amounts used
(222.6)
(2.3)
(224.9)
Disposal
(9.0)
(9.0)
Interest on decommissioning lease
(0.6)
(0.6)
Depreciation, depletion & amortisation on decommissioning right-of-use leased asset
(7.5)
(7.5)
Unwinding of discount
65.1
65.1
Currency translation adjustment
(247.2)
(247.2)
At 31 December 2022
4,141.3
24.0
4,165.3
Classified within
Non-current
liabilities
$ million
Current
liabilities
$ million
Total
$ million
At 31 December 2021
5,022.6
358.6
5,381.2
At 31 December 2022
3,933.7
231.6
4,165.3
Decommissioning provision
All of the $24.4 million decommissioning provision additions relate to oil and gas tangible assets (2021: $14.7 million related to oil and
gas tangible assets, and $2.4 million related to oil and gas intangible assets).
The Group provides for the estimated future decommissioning costs on its oil and gas assets at the balance sheet date. The payment
dates of expected decommissioning costs are uncertain and are based on economic assumptions of the fields concerned. The Group
currently expects to incur decommissioning costs within the next 40 years, the majority of which are anticipated to be incurred between
the next 10 to 20 years. These estimated future decommissioning costs are inflated at the Group’s long-term view of inflation of 2.5 per
cent per annum (2021: 2.0 per cent per annum) and discounted at a risk-free rate of between 3.5 per cent and 3.7 per cent (2021:
0.9 per cent and 1.8 per cent) reflecting a six-month (2021: 24-month) rolling average of market rates over the varying lives of the assets
to calculate the present value of the decommissioning liabilities. The unwinding of the discount is presented within finance costs.
These provisions have been created based on internal and third-party estimates. Assumptions based on the current economic
environment have been made, which management believe are a reasonable basis upon which to estimate the future liability. These
estimates are reviewed regularly to consider any material changes to the assumptions. However, actual decommissioning costs will
ultimately depend upon market prices for the necessary decommissioning work required, which will reflect market conditions at the
relevant time. In addition, the timing of decommissioning liabilities will depend upon the dates when the fields become economically
unviable, which in itself will depend on future commodity prices and climate change, which are inherently uncertain.
153
Notes to the consolidated financial statements
continued
20. Provisions
continued
Other provisions
Other provisions relate to termination benefit provision in Indonesia of $23.5 million (2021: $25.3 million), where the Group operates a service,
severance and compensation pay scheme under a collective labour agreement with the local workforce. Other provisions at 31 December 2021
also included a $2.3 million onerous contract provision in respect of the termination cost of the rig which had been operating on the Schiehallion
field, which has now been fully settled. The onerous contract had no impact on the income statement in the year.
21. Borrowings and facilities
The Group’s borrowings are carried at amortised cost:
2022
$ million
2021
$ million
Reserves-based lending (RBL) facility
702.3
2,312.0
Bond
491.3
489.5
Exploration finance facility (EFF)
10.5
44.6
Other loans
34.0
39.9
Total borrowings
1,238.1
2,886.0
Classified within
Non-current liabilities
1,216.6
2,823.7
Current liabilities
21.5
62.3
Total borrowings
1,238.1
2,886.0
Interest of $6.2 million (2021: $17.4 million) on the RBL, bond and EFF had accrued by the balance sheet date and has been classified
within accruals.
The key terms of the RBL facility are:
¼
Term matures 23 November 2027.
¼
Facility size of $4.1 billion (with $0.75 billion accordion option).
¼
Debt availability currently at $2.75 billion.
¼
Debt availability to be redetermined on an annual basis.
¼
Interest at USD LIBOR plus a margin of 3.25 per cent, rising to a margin of 3.5 per cent from November 2025.
¼
A margin adjustment linked to carbon-emission reductions.
¼
Liquidity and leverage covenant tests.
¼
A syndication group of 19 banks.
Certain fees are also payable, including fees on available commitments at 40 per cent of the applicable margin and commission on
letters of credit issued at 50 per cent of the applicable margin.
In October 2021, the Group issued a $500 million bond under Rule 144A and has a tenor of five years to maturity. The coupon was set
at 5.50 per cent and interest is payable semi-annually.
Since 2019, the Group has been operating within an exploration finance facility, currently for NOK 1 billion, in relation to part-financing
the exploration activities of Harbour Energy Norge AS. At the balance sheet date, the amount drawn down on the facility was NOK 104
million/$10.5 million (2021: NOK 396 million/$44.9 million).
During the year $54.9 million (2021: $38.9 million) of arrangement fees and related costs have been amortised and are included
within financing costs. 2021 also included a $13.9 million modification gain following a maturity extension of the RBL debt prior to
the completion of the merger in March 2021.
At 31 December 2022, $81.5 million of arrangement fees and related costs remain capitalised (2021: $136.4 million), of which
$20.2 million are due to be amortised within the next 12 months (2021: $43.6 million).
At the balance sheet date, the outstanding RBL balance excluding incremental arrangement fees and related costs was $775.0 million (2021:
$2,437.5 million). As at 31 December 2022, $1,972.0 million remained available for drawdown under the RBL facility (2021: $884 million).
154
The Group has facilities to issue up to $1.5 billion of letters of credit, of which $966 million was in issue as at 31 December (2021:
$796 million), mainly in respect of future abandonment liabilities.
Other loans represent a commercial financing arrangement with Baker Hughes (formerly BHGE), that covered a three-year work programme
for drilling, completion and subsea tie-in of development wells on Harbour’s operated assets. The loan will be repaid based on production
performance, subject to a cap, in addition to three annual instalments of $9.0 million commencing on 1 December 2024, if required.
The table below details the change in the carrying amount of the Group’s borrowings arising from financing cash flow.
$ million
Total borrowings as at 1 January 2021
2,161.4
Repayment of RBL
(697.5)
Repayment of junior debt
(400.0)
Short-term debt arising on business combination
(2,219.3)
Repayment of debt – equity allocation to borrowings
942.8
Repayment of debt – cash allocation to borrowings
1,276.5
Conversion of D loan notes to equity
(134.7)
IFRS 9 modification gain
(13.9)
Repayment of financing arrangement
(9.3)
Repayment of EFF loan
(14.7)
Proceeds from drawdown of borrowing facilities
1,617.5
Proceeds from EFF loan
45.9
Proceeds from issue of bond
500.0
Loan notes redemption
(135.7)
Arrangement fees and related costs on RBL paid and capitalised
(77.2)
Arrangement fees and related costs on bond capitalised
(10.9)
Arrangement fees and related costs on EFF loan capitalised
(0.4)
Currency translation adjustment on EFF loan
(0.6)
Loan notes interest capitalised
5.6
Financing arrangement interest payable
11.6
Amortisation of arrangement fees and related costs
38.9
Total borrowings as at 31 December 2021
2,886.0
Repayment of RBL
(1,662.5)
Repayment of financing arrangement
(15.4)
Repayment of EFF loan
(38.6)
Proceeds from EFF loan
11.5
Currency translation adjustment on EFF loan
(7.3)
Financing arrangement interest payable
9.5
Amortisation of arrangement fees and related costs
54.9
Total borrowings as at 31 December 2022
1,238.1
155
Notes to the consolidated financial statements
continued
22. Other financial assets and liabilities
The Group held the following financial instruments at fair value at 31 December 2022. The fair values of all derivative financial instruments
are based on estimates from observable inputs and are all level 2 in the IFRS 13 hierarchy, except for the royalty valuation, which includes
estimates based on unobservable inputs and is level 3 in the IFRS 13 hierarchy.
Current
31 December 2022
31 December 2021 restated
Assets
$ million
Liabilities
$ million
Assets
$ million
Liabilities
$ million
Measured at fair value through profit and loss
Foreign exchange derivatives
6.0
(0.1)
0.9
(2.2)
Interest rate derivatives
24.3
3.3
Fair value of embedded derivative within gas contract
(57.0)
(11.5)
Carbon swaps
36.6
(15.6)
30.3
(57.1)
40.8
(29.3)
Measured at fair value through other comprehensive income
Commodity derivatives
50.5
(2,114.4)
1.0
(2,135.2)
50.5
(2,114.4)
1.0
(2,135.2)
Total current
80.8
(2,171.5)
41.8
(2,164.5)
Non-current
Measured at fair value through profit and loss
Interest rate derivatives
18.2
8.3
18.2
8.3
Measured at fair value through other comprehensive income
Commodity derivatives
84.5
(1,279.1)
1.8
(1,373.6)
84.5
(1,279.1)
1.8
(1,373.6)
Total non-current
102.7
(1,279.1)
10.1
(1,373.6)
Total current and non-current
183.5
(3,450.6)
51.9
(3,538.1)
Fair value measurements
All financial instruments that are initially recognised and subsequently remeasured at fair value have been classified in accordance with the
hierarchy described in IFRS 13 Fair Value Measurement. The hierarchy groups fair value measurements into the following levels based on
the degree to which the fair value is observable.
¼
Level 1:
fair value measurements are derived from unadjusted quoted prices for identical assets or liabilities.
¼
Level 2:
fair value measurements include inputs, other than quoted prices included within level 1, which are observable directly or indirectly.
¼
Level 3:
fair value measurements are derived from valuation techniques that include significant inputs not based on observable data.
As at 31 December 2022
Financial assets
Financial liabilities
Level 2
$ million
Level 3
$ million
Level 2
$ million
Level 3
$ million
Fair value of embedded derivative within gas contract
(57.0)
Commodity derivatives
135.0
(3,393.5)
Foreign exchange derivatives
6.0
(0.1)
Carbon swaps
Interest rate derivatives
42.5
Total fair value
183.5
(3,450.6)
Financial assets
Financial liabilities
As at 31 December 2021 as restated
Level 2
$ million
Level 3
$ million
Level 2
$ million
Level 3
$ million
Fair value of embedded derivative within gas contract
(11.5)
Commodity derivatives
2.8
(3,508.8)
Foreign exchange derivatives
0.9
(2.2)
Carbon swaps
36.6
(15.6)
Interest rate derivatives
11.6
Total fair value
51.9
(3,538.1)
156
There were no transfers between fair value levels in the year. The movements in the year associated with financial assets and liabilities
measured in accordance with level 3 of the fair value hierarchy are shown below:
Level 3
Financial
assets
Financial
liabilities
2022
$ million
2021
$ million
2022
$ million
2021
$ million
Fair value as at 1 January
9.7
Additions from business combinations and joint arrangements
(10.2)
(4.2)
Gains and (losses) recognised in the income statement
0.5
4.2
Fair value as at 31 December
Fair value movements recognised in the income statement on financial instruments are shown below:
2022
$ million
2021
$ million
Income included in the income statement
Warrants
4.2
Remeasurement of royalty valuation
0.5
4.7
Fair values of other financial instruments
The following financial instruments are measured at amortised cost and are considered to have fair values different to their book values.
2022
2021
Book value
$ million
Fair value
$ million
Book value
$ million
Fair value
$ million
Bond
(491.3)
(446.4)
(489.5)
(483.0)
The fair value of the bond is within level 2 of the fair value hierarchy and has been estimated by discounting future cash flows by the relevant
market yield curve at the balance sheet date. The fair values of other financial instruments not measured at fair value including cash and
short-term deposits, trade receivables, trade payables and floating rate borrowings equate approximately to their carrying amounts.
Cash flow hedge accounting
The Group uses a combination of fixed price physical sales contracts and cash-settled fixed price commodity swaps and options to manage
the price risk associated with its underlying oil and gas revenues. As at 31 December 2022, all of the Group’s cash-settled fixed price
commodity swap derivatives have been designated as cash flow hedges of highly probable forecast sales of oil and gas.
The following table indicates the volumes, average hedged price and timings associated with the Group’s financial commodity derivatives.
Volumes hedged through fixed price contracts with customers for physical delivery are excluded.
Position as at 31 December 2022
2023
2024
2025
2026
Oil volume hedged (thousand bbls)
10,950
7,320
2,373
Weighted average hedged price ($/bbl)
74.08
84.37
81.22
Gas volume hedged (million therms)
1,339
652
113
Weighted average hedged price (p/therm)
41.46
68.85
75.22
As at 31 December 2022, the fair value of net financial commodity derivatives designated as cash flow hedges, all executed under ISDA
agreements with no margining requirements, was a net payable of $3,516.7 million (2021: $3,868.2 million) and net unrealised pre-tax
losses of $3,184.6 million (2021: $3,454.2 million) were deferred in other comprehensive income in respect of the effective portion of
the hedge relationships.
Amounts deferred in other comprehensive income will be released to the income statement as the underlying hedged transactions occur.
As at 31 December 2022, net deferred pre-tax losses of $2,367.9 million (2021: $2,495.9 million) are expected to be released to the
income statement within one year.
157
Notes to the consolidated financial statements
continued
22. Other financial assets and liabilities
continued
Interest Rate Benchmark Reform (IBOR)
From 1 January 2022, publication of most LIBOR settings ended (including Sterling LIBOR). All IBORs were replaced with alternative
reference rates with the exception of US LIBOR.
After 30 June 2023 US LIBOR will cease publication and will be replaced by SOFR (Secured overnight financing rate). The Group has
variable rate RBL borrowings that currently reference US LIBOR, which are partially hedged by interest rate swaps that are also linked to
US LIBOR. The RBL agreement has an automatic trigger to transition to SOFR after 30 June 2023, and a similar arrangement has been
agreed in principle with the interest rate swap counterparties to reduce any future impact on the financial statements after transition.
The following table shows the financial instruments held by the Group as at 31 December 2022 which are referenced to US LIBOR that
will transition to SOFR by 30 June 2023.
RBL borrowings financial liabilities
Nominal value
$ million
USD 1M LIBOR
475.0
USD 6M LIBOR
300.0
775.0
Derivatives
Interest rate swaps USD 6M LIBOR
544.6
The nominal values in the table above also represent the carrying values net of unamortised deferred fees of the RBL as at 31 December 2022.
23. Financial risk factors and risk management
The Group’s principal financial assets and liabilities comprise trade and other receivables, cash and short-term deposits accounts,
trade payables, interest bearing loans and derivative financial instruments. The main purpose of these financial instruments is to manage
short-term cash flow, price exposures and raise finance for the Group’s expenditure programme. Further information on the Group’s
financial instrument risk management objectives, policies and strategies are set out in the discussion of capital management policies
in the Strategic Report.
Risk exposures and responses
The Group manages its exposure to key financial risks in accordance with its financial risk management policy. The objective of the policy
is to support the delivery of the Group’s financial targets while protecting future financial security. The main risks that could adversely
affect the Group’s financial assets, liabilities or future cash flows are market risks comprising commodity price risk, interest rate risk and
foreign currency risk, liquidity risk, and credit risk. Management reviews and agrees policies for managing each of these risks which are
summarised in this note.
The Group’s management oversees the management of financial risks. The Group’s senior management ensures that financial risk-taking
activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in
accordance with Group policies and risk objectives. All derivative activities for risk management purposes are carried out by specialist
teams that have the appropriate skills, experience and supervision. It is the Group’s policy that no trading in derivatives for speculative
purposes shall be undertaken.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices.
Market risk comprises three types of risk: commodity price risk, interest rate risk and foreign currency risk. Financial instruments mainly
affected by market risk include loans and borrowings, deposits and derivative financial instruments.
The sensitivity analyses in the following sections relate to the position as at 31 December 2022 and 31 December 2021.
The sensitivity analyses have been prepared on the basis that the number of financial instruments are all constant. The sensitivity
analyses are intended to illustrate the sensitivity to changes in market variables on the composition of the Group’s financial instruments
at the balance sheet date and show the impact on profit or loss and shareholders’ equity, where applicable.
158
The following assumptions have been made in calculating the sensitivity analyses:
¼
The sensitivity of the relevant profit before tax item and/or equity is the effect of the assumed changes in respective market risks
for the full year based on the financial assets and financial liabilities held at the balance sheet date.
¼
The sensitivities indicate the effect of a reasonable increase in each market variable. Unless otherwise stated, the effect of a
corresponding decrease in these variables is considered approximately equal and opposite.
¼
Fair value changes from derivative instruments designated as cash flow hedges are considered fully effective and recorded in
shareholders’ equity, net of tax.
¼
Fair value changes from derivatives and other financial instruments not designated as cash flow hedges are presented as a sensitivity
to profit before tax only and not included in shareholders’ equity.
Commodity price risk
The Group is exposed to the risk of fluctuations in prevailing market commodity prices on the mix of oil and gas products. On a rolling
basis, the Group’s policy is to hedge the commodity price exposure associated with 40 to 70 per cent of the next 12 months’ production
(year 1), between 30 and 60 per cent of year 2 production, from year 3 up to 50 per cent of production and from year 4 up to 40 per
cent of production. The Group manages these risks through the use of fixed price contracts with customers for physical delivery and
derivative financial instruments including fixed price swaps and options.
Commodity price sensitivity
The following table summarises the impact on the Group’s pre-tax profit and equity from a reasonably foreseeable movement in
commodity prices on the fair value of commodity based derivative instruments held by the Group at the balance sheet date.
As at 31 December 2022
Market movement
Effect on profit
before tax
$ million
Effect
on equity
$ million
Brent oil price
$10/bbl increase
(48.8)
Brent oil price
$10/bbl decrease
48.8
NBP gas price
£0.1/therm increase
(48.9)
NBP gas price
£0.1/therm decrease
48.9
As at 31 December 2021
Market movement
Effect on profit
before tax
$ million
Effect
on equity
$ million
Brent oil price
$10/bbl increase
(156.6)
Brent oil price
$10/bbl decrease
156.6
NBP gas price
£0.1/therm increase
(208.9)
NBP gas price
£0.1/therm decrease
208.9
Interest rate risk
Interest rate risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s long-term debt
obligation with floating interest rates.
Floating rate borrowings comprise loans under the RBL facility which incurs interest fixed either one month, three months or six months
in advance at USD LIBOR plus a margin of 3.21 per cent. Fixed rate borrowings at 31 December 2022 comprise a bond which incurs
interest at 5.5 per cent per annum. Floating rate financial assets comprise cash and cash equivalents which earn interest at the relevant
market rate. The Group monitors its exposure to fluctuations in interest rates and uses interest rate derivatives to manage the fixed and
floating composition of its borrowings.
The interest rate financial instruments in place at the balance sheet date are shown below:
Derivative
Currency
Period of hedge
Terms
31 December 2022
Interest rate swaps
$544.6 million
June 20 – June 25
Average 0.55%
31 December 2021
Interest rate swaps
$700.0 million
June 20 – June 25
Average 0.56%
159
Notes to the consolidated financial statements
continued
23. Financial risk factors and risk management
continued
The interest rate and currency profile of the Group’s interest-bearing financial assets and liabilities are shown below:
As at 31 December 2022
Cash at bank
$ million
Fixed rate
borrowings
$ million
Floating rate
borrowings
$ million
Total
$ million
US dollar
480.5
(491.3)
(702.3)
(713.1)
Pound sterling
8.0
8.0
Norwegian krone
6.2
(10.5)
(4.3)
Other
5.0
5.0
499.7
(491.3)
(712.8)
(704.4)
As at 31 December 2021
Cash at bank
$ million
Fixed rate
borrowings
$ million
Floating rate
borrowings
$ million
Total
$ million
US dollar
477.9
(489.5)
(2,351.9)
(2,363.5)
Pound sterling
201.0
201.0
Norwegian krone
14.6
(44.6)
(30.0)
Other
5.2
5.2
698.7
(489.5)
(2,396.5)
(2,187.3)
Interest rate sensitivity
The following table demonstrates the indicative pre-tax effect on profit and equity of applying a reasonably foreseeable increase in
interest rates to the Group’s financial assets and liabilities at the balance sheet date.
Market movement
Effect on profit
before tax
$ million
Effect on equity
$ million
31 December 2022
US dollar interest rates
+100 basis points
7.9
31 December 2021
US dollar interest rates
+100 basis points
(1.6)
Foreign currency risk
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in
foreign exchange rates.
The Group is exposed to foreign currency risk primarily arising from exchange rate movements in US dollar against pound sterling.
To mitigate exposure to movements in exchange rates, wherever possible financial assets and liabilities are held in currencies that
match the functional currency of the relevant entity. The Group has subsidiaries with functional currencies of pound sterling, US dollar,
Norwegian krone, Mexican pesos and Brazilian reals. Exposures can also arise from sales or purchases denominated in currencies
other than the functional currency of the relevant entity; such exposures are monitored and hedged with agreement from the Board.
The Group enters into forward contracts as a means of hedging its exposure to foreign exchange rate risks. As at 31 December 2022,
the Group had £42.0 million hedged at a forward rate of between $1.18331 and $1.24045:£1 for the period to January 2023, and
$100.0 million hedged at forward rates of between $1.17543 and $1.18131:£1 for the period to January 2023.
As at 31 December 2021, the Group had £20.0 million hedged at a forward rate of $1.39/£1 for the period to January 2022
and EUR18.4 million hedged at forward rates of between € 1.19 and € 1.20/£1 for the period January 2022 to December 2022.
160
Foreign currency sensitivity
The following table demonstrates the sensitivity to a reasonably foreseeable change in US dollars against pound sterling with all
other variables held constant, of the Group’s profit before tax (due to foreign exchange translation of monetary assets and liabilities).
The impact of translating the net assets of foreign operations into US dollars is excluded from the sensitivity analysis.
Market movement
Effect on profit
before tax
$ million
Effect on equity
$ million
31 December 2022
US dollar/pound sterling
10% strengthening
291.1
US dollar/pound sterling
10% weakening
(291.1)
31 December 2021
US dollar/pound sterling
10% strengthening
284.5
US dollar/pound sterling
10% weakening
(284.5)
Credit risk
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to
financial loss. The Group trades only with recognised, creditworthy third parties. It is the Group’s policy that all customers who wish to
trade on credit terms are subject to credit verification procedures, which include an assessment of credit rating, short-term liquidity, and
financial position. In addition, receivables balances are monitored on an ongoing basis, with the result that the Group’s exposure to bad
debts is not significant.
The Group is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities, including
deposits with banks and derivative financial instruments.
The Group has two ratings from two credit rating agencies: S&P Global at BB and Fitch at BB.
The Group only sells hydrocarbons to recognised and creditworthy parties, typically the trading arm of large, international oil and gas
companies. An indication of the concentration of credit risk on trade receivables is shown in note 4, whereby the revenue from one
customer exceeds 84 per cent of the Group’s consolidated revenue.
The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are internationally recognised
banking institutions and are considered to represent minimal credit risk.
There are no significant concentrations of credit risk within the Group unless otherwise disclosed, and credit losses are expected to be
near to zero. The maximum credit risk exposure relating to financial assets is represented by carrying value as at the balance sheet date.
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by
delivering cash or another financial asset. The Group monitors the amount of borrowings maturing within any specific period and expects
to meet its financing commitments from the operating cash flows of the business and existing committed lines of credit.
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted payments:
As at 31 December 2022
Within 1 year
$ million
1 to 2 years
$ million
2 to 5 years
$ million
Over 5 years
$ million
Total
$ million
Non-derivative financial liabilities
Reserves-based lending facility
60.9
61.0
881.1
1,003.0
Bond
27.5
27.5
555.0
610.0
Exploration finance facility
11.1
11.1
Other loans
11.0
9.0
18.0
38.0
Trade and other payables
1,318.4
18.8
1,337.2
Lease obligations
208.1
180.0
386.2
60.9
835.2
Total non-derivative financial liabilities
1,637.0
296.3
1,840.3
60.9
3,834.5
Derivative financial liabilities
Net-settled commodity derivatives
2,308.2
930.3
154.5
3,393.0
Net-settled foreign exchange derivatives
0.1
0.1
3,945.3
1,226.6
1,994.8
60.9
7,227.6
161
Notes to the consolidated financial statements
continued
23. Financial risk factors and risk management
continued
As at 31 December 2021 as restated
Within 1 year
$ million
1 to 2 years
$ million
2 to 5 years
$ million
Over 5 years
$ million
Total
$ million
Non-derivative financial liabilities
Reserves-based lending facility
85.8
758.4
1,569.5
305.8
2,719.5
Bond
27.3
27.5
582.5
637.3
Exploration finance facility
45.8
45.8
Other loans
17.7
12.7
20.9
3.3
54.6
Trade and other payables
1,264.3
32.2
1,296.5
Lease obligations
181.7
127.8
309.4
97.4
716.3
Total non-derivative financial liabilities
1,622.6
958.6
2,482.3
406.5
5,470.0
Derivative financial liabilities
Net-settled commodity derivatives
2,146.2
1,090.6
283.1
3,519.9
Net-settled foreign exchange derivatives
2.2
2.2
Net-settled carbon derivatives
15.6
15.6
3,786.6
2,049.2
2,765.4
406.5
9,007.7
The maturity profiles in the above tables reflect only one side of the Group’s liquidity position and will be recorded in the income
statement against future production and revenue which are not recognised on the balance sheet as assets. Interest bearing loans and
borrowings and trade payables mainly originate from the financing of assets used in the Group’s ongoing operations such as property,
plant and equipment and working capital such as inventories. These assets are considered part of the Group’s overall liquidity risk.
24. Share capital
Issued and fully paid
Number
2022
$ million
Number
2021
$ million
Ordinary shares of 0.002p each
847,168,796
0
925,532,639
0
Ordinary non-voting deferred shares of 12.4999p each
925,532,809
171.1
925,532,809
171.1
171.1
171.1
The rights and restrictions attached to the ordinary shares are as follows:
¼
Dividend rights:
the rights of the holders of ordinary shares shall rank pari passu in all respects with each other in relation to dividends.
¼
Winding up or reduction of capital:
on a return of capital on a winding up or otherwise (other than on conversion, redemption or
purchase of shares) the rights of the holders of ordinary shares to participate in the distribution of the assets of the company available
for distribution shall rank pari passu in all respects with each other.
¼
Voting rights:
the holders of ordinary shares shall be entitled to receive notice of, attend, vote and speak at any General Meeting of
the company.
The rights and restrictions attached to the non-voting deferred shares are as follows:
¼
They will have no voting or dividend rights and, on a return of capital or on a winding up of the company, will have the right to receive the
amount paid up thereon only after holders of all ordinary shares have received, in aggregate, any amounts paid up on each ordinary
share plus £10 million on each ordinary share. The non-voting deferred shares will not give the holder the right to receive notice of, nor
attend, speak or vote at, any general meeting of the company.
Issue of ordinary shares
During the year, the company issued 1,024 ordinary shares at a nominal value of 0.002 pence per share in relation to the exercise of
equity warrants. All other outstanding warrants matured in May 2022.
Purchase and cancellation of own shares
During 2022, the company repurchased 78,364,867 ordinary shares for a total consideration, including transaction costs of $360.6 million,
as part of the share purchase programmes announced on 16 June 2022 and 3 November 2022. All shares purchased were cancelled.
As of 15 February 2023, the buyback programme was completed with a further 11,093,925 million ordinary shares repurchased for
cancellation for a cost of $41.1 million. These shares were also cancelled.
162
Own shares
2022
$ million
At 1 January
3.7
Purchase of ESOP trust shares
18.6
Release of shares
(0.9)
At 31 December
21.4
The own shares represent the net cost of shares in Harbour Energy plc purchased in the market or issued by the company into the
Harbour Energy plc employee benefit (ESOP) trust. This ESOP trust holds shares to satisfy awards under the Group’s share incentive
plans. At 31 December 2022, the number of ordinary shares of 0.002 pence each held by the trust was 4,487,267 (2021: 775,523).
Capital reduction
The capital reduction, comprising the share premium and the merger reserve, was approved by shareholders at the General Meeting held on
11 May 2022. In connection with the capitalisation of the merger reserve, the resolutions authorising the Directors to allot new B ordinary shares
and subsequently cancel them was also passed at the General Meeting. B ordinary shares totalling $4,806 million were issued on 25 July 2022.
On 3 August 2022, Harbour announced that the capital reduction had become effective following the confirmation by the Court of Session,
Edinburgh on 2 August 2022 and the registration of the Court order with the Registrar of Companies in Scotland on 3 August 2022. The share
premium account ($1,505 million), and the shares arising on the capitalisation of the merger reserve ($4,806 million), were cancelled.
The capital reduction creates additional distributable reserves to the value of $6,311 million.
25. Share-based payments
The company currently operates a Long Term Incentive Plan (LTIP) for certain employees, a Share Incentive Plan (SIP) and a Save As You
Earn (SAYE) scheme for UK-based and expatriate employees only.
For the year ended 31 December 2022, the total cost recognised by the company for share-based payment transactions was
$36.9 million (2021: $13.4 million). A credit of $36.9 million (2021: $13.4 million) has been recorded in retained earnings for all
equity-settled payments of the company.
Like other elements of remuneration, this charge is processed through the time-writing system which allocates cost, based on time spent
by individuals, to various entities within the Group. Part of this cost is therefore recharged to the relevant subsidiary undertakings, part is
capitalised as directly attributable to capital projects and part is charged to the income statement as operating costs, pre-licence
exploration costs or general and administration costs.
Details of the various share incentive plans currently in operation are set out below:
2017 Long Term Incentive Plan (2017 LTIP)
Discretionary share awards are granted to employees under the company’s Long Term Incentive Plan (LTIP).
The following types of award have been granted under the 2017 LTIP:
¼
Performance share awards (PSA):
vesting is subject to a Performance Target, normally measured over a three-year period from
1 January based on Total Shareholder Return (TSR) relative to (i) FTSE 100 index, and (ii) a bespoke peer group of oil and gas companies
and aligns to longer-term strategic objectives.
¼
Conditional share awards (CSAs):
vesting is only subject to continued employment.
¼
Deferred bonus share plan (DBSP) awards:
certain employees are required to defer a portion of their annual bonus into shares which
vest over a three-year period subject to continued employment.
¼
Restricted share awards (RSA):
legacy Premier Oil awards which were aligned to the primary objective of balance sheet recovery.
The remainder of these lapsed in 2022.
¼
Premier value share plan (PVSP) awards:
legacy Premier Oil awards which were made up of two awards, Base Awards and Multiplier
Awards. Under the PVSP, annual awards of time-vesting restricted shares (Base Awards) and three-year performance-vesting shares
(Performance Multiplier Awards) were made, with performance-vesting shares subject to achievements of Premier’s delivery of long-term
shareholder return.
All LTIP awards are granted in the form of nil-cost options or conditional share awards and therefore there is no exercise price payable
on the exercise of these awards.
All RSA awards lapsed during the year. The final outstanding PVSP Base Awards vested in the year, the remainder lapsed.
163
Notes to the consolidated financial statements
continued
25. Share-based payments
continued
For further details of the LTIP awards, including the performance conditions of the PSAs granted in 2022, please refer to the Directors’
remuneration report (pages 78-99).
The following table shows the movement in the number of LTIP awards:
2022
(million shares)
2021
(million shares)
Outstanding at 1 January
20.5
Additions from business combinations and joint arrangements
1
31.2
Granted pre-share consolidation
23.1
Vested pre-share consolidation
(0.6)
Forfeited pre-share consolidation
(0.8)
20 to 1 share consolidation
(50.3)
Granted (post-share consolidation)
2
10.3
18.0
Vested (post-share consolidation)
2
(1.6)
Forfeited (post-share consolidation)
2
(1.4)
(0.1)
Outstanding at 31 December
3
27.8
20.5
1 Includes DBSP awards.
2
Post-share consolidation refers to movements in 2021 as a result of the merger.
3
This includes 1.6 million cash settled awards at 31 December 2022 (2021: 0.2 million), which are revalued using the year-end share price.
LTIP awards totalling 1.6 million shares were vested during the period. The weighted average remaining contractual life of the LTIP awards
at 31 December 2022 was 1.5 years (2021: 2.0 years).
Key assumptions used to calculate the fair value of awards
The fair value of awards which are subject to TSR conditions, under the PSAs, is determined using a Monte Carlo simulation. The fair value of
all other awards is calculated using the share price at the date of grant, adjusted for dividends not received during the vesting period.
The following table lists the inputs to the model used in respect of the PSA awards granted during the financial year:
2022
2021
Share price at date of grant
£5.00 – £5.19
£3.60 – £3.77
Dividend yield
0%
0%
Expected term
3.0 years
1.5 years – 3.0 years
Risk free rate
1.4% – 1.6%
0.1% – 0.5%
Share price volatility of the company
50.5% – 51.3%
70%
The weighted average fair value of the PSA awards granted in 2022 was $4.02 (2021: $1.57).
Expected volatility was determined by reference to both the historical volatility of the company and the historical volatility of a group
of comparable quoted companies over a period in line with the expected term assumption.
Share Incentive Plan (SIP)
Under the Share Incentive Plan employees are invited to make contributions to buy partnership shares. If an employee agrees to buy
partnership shares the company currently matches the number of partnership shares bought with an award of shares (matching shares),
on a one-for-one basis. 0.4 million matching shares were awarded to employees in 2022 (2021: 0.06 million). The SIP matching shares
are valued based on the quoted share price on the grant date.
164
Save As You Earn (SAYE) scheme
Under the SAYE scheme, eligible employees with one month or more continuous service can join the scheme. Employees can save to a
maximum of £500 per month through payroll deductions for a period of three years after which time they can acquire shares at up to a
20 per cent discount. 1.6 million SAYE options were granted in 2022 (2021: nil).
The following table shows the movement in the number of SAYE options:
2022
2021
Number
(million)
Weighted
average
exercise price
Number
(million)
Weighted
average
exercise price
Outstanding at 1 January
0.4
£5.78
Additions from business combinations and joint arrangements
10.3
£5.82
20 to 1 share consolidation
(9.8)
Granted during the year
1.6
£4.12
Lapsed during the year
(0.3)
£5.36
(0.1)
£6.01
Exercised during the year
Outstanding as at 31 December
1.7
£4.18
0.4
£5.78
The SAYE options outstanding at 31 December 2022 had exercise prices ranging from £4.12 to £5.53 (2021: £5.53 to £20.09) and a
weighted average remaining contractual life of 2.8 years (2021: 1.9 years).
26. Group pension schemes
Balance sheet
2022
$ million
2021
$ million
UK funded pension scheme
0.2
0.8
Total surplus in balance sheet
0.2
0.8
UK unfunded pension scheme
0.5
0.7
Total liability in balance sheet
0.5
0.7
Unfunded pensions
The Group is paying an unfunded pension to a former director in the UK in regard to which annual increases and a reversionary spouse’s
pension apply on the same basis as pensions paid under the Scheme.
On the same actuarial basis as used to assess the Scheme’s pension costs, the present value as at 31 December 2022 of the future
payments projected to be made in respect of UK unfunded pensions is $0.5 million (2021: $0.7 million).
Funded pensions
The Group operates a final salary defined benefit pension plan in the UK (the Scheme). The Scheme is an HMRC registered pension plan
and is subject to standard UK pensions and tax law. Details on the benefits provided by the Scheme are set out in the Trust Deed and
Rules dated 16 October 2008 (as amended).
The disclosures in these accounts below are based on calculations carried out at the balance sheet date by a qualified independent actuary.
The Scheme’s assets are held in a separate trustee-administered fund to meet long-term pension liabilities to beneficiaries. The Trustee of the
Scheme is required to act in the best interest of the beneficiaries. The appointment of trustee directors is determined by the trust documentation.
The Trustee of the Scheme invests assets in line with the Statement on Investment Principles. The Statement on Investment Principles
has been established taking into consideration the liabilities of the Scheme and the investment risk that the Trustee is willing to accept.
Under the Scheme funding regime introduced by the Pension Act 2004, the Trustee is required to carry out regular actuarial valuations of the
Scheme, establish a schedule of contributions and, when there is a shortfall, a recovery plan. Scheme funding valuations are carried out at
least three years. Approximate funding updated are produced annually in years where a full scheme funding valuation is not completed.
165
Notes to the consolidated financial statements
continued
26. Group pension schemes
continued
As at the balance sheet date, contributions are payable to the Scheme at the rates specified in the schedule of contributions signed by
the Trustee on 23 March 2021.
The defined benefit pension plan exposes the employer to actuarial risks, such as longevity risk, interest rate risk, salary risk, investment
market risk and currency risk.
Principal assumptions
At 31 December
2022
At 31 December
2021
Discount rate
4.9% p.a.
1.8% p.a.
RPI inflation
3.2% p.a.
3.4% p.a.
CPI inflation
2.3% p.a.
2.4% p.a.
Rate of increase in salaries
3.2% p.a.
3.4% p.a.
Rate of increase in pensions in payment: LPI (max 5%)
3.1% p.a.
3.3% p.a.
Mortality
S3PxA Light CMI_2021 with 0.5%
p.a. IAMI and 1.25% p.a. long term
S3PxA Light CMI_2020 with 0.5%
p.a IAMI and 1.25% p.a. long term
Proportion married
80%
80%
Withdrawals
No allowance
No allowance
Cash commutation
75% of maximum tax-free cash on
terms currently available
75% of maximum tax-free cash on
terms currently available
Life expectancy of male aged 65 now
23.6
23.6
Life expectancy of male aged 65 in 20 years
24.8
24.8
Life expectancy of female aged 65 now
25.2
25.1
Life expectancy of female aged 65 in 20 years
26.5
26.5
Asset breakdown
The major categories of the Scheme assets as a percentage of total Scheme assets are:
2022
2021
Equities
12.0%
41.2%
Gilts
51.7%
29.3%
Corporate bonds
13.1%
29.1%
Cash
23.2%
0.4%
Total
100.0%
100.0%
Reconciliation of funded status and amount recognised in balance sheet
2022
$ million
2021
$ million
Fair value of the Scheme assets
(36.6)
(55.4)
Present value of defined benefit obligation
23.5
39.4
Surplus
(13.1)
(16.0)
Unrecognised amount due to effect of IFRIC 14
1
12.9
15.2
Defined benefit asset recognised in balance sheet
(0.2)
(0.8)
1
The trustees have certain rights to grant benefit increases to members and accordingly it has been concluded the Group does not have an unconditional right to the surplus by way of a refund.
Statement of amount recognised in the income statement
2022
$ million
2021
$ million
Current service cost
0.1
0.1
Net interest on the net defined benefit liability (asset)
Total
0.1
0.1
166
Reconciliation of defined benefit obligation
2022
$ million
2021
$ million
Opening present value of defined benefit obligation
39.4
Additions from business combinations and joint arrangements
41.5
Current service cost
0.1
0.1
Interest cost
0.6
0.5
Actuarial (gains)/losses from changes in demographic assumptions
0.4
Actuarial (gains)/losses from changes in financial assumptions
(13.3)
(1.7)
Changes due to experience adjustments
1.5
0.4
Benefits paid
(1.2)
(1.1)
Currency translation effects
(4.0)
(0.3)
Closing defined benefit obligation
23.5
39.4
Reconciliation of fair value of assets
2022
$ million
2021
$ million
Opening present value of Scheme assets
55.4
Additions from business combinations and joint arrangements
53.4
Interest income
0.9
0.6
Return on assets less interest income
(12.9)
2.9
Contributions by employer
Benefits paid
(1.2)
(1.1)
Currency translation effects
(5.6)
(0.4)
Closing fair value of Scheme assets
36.6
55.4
Actual return on Scheme assets
(12.0)
3.5
Statement of amount recognised in comprehensive income
2022
$ million
2021
$ million
(Gain)/loss from changes in the financial assumptions for value of Scheme liabilities
(13.3)
(1.7)
(Gain)/loss from changes in the demographic assumptions for value of Scheme liabilities
0.4
Changes due to experience adjustments
1.5
0.4
Return on assets (excluding amounts included in net interest on the net defined benefit liability (asset))
12.9
(2.9)
Change in the effect of the asset ceiling excluding amounts included in net interest on the net defined liability
(2.6)
4.2
Currency translation effects
1.6
0.1
Other comprehensive income
0.5
0.1
Statement of amount recognised in profit and loss and other comprehensive income
2022
$ million
2021
$ million
Amount recognised in profit and loss
0.1
0.1
Other comprehensive income
0.5
0.1
Total comprehensive loss
0.6
0.2
Sensitivity of balance sheet at 31 December 2022
The results of the calculations are sensitive to the assumptions used. The balance sheet position revealed by IAS 19 Employee Benefits
calculations must be expected to be volatile, principally because the market value of assets (with significant exposure to equities) is
being compared with a liability assessment derived from corporate bond yields.
The table overleaf shows the sensitivity of the IAS 19 balance sheet position to small changes in some of the significant assumptions,
as at 31 December 2022. The sensitivity analyses are based on a change in a significant assumption, keeping all other assumptions
constant. The sensitivity analyses may not be representative of an actual change in the defined benefit obligation as it is unlikely that the
changes in assumptions would occur in isolation from one another.
167
Notes to the consolidated financial statements
continued
26. Group pension schemes
continued
Revised (surplus)/deficit
$ million
Change from disclosed
(surplus)/deficit
$ million
Discount rate less 0.1% p.a.
(12.8)
0.3
RPI inflation and linked assumptions plus 0.1% p.a.
(12.8)
0.3
Members living one year longer than assumed
(12.3)
0.8
Projected components of pension costs for period to 31 December 2023
Because of the significant volatility in investment markets, it is difficult to project forward the IAS 19 figures for the next year with
confidence. The following projections should therefore be treated with caution.
Assumptions implicit in the following projections are:
¼
The interest on the defined benefit liability/(asset) from 31 December 2022 is 4.9 per cent p.a.
¼
Contributions to the Scheme will continue throughout 2023 in accordance with the current Schedule of Contributions in place at the
date of signing this report.
¼
There will be no changes to the terms of the Scheme.
The amounts recognised in the components of pension expense were nil for the year.
Defined contribution schemes
The Group operates defined contribution retirement benefit schemes. The only obligation of the Group with respect to the retirement benefit schemes is to
make specified contributions. Payments to the defined contribution schemes are charged as an expense as they fall due. The total cost charged to income
of $30.3 million (2021: $28.2 million) represents contributions payable to these schemes by the Group at rates specified in the rules of the schemes.
27. Notes to the statement of cash flows
Net cash flows from operating activities consist of:
2022
$ million
2021
$ million
Profit before taxation
2,461.8
314.5
Adjustments to reconcile profit before tax to net cash flows:
– Finance cost, excluding foreign exchange
358.2
309.4
– Finance income, excluding foreign exchange
(77.1)
(48.8)
– Depreciation, depletion and amortisation
1,545.8
1,371.0
– Fair value movement in unrealised carbon swaps
2.6
– Net impairment of property, plant and equipment
(169.6)
117.2
– Taxes paid
(551.5)
(279.8)
– Share-based payments
16.5
8.4
– Decommissioning payments
(217.0)
(244.8)
– Onerous contract provision
(2.3)
– Exploration costs written-off
64.4
255.0
– Write-off of non-oil and gas assets
4.7
– Pre-merger costs
7.0
– Onerous contract payments
(2.3)
(9.2)
– Increase in royalty consideration receivable
(0.5)
– (Gain)/loss on termination of IFRS 16 lease
(0.2)
0.3
– (Gain)/loss on disposal
(12.1)
0.1
– Movement in realised cash flow hedges not yet settled
(104.3)
361.6
– Unrealised foreign exchange (gain)/loss
(237.9)
57.3
Working capital adjustments:
– Decrease/(increase) in inventories
65.0
(13.0)
– Increase in trade and other receivables
(75.7)
(607.4)
– Increase in trade and other payables
63.2
13.5
Net cash inflow from operating activities
3,129.8
1,614.2
168
Reconciliation of net cash flow to movement in net borrowings
2022
$ million
2021
$ million
Proceeds from drawdown of borrowing facilities
(1,617.5)
Proceeds from issue of bond
(500.0)
Short-term debt arising on business combination
2,219.3
Repayment of debt – equity allocation to borrowings
(942.8)
Repayment of debt – cash allocation to borrowings
(1,276.5)
Conversion of D loan notes to equity
134.7
Proceeds from EFF loan
(11.5)
(45.9)
Repayment of RBL facility
1,662.5
697.5
Repayment of junior debt
400.0
Loan notes redemption
135.7
IFRS 9 modification gain
13.9
Repayment of EFF loan
38.6
14.7
Repayment of financing arrangement
15.4
9.3
Arrangement fees and related costs capitalised
88.5
Financing arrangement interest payable
(9.5)
(11.6)
Amortisation of arrangement fees and related costs capitalised
(54.9)
(38.9)
Currency translation adjustment on EFF loan
7.3
0.6
Loan notes interest capitalised
(5.6)
Movement in total borrowings
1,647.9
(724.6)
Movement in cash and cash equivalents
(199.0)
253.3
Decrease/(increase) in net borrowings in the year
1,448.9
(471.3)
Opening net borrowings
(2,187.3)
(1,716.0)
Closing net borrowings
(738.4)
(2,187.3)
Analysis of net borrowings
2022
$ million
2021
$ million
Cash and cash equivalents
499.7
698.7
RBL facility
(702.3)
(2,312.0)
Bond
(491.3)
(489.5)
EFF loan
(10.5)
(44.6)
Net debt
(704.4)
(2,147.4)
Financing arrangement
(34.0)
(39.9)
Closing net borrowings
(738.4)
(2,187.3)
28. Related party disclosures
Transactions between the company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not
disclosed in this note.
In late 2021, the company agreed a secondment agreement with EIG to second two employees, familiar with Harbour’s business and
assets, to provide additional support and expertise for Harbour for an initial period of six months from 1 December 2021. The
secondment agreement provided that the secondees would work for Harbour on a substantially full-time basis which could be terminated
or extended with the agreement of the parties. In May 2022, the company and EIG agreed to terminate the agreement for one secondee
and to extend the second for a further period which was subsequently terminated before the end of the year.
Harbour Energy’s Viking CCS (formerly V Net Zero), the CO
2
capture, transport and storage network, entered into an arrangement with
West Burton Energy, the independent power generation company based in Nottinghamshire which is a subsidiary of EIG, Harbour’s
largest shareholder. The intention is to capture, transport and permanently store CO
2
emissions from the West Burton B power station.
Harbour Energy and West Burton Energy have recently begun the necessary engineering design to connect West Burton B to the
high-capacity Viking CCS storage sites located deep beneath the Southern North Sea.
169
Notes to the consolidated financial statements
continued
28. Related party disclosures
continued
Compensation of key management personnel of the Group
The remuneration of directors during the year is set out in the directors’ remuneration report (pages 78 to 99).
Remuneration of key management personnel, including directors of the Group, is shown below:
2022
$ million
2021
1
$ million
Salaries and short-term employee benefits
14.6
18.6
Payments made in lieu of pension contributions
0.8
0.7
Termination benefits
0.4
Pension benefits
15.8
19.3
1
2021 data includes remuneration of key management personnel for the Chrysaor Holdings Group in the three months to 31 March 2021.
29. Distributions made and proposed
A final dividend of 11 cents per ordinary share in relation to the year ended 31 December 2021 was paid on 18 May 2022 pursuant
to shareholder approval received on 11 May 2022. Pursuant to shareholder approval received on 11 May 2022 an interim dividend of
11 cents per ordinary share in relation to the half year ended 30 June 2022 was paid on 19 October 2022.
2022
$ million
2021
$ million
Cash dividends on ordinary shares declared and paid:
Final dividend for 2021: 11 cents per share (2020: no dividend)
98.3
Interim dividend for 2022: 11 cents per share
93.2
191.5
Proposed dividends on ordinary shares:
Final dividend for 2022: 12 cents per share (2021: 11 cents per share)
100.0
100.0
Proposed dividends on ordinary shares are subject to approval at the Annual General Meeting and are not recognised as a liability as at 31 December.
30. Events after the reporting period
On 14 February 2023, the Scheme’s trustee effected a bulk annuity buy in policy with Just Retirement Limited. This policy secures the
benefits of all the Scheme’s members and eliminates mortality and investment risk from the company’s balance sheet. This decision was
made principally in light of the substantial improvement to the Scheme’s funded status over 2022 and the favourable market conditions
for such transactions. The company was not required to pay any additional contributions to the Scheme in respect of the annuity purchase.
31. Investments
At 31 December 2022, the subsidiary undertakings of the company which were all wholly owned were:
Name of company
Area of operation
Country of incorporation
Main activity
Chrysaor (U.K.) Alpha Limited
UK
UK
2
Exploration, production, and development
Chrysaor (U.K.) Beta Limited
UK
UK
2
Decommissioning activities
Chrysaor (U.K.) Delta Limited
UK
UK
2
Non-trading intermediate holding company
Chrysaor (U.K.) Sigma Limited
UK
UK
2
Exploration, production, and development
Chrysaor (U.K.) Theta Limited
UK
UK
2
Exploration, production, and development
Chrysaor (U.K.) Zeta Limited
UK
UK
2
Non-trading intermediate holding company
Chrysaor CNS Limited
UK
UK
2
Exploration, production, and development
Chrysaor Developments Limited
UK
UK
2
Decommissioning activities
Chrysaor E&P Finance Limited
UK
UK
2
Financing company
Chrysaor E&P Limited
UK
UK
2
Intermediate holding company
Harbour Energy Services Limited
(formerly Chrysaor E&P Services Limited)
UK
UK
2
Service company
Chrysaor Holdings Limited
1
UK
Cayman Islands
13
Intermediate holding company
170
Name of company
Area of operation
Country of incorporation
Main activity
Chrysaor Limited
UK
UK
2
Exploration, production, and development
Chrysaor Marketing Limited
UK
UK
2
Gas trading
Harbour Energy Norge AS
(formerly Chrysaor Norge AS)
Norway
Norway
3
Exploration, production, and development
Chrysaor North Sea Limited
UK
UK
2
Exploration, production, and development
Chrysaor Petroleum Company U.K. Limited
UK
UK
2
Exploration, production, and development
Chrysaor Petroleum Limited
UK
UK
2
Decommissioning activities
Chrysaor Production (U.K.) Limited
UK
UK
2
Exploration, production, and development
Chrysaor Production Holdings Limited
UK
UK
2
Intermediate holding company
Chrysaor Production Limited
UK
UK
2
Intermediate holding company
Chrysaor Resources (Irish Sea) Limited
UK
UK
2
Exploration, production, and development
Chrysaor Resources (UK) Holdings Limited
UK
UK
2
Intermediate holding company
Ebury Gate Limited
Guernsey
Guernsey
11
Risk mitigation services
EnCore (NNS) Limited
UK
UK
2
Intermediate holding company
EnCore Oil Limited
UK
UK
2
Intermediate holding company
FP Mauritania A BV
Mauritania
Netherlands
7
Decommissioning activities
FP Mauritania B BV
Mauritania
Netherlands
7
Decommissioning activities
Premier Oil (EnCore Petroleum) Limited
UK
UK
2
Intermediate holding company
Premier Oil (Vietnam) Limited
Vietnam
British Virgin Islands
8
Exploration, production, and development
Premier Oil Aberdeen Services Limited
UK
UK
2
Service company
Premier Oil and Gas Services Limited
UK
UK
2
Service company
Premier Oil Andaman I Limited
Indonesia
UK
2
Exploration, production, and development
Premier Oil Andaman Limited
Indonesia
UK
2
Exploration, production, and development
Premier Oil ANS Holdings Limited
UK
UK
2
Intermediate holding company
Premier Oil ANS Limited
Alaska
UK
2
Exploration, production, and development
Premier Oil Barakuda Limited
Indonesia
UK
2
Exploration, production and development
Premier Oil do Brasil Petroleo e Gas Ltda
Brazil
Brazil
9
Exploration, production, and development
Premier Oil E&P Holdings Limited
UK
UK
2
Intermediate holding company
Premier Oil E&P UK Energy Trading Limited
UK
UK
2
Gas trading
Premier Oil E&P UK EU Limited
UK
UK
2
Exploration, production, and development
Premier Oil E&P UK Limited
UK
UK
2
Exploration, production, and development
Premier Oil Exploration (Mauritania) Limited
Mauritania
Jersey
6
Decommissioning activities
Premier Oil Exploration and Production Mexico S.A.de C.V.
Mexico
Mexico
10
Exploration, production, and development
Premier Oil Far East Limited
Singapore
UK
2
Service company
Premier Oil Finance (Jersey) Limited
1
Jersey
Jersey
6
Investment management
Premier Oil Group Holdings Limited
1
UK
UK
2
Intermediate holding company
Premier Oil Group Limited
UK
UK
5
Intermediate holding company
Premier Oil Holdings Limited
UK
UK
2
Intermediate holding company
Premier Oil Mauritania B Limited
Mauritania
Jersey
6
Decommissioning activities
Premier Oil Mexico Holdings Limited
UK
UK
2
Intermediate holding company
Premier Oil Mexico Investments Limited
UK
UK
2
Intermediate holding company
Premier Oil Mexico Recursos S.A. de C.V.
Mexico
Mexico
10
Exploration, production, and development
Premier Oil Natuna Sea BV
Indonesia
Netherlands
7
Exploration, production, and development
Premier Oil Overseas BV
Netherlands
Netherlands
7
Intermediate holding company
Premier Oil South Andaman Limited
Indonesia
UK
2
Exploration, production, and development
Premier Oil Tuna BV
Indonesia
Netherlands
7
Exploration, production, and development
Premier Oil UK Limited
UK
UK
5
Exploration, production, and development
Premier Oil Vietnam 121 Limited
Vietnam
UK
2
Exploration, production, and development
Premier Oil Vietnam Offshore BV
Vietnam
Netherlands
7
Exploration, production, and development
Chrysaor (U.K.) Britannia Limited
UK
2
Dormant company
171
Notes to the consolidated financial statements
continued
31. Investments
continued
Name of company
Area of operation
Country of incorporation
Main activity
Chrysaor (U.K.) Eta Limited
UK
2
Non-trading
Chrysaor (U.K.) Lambda Limited
ROI
4
Dormant company
Chrysaor Energy Limited
UK
2
Non-trading
Chrysaor Investments Limited
UK
2
Dormant company
Chrysaor Supply & Trading Limited
UK
2
Dormant company
EnCore (VOG) Limited
UK
2
Dormant company
EnCore CCS Limited
UK
2
Dormant company
EnCore Natural Resources Limited
UK
2
Dormant company
EnCore Oil and Gas Limited
UK
2
Dormant company
Harbour Energy Developments Limited
UK
2
Dormant company
Harbour Energy Production Limited
UK
2
Dormant company
Harbour Energy Secretaries Limited
(formerly Premier Oil Ebury Limited)
UK
2
Non-trading
Chrysaor Petroleum Chemicals U.K. Limited
(formerly Harbour Energy Services Limited)
UK
2
Dormant company
Premier Oil B Limited
UK
2
Dormant company
Premier Oil Belgravia Holdings Limited
UK
2
Non-trading Intermediate holding company
Premier Oil Belgravia Limited
UK
2
Non-trading
Premier Oil Bukit Barat Limited
UK
2
Dormant company
Premier Oil Buton BV
Netherlands
7
Non-trading
Premier Oil CCS Limited
UK
2
Dormant company
Premier Oil Congo (Marine IX) Limited
Jersey
6
Dormant company
Premier Oil Exploration and Production (Iraq) Limited
UK
2
Dormant company
Premier Oil Exploration Limited
UK
5
Non-trading
Premier Oil Exploration ONS Limited
UK
2
Dormant company
Premier Oil International Holding BV
Netherlands
7
Non-trading
Premier Oil Investments Limited
UK
2
Dormant company
Premier Oil ONS Limited
UK
2
Dormant company
Premier Oil Pacific Limited
Hong Kong
12
Dormant company
Premier Oil Pakistan Offshore BV
Netherlands
7
Dormant company
Premier Oil Philippines BV
Netherlands
7
Dormant company
Premier Oil Vietnam North BV
Netherlands
7
Non-trading
Premier Overseas Holdings Limited
UK
2
Dormant company
XEO Exploration plc
UK
2
Dormant company
Notes:
1
Held directly by the company. All other companies are held through a subsidiary undertaking.
2
Registered office – 23 Lower Belgrave Street, London SW1W ONR, United Kingdom.
3
Registered office – Haakon VII’s gate 1, 4
th
Floor, 0161 Oslo, Norway.
4
Registered office – Riverside One, Sir John Rogerson’s Quay, Dublin 2, Ireland.
5
Registered office – 4
th
Floor, Saltire Court, 20 Castle Terrace, Edinburgh EH1 2EN, United Kingdom.
6
Registered office – 46/50 Kensington Place, 1
st
Floor, Kensington Chambers, St. Helier JE4 0ZE, Jersey.
7
Registered office – Herikerbergweg 88, 1101 CM, Amsterdam, Netherlands.
8
Registered office – Commerce House, Wickhams Cay 1, Road Town, Tortola VG1110, British Virgin Islands.
9
Registered office – Rua Lauro Muller, 116 – Sala 3201, Botafogo, Rio de Janeiro, CEP: 22.290-160, Brazil.
10 Registered office – Presidente Masaryk 111, Piso 1, Polanco V Seccion, Mexico City CP 11560, Mexico.
11 Registered office – Level 5, Mill Court, La Charroterie, St Peter Port GY1 1EJ, Guernsey.
12 Registered office – 31/F, Tower Two, Time Square, 1 Matheson Street, Causeway Bay, Hong Kong.
13 Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman KY1-1111, Cayman Islands.
172
Company balance sheet
As at 31 December
Note
2022
$ million
2021
$ million
Assets
Non-current assets
Investments in subsidiaries
3
2,301.7
4,965.6
Long-term employee benefit plan surplus
7
0.2
0.8
Long-term receivables
4
2,208.9
2,782.6
Total non-current assets
4,510.8
7,749.0
Current assets
Trade and other receivables
4
4.5
4.8
Total current assets
4.5
4.8
Current liabilities
Trade and other payables
5
(14.8)
(10.9)
Net current liabilities
(10.3)
(6.1)
Non-current liabilities
Borrowings
6
(491.3)
(489.5)
Long-term employee benefit plan deficit
7
(0.5)
(0.7)
Net assets
4,008.7
7,252.7
Equity and reserves
Share capital
9
171.1
171.1
Share premium account
1,504.6
Retained earnings
3,829.5
762.6
Other reserves
8.1
4,814.4
Total equity and reserves
4,008.7
7,252.7
Loss for the year ending 31 December 2022 was $2,703.9 million (2021: $104.3 million profit).
The financial statements, including the notes, of Harbour Energy plc (registered number SC234781) on pages 173 to 176 were approved
and authorised for issue by the board of directors on 8 March 2023 and signed on its behalf by:
Alexander Krane
Chief Financial Officer
173
Company statement of changes in equity
For the year ended 31 December
Share capital
$ million
Share premium
$ million
Merger reserve
$ million
Capital
redemption
reserve
$ million
Retained
earnings
$ million
Total equity
$ million
At 1 January 2022
171.1
1,504.6
4,806.3
8.1
762.6
7,252.7
Purchase and cancellation of own shares
1
(360.6)
(360.6)
Loss for the financial year
(2,703.9)
(2,703.9)
Capital restructuring
2
(1,504.6)
(4,806.3)
6,310.9
Expense for share-based payments
33.9
33.9
Purchase of ESOP Trust shares
(21.6)
(21.6)
Pension – actuarial losses
(0.3)
(0.3)
Dividend paid
(191.5)
(191.5)
At 31 December 2022
171.1
0
0
8.1
3,829.5
4,008.7
As at 1 January 2021
171.1
517.5
374.3
8.1
650.3
1,721.3
Merger shares issued
4,432.0
4,432.0
Debt settlement non top-up
987.1
987.1
Purchase of ESOP Trust shares
(4.9)
(4.9)
Profit for the financial year
104.3
104.3
Expense for share-based payments
13.1
13.1
Movement in cash flow hedges
(0.2)
(0.2)
At 31 December 2021
171.1
1,504.6
4,806.3
8.1
762.6
7,252.7
1
Includes $2.1 million costs in relation to fees and stamp duty.
2
Share premium and merger reserve balances recategorised to retained earnings following the capital reduction effective 3 August 2022. Of the reserves capitalised $1.65 billion is
non-distributable until 31 March 2028.
174
Notes to the company financial statements
1. Significant accounting policies
The separate financial statements of the company are presented as required by the Companies Act 2006. The company meets the
definition of a qualifying entity under Financial Reporting Standard 100 (FRS 100) issued by the Financial Reporting Council (FRC).
These financial statements have been prepared in accordance with FRS 101 Reduced Disclosure Framework.
As permitted by FRS 101, the company has taken advantage of the disclosure exemptions available under that standard in relation to accounting
standards issued but not yet effective or implemented, share-based payment information, financial instruments, capital management, presentation
of comparative information in respect of certain assets, presentation of a cash flow statement and certain related party transactions.
The financial statements have been prepared on a going concern basis. Further information relating to the going concern assumption
is provided in the Financial review on page 49.
Where required, the equivalent disclosures are given in the consolidated financial statements. Key sources of estimation uncertainty
disclosure are provided in the accounting policies and in relevant notes to the consolidated financial statements as applicable. Details
of the company’s share-based payment schemes are provided in note 25 of the consolidated financial statements.
The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted are the same as
those set out on pages 123 to 136 to the consolidated financial statements except that investments in subsidiaries are stated at cost
less, where appropriate, provisions for impairment.
2. Loss/profit for the year
As permitted by section 408 of the Companies Act 2006, the company has elected not to present its own profit and loss account for the
year. The company reported a loss for the financial year ended 31 December 2022 of $2,703.9 million (2021: $104.3 million profit).
Other comprehensive expense for the year was $0.3 million (2021: $0.2 million).
The auditor’s remuneration for audit and other services is disclosed in note 5 to the consolidated financial statements.
3. Fixed asset investments
Net book value
2022
$ million
At 1 January
4,965.6
Additions
Impairment
(2,663.9)
At 31 December
2,301.7
The impairment provision of $2,663.9 million was triggered by a decrease in the estimated fair value of the company’s investments in subsidiaries
as at 31 December 2022, primarily resulting from the introduction of the UK Energy Profits Levy. The impairment has been calculated with reference
to the company’s market capitalisation at the year-end date, adjusted to reflect a control premium and cost of disposal in order to determine the
recoverable amount of the investments on a fair value less cost to sell basis. A 10 per cent increase/decrease in the share price would
result in a $380 million/$419 million decrease/increase to the impairment provision.
A list of all investments in subsidiaries held at 31 December 2022, including the name and type of business, the country of operation
and the country of incorporation or registration, is given in note 31 to the consolidated financial statements.
4. Receivables
Current
2022
$ million
2021
$ million
Amounts owed by subsidiary undertakings
1
0.5
0.3
Trade debtors
0.1
Prepayments
3.9
4.5
4.5
4.8
Non-current
Amounts owed by subsidiary undertakings
2
2,208.9
2,782.6
1
Amounts owed by subsidiary undertakings include non-interest bearing loans that are repayable on demand, although the company has confirmed that it has no current intention
to call on the loans until at least 12 months from the date of the approval of these financial statements.
2
The above carrying value reflects an impairment provision required under IFRS 9, which was calculated using the Group’s 12-month probability of default.
The carrying values of the company’s receivables approximate their fair value.
175
Notes to the company financial statements
continued
5. Trade and other payables
2022
$ million
2021
$ million
Amounts owed to subsidiary undertakings
1.6
1.7
Other creditors
0.5
1.4
Tax
5.2
Accruals
7.5
7.8
14.8
10.9
The carrying values of the company’s payables approximate their fair value.
6. Borrowings
2022
2021
Book value $
million
Fair value $
million
Book value $
million
Fair value $
million
Bond
(491.3)
(446.4)
(489.5)
(483.0)
In October 2021, the company issued a $500 million bond under Rule 144A which has a tenor of five years to maturity. The coupon was
set at 5.50 per cent and interest is payable semi-annually.
7. Long-term employee benefit plan
Defined benefit schemes
The company operates a defined benefit scheme in the UK – The Retirement and Death Benefits Plan (the Scheme). Further details of
the Scheme are disclosed in note 26 of the consolidated financial statements.
Defined contribution schemes
The company operates a defined contribution retirement benefit scheme. Further details of this scheme are provided in note 26 of the
consolidated financial statements.
8. Commitments and guarantees
At the year-end date, the company (together with certain subsidiary undertakings) guaranteed the Group’s borrowing facilities, which comprise:
¼
$4.1 billion reserves-based lending facility, of which $1.5 billion is available for drawing letters of credit; and
¼
$500 million bond.
9. Share capital
Further details of these items are disclosed in note 24 of the consolidated financial statements.
10. Dividends
Further details of these items are disclosed in note 29 of the consolidated financial statements.
176
UK Government payment reporting
For the year ended 31 December
Basis of preparation
The Reports on Payments to Governments Regulations (UK Regulations) came into force on 1 December 2014 and require UK companies
in the extractive sector to publicly disclose payments made to governments in the countries where they undertake extractive operations.
The aim of the regulations is to enhance the transparency of the payments made by companies in the extractive sector to host
governments in the form of taxes, bonuses, royalties, fees and support for infrastructure improvements.
This consolidated report provides information in accordance with DTR 4.3A in respect of payments made by the company and its subsidiaries
to governments for the year ended 31 December 2022 and in compliance with the Reports on Payments to Governments Regulations 2014
(SI 2014/3209), as amended by the Reports on Payments to Governments (Amendment) Regulations 2015 (SI 2015/1928).
The payments disclosed are based on where the obligation for the payment arose: payments levied at a project level have been disclosed
at a project level and payments levied at a corporate level have been disclosed on that basis.
The payments disclosed are for the 12-month period ending 31 December 2022.
Within the UK Regulations, a project is defined as being the operational activities which are governed by a single contract, licence, lease,
concession or a similar legal agreement. The company undertakes extractive activities in different types of fiscal petroleum regimes and
therefore the types of payments disclosed vary from country to country. For the purposes of our reporting, for the UK, individual licences
have been grouped into geographical hubs and are classified as projects; for the Falkland Islands and Norway we have classified each
individual licence as a project, whereas for Indonesia, Vietnam and Mexico each PSC arrangement has been classified as a project.
All of the payments disclosed have been made to national governments, either directly or through a Ministry or Department, or to a
national oil company, who have a working interest in a particular licence. For projects where we are the operator we have disclosed the
full payment made on behalf of the project; where we have a non-operated interest we have not disclosed payments made on our behalf
by another party.
In line with the UK Regulations, where a payment or a series of related payments do not exceed $106,419 (£86,000), they have not
been disclosed. Where the aggregate payments made in the period for a project or country are less than $106,419 we have not
disclosed the payments made for this project or country.
Our total economic value distributed to all stakeholders can be found in the ESG review on page 40.
Reporting currency:
Payments disclosed in this report have been disclosed in US dollars, consistent with the rest of the 2022 Annual
Report. Where actual payments have been made in a currency other than US dollars, they have been translated using the prevailing
exchange rate when the payment was made.
Production entitlements in barrels:
Includes non-cash royalties and state non-participating interest paid in barrels of oil or gas out of the
Group’s working interest share of production in a licence. The figures disclosed are on a cash paid liftings basis.
Income taxes:
This represents cash tax calculated on the basis of profits including income or capital gains and taxes on production.
Income taxes are usually reflected in corporate income tax returns. The cash payment of income taxes occurs in the year in which the
tax has arisen or up to one year later. Income taxes also include any cash tax rebate received from the government or revenue authority
during the year. Income taxes do not include fines and penalties. In accordance with the UK Regulations, payments made in relation to
sales, employee, environmental or withholding taxes have not been disclosed.
Dividends:
This includes dividends that are paid in lieu of a production entitlement or royalty. It does not include any dividends paid to a
government as an ordinary shareholder.
Royalties:
This represents cash royalties paid to governments during the year for the extraction of oil or gas. The terms of the royalties are
described within our PSCs and can vary from project to project within one country. Export duties paid in kind have been recognised within
the royalties category. The cash payment of royalties occurs in the year in which the tax has arisen.
Bonus payments:
This represents any bonus paid to governments during the year, usually as a result of achieving certain milestones,
such as a signature, discovery or production bonuses.
Licence fees:
This represents licence fees, rental fees, entry fees and other consideration for licences and/or concessions paid for
access to an area during the year (with the exception of signature bonuses which are captured within bonus payments).
Infrastructure improvement payments:
This represents payments made in respect of infrastructure improvements for projects that are
not directly related to oil and gas activities during the year. This can be a contractually obligated payment in a PSC or a discretionary
payment for building/improving local infrastructure such as roads, bridges and ports.
177
UK Government payment reporting
continued
For the year ended 31 December
Country
Licence and hub/
company level
Production
entitlements
bbls ‘000s
Production
entitlements
$ ‘000s
Income
taxes
$ ‘000s
Royalties;
cash only
$ ‘000s
Dividends
$ ‘000s
Bonus
payments
$ ‘000s
Licence
fees
$ ‘000s
Infrastructure
improvement
payments
$ ‘000s
Total
$ ‘000s
Falkland
Sea Lion
200
200
Islands
Corporate
276
276
Total Falkland Islands
476
476
Indonesia
Natuna Sea Block A
3,673
291,474
65,557
357,031
Total Indonesia
3,673
291,474
65,557
357,031
Mexico
Block 11
578
578
Block 13
544
544
Total Mexico
1,122
1,122
Norway
Corporate
(46,213)
(46,213)
Total Norway
(46,213)
(46,213)
United
Central North Sea
(304)
7,108
6,804
Kingdom
Southern North Sea
(7,146)
2,791
(4,355)
East Irish Sea
1,632
1,632
West of Shetland
324
324
Other
213
213
Corporate
521,172
521,172
Total UK
513,722
12,068
525,790
Vietnam
Chim Sáo
154
14,470
450
14,920
Corporate
21,472
8,848
30,320
Total Vietnam
154
14,470
21,472
8,848
450
45,240
Total Group
3,827
305,944 554,538
8,848
450
13,666
883,446
178
Country
Government
Production
entitlements
bbls ‘000s
Production
entitlements
$ ‘000s
Income
taxes
$ ‘000s
Royalties;
cash only
$ ‘000s
Dividends
$ ‘000s
Bonus
payments
$ ‘000s
Licence
fees
$ ‘000s
Infrastructure
improvement
payments
$ ‘000s
Total
$ ‘000s
Falkland
Islands
Falkland Island
Government:
Department of
Mineral Resources
476
476
Total Falkland Islands
476
476
Indonesia
SKK Migas
3,673
291,474
291,474
Directorate General
of Taxes
65,557
65,557
Total Indonesia
3,673
291,474
65,557
357,031
Mexico
Fondo Mexicano del
Petróleo para la
Estabilización y el
Desarrollo (FMP)
969
969
Servicio de
Administración
Tributaria (SAT)
153
153
Total Mexico
1,122
1,122
Norway
Tax authorities
(Skatteetaten)
(46,213)
(46,213)
Total Norway
(46,213)
(46,213)
United
Kingdom
HM Revenue
& Customs
513,722
513,722
The North Sea
Transition Authority
11,436
11,436
The Crown Estate
418
418
Crown Estate Scotland
214
214
Total UK
513,722
12,068
525,790
Vietnam
Petro Vietnam
154
14,470
450
14,920
HCM Tax Department
21,472
5,285
26,757
Vung Tau
Customs office
3,563
3,563
Total Vietnam
154
14,470
21,472
8,848
450
45,240
Total Group
3,827
305,944 554,538
8,848
450
13,666
883,446
179
Group reserves and resources
For the year ended 31 December
CO
2
storage capacity
Oil and gas
North Sea
1
International
1
Total
1
Oil and
NGLs
Gas
Total
Oil and
NGLs
Gas
Total
Oil and
NGLs
Gas
Total
mmbbls
bcf
mmboe
2
mmbbls
bcf
mmboe
2
mmbbls
bcf
mmboe
2
2P reserves (working interest)
1 January 2022
232
1,208
461
11
85
27
243
1,293
488
Revisions
3
17
(89)
1
(1)
(10)
(3)
16
(99)
(2)
Production
(36)
(183)
(71)
(1)
(18)
(5)
(38)
(202)
(76)
31 December 2022
213
936
390
9
57
19
221
993
410
2P reserves (entitlement)
4
31 December 2022
213
936
390
7
44
15
220
980
405
2C resources (working interest)
1 January 2022
220
516
309
116
208
151
336
724
460
Revisions, additions
and relinquishments
5
(78)
(155)
(105)
21
449
99
(57)
295
(5)
31 December 2022
142
361
204
137
657
250
279
1,019
455
1
North Sea consists of UK and Norway, while International consists of Indonesia, Vietnam and Mexico. Volumes reflect internal estimates. ERCE as a competent independent person has
audited the Group’s 2P net entitlement and working interest reserves as at 31 December 2022 and ERCE considers these to be fair and reasonable as per the SPE Standards Pertaining to
the Estimating and Auditing of Oil and Gas Reserves Information. ERCE has also audited c.80 per cent of the Group’s 2C contingent resources as at 31 December 2022 and is of the opinion
that Harbour’s estimates are fair and reasonable. Further, ERCE believes that if its audit had included all of Harbour’s 2C resources then it would have been able to express the same opinion.
2
Conversion of gas volumes from bcf to boe is determined using an energy conversion of 5.8 mmbtu per boe. Fuel gas is not included in these estimates.
3
2P reserves revisions are accounted for by a downward revision of the Group’s estimates of the Tolmount field 2P reserves based on the production performance of the field partially
offset by the sanction of further activity, including the Talbot field development and for a further well in the Greater Britannia Area.
4
Harbour’s net entitlement 2P reserves are lower than its working interest 2P reserves for its international assets, reflecting the terms of the Production Sharing Contracts (PSC).
5
Movement in 2C resources reflects the addition of the Timpan gas discovery in Indonesia offset by the movement of some volumes to 2P reserves, revisions and UK licence relinquishments.
The Group provides for amortisation of costs relating to evaluated properties based on direct interests on an entitlement basis, which
incorporates the terms of the PSCs in Indonesia and Vietnam. On an entitlement basis, reserves were 405 mmboe as at 31 December 2022.
Because of rounding, some totals may not agree exactly with the sum of their component parts.
31 December
2022
At 31 December
2021
2C resources (million tonnes)
1
300
1
Volumes reflect internal estimates. Harbour commissioned ERCE to complete a Competent Person’s Report of the Storage Capacity of the Viking CCS project to the Society of Petroleum
Engineers (SPE) Storage Resources Management System (SRMS) standard, and to audit Harbour’s 2C storage resource estimate. This audit process has confirmed Harbour’s estimate
of 300 million tonnes of 2C storage resource for the Viking CCS project is fair and reasonable.
180
United Kingdom
Operated producing assets
Location
Asset(s)
Operator
Harbour equity
Associated fields/discoveries
Armada Area
Armada, Everest and Lomond
Harbour
100.0%
Drake, Fleming, Hawkins, Maria and Seymour
Catcher Area
Catcher
Harbour
50.0%
Burgman, Varadero and Laverda
Greater Britannia
Area
Britannia
Brodgar
Callanish
Enochdhu
Harbour
Harbour
Harbour
Harbour
58.7%
93.8%
83.5%
50.0%
N/A
N/A
N/A
N/A
J-Area
J-Area
Jade
Harbour
Harbour
67.0%
67.5%
Jasmine, Joanne, Judy, Dunnottar and Talbot
N/A
West of Shetland
Solan
Harbour
100.0%
N/A
Southern North Sea
Johnston
Tolmount
Harbour
Harbour
28.75%
50.0%
N/A
Tolmount and Tolmount East
East Irish Sea
1
Calder, Dalton and Millom
Harbour
100.0%
N/A
1
Operated on our behalf by Spirit Energy.
Non-operated producing assets
Location
Asset(s)
Operator
Harbour equity
Associated fields/discoveries
West of Shetland
Clair
Schiehallion
BP
BP
7.5%
10.0%
N/A
N/A
Central North Sea
Alder
Buzzard
Elgin, Franklin and West Franklin
Erskine
Glenelg
Nelson
Ithaca
CNOOC
Total
Ithaca
Total
Shell
26.3%
21.7%
19.3%
32.0%
33.3%
1.7%
N/A
N/A
N/A
N/A
N/A
N/A
Northern North Sea
Beryl
Buckland
Callater
Ness/Nevis Central
Nevis South
Nevis West
Skene
Storr
Apache
Apache
Apache
Apache
Apache
Apache
Apache
Apache
39.4%
37.5%
45.0%
39.4%
42.8%
49.1%
34.0%
39.5%
N/A
N/A
N/A
N/A
N/A
N/A
N/A
N/A
Southern North Sea
Galleon
Ravenspurn North
Shell
Perenco
8.4%
28.8%
N/A
N/A
Note:
These lists are not exhaustive. Harbour also holds a number of operated and non-operated interests in fields on the UK Continental Shelf that have ceased production and are in or are
entering decommissioning, as well as operated exploration, appraisal and pre-development interests.
Infrastructure
Asset
Operator
Harbour equity
Rivers terminal
Harbour
1
100.0%
Sullom Voe terminal
EnQuest
0.5%
Brent pipeline system
TAQA
0.8%
Central area transmission system (CATS) pipeline
Kellas Midstream
0.7%
Esmond transportation system (ETS) pipeline
Kellas Midstream
10.0%
Glen Lyon FPSO
BP
8.2%
Graben area export line (GAEL) pipeline (Northern)
Ineos
4.0%
Graben area export line (GAEL) pipeline (Southern)
Ineos
13.4%
Scottish area gas evacuation (SAGE) pipeline
Ancala Midstream
19.7%
Shearwater and Elgin area line (SEAL) pipeline
Shell
10.8%
SEAL interconnector link (SILK) pipeline
Total
16.0%
West of Shetland pipeline system
BP
2.7%
1
Operated on our behalf by Spirit Energy.
Worldwide licence interests
As at 31 December 2022
181
Worldwide licence interests
continued
As at 31 December 2022
Norway
Location
Asset(s)
Operator
Harbour equity
Associated fields/discoveries
PL956
Block 25/8
Vår Energi
15.0%
N/A
PL973
Block 15/12
Harbour
50.0%
N/A
PL973B
Block 15/12
Harbour
50.0%
N/A
PL1032
Blocks 2/7 and 2/10
Aker BP
40.0%
N/A
PL1034
Block 15/12
Harbour
60.0%
N/A
PL1058
Blocks 6307/1 and 6407/10
Equinor
40.0%
N/A
PL1060
Blocks 6407/8 and 6407/9
Equinor
20.0%
N/A
PL1066
Block 6507/3
Aker BP
50.0%
Galtvort
PL1087
Blocks 2/2 and 2/5
Harbour
50.0%
N/A
PL1089
Blocks 1/5 and 1/6
Aker BP
50.0%
N/A
PL1092
Blocks 15/6 and 9
Aker BP
50.0%
N/A
PL1093
Blocks 16/4, 5, 6, 8 and 9
Harbour
50.0%
N/A
PL1113
Blocks 6407/8, 9 and 11
Neptune
30.0%
N/A
PL1114
Blocks 640/7/7. 8, 10 and 11
Harbour
40.0%
N/A
PL 1138
Blocks 15/9, 16/4, 16/7
Harbour
40.0%
N/A
PL 1155
Blocks 6407/10 and 6407/11
Equinor
20.0%
N/A
PL 1162
Block 6407/2
Aker BP
30.0%
N/A
PL 1164
Block 6507/11
Aker BP
30.0%
N/A
Other worldwide licences
Licence
Asset(s)
Operator
Harbour equity
Associated fields/discoveries
Indonesia
South Andaman
South Andaman
Mubadala Petroleum
20.0%
N/A
Andaman I
Andaman I
Mubadala Petroleum
20.0%
N/A
Andaman II
Andaman II
Harbour
40.0%
Timpan
Natuna Sea
Block A
Harbour
28.7%
Anoa, Gajah Baru, Naga, Pelikan,
Bison, Iguana and Gajah Puteri
Tuna Block
Tuna Block
Harbour
50.0%
Kuda Laut and Singa Laut
Mexico
Mexico Block 7
7
Talos
25.0%
Zama
Mexico Block 11
11
Harbour
100.0%
N/A
Mexico Block 13
13
Harbour
100.0%
N/A
Mexico Block 30
30
WDEA
30.0%
N/A
Vietnam
Block 12W
12W
Harbour
53.1%
Chim Sáo, Chim Sáo North and Dua
Note:
These lists are not exhaustive. Harbour also holds a number of non-operated interests in fields in Mauritania that are currently being decommissioned.
182
2C
Best estimate of contingent resources
2P
Proven and probable reserves
ABP
Association of British Ports
ADR
American depositary receipt
AFE
Authorisation for expenditure
AGM
Annual General Meeting
APA
Awards in Predefined Areas
APS
Announced Pledges Scenario
bbl
Barrel
bcf
Billion cubic feet
BEIS
Department for Business, Energy and Industrial Strategy
BMS
Business management system
boe
Barrel(s) of oil equivalent
CBCR
Country-by-country reporting
CCGT
Combined cycle gas turbine
CCS
Carbon capture and storage
CGUs
Cash-generating units
Chrysaor
Chrysaor Holdings Limited and subsidiaries
CMAPP
Corporate major accident prevention policy
CO
2
e
Carbon dioxide equivalent
COP
Cessation of production
CPI
Consumer price index
CPRs
Competent person reports
CRR
Corporate reporting review
CRROs
Climate-related risks and opportunities
CSA
Conditional share awards
DBSP
Deferred bonus share plan
DCO
Development consent order
DD&A
Depreciation, depletion and amortisation
DE&I
Diversity, equity and inclusion
DESZN
Department for Energy Security and Net Zero
DRIP
Dividend re-investment plan
DTA
Deferred tax asset
EBITDA
Earnings before interest, tax, depreciation and amortisation
EBITDAX
Earnings before interest, tax, depreciation, amortisation and
exploration
ECL
Expected credit losses
E&E
Exploration and evaluation
EFF
Exploration financing facility
EIR
Effective interest rate
EITI
Extractives Industries Transparency Initiative
EMS
Enterprise management system
EPL
Energy Profits Levy
EPS
Earnings per share
ERRV
Emergency response and rescue vessel
ESG
Environmental, social and governance
ESOP
Employee stock ownership plan
EUA
European Union Allowance
EUR
Euros
EVP
Executive Vice President
EY
Ernst & Young LLP
FCA
Financial Conduct Authority
FEED
Front end engineering and design
FPSO
Floating production, storage and offtake vessel
FRC
Financial Reporting Council
FVLCD
Fair value less cost of disposal
FVOCI
Fair value through other comprehensive income
FVTPL
Fair value through profit or loss
FX
Foreign exchange
FY
Full year
GHG
Greenhouse gas emissions
GJ
Gigajoule
GRI
Global reporting initiative
HiPo
High potential incident
(Any incident or near miss that could, in other circumstances,
have realistically resulted in one or more fatalities)
HiPoR
High potential incident rate
(The frequency of HiPos per million worked hours)
HMRC
HM Revenue & Customs
HSES
Health, safety, environment and security
IAS
International Accounting Standards
IASB
International Accounting Standards Board
IEA
International Energy Agency
IFRIC
IFRS interpretations committee
IFRSs
International Financial Reporting Standards
IOGP
International Association of Oil and Gas Producers
IPCC
Intergovernmental Panel on Climate Change
IPIECA
International Petroleum Industry Environmental
Conservation Association
IRR
Internal rate of return
ISAs (UK)
International Standards on Auditing (UK)
ISDA
International Swaps and Derivatives Association
JV
Joint venture
kboepd
Thousand barrels of oil equivalent per day
kgCO
2
e
Kilograms of carbon dioxide equivalent
km
2
Square kilometre
KPI
Key performance indicator
kt
Thousand tonnes
LIBOR
London Inter-Bank Offered Rate
LNG
Liquefied natural gas
LOGGS
Lincolnshire Offshore Gas Gathering System
LTIP
Long Term Incentive Plan
Glossary
183
Glossary
continued
LWDC
Lost work day cases
M&A
Mergers and acquisitions
MAH
Major accident hazards
mmboe
Million barrels of oil equivalent
mscf
Thousand standard cubic feet
mt
Million tonnes
MTC
Medical treatment cases
mtpa
Million tonnes per annum
NBP
Natural gas prices
NCP
National contingency plan
NGFS
Network for Greening the Financial System
NGL
Natural gas liquids
NGO
Non-government organisation
NOK
Norwegian krone
NSIP
Nationally Significant Infrastructure Project
NSTA
North Sea Transition Authority
NSTD
North Sea Transition Deal
NTS
National Transmission System
NZE
Net zero emissions
OCM
Operating Committee Meetings
OECD
Organisation for Economic Co-operation and Development
OEUK
Offshore Energies UK
OSV
Offshore support vessel
POD
Plan of development
PPA
Purchase price allocation
PP&E
Property, plant and equipment
Premier
Premier Oil plc and subsidiaries
PSA
Performance Share Awards
PSC
Production sharing contract
PSE
Process safety events
PVSP
Premier Value Share Plan
RBL
Reserves-based lending
RFCT
Ring-fence corporation tax
RPI
Retail price index
RSA
Restricted Share Award
RTO
Reverse takeover
RWDC
Restricted work day cases
SAYE
Save As You Earn
Scope 1
Direct emissions from owned or operated sources
Scope 2
Indirect emissions from the generation of purchased energy
Scope 3
All indirect emissions (not included in Scope 2) that occur
in the value chain of the reporting company, including both
upstream and downstream emissions
SCT
Supplementary charge tax
SIP
Share Incentive Plan
SOFR
Secured Overnight Financing Rate
SPE
Society of Petroleum Engineers
SRMS
Storage Resources Management System
SSP
Shared Socioeconomic Pathways
Tcf
Trillion cubic feet
TCFD
Task Force on Climate-related Financial Disclosures
Therm
A unit for quantity of heat that equals 100,000 British thermal
units. One therm is equal to approximately 100 cubic feet of
natural gas
TRIR
Total Recordable Injury Rate
(The number of fatalities, lost time injuries, substitute work,
and other injuries requiring treatment by a medical professional
per million hours worked)
TSR
Total shareholder return
TWh
Terawatt-hour
USD
US dollar
VP
Vice President
WACC
Weighted average cost of capital
184
Non-IFRS measures
Harbour uses certain measures of performance that are not specifically defined under IFRS or other generally accepted accounting
principles (GAAP). These non-IFRS measures, which are presented within the Financial review, are defined below:
¼
Capital investment:
Depicts how much the Group has spent on purchasing fixed assets in order to further its business goals and
objectives. It is a useful indicator of the Group’s organic expenditure on oil and gas assets, and exploration and appraisal assets,
incurred during a period.
¼
DD&A per barrel:
Depreciation and amortisation of oil and gas properties for the period divided by working interest production.
This is a useful indicator of ongoing rates of depreciation and amortisation of the Group’s producing assets.
¼
EBITDAX:
Earnings before tax, interest, depreciation and amortisation, impairments, remeasurements, onerous contracts and
exploration expenditure. This is a useful indicator of underlying business performance.
¼
Free cash flow:
Operating cash flow less cash flow from investing activities less interest and lease payments.
¼
GHG intensity:
Reported on a gross operated basis and excluding offsets.
¼
Leverage ratio:
Net debt/last 12 months EBITDAX.
¼
Liquidity:
The sum of cash and cash equivalents on the balance sheet and the undrawn amounts available to the Group on our principal
facilities. This is a key measure of the Group’s financial flexibility and ability to fund day-to-day operations.
¼
Net debt:
Total reserves-based lending facility, bond and exploration financing facility (net of the carrying value of unamortised fees)
less cash and cash equivalents recognised on the consolidated balance sheet. This is an indicator of the Group’s indebtedness and
contribution to capital structure.
¼
Operating cost per barrel:
Direct operating costs (excluding over/underlift) for the period, including tariff expense, insurance costs and
mark to market movements on emissions hedges, less tariff income, divided by working interest production. This is a useful indicator of
ongoing operating costs from the Group’s producing assets.
¼
Total capital expenditure:
Capital investment ‘additions’ per notes 11 and 12 plus decommissioning expenditure ‘amounts used’ per note 20.
185
Registrar
All enquiries concerning your shareholding
should be directed to Equiniti:
Equiniti Limited
Aspect House
Spencer Road
Lancing
West Sussex
BN99 6DA
United Kingdom
Telephone: 0371 384 2030
Telephone number from outside UK:
+44 (0)371 384 2030
Lines are open 9.00am – 5.00pm
Monday to Friday, excluding public
holidays in England and Wales.
Online:
help.shareview.co.uk
Website:
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Share portal
As a shareholder you have direct access to
an online share portal operated by Equiniti
at
www.shareview.co.uk
. You can access
the share portal with your Shareholder
Reference Number (SRN) which can be
found on your share certificate. The portal
provides a range of services, free of charge,
to help you to administer your shareholding
quickly and efficiently by allowing you to:
¼
change your address details;
¼
choose to receive electronic shareholder
communications;
¼
set up or amend a dividend mandate so
dividends can be paid directly to your
bank account; and
¼
buy and sell Harbour Energy plc shares using
the dealing service operated by Equiniti.
Shareholder information
E-communications
Shareholders have the option to receive
communications including annual reports
and notices of meetings electronically. This is
a faster, more environmentally friendly and,
for Harbour Energy plc, a more cost-effective
way for shareholders to receive annual
reports and other statutory communications
as soon as they are available. To register for
this service, please visit the share portal:
www.shareview.co.uk
. You will need your 11
digit Shareholder Reference Number which
can be found on documents that you have
been sent by Equiniti. Once registered,
Harbour Energy plc will communicate with
you via email rather than post.
Dividends
Details of dividend payments made are
included within the Shareholder Information
section of the Investors area of the company
website:
harbourenergy.com
.
The company operates a Dividend
Reinvestment Plan (DRIP) which enables
shareholders to buy the company’s shares
on the London stock market with their cash
dividend. Further information about the
DRIP is available from Equiniti.
Shareholder security
Shareholders are advised to be cautious about
any unsolicited financial advice, including
offers to buy Harbour Energy plc shares at
inflated prices, or offers of free reports about
Harbour. More information can be found at
www.fca.org.uk/consumers/scams
and
in the Shareholder Information section of
the Investors area of the company website:
harbourenergy.com
.
American Depositary Receipt programme
Harbour Energy plc has a sponsored Level 1
American Depositary Receipt (ADR)
programme which BNY Mellon administers
and for which it acts as Depositary. Each
ADR represents one ordinary share of the
company. The ADRs trade on the US
over-the-counter market under the symbol
HBRIY. When dividends are paid to
shareholders, the Depositary converts such
dividends into US dollars, net of fees and
expenses, and distributes the net amount
to ADR holders.
Registered Depositary Receipt holders
can trade, access account balances
and transaction history, find answers to
frequently asked questions and download
commonly needed forms online at
www.adrbnymellon.com
. To speak directly
to a BNY Mellon representative, please call
1-888-BNY-ADRS (1-888-269-2377) if you
are calling from within the United States.
If you are calling from outside the United
States, please call 001-201-680-6825.
You may also send an email inquiry to
shrrelations@cpushareownerservices.com
or visit the website at
www.computershare-na.com/bnym_adr
.
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Notes
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Notes
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Registered office
Harbour Energy plc
4
th
Floor
Saltire Court
20 Castle Terrace
Edinburgh
EH1 2EN
Registered number SC234781
Head office
Harbour Energy plc
23 Lower Belgrave Street
London
SW1W 0NR
Tel: +44 (0)20 7730 1111
Email: info@harbourenergy.com
Email: investor.relations@harbourenergy.com
harbourenergy.com