UNITED STATES  

SECURITIES AND EXCHANGE COMMISSION  

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16

OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of March 2018

 


 

Commission File Number: 001-36298

 

GeoPark Limited

(Exact name of registrant as specified in its charter)

 

Nuestra Señora de los Ángeles 179

Las Condes, Santiago, Chile  

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F

  Form 40-F  
 

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Yes  
 
  No

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

Yes  
 
  No

 

 

 

 

GEOPARK LIMITED

 

TABLE OF CONTENTS

 

ITEM  
1.

GeoPark Limited Consolidated Financial Statements as of and for the year ended 31 December 2017

   

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    GeoPark Limited
     
     
      By: /s/ Andrés Ocampo
        Name: Andrés Ocampo
        Title: Chief Financial Officer

 

Date: March 7, 2018

 

 

 

Item 1

 

GEOPARK LIMITED

 

 

 

CONSOLIDATED

 

FINANCIAL STATEMENTS

 

 

 

As of and for the year ended 31 December 2017

 

 

 

GEOPARK LIMITED  

31 DECEMBER 2017  

Contents

 

   
2 Report of Independent Registered Public Accounting Firm
3 Consolidated Statement of Income
4 Consolidated Statement of Comprehensive Income
5 Consolidated Statement of Financial Position
6 Consolidated Statement of Changes in Equity
7 Consolidated Statement of Cash Flow
8 Notes to the Consolidated Financial Statements

1  


Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and Shareholders of

GeoPark Limited

 

Opinion on the Consolidated Financial Statements

 

We have audited the accompanying consolidated statement of financial position of GeoPark Limited and its subsidiaries (the "Company") as of December 31, 2017 and 2016, the related consolidated statements of income and of comprehensive income, changes in equity and cash flows, for each of the three years in the period ended December 31, 2017, including the related notes (collectively referred to as the "consolidated financial statements"). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2017, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.

 

Basis for Opinion

 

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

PRICE WATERHOUSE & CO. S.R.L.

 

By /s/ Ezequiel L. Mirazón (Partner)

 

Ezequiel L. Mirazón

 

Autonomous City of Buenos Aires, Argentina
March 7, 2018

 

We have served as the Company’s auditor since 2009.

 

2  

CONSOLIDATED STATEMENT OF INCOME

 

Amounts in US$ ´000 Note 2017 2016 2015
REVENUE 7 330,122 192,670 209,690
Commodity risk management contracts 8 (15,448) (2,554) -
Production and operating costs 9 (98,987) (67,235) (86,742)
Geological and geophysical expenses 12 (7,694) (10,282) (13,831)
Administrative expenses 13 (42,054) (34,170) (37,471)
Selling expenses 14 (1,136) (4,222) (5,211)
Depreciation   (74,885) (75,774) (105,557)
Write-off of unsuccessful exploration efforts 20 (5,834) (31,366) (30,084)
Impairment loss reversed (recognised) for non-financial assets 20-36 - 5,664 (149,574)
Other expenses   (5,088) (1,344) (13,711)
OPERATING PROFIT (LOSS)   78,996 (28,613) (232,491)
Financial expenses 15 (53,511) (36,229) (36,924)
Financial income 15 2,016 2,128 1,269
Foreign exchange (loss) gain 15 (2,193) 13,872 (33,474)
PROFIT (LOSS) BEFORE INCOME TAX   25,308 (48,842) (301,620)
Income tax (expense) benefit 17 (43,145) (11,804) 17,054
LOSS FOR THE YEAR   (17,837) (60,646) (284,566)
Attributable to:        
Owners of the Company   (24,228) (49,092) (234,031)
Non-controlling interest   6,391 (11,554) (50,535)
Losses per share (in US$) for loss attributable to owners of the Company. Basic 19 (0.40) (0.82) (4.05)
Losses per share (in US$) for loss attributable to owners of the Company. Diluted 19 (0.40) (0.82) (4.05)

 

The notes on pages 8 to 80 are an integral part of these Consolidated Financial Statements.

 

3  

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

 

Amounts in US$ ´000   2017 2016 2015
Loss for the year   (17,837) (60,646) (284,566)
Other comprehensive income:        
Items that may be subsequently reclassified to profit or loss        
Currency translation differences   (512) 7,102 (1,001)
Total comprehensive loss for the year   (18,349) (53,544) (285,567)
Attributable to:        
Owners of the Company   (24,740) (41,990) (235,032)
Non-controlling interest   6,391 (11,554) (50,535)

 

The notes on pages 8 to 80 are an integral part of these Consolidated Financial Statements.

 

4  

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

 

Amounts in US$ ´000 Note 2017 2016
ASSETS      
NON CURRENT ASSETS      
Property, plant and equipment 20 517,403 473,646
Prepaid taxes 22 3,823 2,852
Other financial assets 25 22,110 19,547
Deferred income tax asset 18 27,636 23,053
Prepayments and other receivables 24 235 241
TOTAL NON CURRENT ASSETS   571,207 519,339
CURRENT ASSETS      
Inventories 23 5,738 3,515
Trade receivables 24 19,519 18,426
Prepayments and other receivables 24 7,518 7,402
Prepaid taxes 22 26,048 15,815
Other financial assets 25 21,378 2,480
Cash and cash equivalents 25 134,755 73,563
TOTAL CURRENT ASSETS   214,956 121,201
TOTAL ASSETS   786,163 640,540
TOTAL EQUITY      
Equity attributable to owners of the Company
Share capital 26 61 60
Share premium   239,191 236,046
Reserves   129,606 130,118
Accumulated losses   (283,933) (260,459)
Attributable to owners of the Company   84,925 105,765
Non-controlling interest   41,915 35,828
TOTAL EQUITY   126,840 141,593
LIABILITIES      
NON CURRENT LIABILITIES      
Borrowings 27 418,540 319,389
Provisions and other long-term liabilities 28 46,284 42,509
Deferred income tax liability 18 2,286 2,770
Trade and other payables 29 25,921 34,766
TOTAL NON CURRENT LIABILITIES   493,031 399,434
CURRENT LIABILITIES      
Borrowings 27 7,664 39,283
Derivative financial instrument liabilities 25 19,289 3,067
Current income tax liabilities   42,942 5,155
Trade and other payables 29 96,397 52,008
TOTAL CURRENT LIABILITIES   166,292 99,513
TOTAL LIABILITIES   659,323 498,947
TOTAL EQUITY AND LIABILITIES   786,163 640,540

 

The Consolidated Financial Statements were approved by the Board of Directors on 7 March 2018.

 

The notes on pages 8 to 80 are an integral part of these Consolidated Financial Statements.

 

5  

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

 

  Attributable to owners of the Company    
Amount in US$ '000

Share  

Capital

Share

Premium

Other  

Reserve

Translation Reserve

(Accumulated Losses)  

Retained Earnings

Non-controlling Interest Total
Equity at 1 January 2015 58 210,886 127,527 (3,510) 40,596 103,569 479,126
Comprehensive income:              
Loss for the year - - - - (234,031) (50,535) (284,566)
Currency translation differences - - - (1,001) - - (1,001)
Total Comprehensive loss for the year 2015 - - - (1,001) (234,031) (50,535) (285,567)
Transactions with owners:              
Share-based payment (Note 30) 1 22,734 - - (14,993) 481 8,223
Repurchase of shares (Note 26) - (1,615) - - - - (1,615)
Total 2015 1 21,119 - - (14,993) 481 6,608
Balances at 31 December 2015 59 232,005 127,527 (4,511) (208,428) 53,515 200,167
Comprehensive income:              
Loss for the year - - - - (49,092) (11,554) (60,646)
Currency translation differences - - - 7,102 - - 7,102
Total Comprehensive loss for the year 2016 - - - 7,102 (49,092) (11,554) (53,544)
Transactions with owners:              
Share-based payment (Note 30) 1 6,032 - - (2,939) 273 3,367
Repurchase of shares (Note 26)   (1,991) - - - - (1,991)
Dividends distribution to non-controlling interest - - - - - (6,406) (6,406)
Total 2016 1 4,041 - - (2,939) (6,133) (5,030)
Balances at 31 December 2016 60 236,046 127,527 2,591 (260,459) 35,828 141,593
Comprehensive income:              
Loss for the year - - - - (24,228) 6,391 (17,837)
Currency translation differences - - - (512) - - (512)
Total Comprehensive loss for the year 2017 - - - (512) (24,228) 6,391 (18,349)
Transactions with owners:              
Share-based payment (Note 30) 1 3,145 - - 754 175 4,075
Dividends distribution to non-controlling interest - - - - - (479) (479)
Total 2017 1 3,145 - - 754 (304) 3,596
Balances at 31 December 2017 61 239,191 127,527 2,079 (283,933) 41,915 126,840

 

The notes on pages 8 to 80 are an integral part of these Consolidated Financial Statements.

 

6  

CONSOLIDATED STATEMENT OF CASH FLOW

 

Amounts in US$ '000 Note 2017 2016 2015
Cash flows from operating activities        
Loss for the year   (17,837) (60,646) (284,566)
Adjustments for:        
Income tax expense (benefit) 17 43,145 11,804 (17,054)
Depreciation   74,885 75,774 105,557
Loss on disposal of property, plant and equipment   190 14 2,000
Impairment loss (reversed) recognised for non-financial assets 20-36 - (5,664) 149,574
Write-off of unsuccessful exploration efforts 20 5,834 31,366 30,084
Accrual of borrowing’s interests   28,879 27,940 28,460
Borrowings cancellation costs 15 17,575 - -
Amortisation of other long-term liabilities 28 (657) (2,924) (703)
Unwinding of long-term liabilities 28 2,779 2,693 2,575
Accrual of share-based payment   4,075 3,367 8,223
Foreign exchange loss (gain)   2,193 (13,872) 33,474
Unrealized loss on commodity risk management contracts 8 13,300 3,068 -
Income tax paid   (6,925) (1,956) (7,625)
Changes in working capital 5 (25,278) 11,920 (24,104)
Cash flows from operating activities – net   142,158 82,884 25,895
Cash flows from investing activities        
Purchase of property, plant and equipment   (105,604) (39,306) (48,842)
Cash flows used in investing activities – net   (105,604) (39,306) (48,842)
Cash flows from financing activities        
Proceeds from borrowings   425,000 186 7,036
Debt issuance costs paid   (6,683) - -
Proceeds from cash calls from related parties   1,155 5,210 2,400
Repurchase of shares   - (1,991) (1,615)
Principal paid   (355,022) (22,645) (89)
Interest paid   (27,688) (25,490) (25,754)
Borrowings cancellation costs paid   (12,315) - -
Dividends distribution to non-controlling interest   (479) (6,406) -
Cash flows from (used in) financing activities - net   23,968 (51,136) (18,022)
Net increase (decrease) in cash and cash equivalents   60,522 (7,558) (40,969)
         
Cash and cash equivalents at 1 January   73,563 82,730 127,672
Currency translation differences   670 (1,609) (3,973)
Cash and cash equivalents at the end of the year   134,755 73,563 82,730
         
Ending Cash and cash equivalents are specified as follows:        
Cash in bank and bank deposits   134,734 73,551 82,720
Cash in hand   21 12 10
Cash and cash equivalents   134,755 73,563 82,730

The notes on pages 8 to 80 are an integral part of these Consolidated Financial Statements.

 

7  

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Note

 

1 General Information

 

GeoPark Limited (the “Company”) is a company incorporated under the law of Bermuda. The Registered Office address is Cumberland House, 9th Floor, 1 Victoria Street, Hamilton HM11, Bermuda.

 

The principal activities of the Company and its subsidiaries (the “Group” or “GeoPark”) are exploration, development and production for oil and gas reserves in Chile, Colombia, Brazil, Peru and Argentina.

 

These Consolidated Financial Statements were authorised for issue by the Board of Directors on 7 March 2018.

 

Note

 

2 Summary of significant accounting policies

 

The principal accounting policies applied in the preparation of these Consolidated Financial Statements are set out below. These policies have been consistently applied to the years presented, unless otherwise stated.

 

2.1 Basis of preparation

 

The Consolidated Financial Statements of GeoPark Limited have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”), under the historical cost convention.

 

The Consolidated Financial Statements are presented in thousands of United States Dollars (US$'000) and all values are rounded to the nearest thousand (US$'000), except in the footnotes and where otherwise indicated.

 

The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Consolidated Financial Statements are disclosed in this note under the title “Accounting estimates and assumptions”.

 

All the information included in these Consolidated Financial Statements corresponds to the Group, except where otherwise indicated.

 

8  

Note

 

2 Summary of significant accounting policies (continued)

 

2.1 Basis of preparation (continued)

 

2.1.1 Changes in accounting policy and disclosure

 

New and amended standards adopted by the Group

 

The following standards have been adopted by the Group for the first time for the financial year beginning on or after 1 January 2017:

 

·          Recognition of Deferred Tax Assets for Unrealised Losses – Amendments to IAS 12

 

·          Disclosure initiative – Amendments to IAS 7

 

The adoption of these amendments did not have any impact on the current period or any prior period and is not likely to affect future periods.

 

New standards, amendments and interpretations issued but not effective for the financial year beginning 1 January 2017 and not early adopted.

 

· IFRS 2 Share based payments: amended in June 2016 to clarify the measurement basis for cash-settled share-based payments and the accounting for modifications that change an award from cash-settled to equity-settled. It also introduces an exception to IFRS 2 principles by requiring an award to be treated as if it was wholly equity-settled, where an employer is obliged to withhold an amount for the employee’s tax obligation associated with a share-based payment and pay that amount to the tax authority. It is effective for annual periods beginning on or after January 1, 2018. The Group estimates that these amendments will not have a material impact on the Group’s operating results or financial position.

 

· IFRS 9 Financial Instruments and associated amendments to various other standards: IFRS 9 replaces the multiple classification and measurement models in IAS 39. Classification of debt assets will be driven by the entity’s business model for managing the financial assets and the contractual cash flow characteristics of the financial assets. A debt instrument is measured at amortised cost if: a) the objective of the business model is to hold the financial asset for the collection of the contractual cash flows, and b) the contractual cash flows under the instrument solely represent payments of principal and interest. All other debt and equity instruments, including investments in complex debt instruments and equity investments, must be recognised at fair value.

 

All fair value movements on financial assets are taken through the statement of profit or loss, except for equity investments that are not held for trading, which may be recorded in the statement of profit or loss or in reserves (without subsequent recycling to profit or loss). For financial liabilities that are measured under the fair value option entities will need to recognise the part of the fair value change that is due to changes in their own credit risk in other comprehensive income rather than profit or loss.

 

The new hedge accounting rules (released in December 2013) align hedge accounting more closely with common risk management practices. As a general rule, it will be easier to apply hedge accounting going forward.

 

9  

Note

 

2 Summary of significant accounting policies (continued)

 

2.1 Basis of preparation (continued)

 

2.1.1 Changes in accounting policy and disclosure (continued)

 

The new impairment model under IFRS 9 requires the recognition of impairment provisions based on expected credit losses rather than only incurred credit losses as is the case under IAS 39. It applies to financial assets classified at amortised cost, debt instruments measured at fair value through other comprehensive income, contract assets under IFRS 15, lease receivables, loan commitments and certain financial guarantee contracts.

 

The new standard also introduces expanded disclosure requirements and changes in presentation.

 

Management has assessed the effects of applying the new standard on the Group’s Consolidated Financial Statements and concluded that no material impact will be expected.

 

·  IFRS 15 Revenue from contracts with customers and associated amendments to various other standards: The IASB has issued a new standard for the recognition of revenue. This will replace IAS 18 which covers contracts for goods and services and IAS 11 which covers construction contracts. The new standard is based on the principle that revenue is recognised when control of a good or service transfers to a customer so the notion of control replaces the existing notion of risks and rewards.

 

These accounting changes may have flow-on effects on the entity’s business practices regarding systems, processes and controls, compensation and bonus plans, contracts, tax planning and investor communications. Entities will have a choice of full retrospective application, or prospective application with additional disclosures.

 

It is mandatory for financial years commencing on or after 1 January 2018. The Group intends to adopt the standard using the modified retrospective approach which means that the cumulative impact of the adoption will be recognised in retained earnings as of 1 January 2018 and that comparatives will not be restated.

 

Management has assessed the effects of applying the new standard on the Group’s Consolidated Financial Statements and concluded that no material impact will be expected.

 

· IFRS 16 Leases: will affect primarily the accounting by lessees and will result in the recognition of almost all leases on balance sheet. The standard removes the current distinction between operating and financing leases and requires recognition of an asset (the right to use the leased item) and a financial liability to pay rentals for virtually all lease contracts. An optional exemption exists for short-term and low-value leases. The accounting by lessors will not significantly change. Some differences may arise as a result of the new guidance on the definition of a lease.

 

The Group has not yet determined to what extent its commitments will result in the recognition of an asset and a liability for future payments and how this will affect the Group’s profit and classification of cash flows. Some of the commitments may be covered by the exception for short-term and low-value leases and some commitments may relate to arrangements that will not qualify as leases under IFRS 16. At this stage, the Group does not intend to adopt the standard before its effective date. The Group intends to apply the simplified transition approach and will not restate comparative amounts for the year prior to first adoption.

 

10  

Note

 

2 Summary of significant accounting policies (continued)

 

2.1 Basis of preparation (continued)

 

2.1.1 Changes in accounting policy and disclosure (continued)

 

· IFRIC 22 Foreign Currency Transactions and Advance Consideration: issued in December 2016. The interpretation addresses how to determine the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income related to an entity that has received or paid an advance consideration in a foreign currency. The date of the transaction is the date on which an entity initially recognises the non-monetary asset or non-monetary liability arising from the payment or receipt of advance consideration. It is effective for annual periods beginning on January 1, 2018. The Group estimates that these interpretations will not have a material impact on the Group’s operating results or financial position.

 

· Sale or contribution of assets between an investor and its associate or joint venture – Amendments to IFRS 10 and IAS 28: The amendments clarify the accounting treatment for sales or contribution of assets between an investor and its associates or joint ventures.

 

· Improvements to IFRSs – 2014-2016 Cycle: amendments issued in December 2016 that are effective for periods beginning on or after January 1, 2018. The Group estimates that these amendments will not have an impact on the Group’s operating results or financial position.

 

There are no other standards that are not yet effective and that would be expected to have a material impact on the entity in the current or future reporting periods and on foreseeable future transactions.

 

2.2 Going concern

 

The Directors regularly monitor the Group's cash position and liquidity risks throughout the year to ensure that it has sufficient funds to meet forecast operational and investment funding requirements. Sensitivities are run to reflect latest expectations of expenditures, oil and gas prices and other factors to enable the Group to manage the risk of any funding short falls and/or potential debt covenant breaches.

 

Considering macroeconomic environment conditions, the performance of the operations, the US$ 425,000,000 debt fund raising completed in September 2017, the Group’s cash position, and the fact that over 99% of its total indebtedness maturing in 2024, the Directors have formed a judgement, at the time of approving the financial statements, that there is a reasonable expectation that the Group has adequate resources to meet all its obligations for the foreseeable future. For this reason, the Directors have continued to adopt the going concern basis in preparing the Consolidated Financial Statements.

 

11  

Note

 

2 Summary of significant accounting policies (continued)

 

2.3 Consolidation

 

Subsidiaries are all entities (including structured entities) over which the group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are deconsolidated from the date that control ceases.

 

The Group applies the acquisition method to account for business combinations. The consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities incurred by the former owners of the acquiree and the equity interests issued by the Group. The consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration arrangement. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related costs are expensed as incurred.

 

The excess of the consideration transferred, the amount of any non-controlling interest in the acquired entity, and the acquisition-date fair value of any previous equity interest in the acquired entity over the fair value of the identifiable net assets acquired is recorded as goodwill. If the total of consideration transferred, non-controlling interest recognised and previously held interest measured is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase, the difference is recognised directly in the income statement.

 

Intercompany transactions, balances and unrealised gains on transactions between the Group and its subsidiaries are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Amounts reported in the financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.

 

2.4 Segment reporting

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Executive Committee. This committee is integrated by the CEO, COO, CFO and managers in charge of the Geoscience, Operations, Corporate Governance, Finance and People departments. This committee reviews the Group’s internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports.

 

12  

Note

 

2 Summary of significant accounting policies (continued)

 

2.5 Foreign currency translation

 

a)    Functional and presentation currency

 

The Consolidated Financial Statements are presented in US Dollars, which is the Group’s presentation currency.

 

Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (the “functional currency”). The functional currency of Group companies incorporated in Chile, Colombia, Peru and Argentina is the US Dollar, meanwhile for the Group´s Brazilian company the functional currency is the local currency, which is the Brazilian Real.

 

b)    Transactions and balances

 

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Consolidated Statement of Income.

 

2.6 Joint arrangements

 

Under IFRS 11 investments in joint arrangements are classified as either joint operations or joint ventures depending on the contractual rights and obligations of each investor.

 

The Group has assessed the nature of its joint arrangements and determined them to be joint operations. The Group combines its share in the joint operations individual assets, liabilities, results and cash flows on a line-by-line basis with similar items in its financial statements.

 

2.7 Revenue recognition

 

Revenue from the sale of crude oil and gas is recognised in the Consolidated Statement of Income when risk is transferred to the purchaser, and if the revenue can be measured reliably and is expected to be received. Revenue is shown net of VAT, discounts related to the sale and overriding royalties due to the ex-owners of oil and gas properties where the royalty arrangements represent a retained working interest in the property. See Note 32 (a).

 

13  

Note

 

2 Summary of significant accounting policies (continued)

 

2.8 Production and operating costs

 

Production costs include wages and salaries incurred to achieve the revenue for the year. Direct and indirect costs of raw materials and consumables, rentals, leasing and royalties are also included within this account.

 

2.9 Financial results

 

Financial results include interest expenses, interest income, bank charges, the amortisation of financial assets and liabilities, and foreign exchanges gain and losses. The Group has capitalised borrowing cost for wells and facilities that were initiated after 1 January 2009. The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest rate applicable to the Group’s general borrowings during the year, which was 6.90% at year end 2017 (7.98% at year end 2016 and 2015). Amounts capitalised during the year amounted to US$ 610,841 (US$ 254,950 in 2016 and US$ 637,390 in 2015).

 

2.10 Property, plant and equipment

 

Property, plant and equipment are stated at historical cost less depreciation and impairment charge, if applicable. Historical cost includes expenditure that is directly attributable to the acquisition of the items; including provisions for asset retirement obligation.

 

Oil and gas exploration and production activities are accounted for in accordance with the successful efforts method on a field by field basis. The Group accounts for exploration and evaluation activities in accordance with IFRS 6, Exploration for and Evaluation of Mineral Resources, capitalising exploration and evaluation costs until such time as the economic viability of producing the underlying resources is determined. Costs incurred prior to obtaining legal rights to explore are expensed immediately to the Consolidated Statement of Income.

 

Exploration and evaluation costs may include: license acquisition, geological and geophysical studies (i.e.: seismic), direct labour costs and drilling costs of exploratory wells. No depreciation and/or amortisation are charged during the exploration and evaluation phase. Upon completion of the evaluation phase, the prospects are either transferred to oil and gas properties or charged to expense (exploration costs) in the period in which the determination is made depending whether they have found reserves or not. If not developed, exploration and evaluation assets are written off after three years, unless it can be clearly demonstrated that the carrying value of the investment is recoverable.

 

A charge of US$ 5,834,000 has been recognised in the Consolidated Statement of Income within Write-off of unsuccessful exploration efforts (US$ 31,366,000 in 2016 and US$ 30,084,000 in 2015). See Note 20.

 

All field development costs are considered construction in progress until they are finished and capitalised within oil and gas properties, and are subject to depreciation once completed. Such costs may include the acquisition and installation of production facilities, development drilling costs (including dry holes, service wells and seismic surveys for development purposes), project-related engineering and the acquisition costs of rights and concessions related to proved properties.

 

14  

Note

 

2 Summary of significant accounting policies (continued)

 

2.10 Property, plant and equipment (continued)

 

Workovers of wells made to develop reserves and/or increase production are capitalised as development costs. Maintenance costs are charged to the Consolidated Statement of Income when incurred.

 

Capitalised costs of proved oil and gas properties and production facilities and machinery are depreciated on a licensed area by the licensed area basis, using the unit of production method, based on commercial proved and probable reserves. The calculation of the “unit of production” depreciation takes into account estimated future finding and development costs and is based on current year end unescalated price levels. Changes in reserves and cost estimates are recognised prospectively. Reserves are converted to equivalent units on the basis of approximate relative energy content.

 

Depreciation of the remaining property, plant and equipment assets (i.e. furniture and vehicles) not directly associated with oil and gas activities has been calculated by means of the straight line method by applying such annual rates as required to write-off their value at the end of their estimated useful lives. The useful lives range between 3 years and 10 years.

 

Depreciation is allocated in the Consolidated Statement of Income as a separate line to better follow up the performance of the business.

 

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable amount (see Impairment of non-financial assets in Note 2.12).

 

2.11 Provisions and other long-term liabilities

 

Provisions for asset retirement obligations, deferred income, restructuring obligations and legal claims are recognised when the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Restructuring provisions comprise lease termination penalties and employee termination payments.

 

Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to the passage of time is recognised as financial expense.

 

15  

Note

 

2 Summary of significant accounting policies (continued)

 

2.11 Provisions and other long-term liabilities (continued)

 

2.11.1 Asset Retirement Obligation

 

The Group records the fair value of the liability for asset retirement obligations in the period in which the wells are drilled. When the liability is initially recorded, the Group capitalises the cost by increasing the carrying amount of the related long-lived asset. Over time, the liability is accreted to its present value at each reporting period, and the capitalised cost is depreciated over the estimated useful life of the related asset. According to interpretations and application of current legislation and on the basis of the changes in technology and the variations in the costs of restoration necessary to protect the environment, the Group has considered it appropriate to periodically re-evaluate future costs of well-capping. The effects of this recalculation are included in the financial statements in the period in which this recalculation is determined and reflected as an adjustment to the provision and the corresponding property, plant and equipment asset.

 

2.11.2 Deferred Income

 

Relates to contributions received in cash from the Group’s clients to improve the project economics of gas wells. The amounts collected are reflected as a deferred income in the balance sheet and recognised in the Consolidated Statement of Income over the productive life of the associated wells. The depreciation of the gas wells that generated the deferred income is charged to the Consolidated Statement of Income simultaneously with the amortisation of the deferred income. The addition in 2016 and the amounts used in 2017 correspond to the deferred income related to the take or pay provision associated to gas sales in Brazil.

 

2.12 Impairment of non-financial assets

 

Assets that are not subject to depreciation and/or amortisation (i.e.: exploration and evaluation assets) are tested annually for impairment. Assets that are subject to depreciation and/or amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

 

An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units), generally a licensed area. Non-financial assets other than goodwill that suffered impairment are reviewed for possible reversal of the impairment at each reporting date.

 

16  

Note

 

2 Summary of significant accounting policies (continued)

 

2.12 Impairment of non-financial assets (continued)

 

No asset should be kept as an exploration and evaluation asset for a period of more than three years, except if it can be clearly demonstrated that the carrying value of the investment will be recoverable.

 

During 2017, no impairment loss was recognised (impairment loss reversed for US$ 5,664,000 in 2016 and impairment loss recognised for US$ 149,574,000 in 2015). See Note 36. The write-offs are detailed in Note 20.

 

2.13 Lease contracts

 

All current lease contracts are considered to be operating leases on the basis that the lessor retains substantially all the risks and rewards related to the ownership of the leased asset. Payments related to operating leases and other rental agreements are recognised in the Consolidated Income Statement on a straight line basis over the term of the contract. The Group's total commitment relating to operating leases and rental agreements is disclosed in Note 32.

 

Leases in which substantially all of the risks and rewards of ownership are transferred to the lessee are classified as finance leases. Under a finance lease, the Group as lessor has to recognise an amount receivable equal to the aggregate of the minimum lease payments plus any unguaranteed residual value accruing to the lessor, discounted at the interest rate implicit in the lease.

 

2.14 Inventories

 

Inventories comprise crude oil and materials.

 

Crude oil is measured at the lower of cost and net realisable value. Materials are measured at the lower of cost and recoverable amount. The cost of materials and consumables is calculated at acquisition price with the addition of transportation and similar costs. Cost is determined using the first-in, first-out (FIFO) method.

 

2.15 Current and deferred income tax

 

The tax expense for the year comprises current and deferred tax. Tax is recognised in the Consolidated Statement of Income.

 

The current income tax charge is calculated on the basis of the tax laws enacted or substantially enacted at the balance sheet date in the countries where the Company’s subsidiaries operate and generate taxable income. The computation of the income tax expense involves the interpretation of applicable tax laws and regulations in many jurisdictions. The resolution of tax positions taken by the Group, through negotiations with relevant tax authorities or through litigation, can take several years to complete and in some cases it is difficult to predict the ultimate outcome.

 

17  

Note

 

2 Summary of significant accounting policies (continued)

 

2.15 Current and deferred income tax (continued)

 

Deferred income tax is recognised, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted as of the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

 

In addition, the Group has tax-loss carry-forwards in certain taxing jurisdictions that are available to be offset against future taxable profit. However, deferred tax assets are recognised only to the extent that it is probable that taxable profit will be available against which the unused tax losses can be utilized. Management judgment is exercised in assessing whether this is the case. To the extent that actual outcomes differ from management’s estimates, taxation charges or credits may arise in future periods.

 

Deferred income tax liabilities are provided on taxable temporary differences arising from investments in subsidiaries and joint arrangements, except for deferred income tax liability where the timing of the reversal of the temporary difference is controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. The Group is able to control the timing of dividends from its subsidiaries and hence does not expect taxable profit. Hence deferred tax is recognised in respect of the retained earnings of overseas subsidiaries only if at the date of the statements of financial position, dividends have been accrued as receivable or a binding agreement to distribute past earnings in future has been entered into by the subsidiary. As mentioned above the Group does not expect that the temporary differences will revert in the foreseeable future. In the event that these differences revert in total (e.g. dividends are declared and paid), the deferred tax liability which the Group would have to recognise amounts to approximately US$ 12,300,000.

 

Deferred tax balances are provided in full, with no discounting.

 

2.16 Financial assets

 

Financial assets are divided into the following categories: loans and receivables; financial assets at fair value through profit or loss; available-for-sale financial assets; and held-to-maturity investments. Financial assets are assigned to the different categories by management on initial recognition, depending on the purpose for which the investments were acquired. The designation of financial assets is re-evaluated at every reporting date at which a choice of classification or accounting treatment is available.

 

All financial assets are recognised when the Group becomes a party to the contractual provisions of the instrument.

 

All financial assets are initially recognised at fair value, plus transaction costs.

 

18  

Note

 

2 Summary of significant accounting policies (continued)

 

2.16 Financial assets (continued)

 

Derecognition of financial assets occurs when the rights to receive cash flows from the investments expire or are transferred and substantially all of the risks and rewards of ownership have been transferred. An assessment for impairment is undertaken at each balance sheet date.

 

Interest and other cash flows resulting from holding financial assets are recognised in the Consolidated Statement of Income when receivable, regardless of how the related carrying amount of financial assets is measured.

 

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are included in current assets, except for maturities greater than twelve months after the balance sheet date. These are classified as non-current assets. The Group’s loans and receivables comprise trade receivables, prepayments and other receivables and cash and cash equivalents in the balance sheet. They arise when the Group provides money, goods or services directly to a debtor with no intention of trading the receivables. Loans and receivables are subsequently measured at amortised cost using the effective interest method, less provision for impairment. Any change in their value through impairment or reversal of impairment is recognised in the Consolidated Statement of Income. All of the Group’s financial assets are classified as loan and receivables.

 

2.17 Other financial assets

 

Non current other financial assets include contributions made for environmental obligations according to a Colombian and Brazilian government request and are restricted for those purposes.

 

Current other financial assets include the security deposit granted in relation to the purchase of Argentinian assets (see Note 35) and short term investments with original maturities up to twelve months and over three months.

 

2.18 Impairment of financial assets

 

Provision against trade receivables is made when objective evidence is received that the Group will not be able to collect all amounts due to it in accordance with the original terms of those receivables. The amount of the write-down is determined as the difference between the asset's carrying amount and the present value of estimated future cash flows.

 

2.19 Cash and cash equivalents

 

Cash and cash equivalents includes cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts, if any, are shown within borrowings in the current liabilities section of the Consolidated Statement of Financial Position.

 

19  

Note

 

2 Summary of significant accounting policies (continued)

 

2.20 Trade and other payables

 

Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of the business from suppliers. Accounts payable are classified as current liabilities if payment is due within one year or less (or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities.

 

Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method.

 

2.21 Derivatives

 

Derivative financial instruments are recognised in the statement of financial position as assets or liabilities and initially and subsequently measured at fair value through profit and loss. They are presented as current assets or liabilities if they are expected to be settled within 12 months after the end of the reporting period.

 

The market-to-market fair value of the Group's outstanding derivative instruments is based on independently provided market rates and determined using standard valuation techniques, including the impact of counterparty credit risk and are within level 2 of the fair value hierarchy. Gains and losses arising from changes in fair value are recognised in the Consolidated Statement of Income within Commodity risk management contracts.

 

For more information about derivatives please refer to Note 8.

 

2.22 Borrowings

 

Borrowings are obligations to pay cash and are recognised when the Group becomes a party to the contractual provisions of the instrument.

 

Borrowings are recognised initially at fair value, net of transaction costs incurred. Borrowings are subsequently stated at amortised cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognised in the Consolidated Statement of Income over the period of the borrowings using the effective interest method.

 

Direct issue costs are charged to the Consolidated Statement of Income on an accruals basis using the effective interest method.

 

20  

Note

 

2 Summary of significant accounting policies (continued)

 

2.23 Share capital

 

Equity comprises the following:

 

· "Share capital" representing the nominal value of equity shares.

 

· "Share premium" representing the excess over nominal value of the fair value of consideration received for equity shares, net of expenses of the share issuance.

 

· "Other reserve" representing:

 

- the equity element attributable to shares granted according to IFRS 2 but not issued at year end or,

 

- the difference between the proceeds from the transaction with non-controlling interests received against the book value of the shares acquired in the Chilean and Colombian subsidiaries.

 

· "Translation reserve" representing the differences arising from translation of investments in overseas subsidiaries.

 

· "(Accumulated losses) Retained earnings" representing accumulated earnings and losses.

 

2.24 Share-based payment

 

The Group operates a number of equity-settled and cash-settled share-based compensation plans comprising share awards payments to certain employees and other third party contractors. Share-based payment transactions are measured in accordance with IFRS 2.

 

Fair value of the stock option plan for employee or contractors services received in exchange for the grant of the options is recognised as an expense. The total amount to be expensed over the vesting period is determined by reference to the fair value of the options granted calculated using the Geometric Brownian Motion method.

 

Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. At each balance sheet date, the entity revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision to original estimates, if any, in the Consolidated Statement of Income, with a corresponding adjustment to equity.

 

The fair value of the share awards payments is determined at the grant date by reference of the market value of the shares and recognised as an expense over the vesting period. When the awards are exercised, the Company issues new shares. The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.

 

For cash-settled share-based payment transactions, if any, the Company measures the services acquired for amounts that are based on the price of the Company’s shares. The fair value of the liability incurred is measured using Geometric Brownian Motion method. Until the liability is settled, the Company is required to remeasure the fair value of the liability at each reporting date and at the date of settlement, with any changes in value recognised in profit or loss for the period.

 

21  

Note

 

3 Financial Instruments-risk management

 

The Group is exposed through its operations to the following financial risks:

 

· Currency risk

 

· Price risk

 

· Credit risk – concentration

 

· Funding and liquidity risk

 

· Interest rate risk

 

· Capital risk management

 

The policy for managing these risks is set by the Board of Directors. Certain risks are managed centrally, while others are managed locally following guidelines communicated from the corporate department. The policy for each of the above risks is described in more detail below.

 

Currency risk

 

In Argentina, Colombia, Chile and Peru the functional currency is the US Dollar. The fluctuation of the local currencies of these countries against the US Dollar does not impact the loans, costs and revenue held in US Dollars; but it does impact the balances denominated in local currencies. Such is the case of the prepaid taxes.

 

In Chile, Colombia and Argentina subsidiaries most of the balances are denominated in US Dollars, and since it is the functional currency of the subsidiaries, there is no exposure to currency fluctuation except from receivables or payables originated in local currency mainly corresponding to VAT.

 

The Group minimises the local currency positions in Argentina, Colombia and Chile by seeking to equilibrate local and foreign currency assets and liabilities. However, tax receivables (VAT) seldom match with local currency liabilities. Therefore the Group maintains a net exposure to them.

 

Most of the Group's assets held in those countries are associated with oil and gas productive assets. Those assets, even in the local markets, are generally settled in US Dollar equivalents.

 

During 2017, the Argentine Peso devaluated by 17% (22% and 52% in 2016 and 2015) against the US Dollar, the Chilean Peso revaluated by 8% (revaluated by 6% in 2016 and devaluated by 16% in 2015) and the Colombian Peso revaluated by 1% (revaluated by 5% in 2016 and devaluated by 32% in 2015).

 

If the Argentine Peso, the Chilean Peso and the Colombian Peso had each devaluated an additional 10% against the US dollar, with all other variables held constant, post-tax loss for the year would have been higher by US$ 1,538,000 (US$ 2,683,400 in 2016 and US$ 1,003,300 in 2015).

 

22  

Note

 

3 Financial Instruments-risk management (continued)

 

Currency risk (continued)

 

In Brazil, the functional currency is the local currency, which is the Brazilian Real. The fluctuation of the US Dollars against the Brazilian Real does not impact the loans, costs and revenues held in Brazilian Real; but it does impact the balances denominated in US Dollars. Such is the case of the Itaú, which was fully repaid in September 2017, and intercompany loans. Most of the balances are denominated in Brazilian Real, and since it is the functional currency of the Brazilian subsidiary, there is no exposure to currency fluctuation except from the intercompany loan and the Itaú loan described in Note 27. The exchange loss generated by the Brazilian subsidiary during 2017 amounted to US$ 1,274,000 (gain of US$ 14,542,000 in 2016 and loss of US$ 35,605,000 in 2015).

 

During 2017, the Brazilian Real devaluated by 2% against the US Dollar (revaluated by 17% in 2016 and devaluated by 47% in 2015, respectively). If the Brazilian Real had devaluated 10% against the US dollar, with all other variables held constant, post-tax loss for the year would have been higher by US$ 3,100,000 (US$ 5,300,000 in 2016 and US$ 7,400,000 in 2015).

 

As of 31 December 2017, the balances denominated in the Peruvian local currency (Peruvian Soles) are not material.

 

As currency rate changes between the US Dollar and the local currencies, the Group recognises gains and losses in the Consolidated Statement of Income.

 

Price risk

 

The price realised for the oil produced by the Group is linked to US dollar denominated crude oil international benchmarks. The market price of these commodities is subject to significant volatility and has historically fluctuated widely in response to relatively minor changes in the global supply and demand for oil and natural gas, geopolitical landscape, economic conditions and a variety of additional factors.

 

In Colombia, the realised oil price is linked to the Vasconia crude reference price, a marker broadly used in the Llanos basin, adjusted for certain marketing and quality discounts based on, among other things, API, viscosity, sulphur content, water content, delivery point and transport costs.

 

In Chile, the oil price is based on Dated Brent minus certain marketing and quality discounts such as, API, sulphur content and others.

 

GeoPark has signed a long-term Gas Supply Contract with Methanex in Chile. The price of the gas sold under this contract is determined by a formula that considers a basket of international methanol prices, including US Gulf methanol spot barge prices, methanol spot Rotterdam prices and spot prices in Asia.

 

In Brazil, prices for gas produced in the Manati Field are based on a long-term off-take contract with Petrobras. The price of gas sold under this contract is denominated in Brazilian Real and is adjusted annually for inflation pursuant to the Brazilian General Market Price Index (Indice Geral de Preços do Mercado), or IGPM.

 

23  

Note

 

3 Financial Instruments-risk management (continued)

 

Price risk (continued)

 

If oil and methanol prices had fallen by 10% compared to actual prices during the year, with all other variables held constant, considering the impact of the derivative contracts in place, post-tax loss for the year would have been higher by US$ 10,423,000 (US$ 23,655,000 in 2016 and US$ 23,940,000 in 2015).

 

As of October 2016, GeoPark considered it was appropriate to manage part of the exposure to crude oil price volatility using derivatives. The Group considers these derivative contracts to be an effective manner of properly managing commodity price risk. The price risk management activities mainly employ combinations of options and key parameters are based on forecasted production and budget price levels. GeoPark has also obtained credit lines from industry leading counterparties to minimize the potential cash exposure of the derivative contracts (see Note 8).

 

Credit risk – concentration

 

The Group’s credit risk relates mainly to accounts receivable where the credit risks correspond to the recognised values. There is not considered to be any significant risk in respect of the Group’s major customers and hedging counterparties.

 

In Colombia, during 2017, the Colombian subsidiary made 99% of the oil sales to Trafigura (one of the world’s leading independent commodity trading and logistics houses), with Trafigura accounting for 79% of consolidated revenues for the same period.

 

All the oil produced in Chile as well as the gas produced by TdF Blocks (5% of total revenue, 10% in 2016 and 15% in 2015) is sold to ENAP, the State owned oil and gas company. In Chile, most of gas production is sold to the local subsidiary of Methanex, a Canadian public company (5% of consolidated revenue, 9% in 2016 and 7% in 2015).

 

In Brazil, all the hydrocarbons from Manati Field are sold to Petrobras, the State owned company, which is the operator of the Manati Field (10% of the consolidated revenue, 15% in 2016 and 2015).

 

The forementioned companies all have good credit standing and despite the concentration of the credit risk, the Directors do not consider there to be a significant collection risk.

 

In 2016 and 2017, the Group executed oil prices hedges via over-the-counter derivatives. Should oil prices drop, the Group could stand to collect from its counterparties under the derivative contracts. The Group’s hedging counterparties are leading financial institutions and trading companies, therefore the Directors do not consider there to be a significant collection risk.

 

See disclosure in Notes 8 and 25.

 

24  

Note

 

3 Financial Instruments-risk management (continued)

 

Funding and Liquidity risk

 

In the past, the Group was able to raise capital through different sources of funding including equity, strategic partnerships and financial debt. During 2017, the Group placed US$ 425,000,000 notes (see Note 27).

 

The Group is positioned at the end of 2017 with a cash balance of US$ 134,755,000 and over 99% of its total indebtedness maturing in 2024. In addition, the Group has a large portfolio of attractive and largely discretional projects - both oil and gas - in multiple countries with over 31,000 boepd in production at year end. This scale and positioning permit the Group to protect its financial condition and selectively allocate capital to the optimal projects subject to prevailing macroeconomic conditions.

 

The indenture governing the Company Notes 2024 includes incurrence test covenants related to the compliance with certain thresholds of Net Debt to Adjusted EBITDA ratio and Adjusted EBITDA to Interest ratio. Failure to comply with the incurrence test covenants does not trigger an event of default. However, this situation may limit the Group’s capacity to incur additional indebtedness, as specified in the indenture governing the Notes. As of the date of these Consolidated Financial Statements, the Group is in compliance with all the indenture’s provisions and covenants.

 

The most significant funding transactions executed in 2017, 2016 and 2015 include:

 

On September 2017, the Group successfully placed US$ 425,000,000 notes. These Notes carry a coupon of 6.50% per annum and their final maturity will be 21 September 2024. The net proceeds from the Notes were used by the Group to fully repay the 7.50% senior secured notes due 2020 and for general corporate purposes, including capital expenditures and repay other existing indebtedness.

 

On December 2015, the Group announced the execution of an offtake and prepayment agreement with Trafigura, one of its customers. The prepayment agreement provided GeoPark with access to up to US$ 100,000,000 in the form of prepaid future oil sales. The availability period for the prepayment agreement expired on 30 September 2017. Funds committed by Trafigura are being repaid by the Group through future oil deliveries over 2.5 years with a six-month grace period. As of the date of these Consolidated Financial Statements, outstanding balances related to the prepayment agreement amount to US$ 10,000,000.

 

25  

Note

 

3 Financial Instruments-risk management (continued)

 

Interest rate risk

 

The Group’s interest rate risk arises from long-term borrowings issued at variable rates, which expose the Group to cash flow to interest rate risk.

 

The Group does not face interest rate risk on its US$ 425,000,000 Notes which carry a fixed rate coupon of 6.50% per annum. As a consequence, the accruals and interest payment are no substantially affected to the market interest rate changes.

 

The Group analyses its interest rate exposure on a dynamic basis. Various scenarios are simulated taking into consideration refinancing, renewal of existing positions, alternative financing and hedging. Based on these scenarios, the Group calculates the impact on profit and loss of a defined interest rate shift. For each simulation, the same interest rate shift is used for all currencies. The scenarios are run only for liabilities that represent the major interest-bearing positions.

 

At 31 December 2017, the Group has no exposure to fluctuations in the interest rate, since its long-term borrowings were issued at fixed rate. At 31 December 2016 and 2015, if 1% had been added to interest rates on currency-denominated borrowings with all other variables held constant, post tax loss for the year would have been US$ 467,000 and US$ 507,000 higher, respectively.

 

Capital risk management

 

The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

 

Consistent with others in the industry, the Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including ‘current and non-current borrowings’ as shown in the consolidated balance sheet) less cash and cash equivalents. Total capital is calculated as ‘equity’ as shown in the consolidated balance sheet plus net debt.

 

The Group’s strategy is to keep the gearing ratio within a 30% to 45% range, in normal market conditions. Due to the market conditions prevailing during 2017 and 2016 and the growing strategy of the Group, the gearing ratio at year end is above such range.

 

26  

Note

 

3 Financial Instruments-risk management (continued)

 

Capital risk management (continued)

 

The gearing ratios at 31 December 2017 and 2016 were as follows:

 

Amounts in US$ '000 2017 2016
Net Debt 291,449 285,109
Total Equity 126,840 141,593
Total Capital 418,289 426,702
Gearing Ratio 70% 67%

Note

 

4 Accounting estimates and assumptions

 

Estimates and assumptions are used in preparing the financial statements. Although these estimates are based on management's best knowledge of current events and actions, actual results may differ from them. Estimates and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

 

The key estimates and assumptions used in these Consolidated Financial Statements are noted below:

 

·     Cash flow estimates for impairment assessments of non-financial assets require assumptions about two primary elements - future prices and reserves. Estimates of future prices require significant judgments about highly uncertain future events. Historically, oil and gas prices have exhibited significant volatility. The Group's forecasts for oil and gas revenues are based on prices derived from future price forecasts amongst industry analysts and own assessments. Estimates of future cash flows are generally based on assumptions of long-term prices and operating and development costs.

 

Given the significant assumptions required and the possibility that actual conditions will differ, management considers the assessment of impairment to be a critical accounting estimate (see Note 36).

 

The process of estimating reserves is complex. It requires significant judgements and decisions based on available geological, geophysical, engineering and economic data. The estimation of economically recoverable oil and natural gas reserves and related future net cash flows was performed based on the Reserve Report as of 31 December 2017 prepared by DeGolyer and MacNaughton, an international consultancy to the oil and gas industry based in Dallas. It incorporates many factors and assumptions including:

 

27  

Note

 

4 Accounting estimates and assumptions (continued)

 

o expected reservoir characteristics based on geological, geophysical and engineering assessments;

 

o future production rates based on historical performance and expected future operating and investment activities;

 

o future oil and gas prices and quality differentials;

 

o assumed effects of regulation by governmental agencies; and

 

o future development and operating costs.

 

Management believes these factors and assumptions are reasonable based on the information available to them at the time of preparing the estimates. However, these estimates may change substantially as additional data from ongoing development activities and production performance becomes available and as economic conditions impacting oil and gas prices and costs change.

 

· The Group adopts the successful efforts method of accounting. The Management of the Group makes assessments and estimates regarding whether an exploration asset should continue to be carried forward as an exploration and evaluation asset not yet determined or when insufficient information exists for this type of cost to remain as an asset. In making this assessment Management takes professional advice from qualified experts.

 

· Oil and gas assets held in property plant and equipment are mainly depreciated on a unit of production basis at a rate calculated by reference to proven and probable reserves and incorporating the estimated future cost of developing and extracting those reserves. Future development costs are estimated using assumptions as to the numbers of wells required to produce those reserves, the cost of the wells and future production facilities.

 

· Obligations related to the abandonment of wells once operations are terminated may result in the recognition of significant obligations. Estimating the future abandonment costs is difficult and requires management to make estimates and judgments because most of the obligations are many years in the future. Technologies and costs are constantly changing as well as political, environmental, safety and public relations considerations. The Group has adopted the following criterion for recognising well plugging and abandonment related costs: The present value of future costs necessary for well plugging and abandonment is calculated for each area at the present value of the estimated future expenditure. The liabilities recognised are based upon estimated future abandonment costs, wells subject to abandonment, time to abandonment, and future inflation rates.

 

· From time to time, the Group may be subject to various lawsuits, claims and proceedings that arise in the normal course of business, including employment, commercial, tax, environmental, safety and health matters. For example, from time to time, the Group receives notice of environmental, health and safety violations. Based on what the Management of the Group currently knows, it is not expected any material impact on the financial statements.

 

28  

Note

 

5 Consolidated Statement of Cash Flow

 

The Consolidated Statement of Cash Flow shows the Group's cash flows for the year for operating, investing and financing activities and the change in cash and cash equivalents during the year.

 

Cash flows from operating activities are computed from the results for the year adjusted for non-cash operating items, changes in net working capital, and corporate tax. Income tax paid is presented as a separate item under operating activities.

 

Cash flows from investing activities include payments in connection with the purchase and sale of property, plant and equipment and cash flows relating to the purchase and sale of enterprises to third parties, if any.

 

Cash flows from financing activities include changes in equity, and proceeds from borrowings and repayment of loans.

 

Cash and cash equivalents include bank overdraft and liquid funds with a term of less than three months.

 

The following chart describes non-cash transactions related to the Consolidated Statement of Cash Flow:

 

Amounts in US$ '000 2017 2016 2015
Increase in asset retirement obligation 5,943 1,195 985
Increase in provisions for other long-term liabilities 2,053 3,468 -
Purchase of property, plant and equipment 11,759 (4,657) 830

 

Changes in working capital shown in the Consolidated Statement of Cash Flow are disclosed as follows:

 

Amounts in US$ '000 2017 2016 2015
Increase in Prepaid taxes (14,802) (2,351) (16,611)
(Increase) Decrease in Inventories (2,031) 466 2,752
(Increase) Decrease in Trade receivables (1,344) (4,811) 22,470
(Increase) Decrease in Prepayments and other receivables and Other assets (8,623) (1,758) 405
Customer advance (repayments) payments (10,000) 20,000 -
Security deposit granted (Note 35) (15,600) - -
Increase (Decrease) in Trade and other payables 27,122 374 (33,120)
  (25,278) 11,920 (24,104)

 

29  

Note

 

6 Segment information

 

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Executive Committee. This committee is integrated by the CEO, COO, CFO and managers in charge of the Geoscience, Operations, Corporate Governance, Finance and People departments. This committee reviews the Group’s internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports. The committee considers the business from a geographic perspective.

 

The Executive Committee assesses the performance of the operating segments based on a measure of Adjusted EBITDA. Adjusted EBITDA is defined as profit for the period before net finance cost, income tax, depreciation, amortization, certain non-cash items such as impairments and write-offs of unsuccessful efforts, accrual of share-based payment, unrealized result on commodity risk management contracts and other non recurring events. Operating Netback is equivalent to Adjusted EBITDA before cash expenses included in Administrative, Geological and Geophysical and Other operating expenses. Other information provided, except as noted below, to the Executive Committee is measured in a manner consistent with that in the financial statements.

 

Segment areas (geographical segments):

 

Amounts in US$ '000 Chile Brazil Colombia Peru Argentina Corporate Total
2017              
Revenue 32,738 34,238 263,076 - 70 - 330,122
    Sale of crude oil 15,873 910 262,309 - 70 - 279,162
    Sale of gas 16,865 33,328 767 - - - 50,960
Realized loss on commodity risk management contracts - - (2,148) - - - (2,148)
Production and operating costs (20,999) (10,737) (66,913) - (338) - (98,987)
    Royalties (1,314) (3,134) (24,236) - (13) - (28,697)
    Transportation costs (1,211) - (1,678) - (80) - (2,969)
    Share-based payment (170) (39) (248) - - - (457)
    Other costs (18,304) (7,564) (40,751) - (245) - (66,864)
Operating (loss) profit (19,675) 4,434 116,290 (3,850) (3,430) (14,773) 78,996
Operating netback 11,222 23,540 194,013 - (467) - 228,308
Adjusted EBITDA 4,070 20,166 168,303 (3,505) (2,183) (11,075) 175,776
               
Depreciation (23,730) (10,809) (40,010) (139) (159) (38) (74,885)
Write-off (546) (2,978) (1,625) - (685) - (5,834)
Total assets 301,931 91,604 288,429 22,099 30,924 51,176 786,163
               
Employees (average) 102 12 164 13 88 - 379
Employees at year end 102 12 180 19 92 - 405

30  

Note

 

6 Segment information (continued)

 

Amounts in US$ '000 Chile Brazil Colombia Peru Argentina Corporate Total  
2016                
Revenue 36,723 29,719 126,228 - - - 192,670  
    Sale of crude oil 18,774 688 125,731 - - - 145,193  
    Sale of gas 17,949 29,031 497 - - - 47,477  
Realized gain on commodity risk management contracts - - 514 - - - 514  
Production and operating costs (22,169) (8,459) (36,607) - - - (67,235)  
    Royalties (1,495) (2,721) (7,281) - - - (11,497)  
    Transportation costs (1,170) - (1,111) - - - (2,281)  
    Share-based payment (138) (71) (413) - - - (622)  
    Other costs (19,366) (5,667) (27,802) - - - (52,835)  
Operating (loss) profit (44,969) (645) 31,463 (3,147) 370 (11,685) (28,613)  
Operating netback 13,696 21,356 87,523 41 (378) (91) 122,147  
Adjusted EBITDA 5,159 17,487 66,921 (2,607) 1,848 (10,487) 78,321  
                 
Depreciation (31,355) (12,974) (31,148) (130) (150) (17) (75,774)  
Reversal of impairment losses - - 5,664 - - - 5,664  
Write-off (19,389) (4,583) (7,394) - - - (31,366)  
Total assets 317,969 99,904 182,784 5,020 6,071 28,792 640,540  
                 
Employees (average) 102 10 138 11 80 - 341  
Employees at year end 102 10 146 10 77 - 345  

 

Amounts in US$ '000 Chile Brazil Colombia Peru Argentina Corporate Total  
2015                
Revenue 44,808 32,388 131,897 - 597 - 209,690  
     Sale of crude oil 29,180 955 131,897 - 597 - 162,629  
     Sale of gas 15,628 31,433 - - - - 47,061  
Production costs (28,704) (8,056) (48,534) - (1,448) - (86,742)  
     Royalties (1,973) (2,998) (8,150) - (34) - (13,155)  
     Transportation costs (2,441) - (2,068) - (2) - (4,511)  
     Share-based payment (132) - (234) - (197) - (563)  
     Other costs (24,158) (5,058) (38,082) - (1,215) - (68,513)  
Operating (loss) profit (180,264) 6,639 (37,227) (6,719) (2,350) (12,570) (232,491)  
Operating netback 15,254 24,393 80,355 44 (1,732) (287) 118,027  
Adjusted EBITDA (183) 20,460 66,736 (6,520) (684) (6,022) 73,787  
                 
Depreciation (39,227) (13,568) (52,434) (129) (199) - (105,557)  
Impairment loss (104,515) - (45,059) - - - (149,574)  
Write-off (25,751) - (4,333) - - - (30,084)  
Total assets 381,143 114,974 153,071 4,287 3,181 47,143 703,799  
                 
Employees (average) 153 11 130 16 93 - 403  
Employees at year end 106 12 133 11 90 - 352  

 

Approximately 76% of capital expenditure was incurred by Colombia (67% in 2016 and 66% in 2015), 10% was incurred by Chile (20% in 2016 and 22% in 2015), 8% was incurred by Argentina (4% in 2016 and nil in 2015), 3% was incurred by Brazil (9% in 2016 and 12% in 2015) and 3% was incurred by Peru (nil in 2016 and 2015).

 

31  

Note

 

6 Segment information (continued)

 

A reconciliation of total Operating netback to total profit (loss) before income tax is provided as follows:

 

Amounts in US$ '000 2017 2016 2015
Operating netback 228,308 122,147 118,027
Administrative expenses (38,937) (32,323) (30,590)
Geological and geophysical expenses (13,595) (11,503) (13,650)
Adjusted EBITDA for reportable segments 175,776 78,321 73,787
Unrealized loss on commodity risk management contracts (13,300) (3,068) -
Depreciation (a) (74,885) (75,774) (105,557)
Share-based payment (4,075) (3,367) (8,223)
Impairment and write-off of unsuccessful exploration efforts (5,834) (25,702) (179,658)
Others (b) 1,314 977 (12,840)
Operating profit (loss) 78,996 (28,613) (232,491)
Financial expenses (53,511) (36,229) (36,924)
Financial income 2,016 2,128 1,269
Foreign exchange (loss) profit (2,193) 13,872 (33,474)
Profit (Loss) before tax 25,308 (48,842) (301,620)

 

(a) Net of capitalised costs for oil stock included in Inventories.

(b) In 2015 includes termination costs (see Note 36). Also includes internally capitalised costs.

 

Note

 

7 Revenue

 

Amounts in US$ '000 2017 2016 2015
Sale of crude oil 279,162 145,193 162,629
Sale of gas 50,960 47,477 47,061
  330,122 192,670 209,690

 

Note

 

8 Commodity risk management contracts

 

The Group has entered into derivative financial instruments to manage its exposure to oil price risk. These derivatives are zero-premium collars or zero-premium 3 ways (put spread plus call), and were placed with major financial institutions and commodity traders. The Group entered into the derivatives under ISDA Master Agreements and Credit Support Annexes, which provide credit lines for collateral posting thus alleviating possible liquidity needs under the instruments and protect the Group from potential non-performance risk by its counterparties. The Group’s derivatives are accounted for as non-hedge derivatives as of 31 December 2017 and therefore all changes in the fair values of its derivative contracts are recognised as gains or losses in the results of the periods in which they occur.

 

32  

Note

 

8 Commodity risk management contracts (continued)

 

The following table presents the Group’s derivative contracts in force as of 31 December 2017:

 

Period Reference Type Volume bbl/d Price US$/bbl
         
1 October 2017 - 31 March 2018 ICE BRENT Zero Premium Collar 4,000 50.00 Put 54.90 Call
1 October 2017 - 31 March 2018 ICE BRENT Zero Premium Collar 2,000 50.00 Put 54.95 Call
1 January 2018 - 30 June 2018 ICE BRENT Zero Premium Collar 2,000 52.00 Put 60.00 Call
1 January 2018 - 30 June 2018 ICE BRENT Zero Premium Collar 1,000 52.00 Put 58.40 Call
1 April 2018 - 30 June 2018 ICE BRENT Zero Premium Collar 2,000 52.00 Put 58.25 Call
1 January 2018 - 30 June 2018 ICE BRENT Zero Premium 3 Way 1,000 42.00-52.00 Put 59.55 Call
1 January 2018 - 30 June 2018 ICE BRENT Zero Premium 3 Way 1,000 42.00-52.00 Put 59.50 Call
1 April 2018 - 30 June 2018 ICE BRENT Zero Premium 3 Way 1,000 42.00-52.00 Put 59.60 Call
1 January 2018 - 30 June 2018 ICE BRENT Zero Premium 3 Way 2,000 43.00-53.00 Put 64.55 Call
1 July 2018 - 30 September 2018 ICE BRENT Zero Premium 3 Way 5,000 43.00-53.00 Put 69.00 Call

 

The table below summarizes the gain (loss) on the commodity risk management contracts:

 

  2017 2016 2015
Realized (loss) gain on commodity risk management contracts (2,148) 514 -
Unrealized loss on commodity risk management contracts (13,300) (3,068) -
Total (15,448) (2,554) -

 

Note

 

9 Production and operating costs

 

Amounts in US$ '000 2017 2016 2015
Well and facilities maintenance 14,722 13,160 19,974
Staff costs (Note 11) 15,017 10,859 17,999
Share-based payment (Notes 11) 457 622 563
Royalties 28,697 11,497 13,155
Consumables 11,902 8,283 8,591
Transportation costs 2,969 2,281 4,511
Equipment rental 5,818 3,868 3,517
Safety and Insurance costs 2,591 2,222 3,239
Gas plant costs 6,069 6,300 2,878
Field camp 2,377 1,687 2,645
Non operated blocks costs 1,213 1,082 2,127
Other costs 7,155 5,374 7,543
  98,987 67,235 86,742

33  

Note

 

10 Depreciation

 

Amounts in US$ '000 2017 2016 2015
Oil and gas properties 57,725 61,080 84,849
Production facilities and machinery 14,558 10,788 15,467
Furniture, equipment and vehicles 1,948 2,702 2,850
Buildings and improvements 844 920 874
Depreciation of property, plant and equipment (a) 75,075 75,490 104,040

Related to:

 

Productive assets 72,283 71,868 100,316
Administrative assets 2,792 3,622 3,724
Depreciation total (a) 75,075 75,490 104,040

(a) Depreciation without considering capitalised costs for oil stock included in Inventories.

 

Note

 

11 Staff costs and Directors Remuneration

 

  2017 2016 2015
Number of employees at year end 405 345 352
Amounts in US$ '000      
Wages and salaries 44,891 36,059 40,574
Share-based payments (Note 30) 4,075 3,367 8,223
Social security charges 5,364 3,792 6,197
Director’s fees and allowance 3,458 2,088 1,238
  57,788 45,306 56,232

Recognised as follows:

 

Production and operating costs 15,474 11,481 18,562
Geological and geophysical expenses 11,026 10,439 11,336
Administrative expenses 31,288 23,386 26,334
  57,788 45,306 56,232
Board of Directors’ and key managers’ remuneration      
Salaries and fees 9,674 7,337 6,549
Share-based payments 2,322 1,211 6,544
Other benefits in kind 287 112 167
  12,283 8,660 13,260

34  

Note

 

11 Staff costs and Directors Remuneration (continued)

 

Directors’ Remuneration

 

  Executive Directors’ Fees Executive Directors’ Bonus Non-Executive Directors’ Fees (in US$) Director Fees Paid in Shares (No. of Shares) Cash Equivalent Total Remuneration
Gerald O’Shaughnessy US$ 400,000 - - - US$ 400,000
James F. Park US$ 800,000 US$ 800,000 - - US$ 1,600,000
Pedro Aylwin (a) - - - - -
Peter Ryalls (b) - - US$ 115,000 9,388 US$ 165,010
Juan Cristóbal Pavez (c) - - US$ 110,000 15,408 US$ 210,020
Carlos Gulisano - - US$ 110,000 15,408 US$ 210,020
Robert Bedingfield (d) - - US$ 102,500 15,408 US$ 202,520
Michael Dingman - - US$ 46,667 8,853 US$ 105,012
Jamie Coulter - - US$ 50,000 8,015 US$ 112,519

a Pedro Aylwin has a service contract that provides for him to act as Manager of Corporate Governance so he resigned his fees as Director.

b Technical Committee Chairman until his death. Afterwards the Chairman is Carlos Gulisano.

c Compensation Committee Chairman.

d Audit Committee Chairman.

 

The non-executive Directors annual fees correspond to US$ 80,000 to be settled in cash and US$ 100,000 to be settled in stocks, paid quarterly in equal installments. In the event that a non-executive Director serves as Chairman of any Board Committees, an additional annual fee of US$ 20,000 shall apply. A Director who serves as a member of any Board Committees shall receive an annual fee of US$ 10,000. Total payment due shall be calculated in an aggregate basis for Directors serving in more than one Committee. The Chairman fee shall not be added to the member’s fee for the same Committee. Payments of Chairmen and Committee members’ fees shall be made quarterly in arrears and settled in cash only.

 

 

Note

 

12 Geological and geophysical expenses

 

Amounts in US$ '000 2017 2016 2015
Staff costs (Note 11) 10,525 9,541 10,557
Share-based payment (Notes 11) 501 898 779
Allocation to capitalised project (6,402) (2,119) (598)
Other services 3,070 1,962 3,093
  7,694 10,282 13,831

35  

Note

 

13 Administrative expenses

 

Amounts in US$ '000 2017 2016 2015
Staff costs (Note 11) 24,713 19,451 18,215
Share-based payment (Notes 11) 3,117 1,847 6,881
Consultant fees 5,120 3,894 4,115
Office expenses 2,506 2,217 2,535
Travel expenses 2,772 1,717 1,497
Director’s fees and allowance (Note 11) 3,458 2,088 1,238
Communication and IT costs 2,109 2,013 1,791
Allocation to joint operations (7,646) (4,365) (4,203)
Other administrative expenses 5,905 5,308 5,402
  42,054 34,170 37,471

 

Note

 

14 Selling expenses

 

Amounts in US$ '000 2017 2016 2015
Transportation 864 3,559 4,760
Selling taxes and other 272 663 451
  1,136 4,222 5,211

Note

 

15 Financial results

 

Amounts in US$ '000 2017 2016 2015
Financial expenses      
Interest and amortisation of debt issue costs (27,823) (28,984) (28,983)
Interest with related parties (2,224) (1,587) (1,560)
Less: amounts capitalised on qualifying assets 611 255 637
Borrowings cancellation costs (17,575) - -
Bank charges and other financial results (3,721) (3,220) (4,443)
Unwinding of long-term liabilities (Note 28) (2,779) (2,693) (2,575)
  (53,511) (36,229) (36,924)
Financial income      
Interest received 2,016 2,128 1,269
  2,016 2,128 1,269
Foreign exchange gains and losses      
Foreign exchange (loss) gain (2,193) 13,872 (33,474)
  (2,193) 13,872 (33,474)

Total Financial results

 

(53,688) (20,229) (69,129)

36  

Note

 

16 Tax reforms

 

Colombia

 

A tax reform has been enacted in Colombia during December 2016. The legislation included significant changes to certain corporate income tax and statutory income tax provisions, including rate reductions and the repeal of certain corporate-level taxes. The legislation also aimed to raise tax revenue mostly by increasing the rate of the value added tax (VAT) to 19% (from 16%) and through a variety of excise taxes. Most of the tax provisions were effective 1 January 2017.

 

The legislation also included the following provisions that are intended to simplify the corporate income tax system by:

 

· Eliminating the “CREE” tax on corporations and the CREE surtax (CREE is the Spanish acronym for the “fairness tax”).

 

· Introducing a temporary income surtax of 6% for 2017 and 4% for 2018.

 

Accordingly, with this tax reform, the corporate income tax will have the following rate schedule (applied beyond a limited profit threshold): 

 

· 40% in 2017 (34% income tax plus 6% income surtax)

 

· 37% in 2018 (33% income tax plus 4% income surtax)

 

· 33% in 2019 and onwards.

 

There is an increase in the tax rate on deemed income relating to increases in a taxpayer’s net worth (i.e., the increase in the value of a taxpayer’s assets); the rate is increased from 3% to 3.5%. 

 

Other changes to the income tax law were the following:

 

· New withholding tax on dividends—with the applicable rates for non-resident shareholders of: (1) 5% for dividends distributed out of the distributing entity’s previously taxed profits; and (2) 35% for dividends distributed out of the distributing entity’s previously untaxed profits, plus an additional 5% after having applied and deducted the initial 35% withholding.

 

· A general 15% withholding tax rate for taxable income accrued by non-residents without a permanent establishment (certain special rates may apply).

 

· Lengthen the statute of limitations with respect to tax returns and assessments.

 

· Limit loss carryforwards to 12 years.

 

· Allow for a deduction of VAT paid on certain acquisitions or imports of capital goods when calculating the taxpayer’s income tax liability.

 

· Retain the tax on long-term capital gains at 10% for both corporations and non-residents.

 

The legislation also revises and refines tax accounting standards based on IFRS rules. 

 

37  

Note

 

16 Tax reforms (Continued)

 

Argentina

 

A tax reform has been enacted in Argentina during December 2017. The legislation included significant changes to certain corporate income tax and statutory income tax provisions, including rate reductions. Most of the tax provisions are effective from fiscal year 2018.

 

With this tax reform, the corporate income tax -previously 35%- will have the following rate schedule: 

 

· 30% in 2018 and 2019

 

· 25% in 2020 and 2021 and onwards.

 

Other changes include the following:

 

· New withholding tax on dividends—with the applicable rates for non-resident shareholders of: (1) 7% for dividends distributed out of the distributing entity’s previously taxed profits of fiscal years 2018 and 2019; and (2) 13% for dividends distributed out of the distributing entity’s previously taxed profits of fiscal years 2020 and onwards.

 

· Application of inflation adjustment for corporate tax purposes is reinstated under certain circumstances.

 

· Possible tax revaluation of investment in fixed assets, under payment of a special tax.

 

· Allow for short term recovery of VAT paid on acquisitions or imports of capital goods, when non recoverable with VAT on usual sales.

 

Note

 

17 Income tax

 

Amounts in US$ '000 2017 2016 2015
Current tax (48,449) (12,359) (7,262)
Deferred income tax (Note 18) 5,304 555 24,316
  (43,145) (11,804) 17,054

38  

Note

 

17 Income tax (continued)

 

The tax on the Group’s profit (loss) before tax differs from the theoretical amount that would arise using the weighted average tax rate applicable to profits of the consolidated entities as follows:

 

Amounts in US$ '000 2017 2016 2015
Profit (Loss) before tax 25,308 (48,842) (301,620)
Tax losses from non-taxable jurisdictions 22,708 12,318 15,852
Taxable profit (loss) 48,016 (36,524) (285,768)
       
Income tax calculated at domestic tax rates applicable to Profit (Losses) Income in the respective countries (31,107) (809) 62,589
Tax losses where no deferred tax benefit is recognised (8,111) (6,616) (16,325)
Effect of currency translation on tax base (2,330) (2,840) (6,776)
Changes in the income tax rate (Note 16) 542 220 (625)
Non recoverable tax loss carry-forwards - - (15,537)
Non-taxable results (a) (2,139) (1,759) (6,272)
Income tax (43,145) (11,804) 17,054

(a)       Includes non-deductible expenses in each jurisdiction and changes in the estimation of deferred tax assets and liabilities.

 

Under current Bermuda law, the Company is not required to pay any taxes in Bermuda on income or capital gains. The Company has received an undertaking from the Minister of Finance in Bermuda that, in the event of any taxes being imposed, they will be exempt from taxation in Bermuda until March 2035. Income tax rates in those countries where the Group operates (Argentina, Brazil, Colombia, Peru and Chile) ranges from 15% to 40%.

 

The Group has significant tax losses available which can be utilised against future taxable profit in the following countries:

 

Amounts in US$ '000 2017 2016 2015
Argentina 4,849 2,908 3,834
Chile (a) 345,104 280,290 209,910
Brazil (a) 33,721 16,057 -
Total tax losses at 31 December 383,674 299,255 213,744

(a) Taxable losses have no expiration date.

 

39  

Note

 

17 Income Tax (continued)

 

At the balance sheet date deferred tax assets in respect of tax losses in Argentina and in certain Companies in Chile have not been recognised as there is insufficient evidence of future taxable profits to offset them (in the case of Argentina, before the statute of limitation of these tax losses causes them to expire).

 

Expiring dates for tax losses accumulated at 31 December 2017 are:

 

Expiring date Amounts in US$ '000
2020 754
2021 1,446
2022 2,649

 

Note

 

18 Deferred income tax

 

The gross movement on the deferred income tax account is as follows:

 

Amounts in US$ '000 2017 2016
Deferred tax at 1 January 20,283 17,691
Reclassification (a) - 574
Currency translation differences (237) 1,463
Income statement credit 5,304 555
Deferred tax at 31 December 25,350 20,283

 

(a) Corresponds to differences between income tax provision and the final tax return presented.

 

The breakdown and movement of deferred tax assets and liabilities as of 31 December 2017 and 2016 are as follows:

 

Amounts in US$ '000

At the beginning of year

Currency  

translation

differences

(Charged) credited to net profit At end of year
Deferred tax assets        

Difference in depreciation

rates and other 

19,225 (237) (2,817) 16,171
Taxable losses 3,828 - 7,637 11,465
Total 2017 23,053 (237) 4,820 27,636
Total 2016 34,646 1,463 (13,056) 23,053

40  

Note

 

18 Deferred income tax (continued)

 

Amounts in US$ '000

At the beginning of year

Credited to

net profit

Reclassification (a)

At end

of year

Deferred tax liabilities        

Difference in depreciation

rates and other 

(17,308) (2,766) - (20,074)
Taxable losses 14,538 3,250 - 17,788
Total 2017 (2,770) 484 - (2,286)
Total 2016 (16,955) 13,611 574 (2,770)

 

(a) Corresponds to differences between income tax provision and the final tax return presented.

 

Note

 

19 Earnings per share

 

Amounts in US$ '000 except for shares 2017 2016 2015
Numerator:      
Loss for the year attributable to owners (24,228) (49,092) (234,031)
Denominator:      
Weighted average number of shares used in basic EPS 60,093,191 59,777,145 57,759,001
(Losses) after tax per share (US$) – basic (0.40) (0.82) (4.05)
Amounts in US$ '000 except for shares 2017 (a) 2016 2015
Weighted average number of shares used in basic EPS 60,093,191 59,777,145 57,759,001
Effect of dilutive potential common shares (a)      

Weighted average number of common shares for the

purposes of diluted earnings per shares

60,093,191 59,777,145 57,759,001
(Losses) after tax per share (US$) – diluted (0.40) (0.82) (4.05)

 

(a) For the year ended 31 December 2017, there were 4,564,777 (1,390,706 in 2016 and 1,032,279 in 2015) of potential shares that could have a dilutive impact but were considered antidilutive due to negative earnings.

 

41  

Note

 

20 Property, plant and equipment

 

Amounts in US$'000   Oil & gas properties

Furniture, equipment

and vehicles

Production facilities and machinery

Buildings  

and improvements

Construction in progress Exploration and evaluation assets (b) Total
Cost at 1 January 2015   749,947 12,057 111,646 9,527 59,425 140,444 1,083,046
Additions   (4,640) (a) 954 - 272 36,543 12,299 45,428
Currency translation differences   (27,522) (182) (2,577) (92) - (1,510) (31,883)
Disposals   (241) (13) (1,685) (84) - - (2,023)
Write-off / Impairment loss   (128,956) - (13,242) - (7,376) (30,084) (c) (179,658)
Transfers   60,404 929 30,690 895 (58,769) (34,149) -
Cost at 31 December 2015   648,992 13,745 124,832 10,518 29,823 87,000 914,910
Additions   (3,531) (a) 406 466 - 20,322 18,181 35,844
Currency translation differences   16,132 126 2,077 35 73 790 19,233
Disposals   - (22) - - - - (22)
Write-off / Impairment reversal   5,664 - - - - (31,366) (d) (25,702)
Transfers   24,984 102 5,038 - (17,292) (12,832) -
Cost at 31 December 2016   692,241 14,357 132,413 10,553 32,926 61,773 944,263
Additions   7,997 (a) 954 - - 66,953 49,455 125,359
Currency translation differences   (1,142) (12) (147) (3) (62) (104) (1,470)
Disposals   - (112) - (189) - - (301)
Write-off / Impairment reversal   - - - - - (5,834) (e) (5,834)
Transfers   77,408 211 25,130 - (61,827) (40,922) -
Cost at 31 December 2017   776,504 15,398 157,396 10,361 37,990 64,368 1,062,017
                 
Depreciation and write-down at 1 January 2015   (240,439) (4,449) (45,147) (2,244) - - (292,279)
Depreciation   (84,849) (2,850) (15,467) (874) - - (104,040)
Disposals   - 8 - 15 - - 23
Currency translation differences   4,115 (26) - (92) - - 3,997
Depreciation and write-down at 31 December 2015   (321,173) (7,317) (60,614) (3,195) - - (392,299)
Depreciation   (61,080) (2,702) (10,788) (920) - - (75,490)
Disposals   - 8 - - - - 8
Currency translation differences   (2,486) (38) (296) (16) - - (2,836)
Depreciation and write-down at 31 December 2016   (384,739) (10,049) (71,698) (4,131) - - (470,617)
Depreciation   (57,725) (1,948) (14,558) (844) - - (75,075)
Disposals   - 73 - 38 - - 111
Currency translation differences   930 8 24 5 - - 967
Depreciation and write-down at 31 December 2017   (441,534) (11,916) (86,232) (4,932) - - (544,614)
                 

Carrying amount at 31

December 2015

  327,819 6,428 64,218 7,323 29,823 87,000 522,611

Carrying amount at 31

December 2016

  307,502 4,308 60,715 6,422 32,926 61,773 473,646

Carrying amount at 31

December 2017

  334,970 3,482 71,164 5,429 37,990 64,368 517,403

42  

Note

 

20 Property, plant and equipment (continued)

 

(a) Corresponds to the effect of change in estimate of assets retirement obligations.

 

(b) Exploration wells movement and balances are shown in the table below; seismic and other exploratory assets amount to US$ 53,764,000 (US$ 53,523,000 in 2016 and US$ 64,094,000 in 2015).

 

Amounts in US$ '000 Total
Exploration wells at 31 December 2015 22,906
Additions 15,088
Write-offs (19,949)
Transfers (9,795)
Exploration wells at 31 December 2016 8,250
Additions 35,299
Write-offs (3,664)
Transfers (29,281)
Exploration wells at 31 December 2017 10,604

 

As of 31 December 2017, there were two exploratory wells that have been capitalised for a period less than a year amounting to US$ 4,488,000 and two exploratory wells that have been capitalised for a period over a year amounting to US$ 6,116,000.

 

(c) Corresponds to the cost of two unsuccessful exploratory wells in Colombia (one well in CPO4 Block and one well in Llanos 32). The charge also includes the loss generated by the write-off of the seismic cost for Flamenco Block in Chile generated by the relinquishment of 143 sq km in November 2015 and the write off of two wells drilled in previous years in the same block for which no additional work would be performed.

 

(d) Corresponds to the write-off of five wells drilled in previous years in the Chilean blocks for which no additional work would be performed, the loss generated by the write-off of the seismic cost for Llanos 62 Block in Colombia generated by the relinquishment of the area in September 2016. In addition, during September 2016, five blocks in Brazil were relinquished so the associated investment was written off.

 

(e) Corresponds to five unsuccessful exploratory wells, one well drilled in Colombia (Llanos 34 Block), one well drilled in Brazil (REC-T-94 Block) and three non-operated wells drilled in Argentina (Puelen and Sierra del Nevado Blocks) in 2017. The charge also includes the loss generated by the write-off of the seismic cost for Campanario and Isla Norte Blocks in Chile generated by the relinquishment of 327 sq km in 2017.

 

43  

Note

 

21 Subsidiary undertakings

 

The following chart illustrates main companies of the Group structure as of 31 December 2017 (a) :

 

 

(a) LGI is not a subsidiary, it is Non-controlling interest.

 

Non controlling interest held by LGI:

 

· Consolidated Statement of Comprehensive Income: Total comprehensive income for the year 2017 include a profit of US$ 13,536,000 (profit of US$ 2,791,000 in 2016 and loss of US$ 7,085,000 in 2015), a loss of US$ 6,200,000 (US$ 10,379,000 in 2016 and US$ 33,260,000 in 2015) and a loss of US$ 945,000 (US$ 3,966,000 in 2016 and US$ 10,190,000 in 2015) corresponding to non-controlling interest held by LGI in GeoPark Colombia Coöperatie U.A., GeoPark Chile S.A. and GeoPark TdF S.A., respectively.

 

· Consolidated Statement of Financial Position: Total Equity as of 31 December 2017 includes US$ 29,330,000 (US$ 16,168,000 in 2016), US$ 15,953,000 (US$ 22,082,000 in 2016) and a negative amount of US$ 3,368,000 (US$ 2,422,000 in 2016) corresponding to non-controlling interest held by LGI in GeoPark Colombia Coöperatie U.A., GeoPark Chile S.A. and GeoPark TdF S.A., respectively.

 

· Consolidated Statement of Changes in Equity: Dividends distributed to non-controlling interest of US$ 479,000 in 2017 (US$ 6,406,000 in 2016) correspond to non-controlling interest held by LGI in GeoPark Colombia Coöperatie U.A.

 

44  

Note

 

21 Subsidiary undertakings (continued)

 

Details of the subsidiaries and joint operations of the Group are set out below:

 

  Name and registered office     Ownership interest
Subsidiaries GeoPark Argentina Limited (Bermuda)     100%
  GeoPark Argentina Limited – Argentinean Branch     100% (a)
  GeoPark Latin America Limited (Bermuda)     100%
  GeoPark Latin America Limited – Agencia en Chile     100% (a)
  GeoPark S.A. (Chile)     100% (a) (b)
  GeoPark Brazil Exploração y Produção de Petróleo e Gás Ltda. (Brazil)     100% (a)
  GeoPark Chile S.A. (Chile)     80% (a) (c)
  GeoPark Fell S.p.A. (Chile)     80% (a) (c)
  GeoPark Magallanes Limitada (Chile)     80% (a) (c)
  GeoPark TdF S.A. (Chile)     68.8% (a) (d)
  GeoPark Colombia S.A. (Chile)     100% (a) (b)
  GeoPark Colombia SAS (Colombia)     80% (a) (c)
  GeoPark Latin America S.L.U. (Spain)     100% (a)
  GeoPark Colombia Coöperatie U.A. (The Netherlands)     80% (a) (c)
  GeoPark S.A.C. (Peru)     100% (a)
  GeoPark Perú S.A.C. (Peru)     100% (a)
  GeoPark Operadora del Perú S.A.C. (Peru)     100% (a)
  GeoPark Peru S.L.U. (Spain)     100% (a)
  GeoPark Brazil S.L.U. (Spain)     100% (a)
  GeoPark Colombia E&P S.A.(Panama)     100% (a) (b)
  GeoPark Colombia E&P Sucursal Colombia (Colombia)     100% (a) (b)
  GeoPark Mexico S.A.P.I. de C.V. (Mexico)     100% (b)
  Ogarrio E&P S.A.P.I. de C.V. (Mexico)     51% (a) (b)
  GeoPark (UK) Limited (United Kingdom)     100%
Joint operations Tranquilo Block (Chile)     50% (e)
  Flamenco Block (Chile)     50% (e)
  Campanario Block (Chile)     50% (e)
  Isla Norte Block (Chile)     60% (e)
  Yamu/Carupana Block (Colombia)     89.5%/100% (e)
  Llanos 34 Block (Colombia)     45% (e)
  Llanos 32 Block (Colombia)     12.5%
  CPO-4 Block (Colombia)     50% (e)
  Puelen Block (Argentina)     18%
  Sierra del Nevado Block (Argentina)     18%
  CN-V Block (Argentina)      50% (e)
  Manati Field (Brazil)     10%

 

(a) Indirectly owned.

(b) Dormant companies.

(c) LG International has 20% interest.

(d) LG International has 20% interest through GeoPark Chile S.A. and a 14% direct interest, totaling 31.2%.

(e) GeoPark is the operator.

 

Corporate structure reorganization

 

During 2017, the Company decided to incorporate a subsidiary in the United Kingdom to conduct the businesses in Latin America by adopting all the key resolutions and decisions necessary for such purpose. Also, a tax reform enacted in The Netherlands during September 2017 that would harm the Group´s cashflow, forced the Group to decide the re-domiciliation of its 100% owned Dutch subsidiaries to Spain.

 

45  

Note

 

22 Prepaid taxes

 

Amounts in US$ '000 2017 2016
V.A.T. 27,674 14,052
Income tax payments in advance 1,258 4,517
Other prepaid taxes 939 98
Total prepaid taxes 29,871 18,667
Classified as follows:    
Current 26,048 15,815
Non current 3,823 2,852
Total prepaid taxes 29,871 18,667

Note

 

23 Inventories

 

Amounts in US$ '000   2017 2016
Crude oil   1,969 1,521
Materials and spares   3,769 1,994
    5,738 3,515

Note

 

24 Trade receivables and Prepayments and other receivables

 

Amounts in US$ '000 2017 2016
Trade receivables 19,519 18,426
  19,519 18,426
To be recovered from co-venturers (Note 33) 2,455 3,311
Related parties receivables (Note 33) 56 42
Prepayments and other receivables 5,242 4,290
  7,753 7,643
Total 27,272 26,069
     
Classified as follows:    
Current 27,037 25,828
Non current 235 241
Total 27,272 26,069

 

Trade receivables that are aged by less than three months are not considered impaired. As of 31 December 2017 and 2016, there are no balances that were aged by more than 3 months, but not impaired. These relate to customers for whom there is no recent history of default. There are no balances overdue between 31 days and 90 days as of 31 December 2017 and 2016.

 

46  

Note

 

24 Trade receivables and Prepayments and other receivables (continued)

 

Movements on the Group provision for impairment are as follows:

 

Amounts in US$ '000 2017 2016
At 1 January 741 596
Foreign exchange (income) loss (147) 145
  594 741

 

The credit period for trade receivables is 30 days. The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable. The Group does not hold any collateral as security related to trade receivables.

 

The carrying value of trade receivables is considered to represent a reasonable approximation of its fair value due to their short-term nature.

 

Note

 

25 Financial instruments by category

 

Amounts in US$ '000 Assets as per statement of financial position
    2017 2016   
Loans and receivables        
Trade receivables   19,519 18,426  
To be recovered from co-venturers (Note 33)   2,455 3,311  
Other financial assets (a)   43,488 22,027  
Cash and cash equivalents   134,755 73,563  
    200,217 117,327  

 

(a) Non current other financial assets relate to contributions made for environmental obligations according to Colombian and Brazilian government regulations and also include a non current account receivable with the previous owners of one of the Colombian subsidiaries (see Note 28). Current other financial assets corresponds to the security deposit granted in relation to the purchase of Argentinian assets (see Note 35) and short term investments with original maturities up to twelve months and over three months.

 

47  

Note

 

25 Financial instruments by category (continued)

 

  Liabilities as per statement of financial position
Amounts in US$ '000 2017 2016
Liabilities at fair value through profit and loss    
Derivative financial instrument liabilities 19,289 3,067
  19,289 3,067
Other financial liabilities at amortised cost    
Trade payables 52,557 23,650
Payables to related parties (Note 33) 31,184 27,801
To be paid to co-venturers (Note 33) 10,015 1,614
Borrowings 426,204 358,672
  519,960 411,737
Total financial liabilities 539,249 414,804

 

Credit quality of financial assets

 

The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings (if available) or to historical information about counterparty default rates:

 

Amounts in US$ '000 2017 2016
Trade receivables    
Counterparties with an external credit rating (Moody’s)    
B2 70 7,056
Ba3 8,788 -
Baa3 3,614 3,729
Counterparties without an external credit rating    
Group1 (a) 7,047 7,641
Total trade receivables 19,519 18,426

 

(a) Group 1 – existing customers (more than 6 months) with no defaults in the past.

All trade receivables are denominated in US Dollars, except in Brazil where are denominated in Brazilian Real.

 

48  

Note

 

25 Financial instruments by category (continued)

 

Cash at bank and other financial assets (a)

 

     
Amounts in US$ '000   2017 2016

Counterparties with an external credit rating (Moody’s,

S&P, Fitch, BRC Investor Services)

     
A1   553 813
A2   298 -
A3   63,853 -
Aaa   15,040 -
Aa3   11,401 42,798
AAA   19,634 14
B2   31 -
Ba1   18 -
Ba2   7 -
Baa1   307 100
Baa2   4,078 4,094
Ba3   2,815 3,497
B3   - 10
BBB   15,064 -

Counterparties without an external credit rating

  45,123 44,252
Total   178,222 95,578

 

(a) The remaining balance sheet item ‘cash and cash equivalents’ corresponds to cash on hand amounting to US$ 21,000 (US$ 12,000 in 2016).

 

Financial liabilities - contractual undiscounted cash flows

 

The table below analyses the Group’s financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

 

Amounts in US$ '000  Less than 1 year Between 1 and 2 years Between 2 and 5 years Over 5 years
At 31 December 2017        
Borrowings 27,625 27,625 82,875 480,250
Trade payables 52,557 - - -
Payables to related parties 7,331 2,068 27,087 -
  87,513 29,693 109,962 480,250
At 31 December 2016        
Borrowings 48,958 43,304 355,064 -
Trade payables 23,650 - - -
Payables to related parties 1,561 1,561 22,018 -
  74,169 44,865 377,082 -

49  

Note

 

25 Financial instruments by category (continued)

 

Fair value measurement of financial instruments

 

Accounting policies for financial instruments have been applied to classify as either: loans and receivables, held-to-maturity, available-for-sale, or fair value through profit and loss. For financial instruments that are measured in the statement of financial position at fair value, IFRS 13 requires a disclosure of fair value measurements by level according to the following fair value measurement hierarchy:

 

Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities.

 

Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices).

 

Level 3 - Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs).

 

This note provides an update on the judgements and estimates made by the Group in determining the fair values of the financial instruments since the last annual financial report.

 

(a) Fair value hierarchy

 

The following table presents the Group’s financial assets and financial liabilities measured and recognised at fair value at 31 December 2017 and 2016 on a recurring basis:

 

Amounts in US$ '000 Level 2 At 31 December 2017
Liabilities    
Derivative financial instrument liabilities    
Commodity risk management contracts 19,289 19,289
Total Liabilities 19,289 19,289

 

Amounts in US$ '000 Level 2 At 31 December
 2016
Liabilities    
Derivative financial instrument liabilities    
Commodity risk management contracts 3,067 3,067
Total Liabilities 3,067 3,067

 

There were no transfers between Level 2 and 3 during the period.

 

The Group did not measure any financial assets or financial liabilities at fair value on a non-recurring basis as at 31 December 2017.

 

50  

Note

 

25 Financial instruments by category (continued)

 

Fair value measurement of financial instruments (continued)

 

(b) Valuation techniques used to determine fair values

 

Specific valuation techniques used to value financial instruments include:

 

· The use of quoted market prices or dealer quotes for similar instruments.

 

· The market-to-market fair value of the Group's outstanding derivative instruments is based on independently provided market rates and determined using standard valuation techniques, including the impact of counterparty credit risk and are within level 2 of the fair value hierarchy.

 

· The fair value of the remaining financial instruments is determined using discounted cash flow analysis. All of the resulting fair value estimates are included in level 2.

 

(c) Fair values of other financial instruments (unrecognised)

 

The Group also has a number of financial instruments which are not measured at fair value in the balance sheet. For the majority of these instruments, the fair values are not materially different to their carrying amounts, since the interest receivable/payable is either close to current market rates or the instruments are short-term in nature.

 

Borrowings are comprised primarily of fixed rate debt and variable rate debt with a short term portion where interest has already been fixed. They are classified under other financial liabilities and measured at their amortized cost.

 

The fair value of these financial instruments at 31 December 2017 amounts to US$ 425,118,000 (US$ 346,180,000 in 2016). The fair values are based on cash flows discounted using a rate based on the borrowing rate of 6.90% (7.60% in 2016) and are within level 2 of the fair value hierarchy.

 

51  

Note

 

26 Share capital

 

Issued share capital 2017 2016
Common stock (amounts in US$ ‘000) 61 60
The share capital is distributed as follows:    
Common shares, of nominal US$ 0.001 60,596,219 59,940,881
Total common shares in issue 60,596,219 59,940,881
     
Authorised share capital    
US$ per share 0.001 0.001
     
Number of common shares (US$ 0.001 each) 5,171,949,000 5,171,949,000
Amount in US$ 5,171,949 5,171,949

 

Details regarding the share capital of the Company are set out below:

 

Common shares

 

As of 31 December 2017, the outstanding common shares confer the following rights on the holder:

 

· the right to one vote per share;

 

· ranking pari passu , the right to any dividend declared and payable on common shares;

 

GeoPark common shares history

 

Date Shares issued (millions) Shares closing (millions)

US$(`000)  

Closing  

Shares outstanding at the end of 2015     59.5 59
Stock awards Feb 2016 0.4 59.9 60
Stock awards Dec 2016 0.5 60.4 60
Stock awards Dec 2016 0.1 60.5 60
Buyback program Dec 2016 (0.6) 59.9 60
Shares outstanding at the end of 2016     59.9 60
Stock awards Jan 2017 0.1 60.0 60
Stock awards Dec 2017 0.1 60.1 60
Stock awards Dec 2017 0.5 60.6 61
Shares outstanding at the end of 2017     60.6 61

52  

Note

 

26 Share capital (continued)

 

Stock Award Program and Other Share Based Payments

 

On 14 December 2017, 490,000 common shares were allotted to the trustee of the Employee Beneficiary Trust (“EBT”), generating a share premium of US$ 2,513,000.

 

On 15 December 2016, 379,500 common shares were allotted to the trustee of the Employee Beneficiary Trust (“EBT”), generating a share premium of US$ 3,940,000.

 

On 12 November 2015 and 22 December 2015, 817,600 and 478,000 common shares were allotted to the trustee of the Employee Beneficiary Trust (“EBT”), generating a share premium of US$ 11,359,000 and US$ 3,577,000, respectively.

 

In January 2017, 82,306 shares were issued to key management as bonus compensation, generating a share premium of US$ 332,000. 

 

On 8 February 2016, 468,405 shares were issued to Executive Directors and key management as bonus compensation, generating a share premium of US$ 1,512,000. 

 

On 13 September 2017, 12,546 shares were issued pursuant to a consulting agreement for services rendered to GeoPark Limited generating a share premium of US$ 43,000.

 

On 6 September 2016, 8,333 shares were issued pursuant to a consulting agreement for services rendered to GeoPark Limited generating a share premium of US$ 38,000.

 

On 30 November 2015, 720,000 new common shares were issued to the Executive Directors, generating a share premium of US$ 7,309,000. 

 

During 2017, the Company issued 70,485 (137,897 in 2016 and 99,555 in 2015) shares to Non-Executive Directors in accordance with contracts as compensation, generating a share premium of US$ 257,000 (US$ 541,848 in 2016 and US$ 486,692 in 2015). The amount of shares issued is determined considering the contractual compensation and the fair value of the shares for each relevant period.

 

Buyback Program

 

On 19 December 2014, the Company approved a program to repurchase up to US$ 10,000,000 of common shares, par value US$ 0.001 per share of the Company (the “Repurchase Program”). The Repurchase Program began on 19 December 2014 and was resumed on 14 April 2015 and then on 10 June 2015, expiring on 18 August 2015. During 2016, the Repurchase Program began on 6 April 2016 and then was resumed during the year until November 2016. The Shares repurchased will be used to offset, in part, any expected dilution effects resulting from the Group’s employee incentive schemes, including grants under the Company’s Stock Award Plan and the Limited Non-Executive Director Plan. In 2017, no shares were repurchased. During 2016 and 2015, the Company purchased 588,868 and 370,074 73,082 common shares for a total amount of US$ 1,991,000 and US$ 1,615,000, respectively. These transactions had no impact on the Group’s results.

 

53  

Note

 

27 Borrowings

 

Amounts in US$ '000 2017 2016
Outstanding amounts as of 31 December    
2024 Notes (a) 426,124 -
Notes GeoPark Latin America Agencia en Chile (b) - 304,059
Banco Itaú (c) - 49,763
Banco de Chile (d) - 4,709
Banco de Crédito e Inversiones (e) 80 141
  426,204 358,672
Classified as follows:    
Current 7,664 39,283
Non current 418,540 319,389

 

(a) During September 2017, the Company successfully placed US$ 425,000,000 notes which were offered to qualified institutional buyers in accordance with Rule 144A under the United States Securities Act, and outside the United States to non-U.S. persons in accordance with Regulation S under the United States Securities Act.

 

The Notes carry a coupon of 6.50% per annum. Final maturity of the notes will be 21 September 2024. The Notes are secured with a pledge of all of the equity interests of the Company, directly or indirectly, in GeoPark Colombia Coöperatie U.A. and GeoPark Chile S.A.. The debt issuance cost for this transaction amounted to US$ 6,683,000 (debt issuance effective rate: 6.90%). The indenture governing the Notes due 2024 includes incurrence test covenants that provides among other things, that, during the first two years from the issuance date, the Net Debt to Adjusted EBITDA ratio should not exceed 3.5 times and the Adjusted EBITDA to Interest ratio should exceed 2 times. Failure to comply with the incurrence test covenants does not trigger an event of default. However, this situation may limit the Company’s capacity to incur additional indebtedness, as specified in the indenture governing the Notes. Incurrence covenants as opposed to maintenance covenants must be tested by the Company before incurring additional debt or performing certain corporate actions including but not limited to dividend payments, restricted payments and others, (other than in each case, certain specific exceptions). As of the date of these Consolidated Financial Statements, the Company is in compliance of all the indenture’s provisions and covenants.

 

The net proceeds from the Notes were used by the Company (i) to make a capital contribution to its wholly-owned subsidiary, GeoPark Latin America Limited Agencia en Chile (“GeoPark LA Agencia”), providing it with sufficient funds to fully repay the 7.50% senior secured notes due 2020 and to pay any related fees and expenses, including call premium, and (ii) for general corporate purposes, including capital expenditures and to repay existing indebtedness.

 

54  

Note

 

27 Borrowings (continued)

 

(b) During February 2013, the Group successfully placed US$ 300,000,000 notes which were offered under Rule 144A and Regulation S exemptions of the United States Securities laws. The Notes carried a coupon of 7.50% per annum and mature on 11 February 2020. These Notes were fully repaid in September 2017.

 

(c) During March 2014, GeoPark executed a loan agreement with Itaú BBA International for US$ 70,450,000 to finance the acquisition of a 10% working interest in the Manatí field in Brazil. The loan was fully repaid in September 2017.

 

(d) During December 2015, GeoPark executed a loan agreement with Banco de Chile for US$ 7,028,000 to finance the start-up of new Ache gas field in GeoPark-operated Fell Block. The interest rate applicable to this loan is LIBOR plus 2.35% per annum. The interest and the principal have been paid on monthly basis; with a six months grace period, with final maturity on December 2017. As of the date of these Consolidated Financial Statements, the loan was fully repaid.

 

(e) During February 2016, GeoPark executed a loan agreement with Banco de Crédito e Inversiones for US$ 186,000 to finance the acquisition of vehicles for the Chilean operation. The interest rate applicable to this loan is 4.14% per annum. The interest and the principal will be paid on monthly basis, with final maturity on February 2019.

 

As of the date of these Consolidated Financial Statements, the Group has available credit lines for over US$ 33,000,000.

 

55  

Note

 

28 Provisions and other long-term liabilities

 

Amounts in US$ ‘000  Asset retirement obligation

Deferred  

Income  

Other Total
At 1 January 2016 31,617 5,033 5,800 42,450
Addition to provision 1,195 1,375 2,686 5,256
Recovery of abandonments costs (5,504) - - (5,504)
Exchange difference (1,614) - 538 (1,076)
Foreign currency translation 1,614 - - 1,614
Amortisation - (2,924) - (2,924)
Unwinding of discount 2,554 - 139 2,693
At 31 December 2016 29,862 3,484 9,163 42,509
Addition to provision 5,943 - 2,220 8,163
Exchange difference 134 - 1,154 1,288
Foreign currency translation (134) - - (134)
Amortisation - (657) - (657)
Unwinding of discount 2,607 - 172 2,779
Unused amounts reversed - - (2,535) (2,535)
Amounts used during the year (337) (1,375) (3,417) (5,129)
At 31 December 2017 38,075 1,452 6,757 46,284

 

The provision for asset retirement obligation relates to the estimation of future disbursements related to the abandonment and decommissioning of oil and gas wells (see Note 4).

 

Deferred income relates to contributions received to improve the project economics of the gas wells in Chile. The amortisation is in line with the related asset. The addition in 2016 and the amounts used in 2017 correspond to the deferred income related to the take or pay provision associated to gas sales in Brazil.

 

As of 31 December 2016, Other included a provision for an amount of US$ 5,636,000 related to fiscal controversies associated to income taxes in one of the Colombian subsidiaries. These controversies related to fiscal periods prior to the acquisition of these subsidiaries by the Group. During 2017, GeoPark settled the controversies by paying a total amount of US$ 3,389,000 to the tax authority, under a valid tax amnesty. In connection to this, the Group recorded an account receivable with the previous owners for the amount paid under the tax amnesty, considering the contractual right of recovering amounts paid related to fiscal years prior to the acquisition. This account receivable is recognised under other financial assets in the balance sheet. In addition, actions taken by the Group to maximize ongoing work projects and to reduce expenses, including renegotiations and reduction of oil and gas service contracts and other initiatives included in the cost cutting program adopted may expose the Group to claims and contingencies from interested parties that may have a negative impact on its business, financial condition, results of operations and cash flows. So, the additions in 2016 reflects the future contingent payments in connection with claims of third parties.

 

56  

Note

 

29 Trade and other payables

 

Amounts in US$ '000 2017 2016
V.A.T 1,118 1,102
Trade payables 52,557 23,650
Payables to related parties (a) (Note 33) 31,184 27,801
Customer advance payments (Note 3) 10,000 20,000
Staff costs to be paid 9,143 7,749
Royalties to be paid 4,110 1,503
Taxes and other debts to be paid 4,191 3,355
To be paid to co-venturers (Note 33) 10,015 1,614
  122,318 86,774
Classified as follows:    
Current 96,397 52,008
Non current 25,921 34,766

 

(a) The outstanding amount corresponds to advanced cash call payments granted by LGI to GeoPark Chile S.A. for financing Chilean operations in TdF’s blocks. The expected maturity of these balances is July 2020 and the applicable interest rate is 8% per annum.

 

The average credit period (expressed as creditor days) during the year ended 31 December 2017 was 95 days (2016: 83 days)

 

The fair value of these short-term financial instruments is not individually determined as the carrying amount is a reasonable approximation of fair value.

 

Note

 

30 Share-based payment

 

IPO Award Program and Executive Stock Option plan

 

The Group has established different stock awards programs and other share-based payment plans to incentivise the Directors, senior management and employees, enabling them to benefit from the increased market capitalisation of the Company.

 

Stock Award Program and Other Share Based Payments

 

During 2008, GeoPark Shareholders voted to authorize the Board to use up to 12% of the issued share capital of the Company at the relevant time for the purposes of the Performance-based Employee Long-Term Incentive Plan.

 

 

57  

Note

 

30 Share-based payment (continued)

 

During 2016, the Group approved a share-based compensation program for 1,619,105 shares. Main characteristics of the Stock Awards Programs are:

 

· All employees are eligible.

 

· Exercise price is equal to the nominal value of shares.

 

· Vesting period is three years.

 

· Each employee could receive up to three salaries by achieving the following conditions: continue to be an employee, the stock market price at the date of vesting should be above US$ 3 and obtain the Group minimum production, adjusted EBITDA and reserves target for the year of vesting.

 

Also during 2016, the Group approved a plan named Value Creation Plan (“VCP”) oriented to Top Management. Main characteristics of the VCP are:

 

· Awards payables in a variable number of shares which shall not exceed the quantity of 2,976,781 shares.

 

· Subject to certain market conditions, among others, reaching a stock market price for the Company shares of US$ 4.05 at vesting date.

 

· Vesting date: 31 December 2018.

 

VCP has been classified as an equity-settled plan.

 

Details of these costs and the characteristics of the different stock awards programs and other share based payments are described in the following table and explanations:

 

Year of issuance Awards at the beginning Awards granted in the year Awards forfeited Awards exercised Awards at year end

Charged to net loss / profit

 

2017 2016 2015
2016 1,619,105 - 31,109 - 1,587,996 865 445 -
2014 490,000 - - 490,000 - 838 821 898
2013 - - - - - - - 594
2012 - - - - - - 855 636
2011 - - - - - - - 879
Subtotal           1,703 2,121 3,007
Stock options to Executive Directors - - - - - - - 2,390
Shares granted to Non-Executive Directors - 70,485   70,485   454 400 371
VCP 2013 - - - - - - - 617
VCP 2016 - - - - - 1,868 934 -
Executive Directors Bonus - - - - - - (325) 400
Key Management Bonus 82,306 - - 82,306 - - 202 1,438
Stock awards for service contracts - 12,546 - 12,546 - 50 35 -
  2,191,411 83,031 31,109 655,337 1,587,996 4,075 3,367 8,223

 

The awards that are forfeited correspond to employees that had left the Group before vesting date.

 

58  

Note

 

31 Interests in Joint operations

 

The Group has interests in joint operations, which are engaged in the exploration of hydrocarbons in Chile, Colombia, Brazil and Argentina.

 

In Chile, GeoPark is the operator in all the blocks. In Colombia, GeoPark is the operator in Llanos 34 and Yamu/Carupana blocks. In Argentina, GeoPark is the operator in CN-V block.

 

The following amounts represent the Group’s share in the assets, liabilities and results of the joint operations which have been recognised in the Consolidated Statement of Financial Position and Statement of Income:

 

Subsidiary /

Joint operation

Interest

PP&E  

E&E Assets

Other

Assets

Total

Assets

Total

Liabilities

NET ASSETS/ (LIABILITIES) Revenue Operating (loss)
profit
2017                
GeoPark Magallanes Ltda.  
Tranquilo Block 50% - 55 55 (432) (377) - (48)
GeoPark TdF S.A.                
Flamenco Block 50% 9,893 - 9,893 (1,223) 8,670 879 (1,422)
Campanario Block 50% 17,347 - 17,347 (233) 17,114 - (150)
Isla Norte Block 60% 9,553 - 9,553 (60) 9,493 - (161)
Colombia SAS                
Yamu/Carupana Block 89.5% 4,741 1 4,742 (2,993) 1,749 3,072 (2,721)
Llanos 34 Block 45% 131,193 4,563 135,756 (5,847) 129,909 259,815 163,917
Llanos 32 Block 12.5% 835 209 1,044 (492) 552 1,784 (319)
GeoPark Brazil Exploração y Produção de Petróleo e Gas Ltda.  
Manati Field 10% 44,167 19,126 63,293 (11,444) 51,849 34,238 12,731
POT-T-747 70% 849 358 1,207 (1,091) 116 - -
GeoPark Argentina Limited – Argentinean Branch
CN-V Block 50% 6,819 347 7,166 (984) 6,182 70 (1,163)
Puelen Block 18% 1,318 72 1,390 (232) 1,158 - (546)
Sierra del Nevado Block 18% 568 169 737 (837) (100) - (474)
                   

59  

Note

 

31 Interests in Joint operations (continued)

 

Subsidiary /

Joint operation

Interest

PP&E

E&E Assets

Other  

Assets  

Total  

Assets  

Total  

Liabilities  

NET ASSETS/ (LIABILITIES) Revenue Operating (loss)
profit  
2016                
GeoPark Magallanes Ltda.  
Tranquilo Block 50% - 55 55 (424) (369) - (40)
GeoPark TdF S.A.                
Flamenco Block 50% 15,108 - 15,108 (93) 15,015 1,004 (1,988)
Campanario Block 50% 29,718 - 29,718 (1) 29,717 - (399)
Isla Norte Block 60% 9,920 - 9,920 (1) 9,919 5 (438)
Colombia SAS                
Yamu/Carupana Block 89,5% 3,418 - 3,418 (2,289) 1,129 18 (307)
Llanos 34 Block 45% 79,811 693 80,504 (3,943) 76,561 125,400 83,193
Llanos 32 Block 10% 3,819 - 3,819 (211) 3,608 2,303 1,043
GeoPark Brazil Exploração y Produção de Petróleo e Gas Ltda.  
Manati Field 10% 54,166 15,791 69,957 (8,442) 61,515 29,719 20,945
2015                
GeoPark Magallanes Ltda.  
Tranquilo Block 50% - 45 45 (2) 43 - (69)
GeoPark TdF S.A.                
Flamenco Block 50% 14,932 - 14,932 (53) 14,879 1,810 (51,411)
Campanario Block 50% 27,570 - 27,570 (10) 27,560 13 (7,267)
Isla Norte Block 60%  8,583 - 8,583 (16) 8,567 355 (5,661)
Colombia SAS                
Llanos 17 Block 36.84% - - - (93) (93) 3 (6,325)
Yamu/Carupana Block 89,5% 3,569 2,061 5,630 (2,235) 3,395 1,409 (16,552)
Llanos 34 Block 45% 76,667 429 77,096 (3,295) 73,801 114,276 53,049
Llanos 32 Block 10% 3,106 96 3,202 (213) 2,989 8,258 (1,343)
GeoPark Brazil Exploração y Produção de Petróleo e Gas Ltda.  
Manati Field 10% 50,801 12,930 63,731 (10,395) 53,336 32,388 20,354
                   

Capital commitments are disclosed in Note 32 (b).

 

60  

Note

 

32 Commitments

 

(a) Royalty commitments

 

In Colombia, royalties on production are payable to the Colombian Government and are determined on a field-by-field basis using a level of production sliding scale at a rate which ranges between 6%-8%. The Colombian National Hydrocarbons Agency (“ANH”) also has an additional economic right equivalent to 1% of production, net of royalties.

 

Under Law 756 of 2002, as modified by Law 1530 of 2012, the royalties on Colombian production of light and medium oil are calculated on a field-by-field basis, using the following sliding scale:

 

Average daily production in barrels Production Royalty rate
Up to 5,000 8%
5,000 to 125,000 8% + (production - 5,000)*0.1
125,000 to 400,000 20%
400,000 to 600,000 20% + (production - 400,000)*0.025
Greater than 600,000 25%

 

When the API is lower than 15°, the payment is reduced to the 75% of the total calculation.

 

In accordance with Llanos 34 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5,000,000 of barrels and the WTI exceeds the base price settled in table A, the Group should deliver to ANH a share of the production net of royalties in accordance with the following formula: Q = ((P – Po) / P) x S; where Q = Economic right to be delivered to ANH, P = WTI, Po = Base price (see table A) and S = Share (see table B).

 

Table A   Table B
API Po (US$/barrel) WTI (P)   S
>29° 30.22 Po < P < 2Po   30%
>22°<29° 31.39 2Po < P < 3Po   35%
>15°<22° 32.56 3Po < P < 4Po   40%
>10°<15° 46.50 4Po < P < 5Po   45%
    5Po < P   50%

61  

Note

 

32 Commitments (continued)

 

(a) Royalty commitments (continued)

 

Additionally, under the terms of the Winchester Stock Purchase Agreement, GeoPark is obligated to make certain payments to the previous owners of Winchester based on the production and sale of hydrocarbons discovered by exploration wells drilled after 25 October 2011. These payments involve an overriding royalty equal to an estimated 4% carried interest on the part of the vendor. As at the balance sheet date and based on preliminary internal estimates of additions of 2P reserves since acquisition, the Group’s best estimate of the total commitment over the remaining life of the concession is in a range between US$ 80,000,000 and US$ 90,000,000. During 2017, the Group has accrued and paid US$ 11,369,000 (US$ 5,414,000 in 2016 and US$ 7,100,000 in 2015) and US$ 9,981,000 (US$ 3,772,000 in 2016 and US$ 9,200,000 in 2015), respectively.

 

In Chile, royalties are payable to the Chilean Government. In the Fell Block, royalties are calculated at 5% of crude oil production and 3% of gas production. In the Flamenco Block, Campanario Block and Isla Norte Block, royalties are calculated at 5% of gas and oil production.

 

In Brazil, the Brazilian National Petroleum, Natural Gas and Biofuels Agency (ANP) is responsible for determining monthly minimum prices for petroleum produced in concessions for purposes of royalties payable with respect to production. Royalties generally correspond to a percentage ranging between 5% and 10% applied to reference prices for oil or natural gas, as established in the relevant bidding guidelines (edital de licitação) and concession agreement. In determining the percentage of royalties applicable to a concession, the ANP takes into consideration, among other factors, the geological risks involved and the production levels expected. In the Manatí Block, royalties are calculated at 7.5% of gas production.

 

In Argentina, crude oil production accrues royalties payable to the Province of Mendoza equivalent to 12% on estimated value at well head of those products. This value is equivalent to final sales price less transport, storage and treatment costs.

 

(b) Capital commitments

 

Colombia

 

The VIM 3 Block minimum investment program consists of 200 sq km of 2D seismic and drilling one exploratory well, with a total estimated investment of US$ 22,290,800 during the initial three year exploratory period ending 2 September 2018.

 

62  

Note

 

32 Commitments (continued)

 

(b) Capital commitments (continued)

 

Colombia (continued)

 

The Llanos 34 Block (45% working interest) has committed to drill two exploratory wells, one before 15 March 2017 and the other before 14 September 2019. The remaining commitment amounted to US$ 6,255,000 at GeoPark’s working interest. As of the date of these Consolidated Financial Statements, GeoPark is awaiting the ANH’s approval of the wells already drilled that were presented as fulfilment of the commitments to be performed in the block. After this approval, the remaining commitment would amount to US$ 3,008,000.

 

The Llanos 32 Block (12% working interest) has committed to drill one exploratory well before 20 August 2018. The remaining commitment amounts to US$ 587,500 at GeoPark’s working interest.

 

Argentina

 

On 20 August 2014, the consortium of GeoPark and Pluspetrol was awarded two exploration licenses in the Sierra del Nevado and Puelen Blocks, as part of the 2014 Mendoza Bidding Round in Argentina, carried out by Empresa Mendocina de Energia S.A. ("EMESA"). The consortium consists of Pluspetrol (Operator with a 72% working interest ("WI"), EMESA (Non-operated with a 10% WI) and GeoPark (Non-operated with an 18% WI). As of the date of these Consolidated Financial Statements, the remaining commitments in the blocks for the first exploratory period amount to US$ 1,200,000 at GeoPark’s working interest.

 

On 22 July 2015, GeoPark signed a farm-in agreement with Wintershall for the CN-V Block in Argentina. GeoPark will operate during the exploratory phase and receive a 50% working interest in the CN-V Block in exchange for its commitment to drill two exploratory wells, for a total of US$ 10,000,000. As of the date of these Consolidated Financial Statements, GeoPark has already drilled and completed one of the two committed exploratory wells for a total amount of US$ 5,455,000.

 

Chile

 

The remaining investment commitment for the second exploratory phase in the Flamenco Block relates to the drilling of one exploratory well to be assumed 100% by GeoPark and amounts to US$ 2,100,000. On 30 June 2017, the Chilean Ministry accepted GeoPark’s proposal to extend the second exploratory phase for an additional period of 18 months, ending on 7 May 2019.

 

63  

Note

 

32 Commitments (continued)

 

(b) Capital commitments (continued)

 

Chile (continued)

 

The investment commitment for the first exploratory period in the Campanario and Isla Norte Blocks has already been fulfilled. The investments to be made in the second exploratory period will be assumed 100% by GeoPark. On 29 May 2017, the Chilean Ministry accepted GeoPark’s proposal to update the value of the commitments in both the Campanario and Isla Norte Blocks as well as the guarantees related to those commitments. Consequently, the future investment commitments assumed by GeoPark for the second exploratory period are up to:

 

· Campanario Block: 3 exploratory wells before 10 July 2019 (US$ 4,758,000)

 

· Isla Norte Block: 2 exploratory wells before 7 May 2019 (US$ 2,855,000)

 

As of 31 December 2017, the Group has established guarantees for its total commitments.

 

Brazil

 

The future investment commitments assumed by GeoPark are up to:

 

· SEAL-T-268 Block: before 15 May 2017 (US$ 230,000). On 12 May 2017, the Brazilian National Agency of Petroleum, Natural Gas and Biofuels (“ANP”) notified the suspension of the exploratory period to fulfill the commitments in the block.

 

· REC-T-94 Block: 2 exploratory wells before 12 July 2017 (US$ 2,300,000). An exploratory well was drilled and completed in April 2017. On 12 July 2017, the ANP notified the suspension of the exploratory period to fulfill the commitments in the block.

 

· REC-T-93 Block: 3D seismic before 20 December 2018 (US$ 50,000).

 

· REC-T-128 Block: 1 exploratory well before 20 December 2018 (US$ 2,690,000).

 

· POT-T-747 Block: 1 exploratory well before 20 December 2018 (US$ 1,840,000). An exploratory well was drilled in December 2017.

 

· POT-T-882 Block: 35 sq km of 2D seismic before 20 December 2018 (US$ 480,000).

 

· POT-T-619 Block: 1 well before 16 September 2018 (US$ 700,000).

 

(c) Operating lease commitments – Group company as lessee

 

The Group leases various plant and machinery under non-cancellable operating lease agreements.

 

The Group also leases offices under non-cancellable operating lease agreements. The lease terms are between 2 and 3 years, and most of lease agreements are renewable at the end of the lease period at market rate.

 

64  

Note

 

32 Commitments (continued)

 

(c) Operating lease commitments – Group company as lessee (continued)

 

During 2017 a total amount of US$ 46,195,000 (US$ 47,871,000 in 2016 and US$ 16,731,000 in 2015) was charged to the income statement and US$ 34,160,000 of operating leases were capitalised as Property, plant and equipment related to rental of drilling equipment and machinery (US$ 32,058,000 in 2016 and US$ 7,102,000 in 2015).

 

The future aggregate minimum lease payments under non-cancellable operating leases are as follows:

 

Amounts in US$ ’000 2017 2016 2015
Operating lease commitments      
Falling due within 1 year 32,180 67,752 12,878
Falling due within 1 – 3 years 5,777 14,031 8,257
Falling due within 3 – 5 years 2,793 5,066 2,456
Falling due over 5 years - 114 309
Total minimum lease payments 40,750 86,963 23,900

 

Note

 

33 Related parties

 

Controlling interest

 

The main shareholders of GeoPark Limited, a company registered in Bermuda, as of 31 December 2017, are:

 

Shareholder Common shares

Percentage of outstanding

common shares

James F. Park (a) 7,891,269 13.02%
Gerald E. O’Shaughnessy (b) 7,193,316 11.87%
Manchester Financial Group, LP 5,103,439 8.42%
IFC Equity Investments (c) 3,422,476 5.65%
Juan Cristóbal Pavez (d) 2,961,520 4.89%
Other shareholders 34,024,199 56.15%
  60,596,219 100.00%

 

(a) Held by Energy Holdings, LLC, which is controlled by James F. Park, a member of our Board of Directors.

 

(b) Beneficially owned by Mr. O’Shaughnessy directly and indirectly through GP Investments LLP, GPK Holdings, and other investment vehicles.

 

(c) IFC Equity Investments voting decisions are made through a portfolio management process which involves consultation from investment officers, credit officers, managers and legal staff.

 

(d) Held through Socoservin Overseas Ltd, which is controlled by Juan Cristóbal Pavez. The common shares reflected as being held by Mr. Pavez include 83,716 common shares held by him personally.

 

65  

Note

 

33 Related parties (continued)

 

Balances outstanding and transactions with related parties

 

 

Account (Amounts in ´000) Transaction in the year Balances at year end Related Party Relationship
2017        
To be recovered from co-venturers - 2,455 Joint Operations Joint Operations
Prepayments and other receivables - 56 LGI Partner
Payables account - (31,184) LGI Partner
To be paid to co-venturers - (10,015) Joint Operations Joint Operations
Financial results 2,224 - LGI Partner
Geological and geophysical expenses 170 - Carlos Gulisano Non-Executive Director (a)
Administrative expenses 411 - Pedro Aylwin Executive Director (b)
2016        
To be recovered from co-venturers - 3,311 Joint Operations Joint Operations
Prepayments and other receivables - 42 LGI Partner
Payables account - (27,801) LGI Partner
To be paid to co-venturers - (1,614) Joint Operations Joint Operations
Financial results 1,587 - LGI Partner
Geological and geophysical expenses 113 - Carlos Gulisano Non-Executive Director (a)
Administrative expenses 371 - Pedro Aylwin Executive Director (b)
2015        
To be recovered from co-venturers - 4,634 Joint Operations Joint Operations
Prepayments and other receivables - 38 LGI Partner
Payables account - (21,045) LGI Partner
To be paid to co-venturers - (113) Joint Operations Joint Operations
Financial results 1,560 - LGI Partner
Geological and geophysical expenses 101 - Carlos Gulisano Non-Executive Director (a)
Administrative expenses 66 - Carlos Gulisano Non-Executive Director (a)
Administrative expenses 377 - Pedro Aylwin Executive Director (b)

 

(a) Corresponding to consultancy services.

 

(b) Corresponding to wages and salaries for US$ 271,000 (US$ 246,000 in 2016 and US$ 317,000 in 2015) and bonus for US$ 140,000 (US$ 125,000 in 2016 and US$ 60,000 in 2015).

 

66  

Note

 

33 Related parties (continued)

 

There have been no other transactions with the Board of Directors, Executive officers, significant shareholders or other related parties during the year besides the intercompany transactions which have been eliminated in the Consolidated Financial Statements, the normal remuneration of Board of Directors and other benefits informed in Note 11.

 

 

Note

 

34 Fees paid to Auditors

 

Amounts in US$ '000 2017 2016 2015
Audit fees 726 487 557
Audit related fees 137 - -
Tax services fees 212 134 129
Non-audit services fees 39 - -
Fees paid to auditors 1,114 621 686

 

Non-audit services fees relate to consultancy and other services for 2017.

 

Note

 

35 Business transactions

 

a. Peru

 

Entry in Peru

 

The Group has executed a Joint Investment Agreement and Joint Operating Agreement with Petróleos del Peru S.A. (“Petroperu”) to acquire an interest in and operate the Morona Block located in northern Peru. GeoPark will assume a 75% working interest (“WI”) of the Morona Block, with Petroperu retaining a 25% WI. The transaction has been approved by the Board of Directors of both Petroperu and GeoPark. The agreement was subject to Peru regulatory approval, which was completed on 1 December 2016 following the issuance of Supreme Decree 031-2016-MEM.

 

The Morona Block, also known as Lote 64, covers an area of 1.9 million acres on the western side of the Marañón Basin, one of the most prolific hydrocarbon basins in Peru. It contains the Situche Central oil field, which has been delineated by two wells (with short term tests of approximately 2,400 and 5,200 bopd of 35-36° API oil each) and by 3D seismic.

 

In accordance with the terms of the agreement, GeoPark has committed to carry Petroperu on a work program that provides for testing and start-up production of one of the existing wells in the field, subject to certain technical and economic conditions being met. During 2017, GeoPark recognised an initial consideration owed to Petroperu that could be up to US$ 10,684,000, subject to GeoPark’s review and approval of supporting documentation. This amount will be offset by the Petroperu’s interest in the operation expenses to be incurred by GeoPark in the block. Expected capital expenditures in 2018 for the Morona Block are mainly related to facility maintenance and environmental and engineering studies.

 

67  

Note

 

35 Business transactions (continued)

 

b. Colombia

 

Swap operation

 

On 19 November 2015, the Colombian subsidiary agreed to exchange its 10% non-operating economic interest in Cerrito Block for additional interests held by Trayectoria, the counterpart in the Yamú Block, operated by GeoPark, that includes a 10% economic interest in all of the Yamú fields. According to the terms of the swap operation, GeoPark had written off a receivable with Trayectoria.

 

Following this transaction, GeoPark continued to be the operator and have an 89.5% interest in the Carupana Field and 100% in Yamú and Potrillo Fields. The Group recognised, during 2015, a loss of US$ 296,000 generated by this transaction.

 

Acquisition of Tiple Block

 

GeoPark executed a joint operation agreement related to certain exploration activities in a new high-potential exploration acreage (“Tiple Block Acreage”) in the Llanos Basin in Colombia, through a partnership with CEPSA Colombia S.A. (a subsidiary of CEPSA SAU, the Spanish integrated energy and petrochemical company).

 

The Tiple Block Acreage is located adjacent to GeoPark’s Llanos 34 Block (GeoPark operated, 45% WI). This exploration area covers approximately 21,000 acres and has full 3D seismic coverage.

 

The agreement provides for GeoPark to drill one exploration well, which is scheduled to be drilled in the first half of 2018. The total estimated investment amounts to between US$ 7,000,000 and US$ 8,000,000 (including drilling, completion, civil works and other facilities).

 

Incremental interest in Llanos 32 Block

 

On 22 August 2017, GeoPark acquired an additional 2.5% interest in the Llanos 32 Block. No gain or loss has been generated by this transaction.

 

Zamuro Farm-in agreement

 

GeoPark executed a farm-in agreement to drill the Zamuro exploration prospect, which is located in the Llanos 32 block (GeoPark non-operated, 12.5% WI). The farm-in agreement provides for the drilling of an exploration well to be funded by GeoPark and, in the event of a commercial discovery, GeoPark would increase its economic interest to 56.25% in the Zamuro field area. The well is scheduled to be drilled in the second half of 2018.

 

68  

Note

 

35 Business transactions (continued)

 

c. Argentina

 

Acquisition of the Aguada Baguales, El Porvenir and Puesto Touquet blocks

 

On 18 December 2017, GeoPark executed an asset purchase agreement to acquire a 100% working interest and operatorship of the Aguada Baguales, El Porvenir and Puesto Touquet blocks, which are located in the Neuquen Basin, for a total consideration of US$ 52,000,000. Closing of the transaction is subject to customary regulatory approvals, and is expected in the first quarter 2018.

 

As of the date of these Consolidated Financial Statements, GeoPark has recorded the security deposit of US$ 15,600,000 granted to the seller within “Other financial assets” in the Consolidated Statement of Financial Position. No other amounts are recorded in relation with this transaction until its closing.

 

Note

 

36 Impairment test on Property, plant and equipment

 

Oil price crisis started in the second half of 2014 and prices fell dramatically, WTI and Brent, the main international oil price markers, fell more than 60% between October 2014 and February 2016. Because of those market conditions, during 2015, the Group undertook a decisive cost cutting program to ensure its ability to both maximize the work program and preserve its liquidity. The main decisions included:

 

- Reduction of its capital investment taking advantage of the discretionary work program.

 

- Deferment of capital projects by regulatory authority and partner agreement.

 

- Renegotiation and reduction of oil and gas service contracts, including drilling and civil work contractors, as well as transportation trucking and pipeline costs.

 

- Operating cost improved efficiencies and temporary suspension of certain marginal producing oil and gas fields.

 

During February 2015, the Group reduced its workforce significantly. This reduction streamlined certain internal functions and departments for creating a more efficient workforce in the current economic environment. As a result, the Group achieved cost savings associated with the reduction of full-time and temporary employees, excluding one-time termination costs. Continuous efforts and actions to reduce costs and preserve liquidity have continued since.

 

As a result of the situation described, the Group recognised an impairment loss of US$ 149,574,000 in 2015 after evaluating the recoverability of its fixed assets affected by oil price drop, as such situation constitutes an impairment indicator according to IAS 36 and, consequently, it triggers the need of assessing fair value of the assets involved against their carrying amount.

 

The Management of the Group considers as Cash Generating Unit (CGU) each of the blocks in which the Group has working or economic interests. The blocks with no material investment on fixed assets or with operations that are not linked to oil prices were not subject to impairment test.

 

69  

Note

 

36 Impairment test on Property, plant and equipment (continued)

 

During 2016 and 2017 the impairment tests were reviewed. The main assumptions taken into account for the impairment tests for the blocks below mentioned were:

 

- The future oil prices have been calculated taking into consideration the oil curves prices available in the market, provided by international advisory companies, weighted through internal estimations in accordance with price curves used by D&M;

 

- Three price scenarios were projected and weighted in order to minimize misleading: low price, middle price and high price (see below table “Oil price scenarios”);

 

- The table “Oil price scenarios” was based on Brent future price estimations; the Group adjusted this marker price on its model valuation to reflect the effective price applicable in each location (see Note 3 “Price risk”);

 

- The model valuation was based on the expected cash flow approach;

 

- The revenues were calculated linking price curves with levels of production according to certified reserves (see below table “Oil price scenarios”);

 

- The levels of production have been linked to certified risked 1P, 2P and 3P reserves (see Note 4);

 

- Production and structure costs were estimated considering internal historical data according to GeoPark’s own records and aligned to 2018 approved budget;

 

- The capital expenditures were estimated considering the drilling campaign necessary to develop the certified reserves;

 

- The assets subject to impairment test are the ones classified as Oil and Gas properties and Production facilities and machinery;

 

- The carrying amount subject to impairment test includes mineral interest, if any;

 

- The income tax charges have considered future changes in the applicable income tax rates (see Note 16).

 

Table Oil price scenarios (a) :

 

  Amounts in US$ per Bbl.
Year Low price (15%) Middle price (60%) High price (25%) Weighted market price used for the impairment test
2018 64.9 64.9 64.9 64.9
2019 53.2 62.5 71.7 63.4
2020 54.4 63.9 73.4 64.9
Over 2021 54.3 63.7 73.2 64.7

 

(a) The percentages indicated between brackets represent the Group estimation regarding each price scenario.

 

As a consequence of the evaluation no additional impairment loss was recognised in 2017. In 2016, part of the impairment recorded in Colombia was reversed for an amount of US$ 5,664,000 due to increase in estimated market prices and improvements in cost structure.

 

70  

Note

 

37 Supplemental information on oil and gas activities (unaudited)

 

The following information is presented in accordance with ASC No. 932 “Extractive Activities - Oil and Gas”, as amended by ASU 2010 - 03 “Oil and Gas Reserves. Estimation and Disclosures”, issued by FASB in January 2010 in order to align the current estimation and disclosure requirements with the requirements set in the SEC final rules and interpretations, published on 31 December 2008. This information includes the Group’s oil and gas production activities carried out in Chile, Colombia, Brazil, Argentina and Peru.

 

Table 1 - Costs incurred in exploration, property acquisitions and development (a)

 

The following table presents those costs capitalised as well as expensed that were incurred during each of the years ended as of 31 December 2017, 2016 and 2015. The acquisition of properties includes the cost of acquisition of proved or unproved oil and gas properties. Exploration costs include geological and geophysical costs, costs necessary for retaining undeveloped properties, drilling costs and exploratory wells equipment. Development costs include drilling costs and equipment for developmental wells, the construction of facilities for extraction, treatment and storage of hydrocarbons and all necessary costs to maintain facilities for the existing developed reserves.

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Peru Total
Year ended 31 December 2017            
Acquisition of properties            
Proved - - - - - -
Unproved - - - - - -
Total property acquisition - - - - - -
Exploration 3,283 37,017 8,080 5,207 743 54,330
Development 10,231 49,268 167 1,210 14,074 74,950
Total costs incurred 13,514 86,285 8,247 6,417 14,817 129,280
Amounts in US$ '000 Chile Colombia Argentina Brazil Peru Total
Year ended 31 December 2016            
Acquisition of properties            
Proved - - - - - -
Unproved - - - - - -
Total property acquisition            
Exploration 5,519 15,233 1,894 2,555 - 25,201
Development 4,566 12,500 - 191 - 17,257
Total costs incurred 10,085 27,733 1,894 2,746 - 42,458
Amounts in US$ '000 Chile Colombia Argentina Brazil Peru Total
Year ended 31 December 2015            
Acquisition of properties            
Proved - - - - - -
Unproved - - - - - -
Total property acquisition            
Exploration 3,598 14,845 1,103 2,562 - 22,108
Development 13,315 14,752 56 3,780 - 31,903
Total costs incurred 16,913 29,597 1,159 6,342 - 54,011

 

(a) Includes capitalised amounts related to asset retirement obligations.

 

71  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 2 - Capitalised costs related to oil and gas producing activities

 

The following table presents the capitalised costs as at 31 December 2017, 2016 and 2015, for proved and unproved oil and gas properties, and the related accumulated depreciation as of those dates.

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
At 31 December 2017          
Proved properties (a)          
Equipment, camps and other facilities 80,611 69,906 843 6,036 157,396
Mineral interest and wells 397,031 291,050 11,159 77,264 776,504
Other uncompleted projects (b) 12,508 11,290 48 70 23,916
Unproved properties 49,702 4,106 2,975 7,585 64,368
Gross capitalised costs 539,852 376,352 15,025 90,955 1,022,184
Accumulated depreciation (253,764) (228,793) (5,700) (39,509) (527,766)
Total net capitalised costs 286,088 147,559 9,325 51,446 494,418

 

(a) Includes capitalised amounts related to asset retirement obligations.

(b) Do not include Peru capitalised costs.

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
At 31 December 2016          
Proved properties (a)          
Equipment, camps and other facilities 80,611 46,785 843 4,174 132,413
Mineral interest and wells 380,037 230,100 4,849 77,255 692,241
Other uncompleted projects 18,274 12,534 36 2,082 32,926
Unproved properties 48,908 4,503 1,894 6,468 61,773
Gross capitalised costs 527,830 293,922 7,622 89,979 919,353
Accumulated depreciation (230,917) (190,025) (5,692) (29,803) (456,437)
Total net capitalised costs 296,913 103,897 1,930 60,176 462,916

 

(a) Includes capitalised amounts related to asset retirement obligations and impairment loss reversal in Colombia for US$ 5,664,000.

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
At 31 December 2015          
Proved properties (a)          
Equipment, camps and other facilities 79,040 42,852 843 2,097 124,832
Mineral interest and wells 367,722 213,480 4,849 62,941 648,992
Other uncompleted projects 21,830 7,703 290 - 29,823
Unproved properties 70,062 8,180 - 8,758 87,000
Gross capitalised costs 538,654 272,215 5,982 73,796 890,647
Accumulated depreciation (201,138) (160,759) (5,654) (14,236) (381,787)
Total net capitalised costs 337,516 111,456 328 59,560 508,860

 

(a) Includes capitalised amounts related to asset retirement obligations and impairment loss in Chile and Colombia for US$ 104,515,000 and US$ 45,059,000, respectively.

 

72  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 3 - Results of operations for oil and gas producing activities

 

The breakdown of results of the operations shown below summarizes revenues and expenses directly associated with oil and gas producing activities for the years ended 31 December 2017, 2016 and 2015. Income tax for the years presented was calculated utilizing the statutory tax rates.

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
Year ended 31 December 2017          
Revenue 32,738 263,076 70 34,238 330,122
Production costs, excluding depreciation          
Operating costs (19,685) (42,677) (325) (7,603) (70,290)
Royalties (1,314) (24,236) (13) (3,134) (28,697)
Total production costs (20,999) (66,913) (338) (10,737) (98,987)
Exploration expenses (a) (1,404) (3,856) (707) (3,985) (9,952)
Accretion expense (b) (994) (683) - (930) (2,607)
Impairment loss reversal for non-financial assets - - - - -
Depreciation, depletion and amortization (22,705) (38,721) (8) (10,659) (72,093)
Results of operations before income tax (13,364) 152,903 (983) 7,927 146,483
Income tax benefit (expense) 2,005 (61,161) 344 (2,695) (61,507)
Results of oil and gas operations (11,359) 91,742 (639) 5,232 84,976

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
Year ended 31 December 2016          
Revenue 36,723 126,228 - 29,719 192,670
Production costs, excluding depreciation          
Operating costs (20,674) (29,326) - (5,738) (55,738)
Royalties (1,495) (7,281) - (2,721) (11,497)
Total production costs (22,169) (36,607) - (8,459) (67,235)
Exploration expenses (a) (21,060) (11,690) - (5,636) (38,386)
Accretion expense (b) (897) (459) - (1,198) (2,554)
Impairment loss reversal for non-financial assets - 5,664 - - 5,664
Depreciation, depletion and amortization (29,890) (29,439) - (12,785) (72,114)
Results of operations before income tax (37,293) 53,697 - 1,641 18,045
Income tax benefit (expense) 5,594 (21,479) - (558) (16,443)
Results of oil and gas operations (31,699) 32,218 - 1,083 1,602

73  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 3 - Results of operations for oil and gas producing activities (continued)

 

Amounts in US$ '000 Chile Colombia Argentina Brazil Total
Year ended 31 December 2015          
Revenue 44,808 131,897 597 32,388 209,690
Production costs, excluding depreciation          
Operating costs (26,731) (40,384) (1,414) (5,058) (73,587)
Royalties (1,973) (8,150) (34) (2,998) (13,155)
Total production costs (28,704) (48,534) (1,448) (8,056) (86,742)
Exploration expenses (a) (30,499) (7,132) (1,159) (1,103) (39,893)
Accretion expense (b) (789) (890) - (896) (2,575)
Impairment loss for non-financial assets (104,515) (45,059) - - (149,574)
Depreciation, depletion and amortization (37,664) (50,675) (91) (13,401) (101,831)
Results of operations before income tax (157,363) (20,393) (2,101) 8,932 (170,925)
Income tax benefit (expense) 23,604 7,953 735 (3,037) 29,255
Results of oil and gas operations (133,759) (12,440) (1,366) 5,895 (141,670)

 

(a)        Do not include Peru costs.

(b)        Represents accretion of ARO liability.

 

Table 4 - Reserve quantity information

 

Estimated oil and gas reserves

 

Proved reserves represent estimated quantities of oil (including crude oil and condensate) and natural gas, which available geological and engineering data demonstrates with reasonable certainty to be recoverable in the future from known reservoirs under existing economic and operating conditions. Proved developed reserves are proved reserves that can reasonably be expected to be recovered through existing wells with existing equipment and operating methods. The choice of method or combination of methods employed in the analysis of each reservoir was determined by the stage of development, quality and reliability of basic data, and production history.

 

The Group believes that its estimates of remaining proved recoverable oil and gas reserve volumes are reasonable and such estimates have been prepared in accordance with the SEC Modernization of Oil and Gas Reporting rules, which were issued by the SEC at the end of 2008.

 

The Group estimates its reserves at least once a year. The Group’s reserves estimation as of 31 December 2017, 2016 and 2015 was based on the DeGolyer and MacNaughton Reserves Report (the “D&M Reserves Report”). DeGolyer and MacNaughton prepared its proved oil and natural gas reserve estimates in accordance with Rule 4-10 of Regulation S–X, promulgated by the SEC, and in accordance with the oil and gas reserves disclosure provisions of ASC 932 of the FASB Accounting Standards Codification (ASC) relating to Extractive Activities - Oil and Gas (formerly SFAS no. 69 Disclosures about Oil and Gas Producing Activities).

 

74  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 4 - Reserve quantity information (continued)

 

Reserves engineering is a subjective process of estimation of hydrocarbon accumulation, which cannot be accurately measured, and the reserve estimation depends on the quality of available information and the interpretation and judgment of the engineers and geologists. Therefore, the reserves estimations, as well as future production profiles, are often different than the quantities of hydrocarbons which are finally recovered. The accuracy of such estimations depends, in general, on the assumptions on which they are based.

 

The estimated GeoPark net proved reserves for the properties evaluated as of 31 December 2017, 2016 and 2015 are summarised as follows, expressed in thousands of barrels (Mbbl) and millions of cubic feet (MMcf):

 

  As of 31 December 2017 As of 31 December 2016 As of 31 December 2015
  Oil and condensate (Mbbl)

Natural gas

(MMcf)

Oil and condensate (Mbbl)

Natural gas

(MMcf)

Oil and condensate (Mbbl)

Natural gas

(MMcf)

Net proved developed            
Chile (a) 720.0 8,688.0 547.0 6,610.0 498.0 4,922.0
Colombia (b) 21,101.0 - 9,502.0 - 8,177.8 -
Brazil (c) 76.0 23,821.0 72.0 29,525.0 120.0 36,158.0
Peru (d) 9,502.0 - 9,316.0 - - -
Total consolidated 31,399.0 32,509.0 19,437.0 36,135.0 8,795.8 41,080.0
             
Net proved undeveloped            
Chile (e) 3,423.0 11,329.0 6,052.0 29,690.0 5,455.8 31,593.0
Colombia (f) 44,398.0 - 27,838.0 - 22,245.5 -
Brazil (c) - - - - - -
Peru (d) 9,215.0 - 9,305.0 - - -
Total consolidated 57,036.0 11,329.0 43,195.0 29,690.0 27,701.3 31,593.0
             
Total proved reserves 88,435.0 43,838.0 62,632.0 65,825.0 36,497.1 72,673.0

 

(a) Fell Block accounts for 98% of the reserves (99% in 2016 and 91% in 2015) (LGI owns a 20% interest) and Flamenco Block accounts for 2% (1% in 2016 and 9% in 2015) (LGI owns 31.2% interest).

(b) Llanos 34 Block, Cuerva Block and Yamu Block account for 98%, 1% and 1% (Llanos 34 Block and Llanos 32 Block account for 99% and 1% in 2016, and Llanos 34 Block and Cuerva Block account for 94% and 3% in 2015) of the proved developed reserves, respectively (LGI owns a 20% interest).

(c) BCAM-40 Block accounts for 100% of the reserves.

(d) Morona Block accounts for 100% of the reserves.

(e) Fell Block accounts for 97% of the reserves (99% in 2016 and 100% in 2015) (LGI owns a 20% interest), Flamenco Block accounts for 3% in 2017 (1% in 2016 and nil in 2015) (LGI owns 31.2% interest).

(f) Llanos 34, Cuerva Block and Yamu Block account for 97%, 2% and 1% (Llanos 34 Block accounts for 100% in 2016 and Llanos 34 Block and Cuerva Block account for 95% and 4% in 2015) of the proved undeveloped reserves, respectively (LGI owns a 20% interest).

 

75  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 4 - Reserve quantity information (continued)

 

The amounts of proved reserves disclosed herein as of 31 December 2017 include 13,934.1 thousand barrels of crude oil condensate (8,796.2 in 2016 and 7,281.3 in 2015) and natural gas liquids and 4,317.8 million cubic feet of natural gas (7,356.0 in 2016 and 7,345.8 in 2015) corresponding to non-controlling interest held by LGI.

 

Table 5 - Net proved reserves of oil, condensate and natural gas

 

Net proved reserves (developed and undeveloped) of oil and condensate:

 

Thousands of barrels Chile Colombia Brazil Peru Total
Reserves as of 31 December 2014 6,441.9 24,735.3 130.0 - 31,307.2
Increase (decrease) attributable to:          
     Revisions (a) 119.0 (225.0) 7.6 - (98.4)
     Extensions and discoveries (b) 100.0 10,489.0 - - 10,589.0
     Production (707.1) (4,576.0) (17.6) - (5,300.7)
Reserves as of 31 December 2015 5,953.8 30,423.3 120.0 - 36,497.1
Increase (decrease) attributable to:          
     Revisions (c) 1,148.0 5,779.0 (34.0) - 6,893.0
     Extensions and discoveries (d) - 6,311.0 - - 6,311.0
     Purchase of Minerals in place (e) - - - 18,621.0 18,621.0
     Production (502.8) (5,173.3) (14.0) - (5,690.1)
Reserves as of 31 December 2016 6,599.0 37,340.0 72.0 18,621.0 62,632.0
Increase (decrease) attributable to:          
     Revisions (f) (2,109.0) 6,315.0 19.0 96.0 4,321.0
     Extensions and discoveries (g) - 29,047.0 - - 29,047.0
     Production (347.0) (7,203.0) (15.0) - (7,565.0)
Reserves as of 31 December 2017 4,143.0 65,499.0 76.0 18,717.0 88,435.0

 

(a) For the year ended 31 December 2015, the Group’s oil and condensate proved reserves were revised downwards by 0.1 mmbbl. The primary factors leading to the above were:

- The impact of lower average oil prices resulting in a 2 mmbbl decrease in reserves from the La Cuerva and Yamu blocks in Colombia, and a 1 mmbbl decrease in reserves related to a change in a previously adopted development plan in the Fell Block in Chile.

- Such decrease was partially offset by better than expected performance from existing wells, of which 2 mmbbl was from the Llanos 34 Block in Colombia and 1 mmbbl from the Fell Block in Chile.

(b) In Colombia, the extensions and discoveries are primarily due to the Tilo, Jacana, and Chachalaca field discoveries in the Llanos 34 Block.

(c) For the year ended 31 December 2016, the Group’s oil and condensate proved reserves were revised upward by 7 mmbbl. The primary factors leading to the above were:

- Better than expected performance from existing wells, resulting in an increase of 9 mmbbl, of which 8 mmbbl was from the Tigana, Jacana and other minor fields in the Llanos 34 Block, and 1 mmbbl was from the Fell Block in Chile.

- Such increase was partially offset by lower average oil prices impacting the La Cuerva and Yamu blocks in Colombia, resulting in a 2 mmbbl decrease.

(d) In Colombia, the extensions and discoveries are primarily due to the Jacana field appraisal wells in the Llanos 34 Block.

(e) In December 2016, we obtained final regulatory approval for our acquisition of the Morona Block in Peru. The Joint Investment and Operating Agreement dated 1 October 2014 and its amendments were closed on 1 December 2016 following the issuance of Supreme Decree 031-2016-MEM.XXX.

(f) For the year ended 31 December 2017, the Group’s oil and condensate proved reserves were revised upward by 4.3 mmbbl. The primary factors leading to the above were:

- Better than expected performance from existing wells, from the Tigana and Jacana fields in the Llanos 34 Block, resulting in an increase of 3.8 mmbbl. 

- The impact of higher average oil prices resulting in a 2.5 mmbbl and 0.4 mmbbl increase in reserves from the blocks in Colombia and Chile, respectively.

- Such increase was partially offset by a decrease in reserves mainly related to a change in a previously adopted development plan in the Fell Block in Chile, resulting in a 2.4 mmbbl decrease.

(g) In Colombia, the extensions and discoveries are primary due to the Chiricoca, Jacamar, and Curucucu field discoveries in the Llanos 34 Block and the Tigana and Jacana field extensions in the Llanos 34 Block.

 

76  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 5 - Net proved reserves of oil, condensate and natural gas (continued)

 

Net proved reserves (developed and undeveloped) of natural gas:

 

Millions of cubic feet Chile Brazil Total
Reserves as of 31 December 2014 33,970.0 40,464.0 74,434.0
Increase (decrease) attributable to:      
     Revisions (a) (2,807.6) 2,907.0 99.4
     Extensions and discoveries (b) 9,378.0 - 9,378.0
     Production (4,025.4) (7,213.0) (11,238.4)
Reserves as of 31 December 2015 36,515.0 36,158.0 72,673.0
Increase (decrease) attributable to:      
     Revisions (c) 5,078.0 (319.0) 4,759.0
     Production (5,293.0) (6,314.0) (11,607.0)
Reserves as of 31 December 2016 36,300.0 29,525.0 65,825.0
Increase (decrease) attributable to:      
     Revisions (d) (13,725.0) 59.0 (13,666.0)
     Extensions and discoveries (e) 1,187.0 - 1,187.0
     Production (3,745.0) (5,763.0) (9,508.0)
Reserves as of 31 December 2017 20,017.0 23,821.0 43,838.0

 

(a) For the year ended 31 December 2015, the Group’s proved natural gas reserves were revised by 0.1 billion cubic feet. This was the combined effect of:

- Better than expected performance from existing wells that resulted in an increase of 13 billion cubic feet (3 billion cubic feet from the Manati field in Brazil and 10 billion cubic feet from the Fell Block in Chile).

- The above was partially offset by a decrease of 13 billion cubic feet due to lower average gas prices in the Fell and Tierra del Fuego (TdF) blocks in Chile (totalling 3 billion cubic feet) and changes in previously adopted development plan in the Fell Block in Chile (totalling 10 billion cubic feet).

(b) In Chile, the extensions and discoveries are primary due to the Ache Field discovery and from the extension well in the Fell Block.

(c) For the year ended 31 December 2016, the Group’s proved natural gas reserves were revised upwards by 5 billion cubic feet. This increase was mainly driven by better than expected performance from existing wells, primarily the Ache field in the Fell Block in Chile, resulting in an addition of 9 billion cubic feet. This increase was partially offset by a reduction of 4 billion cubic feet in the Pampa Larga field, also in the Fell Block.

(d) For the year ended 31 December 2017, the Group’s proved natural gas reserves were revised downwards by 13.7 billion cubic feet. This was the combined effect of:

- Removal of proved undeveloped reserves due to changes in previously adopted development plan in the Fell Block in Chile and unsuccessful proved undeveloped executions in the Fell Block in Chile (totalling 21.3 billion cubic feet). 

- The above was partially offset by an increase of 6.8 billion cubic feet due to a better performance in the proved developed producing reserves in the Fell Block in Chile and the impact of higher average prices that resulted in an increase of 0.8 billion cubic feet.

(e) In Chile, the extensions and discoveries are primary due to the Uaken Field discovery in the Fell Block.

 

Revisions refer to changes in interpretation of discovered accumulations and some technical and logistical needs in the area obliged to modify the timing and development plan of certain fields under appraisal and development phases.

 

77  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 6 - Standardized measure of discounted future net cash flows related to proved oil and gas reserves

 

The following table discloses estimated future net cash flows from future production of proved developed and undeveloped reserves of crude oil, condensate and natural gas. As prescribed by SEC Modernization of Oil and Gas Reporting rules and ASC 932 of the FASB Accounting Standards Codification (ASC) relating to Extractive Activities – Oil and Gas (formerly SFAS no. 69 Disclosures about Oil and Gas Producing Activities), such future net cash flows were estimated using the average first day-of-the-month price during the 12-month period for 2017, 2016 and 2015 and using a 10% annual discount factor. Future development and abandonment costs include estimated drilling costs, development and exploitation installations and abandonment costs. These future development costs were estimated based on evaluations made by the Group. The future income tax was calculated by applying the statutory tax rates in effect in the respective countries in which we have interests, as of the date this supplementary information was filed.

 

This standardized measure is not intended to be and should not be interpreted as an estimate of the market value of the Group’s reserves. The purpose of this information is to give standardized data to help the users of the financial statements to compare different companies and make certain projections. It is important to point out that this information does not include, among other items, the effect of future changes in prices, costs and tax rates, which past experience indicates that are likely to occur, as well as the effect of future cash flows from reserves which have not yet been classified as proved reserves, of a discount factor more representative of the value of money over the lapse of time and of the risks inherent to the production of oil and gas. These future changes may have a significant impact on the future net cash flows disclosed below. For all these reasons, this information does not necessarily indicate the perception the Group has on the discounted future net cash flows derived from the reserves of hydrocarbons.

 

78  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 6 - Standardized measure of discounted future net cash flows related to proved oil and gas reserves (continued)

 

Amounts in US$ '000 Chile Colombia Brazil Peru Total
At 31 December 2017          
Future cash inflows 284,711 2,434,954 157,527 1,047,540 3,924,732
Future production costs (131,788) (531,751) (56,311) (466,110) (1,185,960)
Future development costs (57,690) (187,414) (7,524) (235,920) (488,548)
Future income taxes (656) (558,226) (10,442) (107,294) (676,618)
Undiscounted future net cash flows 94,577 1,157,563 83,250 238,216 1,573,606
10% annual discount (19,338) (343,561) (13,293) (147,682) (523,874)
Standardized measure of discounted future net cash flows 75,239 814,002 69,957 90,534 1,049,732
At 31 December 2016          
Future cash inflows 394,993 873,771 200,713 941,463 2,410,940
Future production costs (186,700) (229,593) (74,116) (497,187) (987,596)
Future development costs (149,785) (69,996) (16,352) (234,328) (470,461)
Future income taxes (8,344) (191,096) (21,041) (69,698) (290,179)
Undiscounted future net cash flows 50,164 383,086 89,204 140,250 662,704
10% annual discount (14,709) (113,584) (15,688) (109,321) (253,302)
Standardized measure of discounted future net cash flows 35,455 269,502 73,516 30,929 409,402
At 31 December 2015          
Future cash inflows 403,199 1,032,339 221,206 - 1,656,744
Future production costs (186,933) (309,394) (99,832) - (596,159)
Future development costs (112,312) (99,305) (16,360) - (227,977)
Future income taxes (17,904) (195,957) (16,837) - (230,698)
Undiscounted future net cash flows 86,050 427,683 88,177 - 601,910
10% annual discount (17,895) (127,586) (15,861) - (161,342)
Standardized measure of discounted future net cash flows 68,155 300,097 72,316 - 440,568

79  

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37 Supplemental information on oil and gas activities (unaudited – continued)

 

Table 7 - Changes in the standardized measure of discounted future net cash flows from proved reserves

 

Amounts in US$ '000 Chile Colombia Brazil Peru Total
Present value at 31 December 2014 227,658 584,071 112,145 - 923,874
Sales of hydrocarbon , net of production costs (20,948) (97,152) (37,428) - (155,528)
Net changes in sales price and production costs (256,828) (547,379) (27,404) - (831,611)
Changes in estimated future development costs 28,227 (20,123) 542 - 8,646
Extensions and discoveries less related costs 23,595 174,951 - - 198,546
Development costs incurred 15,093 29,965 4,872 - 49,930
Revisions of previous quantity estimates (5,463) (14,528) 4,845 - (15,146)
Net changes in income taxes 28,611 101,576 1,573 - 131,760
Accretion of discount 28,210 88,716 13,171 - 130,097
Present value at 31 December 2015 68,155 300,097 72,316 - 440,568
Sales of hydrocarbon, net of production costs (15,127) (91,163) (20,945) - (127,235)
Net changes in sales price and production costs (16,854) (171,131) 16,366 - (171,619)
Changes in estimated future development costs (49,763) 14,941 542 - (34,280)
Extensions and discoveries less related costs - 76,641 - - 76,641
Development costs incurred 9,417 17,302 2,214 - 28,933
Revisions of previous quantity estimates 22,765 70,180 (1,872) - 91,073
Purchase of Minerals in place - - - 30,929 30,929
Net changes in income taxes 8,256 3,030 (4,020) - 7,266
Accretion of discount 8,606 49,605 8,915 - 67,126
Present value at 31 December 2016 35,455 269,502 73,516 30,929 409,402
Sales of hydrocarbon, net of production costs (14,251) (198,631) (26,979) - (239,861)
Net changes in sales price and production costs 26,928 289,199 (3,000) 69,962 383,089
Changes in estimated future development costs 79,078 (124,053) 8,385 (9,725) (46,315)
Extensions and discoveries less related costs - 49,574 - - 49,574
Development costs incurred 7,146 67,571 - - 74,717
Revisions of previous quantity estimates (69,594) 673,622 603 1,133 605,764
Purchase of Minerals in place          
Net changes in income taxes 6,097 (258,842) 7,976 (11,828) (256,597)
Accretion of discount 4,380 46,060 9,456 10,063 69,959
Present value at 31 December 2017 75,239 814,002 69,957 90,534 1,049,732

 

The amounts of the standardized measure of discounted future net cash flows herein for the year ended 31 December 2017, 2016 and 2015 include $178.1 million, $61.4 million and $73.9 million that correspond to the non-controlling interest held by LGI.

 

 

80  

 

 

 

 

 

 

 

 

 

 

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