CALGARY,
AB, Nov.1, 2022
/CNW/ - Topaz Energy Corp. (TSX: TPZ) ("Topaz" or the "Company") is
pleased to provide third quarter financial results and increased
2022 guidance estimates to incorporate year to date financial
results and recent acquisition activity. Select financial
information is outlined below and should be read in conjunction
with Topaz's interim condensed consolidated financial statements
and related management's discussion and analysis as at and for the
three and nine months ended September 30,
2022 and 2021 ("Interim Consolidated Financial Statements"),
which are available on SEDAR at www.sedar.com and on Topaz's
website at www.topazenergy.ca.
Third Quarter 2022
Highlights
- Generated cash flow of $77.9
million, free cash flow (FCF)(1) of $77.0 million and a record FCF
margin(1) of 94%. Third quarter cash flow and
FCF(1) were 53% and 55% higher, respectively, relative
to the prior year. On a per fully diluted share
basis(2), third quarter 2022 FCF(1) was 39%
higher than the prior year.
- Topaz's Board has declared the Company's fourth quarter
dividend of $0.30 per share which
represents a 7% increase from the third quarter dividend and
annualized, represents a 5.2% current yield(12). Since
inception in November 2019, Topaz has
paid cumulative dividends of $0.3
billion and increased its dividend five times. The fourth
quarter annualized dividend of $1.20
per share represents a 9.2% yield to Topaz's initial public
offering share price.
- Average third quarter royalty production of 16,485
boe/d(4) grew 9% from the prior year. Total liquids
royalty production grew 83% from the prior year, driven by 71%
organic production growth from Topaz's Clearwater royalty interests that were
acquired prior to Q3 2021. Third quarter Clearwater royalty production averaged 1,146
boe/d(5) and is expected to average over 2,400
boe/d(5) during the fourth quarter (including the
previously announced Clearwater
royalty acquisition that closed September
29, 2022). Topaz holds Clearwater royalty interests in 0.7 million
gross acres that are concentrated in Nipisi and Marten Hills, the most extensively delineated
areas within the Clearwater,
providing efficient, low-risk development opportunities that are
well suited to enhanced recovery upside techniques. The underlying
resource attributed to the Nipisi and Marten Hills areas amasses over 14.4 billion
barrels of exploitable original oil in place
("OOIP")(10). Topaz's concentrated royalty acreage in
these areas is estimated to hold the majority of the 13.7 billion
barrels of OOIP(10) that is accessible for development
(not restricted by wildlife protection measures).
- Generated $16.2 million in
processing revenue and other income from the infrastructure assets,
consistent with the prior quarter, which represents 40% of Topaz's
third quarter dividend. Topaz's net ownership processing capacity
realized 99% utilization (80% of which was fixed under long-term
take-or-pay) during the third quarter.
- During the third quarter, Topaz invested $328.3 million in acquisitions which includes
$316.3 million for previously
announced royalty interests across 0.3 million gross acres in the
Clearwater, Peace River and Deep Basin areas of
Alberta, and $12.0 million for infrastructure assets which
includes Topaz's 12.5% working interest share of an addition to the
Glacier Facility and the acquisition of a 49.5% working interest in
water management infrastructure assets operated by a new partner.
In addition, Topaz has entered into agreements to invest up to
$8.0 million during the fourth
quarter of 2022 and the option to invest up to $25.0 million in 2023 in for final completion and
future expansion of its water management assets. The infrastructure
acquisitions (and future investment option) provide progressive
fixed processing fees to Topaz under long-term take-or-pay
contractual arrangements.
- Increased 2022 guidance estimates(3), incorporating
YTD 2022 financial results and acquisition activity, provide
estimated 2022 EBITDA(1) between $354.0 and $356.0
million; based on 2022 average annual royalty production
ranging between 16,900 boe/d and 17,100 boe/d, the midpoint of
which represents 21% growth over 2021; and $64 to $65 million
of infrastructure income, the midpoint of which represents 9%
growth over 2021.
Third Quarter 2022
Update
Financial Overview
- Topaz's Q3 2022 cash flow ($77.9
million) and FCF(1) ($77.0
million), growth of 53% and 55%, respectively, from the
prior year were driven by 9% royalty production growth and
significantly higher commodity pricing. During the third quarter
Topaz generated a 94% FCF margin(1) which is 8% higher
than the prior year and demonstrates the growth and
inflation-protection afforded by Topaz's business structure.
- Topaz's average natural gas price realized during the quarter
was 43% lower than the prior quarter as WCSB natural gas prices
experienced significant volatility during the period due to
maintenance and expansion activities on mainline natural gas
transmission infrastructure. Topaz uses financial derivative
contracts to mitigate commodity price volatility which is focused
on the summer and fall due to annual maintenance activities. On a
financial basis, Topaz realized a $3.5
million natural gas hedging gain during the quarter which
represents a $0.50/mcf (12%) increase
to Topaz's realized third quarter natural gas price.
- Topaz ended the third quarter of 2022 with $440.0 million of net debt(1), a
$288.6 million increase from
June 30, 2022, which represents
borrowings against the Company's Syndicated Credit Facility to fund
acquisitions completed during the third quarter.
Activity & Asset Performance
Update
Q3 2022 Royalty Activity
- Q3 2022 average royalty production of 16,485 boe/d decreased 1%
from Q2 2022 (16,676 boe/d) due to planned and unplanned
maintenance activities that limited certain natural gas (and
natural gas liquids) processing capability. Also, in response to
natural gas price volatility, certain natural gas production was
temporarily shut-in and start-up of certain new production was
deferred to the fourth quarter when pricing is expected to
normalize. At the end of the third quarter, 118 gross wells spud on
Topaz's royalty acreage in 2022 had not yet been brought on
production.
- During the third quarter, the working interest operators on
Topaz's royalty acreage spud 169 gross wells (approximately 10.0
net)(7). Drilling activity increased 66% from the prior
quarter, when 102 gross wells(7) were spud. During the
third quarter, 169 total gross wells were brought on
production(8), which includes 144 new gross wells spud
and 25 gross wells that were reactivated in response to strong
commodity pricing.
- To date in 2022, the working interest operators across Topaz's
6.1 million gross royalty acres(13) have spud 408 gross
wells which is a 42% increase from the prior year when Topaz owned
15% less acreage (5.3 million gross royalty acres). In addition, 92
gross wells have been reactivated, that were not on production when
Topaz acquired the underlying royalty interest.
- Throughout the third quarter, Topaz had between 20 and 28
drilling rigs active across its royalty acreage and drilling
activity is expected to increase during the fourth quarter. Topaz
estimates its average fourth quarter royalty production will range
between 18,400 boe/d and 18,600 boe/d(9) based on
operator planned activity levels(3) and incorporating
the royalty acquisitions which closed at the end of the third
quarter.
Q3 2022 Infrastructure Activity
- Topaz's average daily natural gas processing ownership capacity
in Q3 2022 was 208.2 MMcf/d, 80% of which is fixed under long-term
take or pay contracts. During Q3 2022, Topaz's natural gas
processing ownership capacity was 99% utilized, generating
$13.1 million of processing revenue
from Topaz's ownership share of natural gas processing facilities
and water management infrastructure. Topaz also generated
$3.1 million of other income in Q3
2022 attributed to its contractual interest in other
Tourmaline-operated infrastructure.
- Topaz's year to date processing revenue of $39.1 million has increased 16% from the prior
year ($33.8 million), which is
attributable to 1% higher year to date utilization (99%),
incremental investment, and certain fixed processing fee increases
pursuant to the respective contractual arrangements.
Increased 2022 Guidance Estimates
- Topaz has increased its 2022 guidance estimates to incorporate
the Company's year to date results and recent acquisition activity,
including $8.0 in fourth quarter
infrastructure acquisitions, estimated 2022 annual average royalty
production between 16,900 and 17,100 boe/d(4) and total
infrastructure income between $64.0
and $65.0 million. Based on a recent
commodity price forecast for the fourth quarter of 2022, Topaz's
estimated 2022 EBITDA(1) range has increased to
$354.0 to $356.0 million. After payment of 2022 estimated
dividends of $157.0 million (46%
payout ratio(1)), Topaz expects to generate $182.0 to $184.0
million of Excess FCF(1), exiting 2022 with
estimated net debt(1) between $393.0 and $397.0
million, before giving effect to any incremental
acquisitions.
Increased 2022
Guidance Estimates(3)(14)
Q4 2022 commodity
pricing: October 27, 2022 strip
$mm except
boe/d
|
Annual average royalty
production (boe/d)(4)
|
16,900 –
17,100
|
Royalty production
natural gas weighting(4)
|
~75%
|
Infrastructure
income
|
$64 - $65
|
EBITDA(1)
|
$354 – $356
|
Capital expenditures
(excluding acquisitions)(1)
|
$3 – $4
|
Q4 2022 infrastructure
acquisitions
|
$8
|
Excess
FCF(1) (after interest
and dividends, before M&A)
|
$182 – $184
|
Dividends(11)
|
$157
|
Dividend payout
ratio(1)
|
46 %
|
Year end 2022 net debt
(before M&A)(1)
|
$393 – $397
|
Year end 2022 net debt
to EBITDA (before M&A)(1)
|
1.1x
|
Fourth Quarter Dividend
- The fourth quarter dividend of $0.30 per share is expected to be paid on
December 30, 2022 to shareholders of
record on December 15, 2022. The
quarterly cash dividend is designated as an "eligible dividend" for
Canadian income tax purposes.
Capital Allocation Strategy & Financial
Flexibility
- Topaz's estimated 2022 and 2023 dividend payout
ratio(1) remains below the Company's targeted long-term
payout of 60-90% and provides significant Excess FCF(1)
to repay debt and replenish credit capacity in order to maintain
financial flexibility to acquire assets counter-cyclically or focus
on infrastructure acquisitions during periods of high commodity
prices.
- As at November 1, 2022, Topaz has
$225.0 million of credit
capacity(6) and estimates its 2022 exit net debt to
EBITDA(1) at 1.1 times which is estimated to reduce to
approximately 0.6 times at the end of 2023, before giving effect to
any incremental acquisitions.
Sustainability
- Topaz recently published its 2021 Sustainability Report which
outlines the Company's sustainable investment strategy that is
focused on developing partnerships with responsible operators and
leveraging technical expertise to invest in top quartile,
long-life, prolific plays supported by inflation-protected,
commodity-resilient revenue streams. The report provides Topaz's
comprehensive performance metrics, including zero scope 1 and 2
emissions, that were developed in alignment with the GHG Protocol,
the Global Reporting Initiative (GRI), the Sustainability
Accounting Standards Board (SASB), and the World Economic Forum
(WEF). Furthermore, Topaz's ESG reporting was enhanced through the
adoption of the recommended disclosures of the Task Force on
Climate-Related Financial Disclosures (TCFD) and third-party
verification of certain performance data. The report is available
on Topaz's website (topazenergy.ca/responsibility).
Additional information
Additional information about
Topaz, including the Interim Consolidated Financial Statements are
available on SEDAR at www.sedar.com under the Company's profile,
and on Topaz's website, www.topazenergy.ca.
Q3 2022 CONFERENCE CALL
Topaz will host a conference
call tomorrow, Wednesday, November 2,
2022 starting at 9:00 a.m. MST
(11:00 a.m. EST). To participate in
the conference call, please dial 1-888-664-6392 (North American
toll free) a few minutes prior to the call. Conference ID is
35321397.
ABOUT THE COMPANY
Topaz is a unique royalty and
infrastructure energy company focused on generating
FCF(1) growth and paying reliable and sustainable
dividends to its shareholders, through its strategic relationship
with Canada's largest and most
active natural gas producer, Tourmaline, an investment grade senior
Canadian E&P company, and leveraging industry relationships to
execute complementary acquisitions from other high-quality energy
companies, while maintaining its commitment to environmental,
social and governance best practices. Topaz focuses on top quartile
energy resources and assets best positioned to attract capital in
order to generate sustainable long-term growth and
profitability.
The Topaz royalty and energy infrastructure revenue streams are
generated primarily from assets operated by natural gas producers
with some of the lowest greenhouse gas emissions intensity in the
Canadian senior upstream sector, including Tourmaline, which has
received awards for environmental sustainability and conservation
efforts. Certain of these producers have set long-term emissions
reduction targets and continue to invest in technology to improve
environmental sustainability.
Topaz's common shares are listed and posted for trading on the
TSX under the trading symbol "TPZ" and it is included in the
S&P/TSX Composite Index. This is the headline index for
Canada and is the principal
benchmark measure for the Canadian equity markets, represented by
the largest companies on the TSX.
For further information, please visit the Company's website
www.topazenergy.ca. Topaz's SEDAR filings are available
at www.sedar.com.
NOTE REFERENCES
This news release refers to financial reporting periods in
abbreviated form as follows: "Q3 2022" refers to the three months
ended September 30, 2022; "YTD 2022"
refers to the nine months ended September
30, 2022; "Q2 2022" refers to the three months ended
June 30, 2022; or "Q3 2021" refers to
the three months ended September 30,
2021; and "YTD 2021" refers to the nine months ended
September 30, 2021.
1.
|
See "Non-GAAP and
Other Financial Measures".
|
2.
|
Calculated using the
weighted average number of diluted common shares outstanding during
the respective period.
|
3.
|
See "Forward-Looking
Statements".
|
4.
|
See "Supplemental
Information Regarding Product Types".
|
5.
|
Q3 2022 Clearwater
royalty production of 1,146 boe/d comprised of 1,069 bbl/d of heavy
oil, 441 MMcf/d of natural gas and 4 bbl/d of natural gas
liquids. Fourth quarter midpoint estimate of 2,400 boe/d
comprised of 2,360 bbl/d of heavy oil and 238 MMcf/d of natural
gas.
|
6.
|
Topaz's $700 million
credit facility includes a $180 million accordion feature that is
subject to agent consent.
|
7.
|
May include
non-producing injection wells.
|
8.
|
Includes wells drilled
during the current and previous periods on Topaz royalty
acreage.
|
9.
|
Fourth quarter midpoint
estimate of 18,400 boe/d comprised of approximately 2,360 bbl/d of
heavy oil, 80 MMcf/d of natural gas, 1,600 bbl/d of crude oil and
1,107 bbl/d of natural gas liquids.
|
10.
|
Original oil in place
estimates were internally generated using geological analysis and
publicly available data.
|
11.
|
Topaz's dividends (and
any future increase thereof) remain subject to board of director
approval.
|
12.
|
Current dividend yield
of 5.2% calculated as the annualized fourth quarter dividend of
$1.20 per share divided by Topaz's October 28, 2022 closing price
on the TSX of $23.00 per share.
|
13.
|
Excludes any drilling
activity on Deltastream acreage as the acquisition did not close
until September 29, 2022.
|
14.
|
Management's
assumptions underlying the Company's increased 2022 guidance
estimates include:
|
|
i.
|
Topaz's estimated
capital expenditures (excluding acquisitions) of $3.0 to $4.0
million in 2022;
|
|
ii.
|
Estimated average
annual royalty production range of 16,900 to 17,100 boe/d in
2022;
|
|
iii.
|
Q4 2022 average
infrastructure ownership capacity utilization of 95%;
|
|
iv.
|
Q4 2022 average
commodity prices based on a recent strip price forecast of:
C$5.67/mcf (AECO 5A), US$87.90/bbl (NYMEX WTI), US$25.44/bbl (WCS
oil differential), US$1.94/bbl (MSW oil differential) and US$/CAD$
foreign exchange 0.74;
|
|
v.
|
The working interest
owners' anticipated 2022 capital plans attributable to Topaz's
undeveloped royalty lands including Topaz's internal estimates
regarding development pace, production performance including, and
capital allocated to waterflood and other long-term value enhancing
projects;
|
|
vi.
|
Increased variable
lending rate to reflect recent and expected increases in the
underlying rate;
|
|
vii.
|
No incorporation of
potential acquisitions; and
|
|
viii.
|
Topaz's outstanding
financial derivative contracts included in its most recently filed
MD&A.
|
Selected Financial
Information
|
For the
periods ended ($000s) except per share
|
YTD
2022
|
YTD
2021
|
Q3
2022
|
Q2
2022
|
Q1
2022
|
Q4
2021
|
Q3
2021
|
Royalty
production revenue
|
226,002
|
92,185
|
65,482
|
94,776
|
65,744
|
59,709
|
40,558
|
Processing
revenue
|
39,083
|
33,814
|
13,098
|
12,907
|
13,078
|
12,906
|
12,781
|
Other
income(4)
|
8,919
|
9,864
|
3,099
|
3,300
|
2,520
|
3,061
|
3,804
|
Total
|
274,004
|
135,863
|
81,679
|
110,983
|
81,342
|
75,676
|
57,143
|
Cash
expenses:
|
|
|
|
|
|
|
|
Operating
|
(4,589)
|
(3,299)
|
(1,587)
|
(1,823)
|
(1,179)
|
(946)
|
(1,238)
|
Marketing
|
(1,548)
|
(848)
|
(420)
|
(669)
|
(459)
|
(463)
|
(355)
|
General
and administrative
|
(4,612)
|
(3,770)
|
(1,699)
|
(1,334)
|
(1,579)
|
(1,281)
|
(1,478)
|
Realized
gain (loss) on financial instruments
|
(9,049)
|
(3,986)
|
2,624
|
(9,658)
|
(2,015)
|
(3,004)
|
(2,258)
|
Interest
expense
|
(6,716)
|
(1,353)
|
(2,669)
|
(2,111)
|
(1,936)
|
(1,648)
|
(973)
|
Cash
flow
|
247,490
|
122,607
|
77,928
|
95,388
|
74,174
|
68,334
|
50,841
|
Per basic
share(1)(2)
|
$1.74
|
$1.03
|
$0.54
|
$0.67
|
$0.53
|
$0.50
|
$0.39
|
Per diluted
share(1)(2)
|
$1.73
|
$1.02
|
$0.54
|
$0.66
|
$0.53
|
$0.50
|
$0.39
|
Cash from operating
activities
|
248,664
|
108,456
|
99,972
|
80,708
|
67,984
|
56,562
|
41,990
|
Per basic
share(1)(2)
|
$1.75
|
$0.91
|
$0.69
|
$0.57
|
$0.49
|
$0.41
|
$0.33
|
Per diluted
share(1)(2)
|
$1.74
|
$0.90
|
$0.69
|
$0.56
|
$0.48
|
$0.41
|
$0.32
|
Net income
|
80,261
|
11,288
|
19,380
|
49,473
|
11,408
|
16,276
|
5,014
|
Per basic
share(2)
|
$0.57
|
$0.09
|
$0.13
|
$0.35
|
$0.08
|
$0.12
|
$0.04
|
Per diluted
share(2)
|
$0.56
|
$0.09
|
$0.13
|
$0.34
|
$0.08
|
$0.12
|
$0.04
|
EBITDA(7)
|
254,021
|
123,669
|
80,463
|
97,459
|
76,099
|
69,978
|
51,795
|
Per basic
share(1)(2)
|
$1.79
|
$1.04
|
$0.56
|
$0.68
|
$0.55
|
$0.51
|
$0.40
|
Per diluted
share(1)(2)
|
$1.78
|
$1.03
|
$0.56
|
$0.68
|
$0.54
|
$0.51
|
$0.40
|
FCF(1)
|
244,907
|
121,017
|
77,002
|
94,121
|
73,784
|
67,147
|
49,795
|
Per basic
share(1)(2)
|
$1.72
|
$1.01
|
$0.53
|
$0.66
|
$0.53
|
$0.49
|
$0.39
|
Per diluted
share(1)(2)
|
$1.72
|
$1.01
|
$0.53
|
$0.66
|
$0.53
|
$0.49
|
$0.38
|
FCF
Margin(1)
|
89 %
|
89 %
|
94 %
|
85 %
|
91 %
|
89 %
|
87 %
|
Dividends
paid
|
114,044
|
75,317
|
40,364
|
37,392
|
36,288
|
33,422
|
27,048
|
Per
share(1)(6)
|
$0.80
|
$0.61
|
$0.28
|
$0.26
|
$0.26
|
$0.24
|
$0.21
|
Payout
ratio(1)
|
46 %
|
61 %
|
52 %
|
39 %
|
49 %
|
49 %
|
53 %
|
Excess
FCF(1)
|
130,863
|
45,700
|
36,638
|
56,729
|
37,495
|
33,725
|
22,747
|
Capital
expenditures
|
2,583
|
1,590
|
926
|
1,267
|
390
|
1,187
|
1,046
|
Acquisitions, excl.
decommissioning obligations(1)
|
428,101
|
726,487
|
328,285
|
99,554
|
262
|
218,834
|
409,961
|
Weighted average shares
– basic(3)
|
142,004
|
119,427
|
144,008
|
142,494
|
139,461
|
136,391
|
128,749
|
Weighted average shares
– diluted(3)
|
142,735
|
120,028
|
144,728
|
143,471
|
140,289
|
137,167
|
129,421
|
Average Royalty
Production(5)
|
|
|
|
|
|
|
|
Natural
gas (mcf/d)
|
75,829
|
69,513
|
75,597
|
76,747
|
75,136
|
84,415
|
77,941
|
Light and
medium crude oil (bbl/d)
|
1,456
|
389
|
1,516
|
1,562
|
1,289
|
1,086
|
538
|
Heavy
crude oil (bbl/d)
|
1,224
|
351
|
1,288
|
1,191
|
1,194
|
1,091
|
693
|
Natural
gas liquids (bbl/d)
|
1,110
|
729
|
1,081
|
1,133
|
1,116
|
966
|
897
|
Total
(boe/d)
|
16,430
|
13,055
|
16,485
|
16,676
|
16,122
|
17,213
|
15,119
|
Realized Commodity
Prices(5)
|
|
|
|
|
|
|
|
Natural
gas ($/mcf)
|
$5.37
|
$3.29
|
$4.08
|
$7.20
|
$4.80
|
$4.52
|
$3.58
|
Light and
medium crude oil ($/bbl)
|
$116.93
|
$75.43
|
$112.31
|
$131.98
|
$104.06
|
$87.51
|
$80.07
|
Heavy
crude oil ($/bbl)
|
$101.99
|
$65.36
|
$91.69
|
$119.09
|
$96.10
|
$73.23
|
$67.76
|
Natural
gas liquids ($/bbl)
|
$113.30
|
$77.59
|
$106.40
|
$124.60
|
$108.41
|
$95.37
|
$80.31
|
Total
($/boe)
|
$50.39
|
$25.86
|
$43.17
|
$62.45
|
$45.31
|
$37.70
|
$29.16
|
Benchmark
Pricing
|
|
|
|
|
|
|
|
Natural Gas
|
|
|
|
|
|
|
|
AECO 5A
(CAD$/mcf)
|
$5.99
|
$3.31
|
$4.16
|
$7.24
|
$4.74
|
$4.66
|
$3.60
|
Crude oil
|
|
|
|
|
|
|
|
NYMEX WTI
(USD$/bbl)
|
$101.35
|
$64.83
|
$91.56
|
$108.41
|
$94.38
|
$77.19
|
$70.52
|
Edmonton
Par (CAD$/bbl)
|
$126.95
|
$76.07
|
$116.96
|
$138.03
|
$115.94
|
$93.45
|
$83.80
|
WCS
differential (USD$/bbl)
|
$13.73
|
$12.46
|
$19.85
|
$12.91
|
$14.61
|
$14.80
|
$13.52
|
Natural gas
liquids
|
|
|
|
|
|
|
|
Edmonton
Condensate (CAD$/bbl)
|
$128.77
|
$79.84
|
$112.49
|
$137.38
|
$120.24
|
$98.68
|
$86.47
|
CAD$/USD$
|
$0.7866
|
$0.7992
|
$0.7660
|
$0.7834
|
$0.7899
|
$0.7937
|
$0.7935
|
Selected statement of financial position results ($000s)
except share amounts
|
|
|
At Sept.
30, 2022
|
At Jun.
30, 2022
|
At Mar.
31, 2022
|
At Dec.
31, 2021
|
At Sept.
30, 2021
|
Total assets
|
|
|
1,875,465
|
1,641,508
|
1,568,256
|
1,611,752
|
1,455,509
|
Working
capital
|
|
|
44,507
|
75,623
|
36,216
|
43,750
|
51,053
|
Adjusted working
capital(1)
|
|
|
42,019
|
72,258
|
49,449
|
43,204
|
54,446
|
Net debt
(cash)(1)
|
|
|
439,954
|
151,316
|
193,863
|
233,658
|
219,476
|
Common shares
outstanding(3)
|
|
|
144,147
|
143,824
|
139,570
|
139,333
|
128,803
|
(1) Refer to "Non-GAAP and Other
Financial Measures".
|
|
|
|
|
|
|
(2) As
noted, calculated using basic or diluted weighted average shares
outstanding during the period.
|
|
(3) Shown in thousand shares
outstanding.
|
|
|
|
|
|
|
|
(4)
Other income of $3.1 million and $8.9 million for Q3 2022 and YTD
2022, respectively, includes interest income of $0.1 million and
$0.2 million,
respectively (YTD 2021 - $0.3 million, Q2 2022
- $0.04 million, Q1 2022 - $0.01 million, Q4 2021 - $nil, and Q3
2021 - $0.02 million).
|
(5) Refer to "Supplemental
Information Regarding Product Types."
|
|
|
(6) Cumulative dividend paid per
outstanding shares on quarterly dividend dates.
|
|
|
|
|
|
|
(7)
Defined term under the Syndicated Credit Facility.
|
|
|
|
|
|
|
FORWARD-LOOKING STATEMENTS
This news release contains forward-looking statements and
forward-looking information (collectively, "forward-looking
statements") that relate to the Company's current expectations and
views of future events. These forward-looking statements relate to
future events or the Company's future performance. Any statements
that express, or involve discussions as to, expectations, beliefs,
plans, objectives, assumptions or future events or performance
(often, but not always, through the use of words or phrases such as
"will likely result", "are expected to", "expects", "will
continue", "is anticipated", "anticipates", "believes",
"estimated", "intends", "plans", "forecast", "projection",
"strategy", "objective" and "outlook") are not historical facts and
may be forward-looking statements and may involve estimates,
assumptions and uncertainties which could cause actual results or
outcomes to differ materially from those expressed in such
forward-looking statements. No assurance can be given that these
expectations will prove to be correct and such forward-looking
statements included in this news release should not be unduly
relied upon. These statements speak only as of the date of this
news release. In particular and without limitation, this news
release contains forward-looking statements pertaining to the
following: Topaz's future growth outlook and strategic plans; the
anticipated capital expenditure plans; expected production
increases and capital commitments on the royalty lands; estimated
levels of 2022 dividend payments, EBITDA, FCF, Excess FCF, 2022 and
2023 dividend payout ratio and year-end net debt; the number of
drilling rigs to be active on Topaz's royalty acreage during 2022
and beyond; the future declaration and payment of dividends and the
timing and amount thereof; the use of Excess FCF for self-funded
M&A growth; Topaz's inflationary protection due to the nature
of its business and its limited exposure to rising interest rate
costs; the forecasts described under the heading "Third
Quarter 2022 Update" above including under the sub-headings
"Increased 2022 Guidance Estimates", "Fourth Quarter Dividend" and
"Capital Allocation Strategy & Financial Flexibility",
including annual average royalty production, processing revenue and
other income, EBITDA, FCF, annual dividends, exit net debt, and
capital expenditures (excluding acquisitions) for various periods;
other expected benefits from acquisitions including enhancing
Topaz's future growth outlook and capital allocation plans; and the
Company's business as described under the heading "About the
Company" above.
Forward‐looking statements are based on a number of assumptions
including those highlighted in this news release and is subject to
a number of risks and uncertainties, many of which are beyond the
Company's control, which could cause actual results and events to
differ materially from those that are disclosed in or implied by
such forward‐looking statements.
Such risks and uncertainties include, but are not limited to,
the failure to complete acquisitions on the terms or on
the timing announced or at all and the failure to realize
some or all of the anticipated benefits of acquisitions including
estimated royalty production, royalty production revenue and FCF
per share growth, and the factors discussed in the Company's
recently filed Management's Discussion and Analysis (See "Business
Environment" and "Advisories and Forward-Looking Statements"
therein), 2021 Annual Information Form (See "Risk Factors" and
"Forward-Looking Statements" therein) and other reports on file
with applicable securities regulatory authorities and may be
accessed through the SEDAR website (www.sedar.com) or Topaz's
website (www.topazenergy.ca).
Statements relating to "reserves" are also deemed to be forward
looking statements, as they involve the implied assessment, based
on certain estimates and assumptions, that the reserves described
exist in the quantities predicted or estimated and that the
reserves can be profitably produced in the future.
Without limitation of the foregoing, future dividend payments,
if any, and the level thereof is uncertain, as the Company's
dividend policy and the funds available for the payment of
dividends from time to time is dependent upon, among other things,
FCF, financial requirements for the Company's operations and
the execution of its growth strategy, fluctuations in working
capital and the timing and amount of capital expenditures, debt
service requirements and other factors beyond the Company's
control. Further, the ability of Topaz to pay dividends will be
subject to applicable laws (including the satisfaction of the
solvency test contained in applicable corporate legislation) and
contractual restrictions contained in the instruments governing its
indebtedness, including its credit facility.
Topaz does not undertake any obligation to update such
forward‐looking statements, whether as a result of new information,
future events or otherwise, except as expressly required by
applicable law.
FINANCIAL OUTLOOK
Also included in this news release are estimates of the
Company's EBITDA range and average royalty production range for the
year ending December 31, 2022 and
range of year-end exit net debt and net debt to EBITDA for 2022 and
2023, which are based on, among other things, the various
assumptions as to production levels and capital expenditures and
other assumptions disclosed in this news release including under
the heading "Third Quarter 2022 Update – Increased 2022 Guidance
Estimates" above and are based on the following key assumptions:
Topaz's estimated capital expenditures (excluding acquisitions) of
$3.0 to $4.0
million in 2022; the working interest owners' anticipated
2022 capital plans attributable to Topaz's undeveloped royalty
lands; estimated average annual royalty production range of 16,900
to 17,100 boe/d in 2022; Q4 2022 average infrastructure ownership
capacity utilization of 95%; Q4 2022 average commodity prices based
on a recent strip price forecast of: C$5.67/mcf (AECO 5A), US$87.90/bbl (NYMEX WTI), US$25.44/bbl (WCS oil differential), US$1.94/bbl (MSW oil differential) and US$/CAD$
foreign exchange 0.74, combined with YTD 2022 realized commodity
pricing resulting in 2022 average commodity prices of: C$5.45/mcf (AECO 5A), US$95.54/bbl (NYMEX WTI), US$18.19/bbl (WCS oil differential), US$1.80/bbl (MSW oil differential) and US$/CAD$
foreign exchange 0.77; and December 31,
2022 exit net debt range between $393.0 and $397.0
million,.
To the extent such estimates constitute financial outlooks, they
were approved by management and the board of directors of Topaz on
November 1, 2022 and are included to
provide readers with an understanding of the estimated EBITDA,
Excess FCF and net debt for the year ending December 31, 2022 and 2023 based on the
assumptions described herein and readers are cautioned that the
information may not be appropriate for other purposes.
NON-GAAP AND OTHER FINANCIAL
MEASURES
Certain financial terms and measures contained in this news
release are "specified financial measures" (as such term is defined
in National Instrument 52-112 - Non-GAAP and Other Financial
Measures Disclosure ("NI 52-112")). The specified financial
measures referred to in this news release are comprised of
"non-GAAP financial measures", "capital management measures" and
"supplementary financial measures" (as such terms are defined in NI
52-112). These measures are defined, qualified, and where required,
reconciled with the nearest GAAP measure below.
Non-GAAP Measures
The non-GAAP financial measures used
herein do not have a standardized meaning prescribed by GAAP.
Accordingly, the Company's use of these terms may not be comparable
to similarly defined measures presented by other companies.
Investors are cautioned that the non-GAAP financial measures should
not be considered in isolation nor as an alternative to net income
(loss) or other financial information determined in accordance with
GAAP, as an indication of the Company's
performance.
Non-GAAP Financial Measures
This news release
makes reference to the terms "Excess FCF" and "acquisitions,
excluding decommissioning obligations", which are considered
non-GAAP financial measures under NI 52-112; defined as financial
measures disclosed by an issuer that depict the historical or
expected future financial performance, financial position, or cash
flow of an entity, and are not disclosed in the financial
statements of the issuer.
Other Financial Measures
Capital management
measures
Capital management measures are defined as
financial measures disclosed by an issuer that are intended to
enable an individual to evaluate the entity's objectives, policies
and processes for managing the entity's capital, are not a
component of a line item or a line item on the primary financial
statements, and which are disclosed in the notes to the financial
statements. The Company's capital management measures disclosed in
the notes to the Interim Consolidated Financial Statements include
adjusted working capital, net debt (cash) and FCF.
Supplementary financial measures
This news
release makes reference to the terms "cash flow per basic or
diluted share", "FCF per basic or diluted share", "EBITDA per basic
or diluted share", "FCF margin" and "payout ratio" which are all
considered supplementary financial measures under NI 52-112;
defined as a financial measure disclosed by an issuer that is, or
is intended to be, disclosed on a periodic basis to depict the
historical or expected future financial performance, financial
position or cash flow of an entity, is not disclosed in the
financial statements of the issuer, and is not a non-GAAP financial
measure or non-GAAP ratio.
The following terms are financial measures as defined under the
Company's Syndicated Credit Facility, presented in note 8 to the
Interim Consolidated Financial Statements: (i) consolidated senior
debt, (ii) total debt, (iii) EBITDA and (iv) capitalization.
Cash flow, FCF, FCF margin, and Excess FCF
Management
uses cash flow, FCF, FCF margin and Excess FCF for its own
performance measures and to provide investors with a measurement of
the Company's efficiency and its ability to generate the cash
necessary to fund or increase dividends, fund future growth
opportunities and/or to repay debt; and furthermore, uses per share
metrics to provide investors with a measure of the proportion
attributable to the basic or diluted weighted average common shares
outstanding.
Cash flow is a GAAP measure which is derived of cash from
operating activities excluding the change in non-cash working
capital and is presented in the consolidated statements of cash
flows. FCF is a capital management measure presented in the
notes to the Interim Consolidated Financial Statements and is
defined as cash flow, less capital expenditures. The
supplementary financial measure "FCF margin", is defined as FCF
divided by total revenue and other income (expressed as a
percentage of total revenue and other income). The non-GAAP
financial measure "Excess FCF", is defined as FCF less dividends
paid. The supplementary financial measures "cash flow per
basic or diluted share" and "FCF per basic or diluted share" are
calculated by dividing cash flow and FCF, respectively, by the
basic or diluted weighted average common shares outstanding during
the period.
A summary of the reconciliation from cash from operating
activities (per the consolidated statements of cash flows) to cash
flow (per the consolidated statements of cash flows), cash flow per
basic or diluted share, FCF, Excess FCF, FCF per basic or diluted
share and FCF margin is set forth below:
|
Three months
ended
|
Nine months
ended
|
For the periods
ended ($000s)
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Cash from operating
activities
|
99,972
|
41,990
|
248,664
|
108,456
|
Exclude net change in
non-cash working capital
|
22,044
|
(8,851)
|
1,174
|
(14,151)
|
Cash
flow
|
77,928
|
50,841
|
247,490
|
122,607
|
Less: Capital
expenditures
|
926
|
1,046
|
2,583
|
1,590
|
FCF
|
77,002
|
49,795
|
244,907
|
121,017
|
Less: dividends
paid
|
40,364
|
27,048
|
114,044
|
75,317
|
Excess
FCF
|
36,638
|
22,747
|
130,863
|
45,700
|
|
|
|
|
|
Cash flow per basic
share(1)
|
$0.54
|
$0.39
|
$1.74
|
$1.03
|
Cash flow per
diluted share(1)
|
$0.54
|
$0.39
|
$1.73
|
$1.02
|
FCF per basic
share(1)
|
$0.53
|
$0.39
|
$1.72
|
$1.01
|
FCF per diluted
share(1)
|
$0.53
|
$0.38
|
$1.72
|
$1.01
|
|
|
|
|
|
FCF
|
77,002
|
49,795
|
244,907
|
121,017
|
Total Revenue and other
income
|
81,679
|
57,143
|
274,004
|
135,863
|
FCF
Margin
|
94 %
|
87 %
|
89 %
|
89 %
|
(1)
|
As noted, calculated
using the basic or diluted weighted average number of shares
outstanding during the respective periods.
|
Adjusted working capital and net debt
(cash)
Management uses the terms "adjusted working capital"
and "net debt (cash)" to measure the Company's liquidity position
and capital flexibility, as such these terms are considered capital
management measures. "Adjusted working capital" is calculated as
current assets less current liabilities, adjusted for financial
instruments. "Net debt (cash)" is calculated as total debt
outstanding less adjusted working capital.
A summary of the reconciliation from working capital, to
adjusted working capital and net debt (cash) is set forth
below:
($000s)
|
As at
Sept. 30, 2022
|
As at
Dec. 31, 2021
|
Working
capital
|
44,507
|
43,750
|
Exclude fair value of
financial asset
|
2,488
|
546
|
Adjusted working
capital
|
42,019
|
43,204
|
Less: bank
debt
|
481,973
|
276,862
|
Net
Debt
|
439,954
|
233,658
|
EBITDA and EBITDA per basic or diluted share
EBITDA,
as defined under the Company's Syndicated Credit Facility and
disclosed in note 8 of the Interim Consolidated Financial
Statements, is considered by the Company as a capital management
measure which is used to evaluate the Company's operating
performance and provides investors with a measurement of the
Company's cash generated from its operations, before consideration
of interest income or expense. "EBITDA" is calculated as
consolidated net income or loss from continuing operations,
excluding extraordinary items, plus interest expense, income taxes,
and adjusted for non-cash items and gains or losses on
dispositions.
EBITDA per basic or diluted share is a supplementary financial
measure that is calculated by dividing EBITDA by the basic or
diluted weighted average common shares outstanding during the
period and provides investors with a measure of the proportion of
EBITDA attributed to the basic or diluted weighted average common
shares outstanding.
A summary of the reconciliation of net income (per the
consolidated statements of net income and comprehensive income), to
EBITDA, is set forth below:
|
Three months
ended
|
Nine months
ended
|
For the periods
ended ($000s)
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Net income
|
19,380
|
5,014
|
80,261
|
11,288
|
Unrealized (gain) loss
on financial instruments
|
877
|
(946)
|
(1,942)
|
2,800
|
Share-based
compensation
|
408
|
362
|
695
|
1,016
|
Finance
expense
|
2,858
|
1,090
|
7,225
|
1,691
|
Depletion and
depreciation
|
51,408
|
45,379
|
147,153
|
105,205
|
Deferred income tax
expense
|
5,666
|
915
|
20,814
|
1,960
|
Less: interest
income
|
(134)
|
(19)
|
(185)
|
(291)
|
EBITDA
|
80,463
|
51,795
|
254,021
|
123,669
|
EBITDA per basic
share ($/share)
|
$0.56
|
$0.40
|
$1.79
|
$1.04
|
EBITDA per diluted
share ($/share)
|
$0.56
|
$0.40
|
$1.78
|
$1.03
|
(1)
|
As noted, calculated
using the basic or diluted weighted average number of shares
outstanding during the respective periods.
|
Payout ratio
"Payout ratio", a supplementary financial
measure, represents dividends paid, expressed as a percentage of
cash flow and provides investors with a measure of the percentage
of cash flow that was used during the period to fund dividend
payments. Payout ratio is calculated as cash flow divided by
dividends paid.
A summary of the reconciliation from cash flow to payout ratio
is set forth below:
|
Three months
ended
|
Nine months
ended
|
For the periods
ended
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Cash flow
($000s)
|
77,928
|
50,841
|
247,490
|
122,607
|
Dividends
($000s)
|
40,364
|
27,048
|
114,044
|
75,317
|
Payout Ratio
(%)
|
52 %
|
53 %
|
46 %
|
61 %
|
Acquisitions, excluding decommissioning
obligations
"Acquisitions, excluding decommissioning
obligations", is considered a non-GAAP financial measure, and is
calculated as: acquisitions (per the consolidated statements of
cash flows) plus non-cash acquisitions but excluding non-cash
decommissioning obligations.
A summary of the reconciliation from acquisitions (per the
consolidated statements of cash flow) to acquisitions, excluding
decommissioning obligations is set forth below:
|
Three months
ended
|
Nine months
ended
|
For the periods
ended ($000s)
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Acquisitions
(consolidated statements of cash flows)
|
328,285
|
409,961
|
343,316
|
700,487
|
Non-cash
acquisitions
|
─
|
─
|
84,785
|
26,000
|
Acquisitions (excl. non-cash
decommissioning obligations)
|
328,285
|
409,961
|
428,101
|
726,487
|
BOE EQUIVALENCY
Per barrel of oil equivalent amounts have been calculated using
a conversion rate of six thousand cubic feet of natural gas to one
barrel of oil equivalent (6:1). Barrel of oil equivalents
(boe) may be misleading, particularly if used in isolation. A
boe conversion ratio of 6 mcf:1 bbl is based on an energy
equivalency conversion method primarily applicable at the burner
tip and does not represent a value equivalency at the
wellhead. In addition, as the value ratio between natural gas
and crude oil based on the current prices of natural gas and crude
oil is significantly different from the energy equivalency of 6:1,
utilizing a conversion on a 6:1 basis may be misleading as an
indication of value.
OIL AND GAS METRICS
This news release contains certain oil and gas metrics which do
not have standardized meanings or standard methods of calculation
and therefore such measures may not be comparable to similar
measures used by other companies and should not be used to make
comparisons. Such metrics have been included in this document to
provide readers with additional measures to evaluate the Company's
performance; however, such measures are not reliable indicators of
the Company's future performance and future performance may not
compare to the Company's performance in previous periods and
therefore such metrics should not be unduly relied upon.
In particular, this news release makes reference to original oil
in place ("OOIP") which means discovered petroleum initially in
place ("DPIIP"). DPIIP is derived by internal Qualified Reserve
Evaluators ("QRE") and prepared in accordance with National
Instrument 51-101 and the Canadian Oil and Gas Evaluations Handbook
("COGEH"). DPIIP, as defined in COGEH, is that quantity of
petroleum that is estimated, as of a given date, to be contained in
known accumulations prior to production. The recoverable portion of
DPIIP includes production, reserves and resources other than
reserves (ROTR). OOIP/DPIIP and potential recovery rate estimates
are based on current recovery technologies. There is significant
uncertainty as to the ultimate recoverability and commercial
viability of any of the resource associated with OOIP/DPIIP, and as
such a recovery project cannot be defined for a volume of
OOIP/DPIIP at this time. "Internally estimated" means an estimate
that is derived by internal QRE's and prepared in accordance with
National Instrument 51-101 - Standards of Disclosure for Oil and
Gas Activities. All internal estimates contained in this new
release have been prepared effective as of June 30, 2022.
MARKET, INDEPENDENT THIRD-PARTY
AND INDUSTRY DATA
Certain market, independent third-party and industry data
contained in this news release is based upon information from
government or other independent industry publications and reports
or based on estimates derived from such publications and reports.
Government and industry publications and reports generally indicate
that they have obtained their information from sources believed to
be reliable, but the Company has not conducted its own independent
verification of such information. This news release also includes
certain data, including production, well count estimates, capital
expenditures and other operational results, derived from public
filings made by independent third parties. While the Company
believes this data to be reliable, market and industry data is
subject to variations and cannot be verified with complete
certainty due to limits on the availability and reliability of raw
data, the voluntary nature of the data gathering process and other
limitations and uncertainties inherent in any statistical survey.
The Company has not independently verified any of the data from
independent third-party sources referred to in this news release or
ascertained the underlying assumptions relied upon by such
sources.
INFORMATION REGARDING
PUBLIC-ISSUER COUNTERPARTIES
Certain information contained in this news release relating to
the Company's public issuer counterparties is taken from and based
solely upon information published by such issuers. The Company has
not independently verified the accuracy or completeness of any such
information.
GENERAL
See also "Advisories and Forward-Looking Statements" and
"Non-GAAP and Other Financial Measures" in the most recently filed
Management's Discussion and Analysis.
SUPPLEMENTAL INFORMATION REGARDING
PRODUCT TYPES
This news release includes references to actual and 2022
estimated average royalty production. The following table is
intended to provide supplemental information about the product type
composition for each of the production figures that are provided in
this news release:
For the three months
ended
|
|
|
|
Sept. 30,
2022
|
Sept. 30,
2021
|
Average daily
production
|
|
|
|
|
|
Light and
Medium crude oil (bbl/d)
|
|
|
|
1,516
|
538
|
Heavy
crude oil (bbl/d)
|
|
|
|
1,288
|
693
|
Conventional Natural Gas (mcf/d)
|
|
|
|
41,293
|
44,422
|
Shale Gas
(mcf/d)
|
|
|
|
34,304
|
33,519
|
Natural
Gas Liquids (bbl/d)
|
|
|
|
1,081
|
897
|
Total
(boe/d)
|
|
|
|
16,485
|
15,119
|
For the nine months
ended
|
YTD
2022
|
YTD
2021
|
|
|
|
|
Average daily
production
|
|
|
|
|
Light and
Medium crude oil (bbl/d)
|
1,456
|
389
|
|
|
Heavy
crude oil (bbl/d)
|
1,224
|
351
|
|
|
Conventional Natural Gas (mcf/d)
|
40,707
|
42,608
|
|
|
Shale Gas
(mcf/d)
|
35,122
|
26,905
|
|
|
Natural
Gas Liquids (bbl/d)
|
1,110
|
729
|
|
|
Total
(boe/d)
|
16,430
|
13,055
|
|
|
For the year
ended
|
|
|
Dec. 31,
2022
(Estimate)(1,2)
|
Average daily
production
|
|
|
|
Light and
Medium crude oil (bbl/d)
|
|
|
1,496
|
Heavy
crude oil (bbl/d)
|
|
|
1,580
|
Conventional natural gas (Mcf/d)
|
|
|
39,978
|
Shale Gas
(Mcf/d)
|
|
|
36,698
|
Natural
Gas Liquids (bbl/d)
|
|
|
1,145
|
Total
(boe/d)
|
|
|
17,000
|
Natural gas
weighting
|
|
|
75 %
|
Total liquids
weighting
|
|
|
25 %
|
(1)
|
Represents the midpoint
of the estimated range of 2022 average annual royalty
production.
|
(2)
|
Topaz's estimated
royalty production is based on estimated commodity mix; drilling
location and corresponding royalty rate; and capital development
activity on Topaz's royalty acreage by the working interest owners,
all of which are outside of Topaz's control.
|
SOURCE Topaz Energy Corp