Noreco 2020 Report
Noreco 2020 Report
Noreco 2020 Report
Norwegian Energy
Company ASA
N O R E CO 20 20 AN N UAL R EP O R T 1
ANNUAL REPORT 2020
Contents
PART I
4 About Noreco
5 Highlights
7 Letter from the Executive Chair
8 Overview of Assets
9 Dan
12 Gorm
15 Halfdan
18 Tyra
20 Tyra Redevelopment
PART II
24 Introduction
25 Performance Status
26 Short Term Focus
27 Sustainability Linked KPIs
28 Decommissioning & Recycling of the Tyra Facilities
29 Renewable Power
30 Subsurface CCS and Energy Storage
31 Offshore Hydrogen & PtX Production
32 DHRTC
33 Biodiversity in the DUC
PART III
35 Noreco's Board of Directors
37 Directors' Report
48 Reporting of Payments to Governments
49 Corporate Governance Report 2020
56 Corporate Social Responsibility
59 Statutory Accounts 2020
75 Consolidated Statements
129 Auditor's Report
135 Statement of Compliance
136 Alternative Performance Measures
138 Supplementary Oil and Gas Information (unaudited)
139 Information About Noreco
N O R E CO 20 20 AN N UAL R EP O R T 2
PART I
About Noreco
4 About Noreco
5 Highlights
7 Letter from the Executive Chair
8 Overview of Assets
9 Dan
12 Gorm
15 Halfdan
18 Tyra
20 Tyra Redevelopment
N O R E CO 20 20 AN N UAL R EP O R T 3
About Noreco
Norwegian Energy Company ASA (“Noreco” or the “Company”)
is an Oslo Stock Exchange listed oil and gas company trading
under the ticker “NOR”. The Company was established in 2005
and completed the transformational acquisition of Shell’s up-
stream assets in Denmark in 2019.
N O R E CO 20 20 AN N UAL R EP O R T 4
2020
Highlights
OPE R ATIONAL
FINANCIAL
• Fully funded to deliver the Tyra for which the Company would
redevelopment project: Unre- be commercially compensated
stricted cash of USD 259 million during 2020, generated a total
at the end of 2020, coupled cash payment to us of USD 98
with undrawn RBL capacity of million over the period
approximately USD 250 million
post-completion of underwritten • Operations remained profitable
amend, extend and increase of and cash generative despite
facility, strongly supports Nore- market volatility: As a result of
co’s financial position through the Noreco’s hedging arrangements,
Tyra redevelopment period the Company generated adjust-
ed EBITDA and cashflow from
• Strong realisations driven by operations during 2020 of USD
material hedging arrangements: 358 million and USD 346 million,
Average realized oil price in 2020 respectively
of USD 66.8/bbl, an approximate-
ly 66 percent premium to the • Return of capital to sharehold-
average Dated Brent price of USD ers: Share buyback of approxi-
40.3/bbl over the same period mately USD 10 million during the
first half of 2020 demonstrates
• Financial outcome of operations Noreco’s long-term desire to
enhanced by guaranteed liquids return capital to shareholders,
volumes: Liquids Protection with significant increase in levels
Agreement with Shell, which fixed of this expected once Tyra is
a minimum level of oil production onstream
N O R E CO 20 20 AN N UAL R EP O R T 5
2020 HIGHLIGHTS CONTINUED
T YR A
N O R E CO 20 20 AN N UAL R EP O R T 6
2020
Letter from
Executive Chair
2020 was an unprecedented year for everyone, and for our
industry in particular. It was also the first full year reflecting
Noreco’s ownership in the Danish Underground Consortium.
The pandemic impacted everyone and our industry was not
immune, with a combination of extreme market volatility and
operational impacts to be mitigated. While we didn’t predict
this when fully hedging our price and volume exposure in
2020 as part of the DUC acquisition, the benefits were ma-
terial nonetheless. The robust performance safeguarded by
these arrangements is a testament to the underlying and con-
tinuing resilience of our business model. As we are moving
through 2021 and get closer towards Tyra first gas, our focus
will remain on creating value for our shareholders.
N O R E CO 20 20 AN N UAL R EP O R T 7
OUR ASSETS
Overview
The acquisition of Shell’s upstream assets in DUC which was
completed July 2019 transformed Noreco into the second
largest oil and gas producer in Denmark and a significant E&P
player. The asset portfolio includes four hubs and 11 produc-
ing fields of which three hubs are currently producing and one
hub is under redevelopment. The Company has a significant
reserves base with 201 mmboe of 2P reserves and approxi-
mately 200 mmboe of 2C reserves.
77 % OIL
23% GAS
2 P RESE RVES
201
mmboe (net)
TYRA
PRODUCTION
28.5
mboepd (net)
HALFDAN
GORM
DAN
OPE R ATIONAL
E FFICIE NCY
82%
N O R E CO 20 20 AN N UAL R EP O R T 8
OUR ASSETS
Dan Hub
ALMA
DAN
KRAKA
REGNAR
Producing field
Discovery
No production
The Dan field, which is a core asset on the DCS, was discov-
ered in 1971 and brought on production in 1972. Dan was
NET RESE RVES the first field in production in Denmark, and close to 28 per-
mmboe cent of total Danish oil production has been extracted from
31.2
the Dan field.
The Dan field is one of the largest North Sea chalk fields with both Ekofisk
and Tor Formations, both with oil rims overlying gas caps and communication
between the two formations. The reservoirs are high porosity, but low perme-
ability with long transition zones. The Dan field has been developed in several
phases and now consists of a total of 12 platforms, 45 active oil wells and 37
NET PRODUCTION active water injectors. Dan has two satellite fields, Kraka and Regnar (shut-in).
mboepd
2.6
The Dan process centre consists of the Dan F complex, the old Dan complex,
and the satellites Kraka and Regnar. Dan was brought on-stream in 1972,
Kraka in 1991, Regnar in 1993. The oil production from Dan is transported to
Gorm while the gas is transported to Tyra.
OPE R ATIONAL
E FFICIE NCY
75%
N O R E CO 20 20 AN N UAL R EP O R T 9
Dan Field
NET PRODUCTION HIGHLIGHTS 2020
mboepd • MFB-10 A and MFB 13 workovers
2.3
were carried out successfully,
replacing tubing, new upper and
lower completion, and Xmas
trees, adding circa 1 mmboe.
0.3
Kraka is a tie-back to the Dan field
and is an oil field located 8 km to
the southeast of the Dan field. The
field was brought on production in
1991 and produces oil and gas from
the Ekofisk chalk ten wells have
been drilled and currently 7 oil wells
are producing.
DAN HUB 2021 OUTLOOK The on-going and planned de- studies with the objective to
velopment of Dan, Kraka and further increase oil recovery.
Regnar is based on several field
development plans and individual
well proposals. These activities
include well and reservoir
management (WRM) activities,
drilling activities and development
N O R E CO 20 20 AN N UAL R EP O R T 10
DAN HUB 2021 OUTLOOK
N O R E CO 20 20 AN N UAL R EP O R T 11
OUR ASSETS
Gorm Hub
GORM
ROLF
SKJOLD
DAGMAR
Producing field
No production
17.5
Denmark.
The field produces oil and gas from the Ekofisk and Tor Chalk reservoirs.
The field is a domal structure divided into a deeper western A-block and the
shallower eastern B-block. In total 46 wells have been drilled, with currently
18 active producers and six active water injectors. Gorm serves as the second
stage processing center for Halfdan, and as an oil transfer hub for Dan, Tyra,
NET PRODUCTION and Halfdan. The oil is transported ashore to Frederica via pipeline from the
mboepd riser platform Gorm E while gas is sent to Tyra.
1.6
OPE R ATIONAL
E FFICIE NCY
77%
N O R E CO 20 20 AN N UAL R EP O R T 12
Gorm Field
NET PRODUCTION
HIGHLIGHTS 2020
mboepd
• Successful well service inter- were also executed, results were
0.5
ventions (SSD shifting) GFN 38, very satisfactory, resulting in a
GFN 53B, GBN-58A adding back halting of the production decline
approximately 850 boepd in Gorm during 2020.
0.9
The Skjold field is an oil satellite flank areas. In total thirty wells have
tie-back to Gorm. It was discovered been drilled, with currently 13 active
in 1977 and brought on production oil producers and seven active
in 1982. The field is a dome shaped water injectors.
structure with a relative thin chalk
reservoir on the crest, which thick-
ens towards the outer crest and
0.1
Rolf is an oil field, which has been intervals of good permeability with
developed as a satellite to Gorm. fracture connected matrix porosity.
The field was discovered in 1981 Three wells have been drilled, with
and brought on production in 1985. currently one active oil producer.
The field produces from the Ekofisk
and Tor Chalk reservoir with
GORM HUB 2021 OUTLOOK A “Gorm reconfiguration” project chain from subsurface to export
was initiated in 2020 and con- to shore of the Gorm processing
tinued to develop this year with hub and its satellite fields and are
an objective to assess possible economically evaluated to form
strategies for operating the Gorm a firm recommendation for the
Hub past its mature life and into Gorm Hub. The study and recon-
its late life (up to the Cessation of figuration proposals for Gorm will
Production – COP). The assess- continue through 2021.
ment integrates the entire value
N O R E CO 20 20 AN N UAL R EP O R T 13
N O R E CO 20 20 AN N UAL R EP O R T 14
OUR ASSETS
Halfdan Hub
HALFDAN
NORTH EAST
HALFDAN MAIN
Producing field
65.6 The Halfdan main field was discovered in 1998, brought on stream in 1999
and Halfdan North East in 2004. There are no distinct boundaries separating
the Halfdan main field and Halfdan North East area. Halfdan North East is a
development of the gas accumulation in the Ekofisk formation to the North
East of the Halfdan field. The main field produces oil and gas from the Tor
Chalk reservoir. The Halfdan main oil accumulation is contiguous with the Dan
accumulation. It has been developed in four phases, and 71 wells have been
NET PRODUCTION
drilled, with currently 35 active oil producers and 17 active water injectors.
mboepd
Halfdan North East has been developed in three phases, and 21 wells have
6.2
been drilled, with currently 16 active gas producers.
87%
N O R E CO 20 20 AN N UAL R EP O R T 15
Halfdan Field
NET PRODUCTION HIGHLIGHTS 2020
mboepd • Well maintenance operations • As a consequence of COVID-19
6.2
completed according to plan. the number of failures and well
integrity shortfalls during the
• Well service activities planned year were significant above
for the year were put on hold due satisfactory levels including
to COVID-19 precautions and larger shortfalls associated with
rescheduled for H1 2021. not having a drilling rig in 2020.
Further Developments
HCA GAS LIFT HALFDAN NORTH
The HCA gas lift project is planned There are a number of projects and
to be executed in Q4, 2021. The gas studies ongoing for the greater
lift is required in order to support Halfdan development. The most
well production and thereby opti- mature is the Halfdan North project
mize production potential. Project which targets a reservoir located
scope comprises tie-in modifica- between the producing Halfdan
tions to Halfdan B topside facilities and Tyra SE fields. In December
as well as a gas lift manifold to be 2020 the DUC submitted field
installed at Halfdan C development plans to the Danish
Energy Agency for the potential
field expansions of the Halfdan
North development.
N O R E CO 20 20 AN N UAL R EP O R T 16
HALFDAN HUB 2021 OUTLOOK
Production enhancement initiatives will be continuously
evaluated based on the data acquired.
N O R E CO 20 20 AN N UAL R EP O R T 17
OUR ASSETS
Tyra Hub
LULITA
HARALD EAST
FREJA
HARALD WEST
SVEND
The Tyra Field is the largest gas condensate
field in the Danish Sector of the North Sea.
It was discovered in 1968 and production
started in 1984. Its facilities process more
than 90 percent of the gas produced in
Denmark, as well as the entire gas
production of the DUC.
Producing field
No production
86.8
N O R E CO 20 20 AN N UAL R EP O R T 18
Tyra Field Valdemar Field
HIGHLIGHTS 2020 The Valdemar field is an oil and gas field discovered in
• All wells on Tyra and its satellites safely plugged and 1977 and further appraised in 1985 and brought on pro-
abandoned for the extended shutdown related to the duction in 1993. The Lower Cretaceous chalk has been
Tyra Redevelopment. The project had significant prog- the primary development target, and 26 wells have been
ress during 2020. For further details please see Tyra drilled on Valdemar, with currently 22 active oil and gas
Redevelopment section in the Asset Overview. producers.
Lulita Field
Lulita is an oil field with a gas cap discovered in 1991
which was brought on production in 1998. The reservoir
consists of Middle Jurassic sandstones. Two wells have
been drilled. However only one is producing. DUC holds
a 50 percent interest in the Lulita field with Ineos (40%)
and Noreco (10%) as partners.
N O R E CO 20 20 AN N UAL R EP O R T 19
Tyra Redevelopment
Tyra is a natural gas field in the Danish sector of the North Sea
currently under redevelopment. The Tyra Redevelopment
project is, to date, the largest project carried out on the
Danish Continental Shelf, and is expecting to increase net
production by 90 percent and unlock gross reserves in ex-
cess of 200 mmboe. Redeveloped Tyra will decrease opex
significantly and lower emissions at the field by 30 percent.
In addition, the completed project will extend field life by 25
years and produce enough gas to power what equals to 1.5
million homes in Denmark
BACKGROUND
In 2016, The Danish Underground Consortium announced its plan to cease
production from the Tyra gas field by the end of 2019 and to redevelop the
field infrastructure. The Tyra hub required redevelopment due to compaction
of the chalk reservoir, where the seabed has subsided by six metres over a
period of 30 years of production. The redevelopment project was necessary
to ensure that both crew and equipment are safe, as well as maintaining an ef-
ficient level of production. Final investment decision was made in December
2017, following the approval by the Danish authorities.
N O R E CO 20 20 AN N UAL R EP O R T 20
The execution of the project is both a global and local effort. In addition to
fabricating installations in both Europe and Asia, project efforts are being
executed locally in Esbjerg and offshore in the Danish North Sea. The scope
of the project includes removing old facilities, modifying existing ones,
and installing new features. The two existing process and accommodation
platforms will be replaced by one new process platform and one new accom-
modation platform. The four wellhead platforms and two riser platforms will
have their jackets extended by 13 meters, and the current topsides will be
replaced.
OUTLOOK 2021
High activity levels at both the platforms and two modules take module is being fabricated by
fabrication yards and offshore is place on three yards: Sembcorp Rosetti Marine in Ravenna, Ita-
expected during 2021, and sev- Marine in Singapore is currently ly, and the process module by
eral key milestones will move the fabricating the wellhead- and ris- McDermott in Batam, Indonesia.
project significantly towards first er platforms for Tyra East and Tyra
gas. Fabrication of the two West, the accommodation
N O R E CO 20 20 AN N UAL R EP O R T 21
OUTLOOK 2021 CONTINUE D
Both the accommodation module and the Tyra
East wellhead and riser platform are expected
to be delivered from the yards and sail away
during 2H followed by initiation of offshore
hook-up. Shortly after, the Tyra West well-
head- and riser platform will be delivered from
Sembcorp for sail away. The remaining yard
fabrication left for the project will be completed
in 2022, and the process module will sail away
for hook-up and installation during that same
year. First gas from the redeveloped Tyra is
expected in Q2, 2023.
N O R E CO 20 20 AN N UAL R EP O R T 22
PART II
Sustainability
24 Introduction
25 Performance Status
26 Short Term Focus
27 Sustainability Linked KPIs
28 Decommissioning & Recycling of the Tyra Facilities
29 Renewable Power
30 Subsurface CCS and Energy Storage
31 Offshore Hydrogen & PtX Production
32 DHRTC
33 Biodiversity in the DUC
N O R E CO 20 20 AN N UAL R EP O R T 23
Energy Transition in
a Profitable Way
Noreco recognizes that, as a Company engaging in the
COMPANY OBJECTIVES
production of oil and gas, it has a responsibility to be an
& COMMITME NTS active participant in the Energy Transition, both within and
• Transparency in the reporting of outside of the DUC.
the Company’s operational and
environmental performance With hydrocarbons expected to remain an important part of the energy
mix for the foreseeable future, reducing emissions is the key component to
• Facilitation of improved technical,
ensure that Noreco’s activities can continue to contribute with the smallest
commercial and economic
environmental footprint possible. As part of the DUC, Noreco is committed
framing of sustainability initiatives
reducing emissions from the DUC operations by 400-500 kton towards
achieved through partnerships
2030, and thereby contribute to the delivery of the Danish 70% CO2 target
• Focus on renewable power supply in 2030. However, in order to justify the deployment of capital, the activ-
to Noreco’s offshore installations ities to deliver these targets will need to support the broad objectives of
• Pursue extended lifetime of the Noreco’s stakeholders, including being value additive to the Company and
offshore installations by embrac- its shareholders. Hence sustainability at Noreco is viewed through this lens.
ing and integrating sustainable
initiatives supporting continued The Company has taken the first step of lowering the cost of participating
use of subsurface structures for in projects that result in significant environmental enhancements through
CCS and for energy storage its RBL’s ESG linkage. The Company intends that its future reporting and
communication on sustainability will be based on GRI guidance and follow
• Evaluate through partnerships the recommendations of the Task Force on Climate-related Financial
renewable technologies for Disclosures.
hydrogen and Power-to-X (“PtX”)
offshore including potential syn- Beyond the environment, Noreco will continue to advance a social agenda
ergies between Noreco’s offshore that supports its people and communities through operating sustainably
hydrocarbon production facilities and safely, while also behaving in a way that recognizes the importance of
and offshore renewable technol- diversity. The Company established an ESG Committee in 2020 which
ogies is contributing to the establishment and execution of a long term
sustainability strategy.
N O R E CO 20 20 AN N UAL R EP O R T 24
OUR ASSET
CO2 emission
The main source of CO2e is the fuel gas required for production. In addition CO2 verified: 270245 tons CO2
the figure also includes the contribution form flaring and other fuels . The GHG all sources: 322,6 ktCO2e
2020 emission is low due to the production shut down of the Tyra and GHG Int:
Harald facilities during the Tyra Redevelopment
Fuel consumed
Fuel is consumed by single cycle gas turbine powering generators, gas FG verified: 100,46 mill Nm3
compressors and pumps. Natural gas fuel consumption for 2020 is lower GHG FG: 237,8 ktCO2e
and diesel consumption is higher due to the production shut down of the Diesel verified: 2298 m3
Tyra and Harald facilities during the Tyra Redevelopment GHG Diesel: 6,2 ktCO2e
Flaring
Flaring of natural gas is occurring on all hubs when required to allow safe Flare verified: 14,97 mill Nm3 GHG
operation during production upsets and non-routine operation. Flare: 43,10 ktCO2e
Fugitive emissions
Venting of gas from production facilities is to ensure safe operation. GHG Venting: 15,6 kt
Venting is primarly from systems operating at atmospheric pressure but CO2e CH4: 395,4 tons
it occurs also during facilities maintenance. The reported figure is likely
underestimated.
Spills
Spills from closed systems and from handling of various liquids are reported 18 Platform reported spills
in accordance with environmental regulation. 270 Kg Chemicals
42 Kg Oil
Net figures based on data made available by the operator of the DUC
N O R E CO 20 20 AN N UAL R EP O R T 25
NORECO’S ASSET
The Company’s
Short-Term Focus
In 2021 we will focus on a number of activities to establish the
smallest environmental footprint possible.
Tyra on stream The 2023 reinstatement of the Tyra hub will reduce fuel consumption and
provide a higher operating efficiency. Redeveloped Tyra is expected to
have 30 percent lower emissions compared to the old Tyra facility and in
addition lower the flaring by 90 percent.
Flare reduction Flare reduction intiatives have been evaluated during 2020 and will in 2021
include a Halfdan reroute for final stabilisation. Also, the evaluation of Gorm
stabilisation may contribute to 2021 flare reduction.
Electrification A study of the potential of introducing renewable power to replace gas driv-
en single cycle turbines was initiated in 2020 to evaluate the modification
scope on Noreco's facilities. This study is being continued with a focus on
defining the technical configuration, the most optimal replacement method
and defining the associated costs. Noreco see this activtity as a signficant
step towards lowering Noreco's carbon footprint.
Emmission monitoring Improvements are being made to emission monitoring by initiating annual
leak detection and repair campaigns (LDAR) with focus on comprehensive
register of sources, measurement equipment and evaluation option for
better quantification of fugitive emissions. Transition towards new software
additionally will improve reporting efficiency and data analytics. Further,
novel technique development will be supported in the area of drone imag-
ing technology and LIDAR 3Ds.
Chemicals Chemicals are being phased out and replaced by green chemicals in a con-
tinued dialogue with Danish Environmental Protection Agency.
N O R E CO 20 20 AN N UAL R EP O R T 26
NORECO'S ASSETS
To justify the deployment of capital, the activities to deliver targets need to support the broad
objectives of Noreco’s stakeholders, including being value additive to the Company and its
shareholders. Noreco has taken the first step of lowering the cost of participating in projects that
result in significant environmental enhancements through the Company's RBL’s ESG linkage.
KPI
Emissions Reduction (Scope 1 and Scope 2)
TIME FR AME
Kg CO2e/boe
KPI
Renewable Power
TIME FR AME
USD per annum
% of power from renewable sources (e.g. electrification)
N O R E CO 20 20 AN N UAL R EP O R T 27
Decommissioning
& Recycling of
the Tyra Facilities
Total weight old facilities: 50,000 tonnes (40,000 tons topsides and 10,000
tons substructure).
The recycling of the old Tyra topsides at M.A.R.S. is the largest recycling of
offshore installations in Denmark’s history and 95 percent of the old facilities
are expected to be recycled.
N O R E CO 20 20 AN N UAL R EP O R T 28
THE COMPANY'S VIEW ON NORECO'S OPPORTUNITY SET
Renewable Power
as an Enabler for Transition
Renewable power supply is one of the key component of the Danish energy transition. Locating
renewable power in the vicinity of the Company's oil and gas facilities can forge synergies
between existing installations and the new power infrastructure. Notably, Noreco's installations
are located in shallow water also allowing for cost effective utilization of wind farm developments
in the vicinity.
Supply from a wind farm which has a mesh grid connection with other off-
shore windfarms and with shore grids can be the enabler for a significant
reduction of emissions from Noreco's oil and gas installations. This both in
respect of reducing fuel consumption but also in order to increase production
efficiency.Renewable power can thus be part of the solution to continue
producing remaining hydrocarbon reserves in a sustainable way.
An electricity grid connection in the central north sea may also utilise the
nearby power cable infrastructure available or in the making (e.g. Viking Link,
German grid.)
A central North Sea wind farm with the Company's facilities as an early
offtake point can also be a required front runner for a future Danish Energy
Island with renewable storage and grid connections to Denmark, UK and
other North Sea countries.
Partnering
opportunity
between oil and gas
and renewable
stakeholders
Nearby power Multiple offtake
infrastructure eg from Offshore Wind
Viking Link, German Farm – early supply
Wind Farm to oil and gas
Renewable
Reduce emissions power Central North Sea
Wind Farm - Front
of our oil and gas
runner for Energy
installations
Island
N O R E CO 20 20 AN N UAL R EP O R T 29
THE COMPANY'S VIEW ON NORECO'S OPPORTUNITY SET
Subsurface CCS
and Energy Storage
Noreco's subsurface assets may after hydrocarbon depletion become a significant element in
supporting the change towards a renewable society
As part of the Danish energy transition there may be a need for shorter- or
longer-term CO2 capture and subsequent long term storage. the Company's
assets may contribute to such a storage opportunity by being able to hold
large quantities of CO2. The storage can be established in our oil and gas
field when depleted. Here Noreco's geological understanding and technical
expertise may prove significant in in assisting in the renewable transition.
Partnering
opportunity
between oil and gas
and renewable
stakeholders
Opportunity
Opportunity
for reuse of
for reuse of oil and
existing oil and
gas facilities
gas pipelines
CCS and
Energy Depleted
Energy Island Storage field significant
potenatial
for CCS
Seasonal energy
Back-up for
storage (Hydrogen)
interruption of
in subsurface salt
renewable supply
dome caverns
N O R E CO 20 20 AN N UAL R EP O R T 30
THE COMPANY'S VIEW ON NORECO'S OPPORTUNITY SET
Facilities: Offshore
Hydrogen & PtX Production
With the planned substantial expansion of the Danish offshore wind power to supply renewable
power to consumers in northern Europe, it will be of major importance to establish necessary
industrial solutions for producing and handling hydrogen and PtX offshore.
Hydrogen and the PtX production technology will need to Several electrolysis technologies are currently being
be adapted to offshore operating environment and the matured and progressed to serve the need for utilizing
facilities needs to be constructed to allow for efficient surplus wind power. Noreco see it important to be a
maintenance and safe operation. Here our knowledge contributor to such maturation by assisting with our
from Noreco's facilities and our understanding of safe upstream knowledge. This may also create potential
design practices can be a partnering opportunity with to reuse Noreco's offshore facilities in support of the
enterprises who are engaged in hydrogen as a renew- energy transition.
able energy source.
Arranging for hydrogen and PtX production close to
Initial evaluation of offshore hydrogen production fea- existing oil and gas installations and integrating these
sibility may utilize offshore oil and gas facilities as test solutions into a Danish Energy Island concept all located
ground before being deployed on a larger scale. The in the Danish central/southern North Sea will also allow
Company's offshore facilities may provide support for for export of hydrogen through existing gas infra-
such testing and also provide the necessary practical structure to Denmark's shore or to Netherlands.
know-how needed for large capacity industrial solutions.
Partnering
opportunity btween
oil and gas and
renewable
stakeholders
Opportunity for
reuse of existing oil
Opportunity
and gas pipelines
for reuse of oil and
for hydrogen to
gas facilities
Denmark and the
Offshore
Netherlands
Hydrogen
production Hydrogen
technology (Solid
Oxide Electrolyse
Energy Island Cells, Polymer
Electrolyte Mem-
brane Electrolysis)
partnering
Offshore
operational and
process safety
practices
N O R E CO 20 20 AN N UAL R EP O R T 31
DHRTC
Lower Cretaceous
• Improve recovery
Abandonment
• Cost effective abandonment for short and long-term environmental
protection
N O R E CO 20 20 AN N UAL R EP O R T 32
Biodiversity in the DUC
During the past years, the DUC, through the operator Total,
has carried out a broad range of scientific studies to increase
the understanding of the effects of projects and operations
on offshore biodiversity. Studies have been developed and
carried out by academics and environmental specialists with
expertise in the fields of marine mammal biology, underwater
acoustics, metagenomics and ecotoxicology.
The DUC supported marine mammal research program initiated in 2013 has
made another significant scientific contribution by providing data regarding
the effect on harbor porpoises of underwater sound generated by seismic
surveys. The results were published in the peer-reviewed scientific journal
Frontiers in Marine Sciences.
N O R E CO 20 20 AN N UAL R EP O R T 33
PART III
Riulf Rustad is a Norwegian businessman with a long track record from investments in
sectors such as oil & gas, oil services and offshore. Mr. Rustad operates through his
platform Ousdal AS and holds/has held various board positions, both in listed and unlisted
companies. Mr. Rustad was elected as Chairman of the board of directors of Noreco in
2016.
MARIANNE LIE
Board Member
Lie is a consultant at Fajoma Consulting AS. She holds various board positions including
Treasure ASA, and Wallenius Wilhelmsen ASA. She has previously held various board
positions including DNB ASA, R.S. Platou, Rainpower ASA and Fortum Corporation. Lie has
served as a member of the board of directors in Noreco since 26 May 2016.
Omsted holds a BA Hons. in Finance from University of Strathclyde. She has broad
experience from corporate finance and capital markets and currently serves as head of
investor relations at Entra ASA. Previous experience includes 14 years as an investment
banking executive at SEB Enskilda. She has also served on the board of directors of Panoro
Energy ASA. Omsted has served as member of the board of directors of Noreco since 26
May 2016.
COLETTE COHEN
Board Member
Cohen is a chemistry graduate from Queens University Belfast and also holds a master’s
degree in Project Management and Economics. Her career began with BP in 1991 and she
has worked for companies including ConocoPhillips and Britannia in the North Sea, Norway,
the US & Kazakhstan. Colette was SVP for Centrica Energy’s E&P UK/NL and in August 2016
became the CEO of The Oil & Gas Technology Centre. Cohen has served as member of the
board of directors of Noreco since 7 August 2019 and is currently elected until the ordinary
general meeting in 2021.
Darricarrère is graduate of Ecole des Mines de Paris, Institut d’Etudes Politiques de Paris
and holds a master’s degree in Economics. After two years in lecturing and research, he
joined in 1978 Elf Aquitaine (later merged with Total) holding various leading positions. In
July 2012, he became President of Total Upstream, which brought together Exploration &
Production and Gas & Power; he filled the position until he retired in August 2015. Mr.
Darricarrère is currently a Senior Advisor with Lazard, a multinational financial advisory and
asset management firm, as well as a Senior Lecturer in energy geopolitics at the Institut
d’Etudes Politiques de Paris, a board member of ORTEC and CIS and chair of the board of
NHV. Mr. Darricarrère has served as member of the board of directors of Noreco since 7
August 2019 and is currently elected until the ordinary general meeting in 2021.
CHRIS BRUIJNZEELS
Board Member
Robert J. McGuire
Board Member
Noreco has a 36.8% non-operated interest in the Danish In December 2020, the Danish government announced the
Underground Consortium (“DUC”) with assets that comprise “2050 North Sea Agreement” ceasing oil and gas extraction
four hubs with 11 producing fields; Halfdan, Tyra, Gorm and by 2050. The agreement provides industry stability and
Dan. DUC is a joint venture between Total (43.2%), Noreco creates opportunities on the Danish Continental Shelf,
(36.8%) and Nordsøfonden (20.0%). DUC is operated by Total through and beyond the DUC concession which expires in
which has extensive offshore experience in the region and 2042.
worldwide.
CAPITAL STRUCTURE
BUSINESS DEVELOPMENT
Convertible bond (“NOR13”): a USD 171 million convertible
Noreco delivered strong production from the Halfdan, Dan bond with an eight-year tenor subscribed to by CQS, Kite
and Gorm hubs in 2020 with a yearly average of 28.5 mboepd Lake Capital Management, Taconic Capital Advisors and York
and an overall operational efficiency at approximately 82%. Capital Management. This instrument has a mandatory
The operational efficiency during the year was impacted by conversion to equity after five years and PIK interest with
the COVID-19 virus. The offshore manning successfully additional bonds at a coupon rate of 8.0 percent. Noreco may
returned to pre-Covid levels in end of October 2020. alternatively, at its own discretion, pay cash interest of 6.0
percent. Should the instrument be in place beyond the five-
Despite the challenging market environment in 2020 Noreco year conversion period, the interest rate on NOR13 will be
delivered a realised oil price of USD 66.8 per bbl, reduced to 0.0 percent for the remaining period.
demonstrating the strong contribution from Noreco’s hedge
portfolio. In addition, the Shell liquid protection agreement Reserve-based lending facility: a seven-year 1st lien
contributed with a total of USD 98 million in 2020.
senior-secured reserve-based lending facility (the “RBL
Facility”) with a total facility amount of USD 900 million and a
The Tyra Redevelopment is an ongoing project within the
letter of credit sub-limit of USD 100 million. At the end of
DUC and is the largest project ever that is carried out in the
2020, the RBL Facility USD 751 million was drawn, with an
Danish Continental Shelf (DCS). The project will provide a
additional USD 100 million letter of credit outstanding. The
strong foundation for future reserves growth, unlocking
facility will amortize from the second half of 2022 and interest
is charged on debt drawings based on the LIBOR rate and a intensity reduction and power from renewables that will
margin of 4.0 to 4.5 percent. support progression of the Company’s ESG strategy.
Subsequent to year end 2020 Noreco announced a fully Senior unsecured note (“NOR14”): a USD 175 million senior
underwritten USD 1.1 million RBL with a two-year extension of unsecured note with a coupon rate of 9.0 percent and a
maturity and amortizations. In addition, the Company has maturity of June 2026.
established a link in the RBL to ESG targets on emissions
2019*
All figures in USD million 2020
restated
Total revenue 566 333
EBITDA 250 127
EBIT 57 (251)
Result before tax (18) (199)
Net result for the period 17 215
Earnings per share 0.7 14.6
*
Figures reflects the contribution from the acquired DUC assets from 1 August 2019
Total revenues for 2020 amounted to USD 566 million, consultant fees related to the acquisition and USD 3 million
increased from USD 333 million the previous year. The related to offshore insurance cost. The offshore insurance
revenue is mainly related to oil and gas sales from the DUC cost for 2020 were included in production expenses.
fields. 2019 reflects the revenue from 1 August 2019.
Operating result (EBITDA) for 2020 was a profit of USD 250
Production expenses of USD 295 million in 2020 compared million, mainly from the DUC fields. Adjusted EBITDA, taking
to USD 171 million in 2019. Of this amount USD 277 million was into account any claims under the volume guarantee
directly attributable to the lifting and transport of the recognised as contingent consideration, was USD 358 million
Company’s oil and gas production. These production for the year, more details on the Alternative Performance
expenses include a positive impact of USD 3 million related Measures (APM) is included in the end of the report.
to crude oil inventory adjustment. The cost per boe in 2020
amounted to USD 26.6 per boe compared to USD 23.1 per Net financial items amounted to an expense of USD 75
boe the previous year. The increase is driven by the Tyra million in 2020, compared to an income of USD 52 million in
shut-in with increased transportation tariffs due to changed 2019. The increased financial expense is mainly driven by full
market terms, in addition to operational expenses from Tyra year interest expenses related to external debt, full year
without any production contribution accretion on asset retirement obligation, foreign exchange
loss related to working capital as a result of DKK
Personnel expenses were USD 12 million in 2020 compared strengthening, partly offset by fair value adjustment
to USD 16 million in 2019. The cost in 2019 includes USD 6 embedded derivatives and realized hedge income. The
million higher cost related to share-based payments. This is financial income in previous year were in addition influenced
partly offset by restructuring cost of USD 1 million in 2020. by a value increase related to the Shell liquid protection
agreement.
Other operating expenses amounted to USD 8 million in
2020, compared to USD 19 million last year. The other Income Tax for the Group amounted to a tax income of USD
operating expenses in 2019 includes USD 9 million in 35 million for the year, compared to USD 414 million in 2019.
The tax income for 2020 relates to the recognition of tax made to note 13 in the consolidated financial statements for
losses and investment uplift for the year. The tax income in further details to the taxes this period.
2019 relates the recognition of prior year’s deferred tax
losses in Denmark due to the expected increase in future The Group’s net result for the year is a profit of USD 17
profit from the acquisition of the DUC assets. Reference is million, compared to USD 215 million in 2019.
Total non-current assets amounted to USD 2,533 million at Interest-bearing debt amounted to USD 1,043 million at the
the end of 2020, of which USD 1,704 million related to end of 2020. The convertible bond loan NOR13 had a book
Property, Plant & Equipment, in addition to a deferred tax value of USD 131 million at the end of 2020. This is valued at
asset of USD 432 million, intangible asset of USD 175 million, amortised cost and the embedded derivatives are accounted
USD 196 million restricted cash and USD 26 million in for as a derivative liability at fair value through profit and loss.
derivatives. Noreco’s USD 900 million RBL facility was drawn USD 751
million and had a book value of USD 719 million at the end of
Total current assets amounted to USD 429 million at the 2020, which reflects an additional draw down of USD 6 million
end of 2020, USD 34 million in short term derivatives, USD in the current year. The senior unsecured bond loan NOR14
96 million in trade- and other receivables, of which USD 58 had a book value of USD 169 million at the end of 2020. The
million is related to trade receivables and accrued oil and gas RBL facility and the unsecured bond loan are valued at
revenue, USD 15 million is related to the liquid volume amortized cost. In addition, the interest-bearing debt
protection agreement with Shell and USD 23 million is related includes deferred consideration with a book value of USD 25
to offshore insurance premium that is paid in advance. In million at the end of 2020.
addition USD 259 million in cash and USD 40 million is related
to inventory. Asset retirement obligations amounted to USD 950 million
at the end of 2020, compared to USD 967 million at the end
Equity amounted to USD 630 million at the end of 2020, of 2019. USD 875 million is related to the DUC assets, USD 71
compared to USD 589 million at the end of 2019. The increase million to Nini/Cecilie, USD 2 million to Lulita and USD 2
in equity is mainly related to the fair value adjustment of million to the Tyra F-3 pipeline. Part of the asset retirement
derivative instruments and net result for the current year. obligation is secured through an escrow account of USD 71
million.
2019
All figures in USD million 2020
restated
Cash flow from operating activities 348 249
Cash flow used in investing activities (285) (1,274)
Cash flow from financing activities (89) 1,309
Net change in cash and cash equivalents (26) 283
Cash and cash equivalents 259 286
Cash flow from operating activities amounted to USD 348 Noreco has to date executed this policy in the market
million at the end of 2020, compared to USD 249 million at through a combination of forward contracts and options.
the end of last year.
As a result of the agreement to acquire SOGU, Noreco had a
Cash flow used in investing activities amounted to USD liquid volume protection agreement with Shell that, from
285 million at the end of 2020 compared to USD 1,274 million signing of the Sale and Purchase Agreement (SPA) until the
at the end of last year. The cash flow used in investing end of 2020 (the “Protection Period”), provided a monthly
activities were related to investments to the DUC asset of liquid production guarantee at levels above the Company’s
USD 236 million, of which USD 221 million is linked to the Tyra current internal forecasts. To the extent that actual
redevelopment, USD 75 million deposit into a cash call production levels were below the pre-agreed level in the
security account, USD 72 million in tax payment for the period Protection Period, Noreco received a monthly cash payment
prior to closing, USD 2 million in investment on exploration from Shell. The fair value of the volume guarantee was
licenses and benefit received from the volume guarantee of recognised as a reduction in the acquisition purchase price.
USD 102 million. Any changes to the fair value were recognized through profit
and loss. For the period 2021 to 2023 (the “Recovery Period”),
Cash flow from financing activities amounted to negative a payment to Shell may be required if actual production
USD 89 million at the end of the year, compared to positive exceeds a pre-agreed level that is currently above the
USD 1 309 million in 2019. During 2020 USD 74 million in Company’s internal forecasts. The amount refunded to Shell
abandonment expenditure was paid, of which USD 70 million during the Recovery Period cannot exceed the value of
is related the Tyra redevelopment, USD 52 million received Noreco’s claims during the Protection Period.
from price hedging, USD 56 million in paid interest on the RBL
Facility and bond loan, USD 6 million in additional draw down As part of the acquisition of the DUC assets, Noreco agreed
on the RBL Facility and in addition Noreco bought back its to sell certain oil volumes (equivalent to 80% of the
own shares for USD 10 million. The positive cash flow from guaranteed production until the end of September 2020) to
financing activities last year were related to drawdown of Shell at fixed prices. The prices at which Shell would acquire
long-term loans and issue of new shares in relation to the these volumes were set on a monthly basis in line with the
acquisition of the DUC assets Brent forward curve when the SPA was signed in October
2018. As the level of oil Noreco has lifted from the DUC asset
Net change in cash and cash equivalents amounted to is below the original schedule agreed with Shell, volumes of
negative USD 26 million in 2020 compared to positive USD oil are still to be sold to Shell at the pre-agreed fixed prices;
283 million in 2019. Cash and cash equivalents were in total this overhang was extinguished during Q4 2020 and at the
USD 259 million at the end of 2020. end of the year Noreco had no remaining price hedges with
Shell.
RISK MITIGATION
Subsequent to closing of the transaction in August 2019,
The Company actively seeks to reduce the risk it is exposed Noreco entered into a combination of forward contracts and
to regarding fluctuating commodity prices through the options with financial institutions in the market to reduce the
establishment of hedging arrangements. Noreco applied Company’s exposure to commodity price volatility. These
hedge accounting from 1 October 2019. protect the minimum oil price Noreco will receive during 2021
and 2022. The hedging contracts with financial institutions periods of 70%. Due to the volatile oil market conditions in
are financially settled on a monthly basis. 2020, Noreco requested and received waivers from its RBL
bank syndicate in June and December relating to the
As part of the RBL Facility, Noreco has a rolling hedge hedging requirements in the 24 to 36 months forward; based
requirement based on a minimum level of production on this, the company is not required to meet the minimum
corresponding to the RBL banking case forecast: 50% of oil hedging level during this period until the end of June 2021. At
equivalent volumes for the following 12 months, 40% in the the end of 2020, Noreco is in full compliance with these
period from 12 to 24 months and 30% in the period from 24 to temporarily revised RBL hedging requirements.
36 months, subject to a maximum level in each of these
THE GOING CONCERN ASSUMPTION incidents or similar on one location may affect a significant
part of Noreco’s business.
Pursuant to the Norwegian Accounting Act section 3-3a, the
board confirms that the requirements of the going concern Reserves risk
assumption are met and that the annual accounts have been The Company’s oil and gas production could vary
prepared on that basis. The financial solidity and the significantly from reported reserves and resources. Should
Company’s working capital and cash position are considered actual production deviate from estimated reserves, this may
satisfactory in regards of the planned activity level for the have a significant impact on the value of the Group’s assets,
next twelve months. the cash flow from operations and total revenues over the
lifetime of the assets. Material deviations between actual
Risk factors results and estimated reserves for one asset may also create
The risks and uncertainties described in this section are the uncertainties about the estimated reserves of other assets
material known risks and uncertainties faced by the Group as based on the same assumptions, which may in turn be
of the date hereof and represents those risk factors that the detrimental for investors’ confidence in Noreco’s reserves
Company believes to represent the most material risks for estimates.
investors. Accordingly, investors should carefully consider
these risks. Risks related to development projects
Noreco’s development projects and resource portfolio will
Risks related to the Company’s assets require substantial investments to bring into production. The
The Company’s future production of oil and gas is Company may be unable to obtain needed capital or
concentrated in a limited number of offshore fields that are financing on satisfactory terms, which could lead to a decline
located in a congregated geographical area. There are in its oil and gas reserves. The Company makes and expect
currently four production hubs which are interconnected and to continue to make substantial investments in its business
utilize the same infrastructure. In addition to this, the fields for the development and production of oil and natural gas
within one hub are interconnected and one field can depend reserves. The Company’s development projects may not be
on another for gas injection and other factors important to finalized within the projected budget or timeframe, or other
extract hydrocarbons. Gas produced on each of the hubs is unforeseen events may arise which affects the projects. The
normally processed and transported to shore via the Tyra Company intends to finance the majority of its future
hub. Due to the ongoing Tyra Redevelopment, gas is investments with cash flow from operations and borrowings
temporarily going to Dan and sent to the NOUGAT system in under its RBL Facility and other equity and debt facilities.
the Dutch sector. The Gorm hub receives liquids from all the
other hubs and sends it to shore via a pipeline on Gorm E. Decommissioning risks
Consequently, the concentration of fields, infrastructure and There are significant uncertainties relating to the cost for
other Noreco assets may result in that accidents, problems, decommissioning of licences including the schedule for
removal of any installation and performance of other Significant fluctuations in exchange rates between euros and
decommissioning activities. No assurance can be given that Danish kroner and US dollars and Danish kroner and Danish
any anticipated costs and time of removal will be correct and and Norwegian kroner may materially adversely affect the
any deviation from such estimates may have a material reported results.
adverse effect on the Company’s business, results of
operations, cash flow and financial condition. Risks related to Danish taxation and regulations
All of Noreco’s petroleum assets are located in Denmark and
Third party risk the petroleum industry is subject to higher taxation than
The Company is subject to third party risk in terms of other businesses. There is no assurance that future political
operators and partners as it does not have a majority interest conditions in Denmark will not result in the relevant
in any of its licences, and consequently cannot solely control government adopting different policies for petroleum
such assets. Although the Company has consultation rights taxation than currently in place. However, due to the
or the right to withhold consent in relation to significant Compensation Agreement in place between the Danish State
operational matters, depending inter alia on the importance and the DUC, any alterations in present legislation to the
of the matter, level of its interest in the licence, which licence, disadvantage of the DUC licensees would be compensated.
the contractual arrangements for the licence, etc, the The compensation would be determined with a view to the
Company will have limited control over management of such impact of the changes on the DUC but however cannot
assets and mismanagement by the operator or exceed the net advantage deemed to have been obtained by
disagreements with the operator as to the most appropriate the State. This agreement effectively reduces the risk
course of action may result in significant delays, losses or associated with Danish taxation and regulations and provides
increased costs to it. Jointly owned licences also result in for a high degree of influence for the DUC in the design and
possible joint liability, on certain terms and conditions. Other adoption of any amendments to the petroleum tax rules.
participants in licences may default on their obligations to
fund capital or other funding obligations in relation to the Risks related to debt financing
assets. In such circumstances, the Company may be required Noreco has exposure to both floating interest rates, through
under the terms of the relevant operating agreement or the Company’s USD 900 million RBL, and fixed interest rates,
otherwise to contribute all or part of such funding shortfall through the Company’s USD 171 million Convertible Bond and
ourselves. USD 175 million Senior Unsecured Note. Noreco does not
currently have any interest rate hedging in place and any rise
Risks related to commodity prices in interest rates may negatively impact the Company’s
The Company’s business, results of operations, cash flow and profitability and free cashflow generation. In addition, the
financial condition will depend significantly on the level of oil Company is subject under these financing instruments to
and gas prices and market expectations of these and may be several covenants, including maximum leverage relative to
adversely affected by volatile oil and gas prices. The earnings and demonstration of a minimum level of liquidity.
Company’s future revenues, cash flow, profitability and rate The Company’s material hedging programme provides
of growth depend substantially on prevailing international significant visibility over Noreco’s ability to meet these
and local prices of oil and gas. As oil and gas are globally requirements, however if the Company is unable to then
traded commodities, Noreco is unable to control or predict actions to rectify this position may be required. There can be
the prices it receives for the oil and gas it produces; however, no assurance that such actions will be available or enough to
the Company has a material hedging programme in place allow Noreco to ultimately fulfil its obligations.
that mitigates the short-term impact of price volatility. The
hydrocarbons produced from specific fields may have a Risks related to future capital requirements
premium/discount to benchmark prices such as Brent and Noreco’s future capital requirements will be determined
this may vary over time. based on several factors; including production levels,
commodity prices, future expenditures that are required to
Currency risks be funded and the development of the Company’s capital
The Group is exposed to market fluctuations in foreign structure. To the extent the Company’s operating cashflow
exchange rates. Revenues are in US dollars for oil and in Euros is insufficient to fund the business plan at the time, and in
and Danish kroner for gas, while operational costs, taxes and particular the Tyra redevelopment project, additional
investment are in several other currencies, including Danish external capital may be required. Noreco currently has a
kroner. The Company’s financing is primarily in US dollars. strong financial base, supported by existing liquidity and
hedging positions, however any unexpected changes that other authorizations and these may also be suspended,
result in lower revenues or increased costs may necessitate terminated or revoked prior to their expiration.
the raising of additional external capital. There can be no
guarantee that, if required, Noreco would be able to access Risks related to environmental regulations
the debt or equity markets on favourable terms, or if The Company may be subject to liability under environmental
necessary be able to adequately restructure or refinance its laws and regulations. All phases of the oil and gas business
debt. To mitigate this risk, Noreco maintains a strong present environmental risks and hazards and are subject to
relationship with its banking syndicate through continual environmental regulation pursuant to a variety of
engagement to underpin its borrowing position and has international conventions and state and municipal laws and
commenced an active investor relations strategy to support regulations. Environmental legislation provides for, among
access to the capital markets. other things, restrictions and prohibitions on spills, and
releases or emissions of various substances produced in
Financial reporting risk association with oil and gas operations. The legislation also
While Noreco has in place internal controls covering the requires that wells and facility sites are operated, maintained,
Company’s financial reporting function, any material error or abandoned and reclaimed to the satisfaction of applicable
omission could significantly impact the accuracy of our regulatory authorities. The Company is subject to legislation
reported financial performance and expose the Company to in relation to the emission of carbon dioxide, methane,
a risk of regulatory or other stakeholder action. nitrous oxide and other so-called greenhouse gases.
Compliance with such legislation can require significant
Insurance risk expenditures and a breach may result in the imposition of
Although the Company maintains liability insurance in an fines and penalties, some of which may be material, in
amount that it considers adequate and consistent with addition to loss of reputation.
industry standard, the nature of the risks inherent in oil and
gas industry generally, and on the Danish Continental Shelf Reputational risks
specifically, are such that liabilities could materially exceed Noreco may be negatively affected by adverse market
policy limits or not be insured at all, in which event the perception as it depends on a high level of integrity and to
Company could incur significant costs that could have maintain trust and confidence of investors, DUC participants,
adverse effect on its financial condition, results of operation public authorities and counterparties. Any mismanagement,
and cash flow. fraud or failure to satisfy fiduciary or regulatory
responsibilities, or negative publicity resulting from other
Political and regulatory risks activities, could materially affect the Company’s reputation,
The Company is exposed to political and regulatory risks. as well as its business, access to capital markets and
Exploration and development activities in Denmark are commercial flexibility.
dependent on receipt of government approvals and permits
to develop its assets. The Danish Subsoil Act, among other COVID-19
things, sets out different criteria for the organization, The global pandemic has severely impacted the daily lives of
competence and financial capability that a licensee at the people as well as affected companies and markets.
Danish Continental Shelf (DCS) must fulfil at all times. The Governments and other authorities have imposed
Company is qualified to conduct its operations on the DCS, restrictions which limits the prerequisites for continuing
however, there is no assurance that future political normal business operations, including movement of people
conditions in Denmark will not result in the government and their ability to get to their place of work. Noreco is well
adopting new or different policies and regulations on set up with IT infrastructure and routines which allow all staff
exploration, development, operation and ownership of oil to work remotely and as such are able to continue operating
and gas, environmental protection, and labour relations. In the Company. The Company, through its ownership in DUC,
December, the Danish government announced the “2050 relies on a significant number of operational staff and third-
North Sea Agreement” ceasing oil and gas extraction by party suppliers to maintain its operations at sufficient levels.
2050. The agreement provides industry stability and Total E&P Denmark A/S, as the operator of DUC, has
opportunities on the DCS, beyond the DUC concession which implemented extensive measures to protect personnel and
expires in 2042. Further, the Company may be unable to secure business continuity, including among others
obtain or renew required drilling rights, licences, permits and screening of offshore personnel by Total health staff. Local
governmental imposed restrictions at the fabrication yards promotion of a high level for health and safety offshore and
have impacted the schedule of the new Tyra topsides, for creating a framework enabling the companies to solve
including through the global supply chain delivering key offshore health and safety issues themselves. The Danish
components for the topsides. As a direct consequence of this Offshore Safety Act generally applies to all offshore activities
impact the installation of the four new topsides was related to hydrocarbon facilities, infrastructure and pipelines
rescheduled from 2021 to a 2022 installation-window. First connected hereto.
production from the redeveloped Tyra is as such expected in
Q2 2023. COVID-19 has affected global demand for oil and Licensees under the Danish Subsoil Act are required to
gas, which is affecting the price of these commodities – see identify, assess and reduce health and safety risks as much
note 2 to the consolidated financial statements. Given the as reasonably practicable, as well as be compliant with the
rapidly evolving landscape of the COVID-19 pandemic, where ALARP (As Low As Reasonably Practicable) principle.
information, impacts and even the regulatory environment Furthermore, the licensee shall ensure that operators are
can change in a matter of hours, it is challenging to estimate able to fulfil the safety and health obligations pursuant to the
the continued potential future impact of the COVID-19 to the Danish Offshore Safety Act.
Company’s performance and business.
The Tyra Redevelopment Project experienced a contractor
HEALTH, ENVIRONMENT AND SAFETY fatality on 24 November 2020 at the Semcorp Marine
construction yard in Singapore. Following an incident
Noreco puts emphasis on its employees performing investigation, the safety action plan has been enhanced
company activities in line with the principals of business including implementation of improved hazard marking
integrity and with respect for people and the environment. protocols
During 2020, Noreco was, through its ownership in the DUC PERSONNEL RESOURCES AND WORKING
in which Total E&P Denmark A/S is the operator, involved in ENVIRONMENT
production of oil and gas which could cause emissions to the
sea and air. At the end of 2020 the Group had 28 employees. 39 percent
of the employees were women.
Noreco will conduct its business operation in full compliance
with all applicable national legislation in the countries where At the end of 2020 the Company’s board of directors consists
it is operating. The Company is committed to carry out its of three women and five men, all elected by shareholders.
activities in a responsible manner to protect people and the There are no employee representatives on the Board. At the
environment. Our fundamentals of HSEQ and safe business end of 2020, approximately 40 per cent of the board
practice are an integral part of Noreco’s operations and members were women.
business performance.
Noreco strives to maintain a working environment with equal
The outbreak of the coronavirus (COVID-19) continues to opportunities for all based on qualifications, irrespective of
severely impact the daily lives of people and imposes gender, ethnicity, religion, sexual orientation or disability.
restrictions on movements of people and their ability to get The Company pays equal salaries and gives equal
to their normal place of work. Noreco’s business continuity compensation and opportunities for positions at the same
actions provide the Company with infrastructure and level, regardless of gender, ethnicity, religion or disabilities.
systems that allow all staff to work remotely and, as such, The management’s compensation is described in note 7 to
Noreco can fully continue operating the Company while the annual accounts.
safeguarding its employees.
Sick leave in the Group was 2 percent in 2020.
The Danish Offshore Safety Act is the legal framework for
Oslo
19 April 2021
strategy is to continue its value creation to replace and 3.3. Share capital increases and issuance of shares
maximise recovery of proven reserves and resources and to At the Annual General Meeting held on 26 May 2020, The
continue to explore new opportunities in and above the Board of Directors was authorised to increase the Company's
ground. share capital by up to NOK 24,549,014 until the Annual
General Meeting in 2021, but in no event later than 30 June
2. BUSINESS 2021.
The Company is an E&P company with a strategic focus on
value creation through increased recovery, enabled by a 3.4. Purchase of own shares
competent organisation with a long-term view on reservoir The Board of Directors of the Company has been authorised
management and the capability to invest and leverage new to acquire own shares with a total par value of NOK 7,194,730,
technology. valid until the Annual General Meeting in 2021, however in any
event no later than 30 June 2021. The authorisation can be
On an annual basis, the Board defines and evaluates the used in relation to incentive schemes for
Company’s objectives, main strategies and risk profiles for employees/directors of the group, as consideration in
the Company’s business activities to ensure that the connection with acquisition of businesses and/or for general
company creates value for shareholders. corporate purposes.
The Company integrates considerations related to its During 2020, the Company bought back 438,161 of its own
stakeholders into its value creation and shall achieve its shares, of which 299,925 shares was bought as part of a
objectives in accordance with the Company’s Code of reverse book building process and 138,236 shares was
Conduct bought in the market. The Company currently holds 438,161
of its own shares, approximately 1.78 percent.
The Company's business is defined in the following manner in
the Company's articles of association (the "Articles of 4. EQUAL TREATMENT OF SHAREHOLDERS AND
Association") section 3: TRANSACTIONS WITH RELATED PARTIES
The object of the Company is direct and indirect ownership 4.1. Class of shares
and participation in companies and enterprises within The Company has one class of shares. All shares carry equal
exploration, production, and sale related to oil and gas, and rights in the Company, and the Articles of Association do not
other activities related hereto. provide for any restrictions, or rights of first refusal, on
transfer of shares. Share transfers are not subject to approval
3. EQUITY AND DIVIDENDS by the Board of Directors.
either through the trading system at Oslo Børs or at prevailing sufficiently detailed and comprehensive to allow
prices at Oslo Børs. In the event of such program, the Board shareholders to form a view on all matters to be considered
of Directors will take the Company's and shareholders' at the meeting. The notice and support information, as well
interests into consideration and aim to maintain transparency as a proxy voting form, will normally be made available on the
and equal treatment of all shareholders. If there is limited Company's website www.noreco.com/general-meetings no
liquidity in the Company's shares, the Company shall later than 21 days prior to the date of the general meeting.
consider other ways to ensure equal treatment of all
shareholders. 6.2. Participation and execution
To the extent deemed appropriate or necessary by the Board
4.4. Transactions with close associates of Directors, the Board of Directors will seek to arrange for
The Board of Directors aims to ensure that any not immaterial the general meeting to vote separately on each candidate
future transactions between the Company and shareholders, nominated for election to the Company's corporate bodies.
a shareholder's parent company, members of the Board of
Directors, executive personnel or close associates of any The Board of Directors and the nomination committee shall,
such parties are entered into on arm's length terms. For any as a general rule, be present at general meetings. The auditor
such transactions which do not require approval by the will attend the ordinary general meeting and any
general meeting pursuant to the Norwegian Public Limited extraordinary general meetings to the extent required by the
Liability Companies Act, the Board of Directors will on a case- agenda items or other relevant circumstances. The Board of
by-case basis assess whether a fairness opinion from an Directors will seek to ensure that an independent chairman is
independent third party should be obtained. appointed by the general meeting if considered necessary
based on the agenda items or other relevant circumstances.
4.5 Guidelines for directors and executive
management The Company will aim to prepare and facilitate the use of
The Board of Directors has adopted rules of procedures for proxy forms which allows separate voting instructions to be
the Board of Directors which inter alia includes guidelines for given for each item on the agenda, and nominate a person
notification by members of the Board of Directors and who will be available to vote on behalf of shareholders as their
executive management if they have any material direct or proxy. The Board of Directors may decide that shareholders
indirect interest in any transaction entered into by the may submit their votes in writing, including by use of
Company. electronic communication, in a period prior to the general
meeting. The Board of Directors should seek to facilitate such
5. FREELY NEGOTIABLE SHARES advance voting.
The shares of the Company are freely transferable. There are
no restrictions on transferability of shares pursuant to the 7. NOMINATION-COMMITTEE
Articles of Association. The nomination committee is provided and governed by the
Articles of Association, in addition to instructions for the
6. GENERAL MEETINGS nomination committee. The nomination committee shall
The Board of Directors will make its best efforts with respect consist of three members who shall be shareholders or
to the timing and facilitation of general meetings to ensure shareholder representatives. The members shall be elected
that as many shareholders as possible may exercise their by the general meeting for a term of two years, unless the
rights by participating in general meetings, thereby making General Meeting determines that the term shall be shorter.
the general meeting an effective forum for the views of
shareholders and the Board of Directors. The members of the nomination committee should be
selected to take into account the interests of shareholders in
6.1. Notification general. The majority of the committee should be
The notice for a general meeting, with reference to or independent of the Board of Directors and the executive
attached support information on the resolutions to be personnel. At least one member of the nomination committee
considered at the General Meeting, shall as a principal rule be should not be a member of the board. No more than one
sent to shareholders no later than 21 days prior to the date of member of the nomination committee should be a member
the General Meeting. The Board of Directors will seek to of the Board of Directors, and any such member should not
ensure that the resolutions and supporting information are offer himself or herself for re-election to the board.
The nomination committee shall give its recommendation to board meetings. In addition, the annual report should identify
the general meeting on election of and compensation to which members are considered to be independent.
members of the Board of Directors, in addition to election of
and compensation to members of the nomination committee. 9. THE WORK OF THE BOARD OF DIRECTORS
The proposals shall be justified.
9.1. The rules of procedure for the board of directors
The Company should provide information on the The Board of Directors is responsible for the overall
membership of the committee and provide suitable management of the Company and shall supervise the
arrangements for shareholders to submit proposals to the Company's business and the Company's activities in general.
committee for candidates for election.
The Norwegian Public Limited Liability Companies Act
8. BOARD OF DIRECTORS: COMPOSITION AND regulates the duties and procedures of the Board of
INDEPENDENCE Directors. In addition, the Board of Directors has adopted
Pursuant to the Articles of Association section 5, the supplementary rules of procedures, which provides further
Company's Board of Directors shall consist of three to eight regulation on inter alia the duties of the Board of Directors
members, which are shareholders’ elected members in and the managing director, the division of work between the
accordance with a decision by the General Meeting. Board of Directors and the managing director, the annual
plan for the Board of Directors, notices of board proceedings,
The composition of the Board of Directors should ensure that administrative procedures, minutes, board committees,
the board can attend to the common interests of all transactions between the Company and the shareholders
shareholders and meet the Company's need for expertise, and matters of confidentiality.
capacity and diversity. Attention should be paid to ensuring
that the board can function effectively as a collegiate body. The board shall produce an annual plan for its work, with a
particular emphasis on objectives, strategy and
The composition of the Board of Directors should ensure that implementation. The managing director shall at least once a
it can operate independently of any special interests. The month, by attendance or in writing, inform the Board of
majority of the shareholder-elected members of the board Directors about the Company's activities, position and profit
should be independent of the Company's executive trend.
personnel and material business contacts. At least two of the
members of the Board elected by shareholders should be The Board of Directors' consideration of material matters in
independent of the Company's main shareholder(s), the which the chairman of the board is, or has been, personally
executive personnel and material business contacts. involved, shall be chaired by some other member of the
board.
The Board of Directors should not include executive
personnel, if the board does include executive personnel, the The Board of Directors shall evaluate its performance and
Company should provide an explanation for this and expertise annually and make the evaluation available to the
implement consequential adjustments to the organisation of nomination committee.
the work of the board, including the use of board committees
to help ensure more independent preparation of matters for 9.2. The audit committee
discussion by the board. The Company's audit committee is governed by the
Norwegian Public Limited Liability Companies Act and a
The Chairman of the Board of Directors should be elected by separate instruction adopted by the Board of Directors. The
the General Meeting. members of the audit committee are appointed by and
among the members of the Board of Directors. A majority of
The term of office for members of the Board of Directors the members shall be independent of the Company's
should not be longer than two years at a time. The board operations, and at least one member who is independent of
members can be elected for shorter term by the General the Company shall have qualifications within accounting or
Meeting. The annual report should provide information to auditing. Board members who are also members of the
illustrate the expertise of the members of the Board of executive management cannot be members of the audit
Directors, and information on their record of attendance at committee. The principal tasks of the audit committee are to:
a) prepare the Board of Directors' supervision of the The Company's management is responsible for establishing
Company's financial reporting process; and maintaining sufficient internal control over financial
reporting. Company specific policies, standards and
(b) monitor the systems for internal control and risk accounting principles have been developed for the annual
management; and quarterly financial reporting of the group. The managing
director and Chief Financial Officer supervise and oversee
(c) have continuous contact with the Company's auditor the external reporting and the internal reporting processes.
regarding the audit of the annual accounts; and This includes assessing financial reporting risks and internal
controls over financial reporting within the group. The
(d) review and monitor the independence of the Company's consolidated external financial statements are prepared in
auditor, including in particular the extent to which the accordance with International Financial Reporting Standards
auditing services provided by the auditor or the audit firm (IFRS) and International Accounting Standards as adopted by
represent a threat to the independence of the auditor. the EU.
9.3. The remuneration committee The Board of Directors shall ensure that the Company has
The compensation for the members of the Board of Directors sound internal control and systems for risk management,
for their service as directors is determined annually by the including compliance to the Company's corporate values,
shareholders of the Company at the annual general meetings ethical guidelines and guidelines for corporate social
of shareholders, on the basis of the motion from the responsibility. The Company's Code of Conduct describes
Nomination Committee. the Company's ethical commitments and requirements
related to business practice and personal conduct. If
The Board of Directors has established a guideline for salaries employees experience situations or matters that may be
and other remuneration to the managing director and other contrary to rules and regulations or the Company's Code of
senior executives valid until the Annual General Meeting in Conduct, they are urged to raise their concern with their
2020. The guideline was endorsed by the Annual General immediate superior or another manager in the Company. The
Meeting in May 2019. Company has established a whistle-blowing function that will
enable employees to alert the Company's governing bodies
The remuneration package for members of management about possible breaches of the Code of Conduct.
includes fixed and variable elements. The fixed element
consists of a base salary and other benefits, such as free The Board of Directors shall conduct an annual risk review in
mobile phone and life, accident and sickness insurance in order to identify real and potential risks and remedy any
accordance with normal practice in the oil industry. incidents that have occurred. The Board of Directors should
analyse the most important areas of exposure to risk and its
Variable elements of remuneration may be used, or other internal control arrangements and evaluate the Company's
special supplementary payment may be awarded other than performance and expertise. The Board of Directors shall
those mentioned above if this is considered appropriate. undertake a complete annual review of the risk situation, to
be carried out together with the review of the annual
Remuneration to the managing director will be evaluated accounts. The Board of Directors shall present an in-depth
regularly by the Board of Directors to ensure that salaries and report of the Company's financial statement in the annual
other benefits are kept, at all times, within the above report. The Audit Committee shall assist the Board of
guidelines and principles. Directors on an ongoing basis in monitoring the Company's
system for risk management and internal control. In
10. RISK MANAGEMENT AND INTERNAL CONTROL connection with the quarterly financial statements, the Audit
Risk management and internal control are given high priority Committee shall present to the Board of Directors reviews
by the Board of Directors, which shall ensure that adequate and information regarding the Company's current business
systems for risk management and internal control are in performance and risks.
place. The control system consists of interdependent areas
which include risk management, control environment, 11. REMUNERATION OF THE BOARD OF DIRECTORS
control activities, information and communication and The remuneration of the Board of Directors shall be decided
monitoring. by the Company's General Meeting of shareholders, and
should reflect the Board of Directors' responsibility, Furthermore, the Company aims to ensure that such
expertise, time commitment and the complexity of the arrangements are based on quantifiable factors that the
Company's activities. The remuneration should not be linked employee in question can influence.
to the Company‘s performance.
13. INFORMATION AND COMMUNICATIONS
The nomination committee shall give a recommendation as
to the size of the remuneration to the Board of Directors. 13.1. General
Pursuant to the instructions for the nomination committee, The Board of Directors has adopted a separate manual on
the recommendation should normally be published on the disclosure of information, which sets forth the Company's
Company's website at least 21 days prior to the General disclosure obligations and procedures. The Board of
Meeting that will decide on the remuneration. Directors will seek to ensure that market participants receive
correct, clear, relevant and up-to-date information in a timely
The annual report shall provide details of all elements of the manner, taking into account the requirement for equal
remuneration and benefits of each member of the Board of treatment of all participants in the securities market.
Directors, which includes a specification of any remuneration The Company will each year publish a financial calendar,
in addition to normal fees to the members of the Board. providing an overview of the dates for major events such as
its ordinary general meeting and publication of interim
Members of the Board of Directors and/or companies with reports.
which they are associated should not take on specific
assignments for the Company in addition to their 13.2. Information to shareholders
appointment as a member of the board. If they do The Company shall have procedures for establishing
nonetheless take on such assignments this should be discussions with important shareholders to enable the board
disclosed to the full board. The remuneration for such to develop a balanced understanding of the circumstances
additional duties should be approved by the Board of and focus of such shareholders. Such discussions shall be
Directors. done in compliance with the provisions of applicable laws and
regulations.
12. REMUNERATION OF THE EXECUTIVE
MANAGEMENT All information distributed to the Company's shareholders
The Board of Directors will in accordance with the Norwegian will be published on the Company's website at the latest at
Public Limited Liability Companies Act prepare separate the same time as it is sent to shareholders.
guidelines for the stipulation of salary and other
remuneration to key management personnel. The guidelines 14. TAKEOVERS
shall include the main principles applied in determining the In the event the Company becomes the subject of a takeover
salary and other remuneration of the executive management bid, the Board of Directors shall seek to ensure that the
and shall ensure convergence of the financial interests of the Company's shareholders are treated equally and that the
executive management and the shareholders. It should be Company's activities are not unnecessarily interrupted. The
clear which aspects of the guidelines that are advisory and Board of Directors shall also ensure that the shareholders
which, if any, that are binding thereby enabling the general have sufficient information and time to assess the offer.
meeting to vote separately on each of these aspects of the
guidelines. The guidelines will be made available to and shall There are no defence mechanisms against takeover bids in
be dealt with by the ordinary general meeting in accordance the Company's Articles of Association, nor have other
with the Norwegian Public Limited Liability Companies Act. measures been implemented to specifically hinder
acquisitions of shares in the Company. The Board of
The Board of Directors aims to ensure that performance- Directors has not established written guiding principles for
related remuneration of the executive management in the how it will act in the event of a takeover bid, as such situations
form of share options, annual bonus programs or the like, if are normally characterized by concrete and one-off
used, are linked to value creation for shareholders or the situations which make a guideline challenging to prepare. In
Company's earnings performance over time. Performance- the event a takeover were to occur, the Board of Directors
related remuneration should be subject to an absolute limit. will consider the relevant recommendations in the Corporate
Governance Code and whether the concrete situation entails auditor shall be held each year in which no member of the
that the recommendations in the Corporate Governance executive management is present.
Code can be complied with or not.
The Board of Directors' audit committee shall review and
15. AUDITOR monitor the independence of the Company's auditor,
The Board of Directors will require the Company's auditor to including in particular the extent to which services other than
annually present to the audit committee a review of the auditing provided by the auditor or the audit firm represents
Company's internal control procedures, including identified a threat to the independence of the auditor.
weaknesses and proposals for improvement, as well as the
main features of the plan for the audit of the Company. The remuneration to the auditor for statutory audit will be
approved by the ordinary general meeting. The Board of
Furthermore, the Board of Directors will require the auditor Directors should report to the general meeting on details of
to participate in meetings of the Board of Directors that deal fees for audit work and any fees for other specific
with the annual accounts at least one board meeting with the assignments.
collective bargaining, employment contracts and protection The Danish Offshore Safety Act is the legal framework for
against harassment. Forced labour, child labour and all forms promotion of a high level for health and safety offshore and
of discrimination are strictly forbidden. for creating a framework enabling the companies to solve
offshore health and safety issues themselves. The Danish
3.4. Equal opportunities Offshore Safety Act generally applies to all offshore activities
It is the Group’s position that equal treatment of all related to hydrocarbon facilities, infrastructure and pipelines
employees is applied, and that different treatment or connected hereto.
discrimination based on a person’s gender, race, colour, Licensees under the Danish Subsoil Act are required to
national origin, age, religion, sexual orientation or any other identify, assess and reduce health and safety risks as much
characteristic protected by applicable law is unacceptable. as reasonably practicable, as well as be compliant with the
Furthermore, the Group is committed to equal opportunity ALARP (As Low As Reasonably Practicable) principle.
for all qualified employees and job applicants. All Furthermore, the licensee shall ensure that operators are
employment decisions (such as hiring, discipline, able to fulfil the safety and health obligations pursuant to the
terminations, promotions and job assignments) are to be Danish Offshore Safety Act. The Tyra Redevelopment Project
based on the Group’s needs and an employee’s performance experienced a contractor fatality on 24 November 2020 at
and potential. At the end of 2020 the Group had 28 the Semcorp Marine construction yard in Singapore.
employees. 39 percent of the employees were women. Following an incident investigation, the safety action plan has
been enhanced including implementation of improved
At the end of 2020 the Company’s board of directors consists hazard marking protocols
of three women and five men, all elected by shareholders,
hence approximately 40 per cent of the board members were 3.7. Environmental issues
women. The Group’s business in the oil and gas market has an
environmental impact. All phases of the oil business present
3.5. Anti-corruption and bribery environmental risks and hazards and are subject to strict
The Group has zero tolerance regarding corruption and environmental regulation pursuant to a variety of
bribery. Corruption undermines all sorts of business activities international conventions and state and municipal laws and
and free competition, and it is prohibited by law in all the regulations. All activities are subject to the receipt of
countries in which we operate. Corruption is destructive for necessary approvals or licences. The Group aims to protect
the countries involved and would erode our reputation, the environment to the greatest extent possible, both in its
exposing the Group and the individual employee to own operations, and through the Group’s partnership in the
considerable risk. The Company expects that local DUC. In 2020 Noreco further enhanced its work towards
management of each Group subsidiary promotes a strong identifying tangible solutions that will improve the long-term
anti-corruption culture. Each company shall make active position of oil and gas as a key part of the global energy mix.
efforts to prevent undesirable conduct and ensure that their Through cooperation with external experts and development
employees are capable of dealing with difficult situations. of internal specialised competencies, the Company aims to
develop sustainable solutions that will reduce greenhouse
3.6. Health, safety and the working environment gas emissions on the Danish Continental Shelf. For further
A healthy work environment contributes to a better health, information on the Company’s environmental approach,
greater engagement and increased job satisfaction. The goal please see the Sustainability section of the Annual Report.
is to create a safe and healthy work environment that
contributes to motivated and committed employees, which 4. WHISTLEBLOWING
ultimately is important for the Group’s continued success. It is important that someone who discovers wrongdoing and
This requires continuous effort and is a natural part of the non-compliance with the Company’s CSR policy and other
Group’s daily operations. The Group has no records of work- policies is able to report it without risk of retaliation or
related accidents or injuries of its employees in 2020. discrimination. The Company established a Whistleblowing
Procedure in 2019 which purpose is to encourage everyone
During 2020, Noreco was, through its ownership in the DUC to raise concerns about matters occurring within or related
in which Total E&P Denmark A/S is the operator, involved in to the Group so that the problem can be resolved promptly
production of oil and gas on the Danish Continental Shelf. and efficiently using internal company resources, rather than
Anyone doing business for or on the Company’s behalf, All Group subsidiaries are responsible for the day-to-day
including the Company’s advisors, agents, consultants, practice of this policy.
contractors, distributors, lawyers, partners, sales
representatives, suppliers and other third parties with whom The Company’s Corporate Social Responsibility Guidelines
the Company enters into a joint venture, partnership, can be found on The Company’s web site,
investment, teaming arrangement or other business www.noreco.com/csr
combination must comply with the Group’s Whistleblowing
Policy. Further details of the Whistleblowing Policy can be
found in the Group’s compliance manuals.
60 Income Statement
61 Balance Sheet
63 Cash Flow Statement
Notes
64 Note 1: Accounting Principles
66 Note 2: Revenue
66 Note 3: Investments in Subsidiaries
67 Note 4: Restricted Bank Deposits
67 Note 5: Borrowings
69 Note 6: Trade Payables and Other Current Liabilities
69 Note 7: Guarantees
70 Note 8: Shareholders’ Equity
70 Note 9: Share Capital and Shareholder Information
72 Note 10: Share-based Compensation
72 Note 11: Payroll Expenses, Number of Employees, Remuneration etc.
73 Note 12: Write-down of Financial Assets
73 Note 13: Tax
74 Note 14: Other Operating Expenses and Audit Fees
74 Note 15: Related Party Transactions
Appropriation:
Allocated to/(from) other equity (24) 12
Total appropriation (24) 12
Oslo
19 April 2021
Adjustments for:
Depreciation 0 0
Write-down 12 1 (33)
Share-based payments expenses 8 2 8
Net financial cost/(income) 14 5
Changes in:
Trade receivable (1) (15)
Trade payables 0 0
Other current balance sheet items 0 (1)
Net cash flow from operations (8) (25)
1 ACCOUNTING PRINCIPLES
2 REVENUE
3 INVESTMENTS IN SUBSIDARIES
The impairment test as of 31.12.2020 justifies the overall value of subsidiaries in Altinex. The intercompany receivables to the
UK investment are impaired to zero.
1)
In connection to the asset retirement obligation of USD 71 million (DKK 432 million) in the subsidiary Noreco Oil Denmark.
5 BORROWINGS
USD million
Non-Current Debt 2020 2019
NOR 13 Convertible Bond 174 160
NOR 14 Senior Unsecured Bond 169 168
Total non-current debt 343 327
NOR13
In July 2019, Noreco issued a subordinated convertible bond loan of USD 158 million with a tenor of eight years. In the first
five years after issue of this instrument, the lender has been granted a right to convert the loan into new shares in the
Company at a conversion price of NOK 240 per share by way of set-off against the claim on the Company. At the end of this
five year period, if the lenders have not exercised their conversion option, the loan has a mandatory conversion to equity
based on the volume weighted average share price of Noreco in the 20 days prior to the execution of this mandatory
conversion. NOR13 carries an interest of 8,0% p.a. on a PIK basis, with an alternative option to pay cash interest at 6,0% p.a.,
payable semi-annually. Should the instrument be in place beyond the five-year conversion period, the interest rate on NOR13
will be reduced to 0,0 percent for the remaining term of the loan.
5.2 COVENANTS
NOR14
The USD 175 million unsecured bond has two financial covenants included within the terms of the agreement that apply
outside the Tyra redevelopment period: a minimum liquidity covenant requirement of USD 25 million unrestricted cash, bank
deposits and cash equivalents and a maximum leverage ratio of net debt to EBITDAX (earnings before interest, tax,
depreciation, amortisation and exploration) of 3.0:1.0. During the Tyra redevelopment period, defined as from June 2021
until the earlier of (1) two quarters post completion of the Tyra redevelopment project and (2) June 2023, Noreco must
maintain a minimum liquidity position of USD 50 million and a maximum leverage ratio of 5.0x. The covenants are tested on a
group basis.
Pledged assets relate to the carrying value of the pledged shares under the reserve based lending facility entered into by the
wholly-owned subsidiary Altinex AS, please see note 23 in the Consolidated Financial Statement.
7 GUARANTEES
The parent company of the Group, Norwegian Energy Company ASA ("Noreco") has issued a parent company guarantee on
behalf of its subsidiary Norwegian Energy Company UK Ltd and Noreco Oil (UK) Limited. Noreco guarantees that, if any sums
become payable by Norwegian Energy Company UK Ltd or by Noreco Oil (UK) Limited to the UK Secretary of State under the
terms of the licence and the company does not repay those sums on first demand, Noreco shall pay to the UK Secretary of
State on demand an amount equal to all such sums. Department for Business, Energy & lndustrial Strategy, declined at this
time to withdraw Noreco Oil (UK)’s s29 notice with respect to the Huntington platform and pipeline. Under the forfeiture
agreement Premier assumes this risk as between Premier and Noreco so, while this contingent liability to the Secretary of
State would need to be recognised in any future sale of the company, Noreco Oil (UK) Limited does have recourse against
Premier if it defaults in its performance.
On 6 December 2007, Noreco issued a parent company guarantee to the Danish Ministry of Climate, Energy and Building on
behalf of its subsidiary Noreco Oil Denmark A/S and Noreco Petroleum Denmark A/S.
On 31 December 2012, Noreco issued a parent company guarantee on behalf of its subsidiary Noreco Norway AS. Noreco
guarantees that, if any sums become payable by Noreco Norway AS to the Norwegian Secretary of State under the terms of
the licences and the company does not repay those sums on first demand, Noreco shall pay to the Norwegian Secretary of
State on demand an amount equal to all such sums. Noreco Norway AS was liquidated in 2018, however as per 31 December
2020 the guarantee has not been withdrawn.
In connection with completion of the acquisition of Shell Olie- og Gasudvinding Denmark B.V. in 2019, Noreco issued a
parent company guarantee to the Danish state on behalf of the two acquired companies for obligations in respect of licence
8/06, area B and the Tyra West – F3 gas pipeline. In addition, Noreco issued a parent company guarantee towards the
lenders under the Reserve Based Lending Facility Agreement, to Total E&P Danmark A/S for its obligations under the DUC
JOA and to Shell Energy Europe Limited related to a gas sales and purchase agreement (capped at EUR 30 million).
2020 2019
Ordinary shares 24,549,013 24,549,013
Treasury shares (438,161) -
Total shares 24,110,852 24,549,013
Par value in NOK 10 10
Noreco owns 438,161 of its own shares. All shares have equal rights. All shares are fully paid.
Treasury share
No. of shares reserve*
Treasury shares as of 1 January 2019 - -
Treasury shares as of 31 December 2019 - -
Purchsase of Treasury shares (438,161) (0)
Treasury shares as of 31 December 2020 (438,161) (0)
CHANGES IN 2019
As part of the Transaction, Noreco issued 15,585,635 new ordinary shares through a private placement and 1,768,645 new
ordinary shares through a partially underwritten subsequent offering (which was over-subscribed by 101%), at a subscription
price of NOK 185 per share.
Nominee holder
*
Fair value of the options is calculated using the Black-Scholes-Merton option pricing model. Inputs to the model includes grant
date, exercise price, expected exercise date, volatility and risk-free rate.
For more details related to share-based payment, please see note 25 in the Consolidated Financial Statement.
For further information on remuneration to key management personnel and board of directors, please see note 7 in the
Consolidated Financial Statement.
13 TAX
Net deferred tax liability / (deferred tax asset) (22%) (24) (18)
Unrecognised deferred tax asset 24 18
Interest income and interest expenses to group companies are presented separately in the income statement.
Services are charged between group companies at an hourly rate which corresponds to similar rates between independent
parties. Allocation of IT and service cost to group companies amounts to USD 2 million for 2020. The decrease compared to
last year is because last year included increased activity in the Danish subsidiaries following the Transaction.
Purchase of services includes consultancy cost from S&U Trading ApS (owned by Board Member Lars Purlund) of USD 0.3
million.
Noreco did not have any other transactions with any other related parties during 2020. Director's fee paid to shareholders and
remuneration to management is described in Note 7 in the consolidated financial statements.
2019
All figures in USD million Note 2020 restated
31.12.2019
All figures in USD million Note 31.12.2020 restated
Non-current assets
Licence and capitalised exploration expenditures 9, 10 175 268
Deferred tax assets 13, 10 432 455
Property, plant and equipment 10, 11 1,704 1,550
Right of Use asset 22 1 1
Restricted cash 17, 18 196 115
Contingent consideration - volume protection 15 - 17
Derivative instruments 18 26 6
Total non-current assets 2,533 2,413
Current assets
Derivative instruments 18 34 (0)
Contingent consideration - volume protection 15 15 104
Trade receivables and other current assets 15 81 96
Inventories 16 40 36
Bank deposits, cash and cash equivalents 17 259 286
Total current assets 429 523
Total assets 2,962 2,935
Equity
Share capital 19 30 30
Other equity 600 560
Total equity 630 589
Non-current liabilities
Asset retirement obligations 21 927 915
Convertible bond loan 23, 18 131 108
Bond loan 23, 18 169 168
Reserve based lending facility 23, 18 719 707
Derivative instruments 18 20 64
Other non-current liabilities 23, 22 26 26
Total non-current liabilities 1,991 1,988
Current liabilities
Asset retirement obligations 21 24 52
Tax payable 13 27 106
Derivative instruments 18 5 9
Trade payables and other current liabilities 24 286 191
Total current liabilities 341 358
Oslo
19 April 2021
2019
Equity on 01.01.2019 8 343 - (3) - (354) (6)
2020
Equity as of 01.01.2020 - restated 30 707 - (2) (14) (131) 589
Adjustment of prior year 4 (4) -
Adjustments for:
Income tax benefit 13 (35) (414)
Depreciation 11 193 112
Impairment of goodwill 9 - 266
Share-based payments expenses 2 8
Net financial costs 12 75 (52)
Changes in:
Trade receivable 15 3 20
Trade payables 24 79 68
Inventories and spare parts 15 5 16
Prepayments 15 8 17
Over-/underlift 15 0 (7)
Other current balance sheet items 0 (0)
Net cash flow from operating activities 348 249
Norwegian Energy Company ASA (“Noreco”, “the Company” considered satisfactory in regards of the planned activity
or “the Group”) is a public limited liability company registered level for the next twelve months.
in Norway, with headquarters in Oslo (Nedre Vollgate 1, 0158
Oslo). The Company has subsidiaries in Norway, Denmark, The board of directors is of the opinion that the consolidated
Netherlands and the United Kingdom. The Company is listed financial statements give a true and fair view of the
on the Oslo Stock Exchange. Company’s assets, debt, financial position and financial
results. The board of directors are not aware of any factors
The consolidated financial statements for 2020 were that materially affect the assessment of the Company’s
approved by the board of directors on 19 April 2021 for position as of 31 December 2020, besides what is disclosed
adoption by the General Meeting on 19 May 2021. in the Director’s report and the financial statements.
The principal accounting policies applied in the preparation The subtotals and totals in some of the tables may not equal
of these consolidated financial statements are set out below. the sum of the amounts shown due to rounding.
These policies have been consistently applied to all the years
presented, unless otherwise stated. The Group also provides 1.1.1 CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES
the disclosure requirements as specified under the
Norwegian Accounting Law (Regnskapsloven). Commodity contracts that were entered into and continue to
be held for the purpose of the delivery of a non-financial item
1.1 BASIS OF PREPARATION in accordance with the Group’s expected sale requirements
fall within the exception from IFRS 9 which are now subject to
The consolidated financial statements of Norwegian Energy the ‘normal purchase or sale exemption’ and the related
Company ASA (Noreco ASA) have been prepared in intangible assets and their amortisation. Previously these
accordance with International Financial Reporting Standards contracts were accounted for as financial assets with
(IFRSs) and interpretations from the IFRS interpretation subsequent fair value changes recognised in profit or loss.
committee (IFRIC), as endorsed by the EU. The Group does Comparative in the notes has been updated to reflect the
also provide information which is obligated in accordance revised PPA however it is not marked as restated. For further
with the Norwegian Accounting Act and associated N-GAAP details see note 10 Acquisition of subsidiary – Final purchase
standards. price allocation.
Norwegian Energy Company UK Ltd Great Britain Exploration activity 100% 100%
Noreco Oil (UK) Ltd Great Britain Exploration activity 100%
The Group acquired 100% of the shares in Shell Olie- og Any contingent consideration to be transferred or received
Gasudvinding Danmark B.V. and its wholly owned subsidiary by the group is recognised at fair value at the acquisition
Shell Olie- og Gasudvinding Danmark Pipelines ApS in 2019. date. Subsequent changes to the fair value of the contingent
consideration that is deemed to be an asset or liability is
The group applies the acquisition method to account for recognised in profit or loss. Contingent consideration that is
business combinations. The consideration transferred for the classified as equity is not re-measured, and its subsequent
acquisition of a subsidiary is the fair values of the assets settlement is accounted for within equity. Inter-company
transferred, the liabilities incurred to the former owners of transactions, balances, income and unrealised gains on
the acquiree and the equity interests issued by the Group. transactions between group companies are eliminated.
The consideration transferred includes the fair value of any Unrealised losses are also eliminated. When necessary,
asset or liability resulting from a contingent consideration amounts reported by subsidiaries have been adjusted to
arrangement. Identifiable assets acquired and liabilities and conform with the group’s accounting policies.
contingent liabilities assumed in a business combination are
measured initially at their fair values at the acquisition date. Interest in jointly controlled assets
Acquisition-related costs are expensed as incurred, except if A jointly controlled asset is a contractual agreement between
related to the issue of debt not at FVTPL or equity securities. two or more parties regarding a financial activity under joint
If the business combination is achieved in stages, the control. The Group has ownership in licences that are not
acquisition date carrying value of the acquirer’s previously separate legal companies. The company recognizes its share
held equity interest in the acquiree is re-measured to fair of the assets, liabilities, revenues and expenses of the joint
value at the acquisition date; any gains or losses arising from operation in the respective line items in the Company’s
such re-measurement are recognised in profit or loss. financial statements based on its ownership share.
c) Group companies Subsequent costs are included in the asset’s carrying amount
The results and financial position of all the group entities or recognised as a separate asset, as appropriate, only when
(none of which has the currency of a hyper-inflationary it is probable that future economic benefits associated with
economy) that have a functional currency different from the the item will flow to the Group and the cost of the item can be
presentation currency are translated into the presentation measured reliably. The carrying amount of the replaced part
currency as follows: is derecognised. All other repairs and maintenance are
charged to the income statement during the financial period
I) assets and liabilities for each financial position presented in which they are incurred.
are translated at the closing rate at the date of that statement
of financial position; Gain or loss from sale of property, plant and equipment,
which is calculated as the difference between the sales
II) income and expenses for each income statement are consideration and the carrying amount, is reported in the
translated at the average quarterly exchange rates (unless income statement under other (losses)/gains.
this average is not a reasonable approximation of the
cumulative effect of the rates prevailing on the transaction Expenses related to drilling and equipment for exploration
dates, in which case income and expenses are translated at wells where proven and probable reserves are discovered are
the rate on the dates of the transactions) capitalised and depreciated using the unit-of-production
(UoP) method based on the proven and probable reserves
III) All currency translation adjustments are recognised in expected to be produced from the well. Development cost
other comprehensive income. Goodwill and fair value related to construction, installation and completion of
In cases where the sold asset forms a part of a cash 1.8.1 CLASSIFICATION
generating unit to which goodwill is allocated, goodwill is
allocated to the sold asset based on the relative share of fair The Group classifies financial assets and financial liabilities
value which forms part of the specific cash generating unit according to IFRS 9 through the mixed measurement model
for goodwill. This method is used unless the Company can with three primary measurement categories for financial
demonstrate that another method better reflects the assets: amortized cost, fair value through OCI and fair value
goodwill related with the sold asset. through P&L. The classification depends on the entity’s
business model and the contractual cash flow characteristics
1.7 IMPAIRMENT OF NON-FINANCIAL ASSETS of the financial assets. Management determines the
classification of its financial assets at initial recognition.
a) Unit of account
The Group applies each prospect, discovery, or field as unit (a) Financial assets and liabilities at fair value through
of account for allocation of profit or loss and financial position profit or loss
items. Financial assets at fair value through profit or loss are
financial assets held for trading that are not measured at
When performing impairment testing of licence and amortized cost or at fair value through other comprehensive
capitalised exploration expenditures and production income. IFRS 9 requires that for a financial liability designated
facilities, each prospect, discovery, or field is tested as at fair value through profit or loss the effects of changes in
separately as long as they are not defined to be part of a the liability’s credit risk shall be included in other
larger cash generating unit. comprehensive income instead of through profit and loss.
Derivatives, including embedded derivatives are also
Developed fields producing from the same offshore recognised at fair value through profit or loss unless they are
installation are treated as one joint cash generating unit. The designated as hedges. Assets in this category are classified
size of a cash generating unit cannot be larger than an as current assets if expected to be settled within 12 months,
operational segment. otherwise they are classified as non-current.
Goodwill is tested for impairment at the same level in which
the goodwill is allocated. (b) Financial assets and liabilities at amortised cost
The Group measures financial assets at amortised cost if
b) Impairment testing both of the following conditions are met:
Intangible assets with an indefinite useful life are not subject
to amortisation and are tested annually for impairment. For -The financial asset is held within a business model with the
Oil and gas exploration and development expenditures, see objective to hold financial assets in order to collect
2.6 above re assessment of impairment and derecognition. contractual cash flows and,
The Group’s financial assets categorised as at amortised cost 1.10 DERIVATIVE FINANCIAL INSTRUMENTS AND
comprise trade and other receivables, contract assets, HEDGING ACTIVITIES
restricted cash and cash and cash equivalents in the
statement of financial position (notes 2.11 and 2.12). Derivatives are initially recognised at fair value on the date a
derivative contract is entered into and are subsequently re-
The group measures interest-bearing loans and borrowings measured at their fair value. The method of recognising the
(financial liabilities) at amortised cost using the effective resulting gain or loss depends on whether the derivative is
interest method. designated as a hedging instrument, and if so, the nature of
the item being hedged.
1.8.2 RECOGNITION AND MEASUREMENT
The Group uses derivative financial instruments, such as
Regular purchases and sales of financial assets are forward commodity contracts and options, to reduce the
recognised on the trade-date – the date on which the Group exposure to commodity price volatility. Effective from 1
commits to purchase or sell the asset. Investments are October 2019 the Group has elected to apply cash flow
initially recognised at fair value plus transaction costs for all hedge accounting designating these derivatives. Such
financial assets not carried at fair value through profit or loss. derivative financial instruments are initially recognized at fair
Financial assets carried at fair value through profit or loss, are value on the date on which a derivative contract is entered
initially recognised at fair value, and transaction costs are into and from the date of start of cash flow hedge accounting.
expensed in the income statement. Financial assets are These are subsequently remeasured at fair value and the
derecognised when the rights to receive cash flows from the effective portion of the gain or loss on the hedging
investments have expired or have been transferred and the instrument is recognised in other comprehensive income
Group has transferred substantially all risks and rewards of (OCI), while any ineffective portion is recognised immediately
ownership. Financial assets at fair value through profit or loss in profit or loss (financial income or financial expenses). The
are subsequently carried at fair value. Trade and other cash flow hedge reserve is adjusted to the lower of the
receivables are subsequently carried at amortised cost using cumulative gain or loss on the hedging instrument and the
the effective interest method. Gains or losses arising from cumulative change in fair value of the hedged item. The
changes in the fair value of the ‘financial assets at fair value amount accumulated in OCI is reclassified to profit or loss as
through profit or loss’ category is presented in the income a reclassification adjustment in the same periods during
statement within ‘Financial items’ in the period in which they which the hedged cash flows affect profit or loss. If cash flow
arise. hedge accounting is discontinued, the amount that has been
accumulated in OCI must remain in accumulated OCI if the
1.9 IMPAIRMENT OF FINANCIAL ASSETS hedged future cash flows are still expected to occur.
Otherwise the amount will be immediately reclassified to
The Group recognises an allowance for expected credit profit or loss as a reclassification adjustment. Derivatives are
losses (ECLs) for all debt instruments (financial assets) not carried as financial assets when the fair value is positive and
held at fair value through profit or loss. ECLs are based on the as financial liabilities when the fair value is negative.
Borrowings are classified as non-current if contractual All other borrowing costs are recognised in profit or loss in
maturity is more than 12 months from the statement of the period in which they incur.
financial position date. If the Group is in breach with any
covenants on the statement of financial position date, and a 1.18 CURRENT AND DEFERRED INCOME TAX
waiver has not been approved before or on the statement of
financial position date with 12 months duration or more after The tax expense for the period comprises current tax, tax
the statement of financial position date, the loan is classified impact from refund of exploration expenses and deferred
as current even if expected maturity is longer than 12 months tax. Tax is recognised in the income statement, except to the
after the statement of financial position date. extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the
Fees paid on the establishment of loan facilities are tax is also recognised in other comprehensive income or
recognised as transaction costs of the loan to the extent that directly in equity, respectively.
it is probable that some or all of the facility will be drawn
down. In this case, the fee is deferred until the draw-down The current income tax charge is calculated on the basis of
occurs. To the extent there is no evidence that it is probable the tax laws enacted or substantively enacted at the
that some or all of the facility will be drawn down, the fee is statement of financial position date in the countries where
capitalised as a prepayment for liquidity services and the company and its subsidiaries operate and generate
amortised over the period of the facility to which it relates. taxable income. Management periodically evaluates
A financial liability is derecognised when the obligation under positions taken in tax returns with respect to situations in
the liability is discharged or cancelled, or when the which applicable tax regulation is subject to interpretation. It
contractual obligation expires. When an existing financial establishes provisions where appropriate on the basis of
liability is replaced by another from the same lender on amounts expected to be paid to the tax authorities.
substantially different terms, or the terms of an existing
liability are substantially modified, the exchange or Deferred income tax is recognised on temporary differences
modification is treated as the de-recognition of the original arising between the tax bases of assets, and liabilities and
liability and the recognition of a new liability. The difference their carrying amounts in the consolidated financial
in the respective carrying amounts is recognised in the statements. However, deferred tax liabilities are not
statement of comprehensive income as a gain or loss under recognised if they arise from the initial recognition of
financial items. Transaction costs incurred during this goodwill; deferred income tax is not accounted for if it arises
process are treated as a cost of the settlement of the old debt from initial recognition of an asset or liability in a transaction
and included in the gain or loss calculation. other than a business combination that at the time of the
transaction affects nether accounting nor taxable profit or
Borrowings are classified as current liabilities unless the loss. Deferred income tax is determined using nominal tax
Group has an unconditional right to defer settlement of the rates (and laws) that have been enacted or substantively
liability for at least 12 months after the end of the reporting enacted by the statement of financial position date and are
period. expected to apply when the related deferred income tax
asset is realised, or the deferred income tax liability is settled.
1.17 BORROWING COSTS
Deferred income tax assets are recognised only to the extent
General and specific borrowing costs directly attributable to that it is probable that future taxable profit will be available
the acquisition, construction or production of qualifying against which the temporary differences can be utilised.
assets, which are assets that necessarily take a substantial Deferred income tax assets are recognised on deductible
period of time to get ready for their intended use or sale, are temporary differences arising from investments in
added to the cost of those assets, until such time as the subsidiaries, associates and joint arrangements only to the
assets are substantially ready for their intended use or sale. extent that it is probable that the temporary difference will
The Group only has defined contribution plans as of 31 The social security contributions payable in connection with
December 2020. For the defined contribution plan, the group the grant of the share options is considered an integral part
pays contributions to publicly or privately administered of the grant itself, and the charge will be treated as a cash-
pension insurance plans on a mandatory, contractual or settled transaction.
voluntary basis. The group has no legal or constructive
obligations to pay further contributions if the fund does not 1.21 PROVISIONS
hold sufficient assets to pay all employees the benefits
relating to employee service in the current and prior periods. Provisions are recognised when the Company has a present
The contributions are recognised as employee benefit obligation (legal or constructive) arising from a past event,
expense when they are due. Prepaid contributions are and it is probable (more likely than not) that it will result in an
recognised as an asset to the extent that a cash refund or a outflow from the entity of resources embodying economic
reduction in the future payments is available. benefits, and that a reliable estimate can be made of the
amount of the obligation.
The group applies IAS 36 Impairment of Assets to determine (a) Foreign currency risk
whether the right-of-use asset is impaired and to account for The group is composed of businesses with various functional
any impairment loss identified. currencies including USD, GBP and DKK. The group is
exposed to foreign exchange risk for series of payments in
The group recognizes its proportionate share of the lease other currencies than the functional currency, mainly related
liability where it is a non-operator and considered to share to the ratio between NOK and USD, DKK and USD, and GBP
the primary responsibility of the lease payments. and USD. The Group’s statement of financial position
includes significant assets and liabilities which are recorded
1.27 CONSOLIDATED STATEMENT OF CASH FLOWS in other currencies than the Group’s functional currency. As
such the group’s equity is sensitive to changes in foreign
The consolidated statement of cash flows is prepared exchange rates. See Note 15 Non-current receivables, trade
according to the indirect method. See note 2.12 for the receivable and other current receivables, Note 17 Restricted
definition of “Cash and cash equivalents”. Cash, Bank Deposits, Cash and Cash Equivalents, Note 18
Financial instruments, Note 21 Asset retirement obligation,
1.28 SUBSEQUENT EVENTS Note 23 Borrowings and Note 24 Trade payables and other
payables, Note 28 Contingencies and commitments. A
Events that take place between the end of the reporting decrease in the closing rate of NOK, EUR and DKK with 10
period and the date of issuance of the quarterly or annual percent compared to USD would have the following impact
accounts, will be considered if the event is of such a nature on financial assets, financial liabilities and equity:
that it gives new information about items that were present USD million NOK DKK EUR
on the statement of financial position date. Financial Assets 2 83 1
Financial Liabilities 0 28 1
Effect Net result/Equity 1 55 0
Level 3: Inputs for other assets or liabilities that are not based The estimates and assumptions that have a significant risk of
on observable market data causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are
In level 3 there are two financial instruments, the embedded addressed below.
derivatives convertible bond and the contingent
consideration (volume guarantee). As the volume guarantee a) Estimated value of financial assets and financial
relates directly to the production of Noreco’s DUC asset liabilities
base, movements in value have a future corresponding effect The volume guarantee from Shell is measured at fair value
in revenue of the same assets. Therefore, the volume through profit and loss. The volumes expected to be received
guarantee represents the minimum production level for under the guarantee have been price hedged and the
which Noreco will receive value. There are no punitive hedging instruments have also been measured at fair value
provisions or otherwise for production above the protected through profit and loss. See note 2.3 for sensitivity analyses.
volume. The fair value of the contingent consideration was The group’s expected oil-production in 2020, excluding the
during 2020 calculated based on a discounted cash flow volume guarantee, has been price hedged using cash flow
model. As of 31.12.2020 the fair value of the contingent hedging derivatives, which have been measured at fair value
consideration was known as December 2020 were the last through OCI. See note 2.1 for sensitivity analyses. The
For more details see note 18 Financial Instruments. 3.2 CRITICAL JUDGEMENTS IN APPLYING THE ENTITY’S
ACCOUNTING POLICIES
b) Income tax
All figures reported in the statement of comprehensive a) Accounting for convertible debt
income and the statement of financial position are based on The Group has issued bonds with conversion rights and other
the group’s tax calculations and should be regarded as embedded derivatives (but the conversion feature is the main
estimates until the tax for the year has been settled. Tax element). The conversion feature has been determined to
authorities can be of a different opinion than the company constitute an embedded derivative and has been separated
including what constitutes exploration cost and continental from the loan contract. The loan element has been
shelf deficiency in accordance with the Petroleum Taxation recognised at amortised cost. At initial recognition the loan
Act. See also Note 13. The tax income in 2019 primarily relates was measured as the residual amount of the proceeds from
to the recognition of prior year deferred tax losses in the bond issue, less issue costs, less the calculated fair value
Denmark due to the increased expected future taxable profit of the conversion feature. The process of determining
from the acquisition of the DUC assets. There is uncertainty whether the conversion feature in the convertible bond
related to the utilisation of these tax assets and regular arrangement should be treated as a liability or an equity
assessments are made. The value has been recognised using component requires the application of significant judgement.
the weighted average tax rate of the various subsidiaries
based on their actual tax positions. The convertible bond is either a financial liability (including
certain embedded derivative features which may require
c) Asset retirement obligation separation) or a compound instrument (ie. such a liability plus
Production of oil and gas is subject to statutory requirements an equity conversion option). The group has assessed that
relating to decommissioning and removal obligation once the holder’s conversion option does not involve receiving a
production has ceased. Provisions to cover these future fixed number of shares by giving up a fixed stated principal
decommissioning and removal expenditures must be amount of bond, hence the group has assessed this
recognised at the time the statutory requirement arises. The instrument is not a compound instrument with an equity part.
costs will often incur sometime in the future, and there is Further multiple embedded derivatives have been identified
significant uncertainty attached to the scale and complexity in the host contract that has been assessed is not readily
of the decommissioning and removal involved. Estimated separable and independent of each other as such are treated
future costs (estimated based on current costs inflated) are as a single compound embedded derivative. Also, the fair
based on known decommissioning and removal technology, value measurement of the conversion feature using the
expected future price levels, and the expected future Black-Scholes-Merton valuation model, requires significant
decommissioning and removal date, discounted to net judgement when selecting and applying the required
present value using a risk-free rate adjusted for credit risk. assumptions.
Changes in one or more of these factors could result in
changes in the decommissioning and removal liabilities. See b) Purchase price allocation
note 21 ‘Asset Retirement Obligations’ for further details The group applies the acquisition method to account for
about decommissioning and removal obligations. business combinations. Identifiable assets acquired, and
4 REVENUE
Noreco’s realised price was USD 66.8 per bbl of oil lifted during 2020.
Sale of oil amounted to 528 in 2020. Part of the sale were invoiced under the Company’s oil price contracts with Shell
International Trading and Shipping Company Limited (“STASCO”) that were put in place in conjunction with the acquisition.
The STASCO oil price contracts are settled on a physical basis and Noreco’s ability to utilise this is determined by, amongst
other things, the Company’s actual lifting schedule for the DUC assets. Under the STASCO oil price contracts, at the start
2020 Noreco had an opening balance of hedges from prior periods that had not been utilised. Based on actual liftings in
2020, the Company has now utilized all the oil price contracts with STASCO.
During 2020, Noreco recognised the benefit of price hedges that were put in place with financial institutions in the market as
revenue, when these price hedges matches the physical sale of oil. Price hedges in excess of actual liftings are treated as
financial income based on the required accounting treatment for these instruments during the period.
Adjustments for:
Change in inventory position 3 (16)
Over/underlift of oil and NGL (0) 7
Insurance & Other (21) (6)
Accruals/periodisation - (6)
Exceptional costs - (23)
Stock scrap 1 -
Production expenses for the year directly attributable to the lifting and transportation to market of Noreco’s oil and gas
production is in total USD 277 million, which equates to USD 26.6 per boe produced during 2020. 2020 was a full year of
DUC operations compared to only 5 months in 2019. Actual opex was lower than expected due to COVID 19 mitigations,
partly offset by a weakened USD to DKK exchange rate.
*Compensation in the form of remuneration and bonus is included in the year paid. Other compensations is included as incurred.
The Company has not issued any loans or acted as a guarantor for directors or management. Compensation in NOK and GBP
have been converted to USD by using yearly average rate for 2020 and 2019 respectively.
1) Chief Operating Officer and Managing Director Atle Sonesen employed 1 November 2019.
2) Chief Financial Officer Euan Shirlaw employed 1 October 2019.
3) Frederik Rustad was constituted Managing Director with effect from 3 April 2018 to 1 November 2019. Compensation
includes salaries for the whole year.
4) Chief Operating Officer Sjur Talstad employed 15 November 2018 and left the company in August 2019.
5) Group Account Manager Silje Hellestad left the company in September 2019.
6) Other remuneration relates to the benefit of free phone, free newspaper and insurance.
7) Expense recognised (not cash) related to the share-based compensation. For more information on share options, please
see note 25.
The Company has not issued any loans or acted as a guarantor for directors or management. Compensation in NOK and GBP
have been converted to USD by using yearly average rate for 2019.
The Company has not issued any loans or acted as a guarantor for directors or management. Compensation in NOK have been
converted to USD by using yearly average rate for 2020 and 2019 respectively.
The Company has not issued any loans or acted as a guarantor for directors or management. Compensations in NOK have
been converted to USD by using yearly average rate for 2019.
DIRECTORS’ FEES
The annual remuneration to board members is decided on by the Shareholder's Meeting.
The Chair of the Board receives an annual remuneration of USD 500,000 and the other shareholder elected members of the
board receive an annual remuneration of USD 60,000. All the remunerations are paid quarterly.
On the Extraordinary General Meeting that took place 7 August 2019, it was agreed that the Chairman of the Board shall be
provided with a discretionary bonus of USD 200,000, based on the achievement for the Company. The consultancy agreement
between Riulf Rustad (though Ousdal AS) and the Company was terminated. Lars Purlund (through S&U Trading) has a
consultancy agreement to provide services to the Company on an hourly basis at a cost of USD 300 per hour.
In addition to the above, Board members are reimbursed for travel expenses and other expenses in connection with company
related activities.
BOARD OF DIRECTORS’ STATEMENT ON REMUNERATION TO THE MANAGING DIRECTOR AND THE EXECUTIVE OFFICERS
In accordance with section 6-16a of the Norwegian Public Limited Liability Companies Act, the board of directors of Norwegian
Energy Company ASA (“Noreco” or the “Company”) has prepared a statement related to the determination of salary and other
benefits for the Chief Executive Officer and other key executive officers.
In May 2020, the beneficiaries under the share option programme was offered to accept amended terms of (i) a reduced strike
price of NOK 160 per share and (ii) a reduction in the number of options granted of 30%. Following this, the option programme
was reduced from a total of 1,510,000 shares to 1,190,500 shares in the Company and the outstanding options at the time was
reduced by 319,500 to 745,500.
In addition to this option programme, the general meeting resolved on 7 August 2019 a share option programme in which
Noreco may issue one option for each share purchased by any board member (except of Riulf Rustad and Lars Purlund) up to
a total of 10,000 shares for each Board Member.
Remuneration policy for Executives according to the amendment of the Norwegian Public Limited Liability Companies Act §6-
16a will be presented for voting to the annual general meeting in 2021 and subsequently published on www.noreco.com,
pursuant to applicable legislation”.
Impairment of USD 266 million is related to the impairment of goodwill during 2019. Goodwill was generated as a result of the
acquisition of SOGU and represents the difference between the fair value of the consideration and the net assets acquired.
As a result of the goodwill impairment test being performed on a standalone basis and not considering the contribution from
our existing Danish tax position, Noreco was required to fully impair this goodwill as it would not be recovered without
integration into the broader Noreco group. However, Noreco attributed more value to the transaction than the fair value of
the net assets acquired as these existing tax losses carried forward may be utilized to offset future taxes payable and create
value beyond the value on a standalone basis as per the goodwill impairment test. As the activities will be operated
separately and consequently not merged into other Noreco activities, no other activities will benefit from the acquisition and
consequently, no part of the goodwill shall be allocated to other parts of the Noreco group. No amount of goodwill is
deductible for tax purposes.
On 31 July 2019 the Company’s acquisition of Shell Olie- og Gasudvinding Danmark B.V. was completed. Following the
acquisition Noreco has a 36,8% interest in the Danish Underground Consortium (DUC) with 11 producing fields and related
infrastructure. The transaction was considered to be a business combination and has been accounted for using the
acquisition method of accounting as required by IFRS 3.
A provisional purchase price allocation (PPA) was performed in the third quarter of 2019 and a final PPA has been completed
in the third quarter of 2020. No adjustments have been made to the estimated fair values of the identified assets and
liabilities which were measured at the acquisition date. However, one commodity contract which were provisionally
identified as financial assets, measured at USD 128 million in the provisional PPA, and for which subsequent value changes
have been recognized in profit or loss, have been reassessed and now determined to constitute intangible assets measured
at a fair value of USD 128 million.
The basis for the revised determination is the fact that the commodity contract to which the fair values relate have now been
determined to constitute ‘normal purchase or sale’ or so called ‘own use contracts’ which are exempted from IFRS 9, rather
than financial assets as provisionally assumed. Subsequent to initial recognition these intangible assets are, in these restated
financial statements, being amortized over the period of lifting of the underlying commodity volumes. The adjustment in total
revenue is related to the timing difference between when the value of each hedge is set and when they are ultimately
utilized. Total revenue, in these restated financial statements, reflects only the physical volumes delivered. See below table
for a reconciliation of the reported and restated financial statement line items.
31.12.2019
All figures in USD million 31.12.2019 Adj restated
Non-current assets
Licence and capitalised exploration expenditures 181 86 268
Deferred tax assets 471 (16) 455
Property, plant and equipment 1,550 1,550
Right of Use asset 1 1
Restricted cash 115 115
Other non-current financial investments - -
Contingent consideration - volume protection 17 17
Derivative instruments 6 - 6
Total non-current assets 2,342 71 2,413
Current assets
Derivative instruments 57 (57) -
Contingent consideration - volume protection 104 104
Trade receivables and other current assets 133 133
Restricted cash - -
Bank deposits, cash and cash equivalents 286 286
Total current assets 580 (57) 523
Total assets 2,921 14 2,935
31.12.2019
All figures in USD million 31.12.2019 Adj restated
Equity
Share capital 30 30
Other equity 546 14 560
Total equity 575 14 589
USD million
Provisional
USD million SOGU SOGUP Adj SOGU Final PPA
PPA
Assets
Tangible and intangible fixed assets 1,712 2 1,714 128 1,842
Deferred tax assets 2 1 3 - 3
Financial assets at fair value 128 - 128 (128) (0)
Inventories 31 - 31 - 31
Stock 30 - 30 - 30
Net working capital 99 24 123 - 123
Total Assets 2,002 27 2,029 - 2,029
Liabilities
Asset retirement obligation (918) (1) (919) - (919)
Trade and other payables (118) (0) (118) - (118)
Tax payables (144) - (144) - (144)
Total Liabilities (1,180) (1) (1,181) - (1,181)
- -
Total identifiable net assets at fair value 848 - 848
Impairment (266)
Goodwill 31.12.19 -
9
Accumulated depreciation and write-downs
Accumulated depreciation and write-downs 01.01.20 - (68) (0) (1) (68)
Depreciation - (97) (0) (0) (98)
Currency translation adjustment - (0) (0) (0) (0)
Accumulated depreciation and write-downs 31.12.20 - (165) (0) (1) (166)
Financial Income
Financial Expenses
1) Fair value adjustment based on the value of bank hedging contracts deemed inefficient (i.e. above physical liftings that mature in the
future).
2) Fair value adjustment of the embedded derivatives of the convertible bond.
3) Fair value adjustment of the volume protection – contingent consideration based on the change in future market pricing expectations
during the remaining period of the volume hedging agreement with Shell.
TAX RATES
Producers of oil and gas on the Danish Continental Shelf are subject to the hydrocarbon tax regime under which, income derived from the
sale of oil and gas is taxed at an elevated 64 %. Any income deriving from other activities than first-time sales of hydrocarbons is taxed at the
ordinary corporate income rate of currently 22 %. The 64 % is calculated as the sum of the “Chapter 2” tax of 25% plus a specific
hydrocarbon tax (chapter 3A) of 52%, in which the 25% tax payable is deductible.
Income generated in Norway and United Kingdom is taxed at current corporate tax rates.
TAX EXPENSE
USD million
Income tax profit/loss (Danish corporate income tax and hydrocarbon tax) 2020
Income tax current year (9)
Income tax for prior years 17
Current income tax 8
Deferred tax adjustment 52
Prior year adjustment, deferred tax (25)
Deferred tax expense 27
Tax (expense/ income 35
Income tax in profit/loss is solely derived from the group's activities on the Danish continental shelf, of which the major part is subject to the
elevated 64% hydrocarbon tax.
Income tax on OCI is related to the unrealised fair value changes in derivatives designated in cash flow hedges. To the extent derivates are
associated with the sale of oil and gas, result from cash flow hedges are subject to 64 % hydrocarbon tax.
Reconciliation of nominal to actual tax rate: Hydrocarbon tax Corporate tax Total
2020 2020 2020
Income (loss) before tax 9 (27) (18)
Calculated 64%/ 22% tax on profit before tax 6 64% (6) 22% (0)
expenses.
2)
The permanent differences mainly relate to unrealized loss on the contingent consideration and minor non-deductible expenses.
Current income taxes for current and prior periods are measured at the amount that is expected to be paid to or be refunded from the tax
authorities, as at the balance sheet date. Due to the complexity in the legislative framework and the limited amount of guidance from
relevant case law, the measurement of taxable profits within the oil and gas industry is associated with some degree of
uncertainty. Uncertain tax liabilities are recognised with the probable value if their probability is more likely than not.
As of 31 December 2020, the Company has provided an estimated USD 16 million pertaining to hydrocarbon tax in the part of pre-
acquisition period, which is not indemnified by the Seller.
DEFERRED TAX
Deferred tax assets are measured at the amount that is expected to result in taxes due to temporary differences and the value of tax losses.
The recognized deferred tax asset is allocable to the following balance sheet items, all pertaining to the Group's activities on the Danish
Continental Shelf:
USD million
Effect
Effect
01.01.2020 recognized
recognized 31.12.2020
(restated) in
in OCI
Deferred tax and deferred tax asset profit/loss
Property, plant and equipment 592 (10) - 582
Intangible assets, licenses 19 4 - 23
Inventories and receivables 19 3 - 22
ARO provision (572) 11 - (561)
Other assets and liabilities 5 (5) - -
Tax loss carry forward, chapter 2 tax (25%) (46) 25 20 (1)
Tax loss carry forward, chapter 3a tax (52%) (473) (56) 31 (498)
Deferred tax asset, net (455) (28) 51 (432)
Tax losses in Denmark under the hydrocarbon tax regime may be carried forward indefinitely and the utilisation is not subject to an annual
cap. Losses are carried forward in DKK.
Earnings per share are calculated by dividing the profit attributable to ordinary shareholders of the parent company by the
weighted average number of ordinary shares in issue during the year. Share options are out of the money as per 31.12.2020
and hence have no dilutive effect.
Non-current assets
Contingent consideration – volume protection - 17
Total non-current receivables - 17
Current assets
Contingent consideration – volume protection 15 104
Trade receivables 51 2
Prepayments 23 31
Other receivables 8 63
Total trade receivables and other current receivables 96 201
Past due
USD million Total Not past due > 30 days 30-60 days 61-90 days 91-120 days > 120 days
Trade receivables 51 51 0 - - - -
Total 51 51 0 - - - -
Past due
USD million Total Not past due > 30 days 30-60 days 61-90 days 91-120 days > 120 days
Trade receivables 2 0 - - 1 - 0
Total 2 0 - - 1 - 0
Non-current assets
Restricted cash pledged as security for abandonment obligation related to Nini/Cecilie 71 65
Restricted cash pledged as security for cash call obligations towards Total1) 125 50
Other restricted cash and bank deposits (Bond holder pledge account, Withholding tax etc.) - -
Total non-current restricted cash 196 115
Current assets
Unrestricted cash, bank deposits, cash equivalents 259 286
The table below analyses financial instruments carried at fair value, by valuation method.
The different levels have been defined as follows:
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 or
indirectly.
Level 3 Inputs for the asset or liability that are not based on observable market data.
On 31.12.2020
Assets
Financial assets at fair value through profit or loss
– Contingent considerations - - 15 15
- Derivative instruments - 3 - 3
Financial assets at fair value hedging instruments
- Derivative instruments - 57 - 57
Total assets - 60 15 75
Liabilities
Financial liabilities at fair value through profit or loss
– Derivative instruments - - - -
– Embedded derivatives convertible bond - - 18 18
Financial assets at fair value hedging instruments
– Derivative instruments - 7 - 7
Total liabilities - 7 18 25
On 31.12.2019
Assets
Financial assets at fair value through profit or loss
– Contingent considerations - - 121 121
- Derivative instruments - - - -
Financial assets at fair value hedging instruments
- Derivative instruments - 6 - 6
Total assets - 6 121 127
Liabilities
Financial liabilities at fair value through profit or loss
– Derivative instruments - 4 - 4
– Embedded derivatives convertible bond - - 45 45
Financial assets at fair value hedging instruments
– Derivative instruments - 25 - 25
Total liabilities - 29 45 73
Set out below is a comparison of the carrying amounts and fair value of financial instruments as on 31 December 2020:
Financial liabilities
Derivatives and Cash flow hedge 7 7
Embedded derivative convertible bond 18 18
Convertible bond loans 171 131 153
Senior unsecured bond loan 175 169 175
Reserve based lending facility 751 719 751
Deferred consideration 25 25
Lease liability 1 1
Trade payables and other current liabilities 286 286
Total 1,355 1,416
* Total amount outstanding on the bonds and under the RBL facility
As a result of the Transaction, Noreco had a liquid volume protection agreement with Shell (“volume protection”) that, from
signing of the Sales and Purchase Agreement (“SPA”) related to the Transaction until the end of 2020 (the “Protection Period”),
provided a liquid production guarantee at levels above the Company’s current forecasts. To the extent that actual production
levels were below the pre-agreed level in the Protection Period, Noreco received cash payment from Shell. The fair value of
the volume guarantee was recognized as a reduction in the acquisition purchase price. Any changes to the fair value have
been recognized through profit and loss.
The following table list the inputs to the model used to calculate the fair value of the embedded derivatives:
2020
Valuation date (date) 31 Dec 20
Agreement execution date (date) 24 Jul 19
Par value of bonds (USD) 171,042,171
Reference share price at time of agreement (NOK) 232
Fair value at grant date (USD) 53,942,754
PIK interest rate (%) 8.00%
Expected life (years) 2.9
Number of options (#) 5,903,421
Conversion price (NOK) 238
Fixed FX rate of agreement (USD:NOK) 8.180
The RBL facility is measured at amortized cost, presented net of a total of USD 42 million in transaction cost. Transaction costs
are deducted from the amount initially recognised and are expense over the period during which the debt is outstanding under
the effective interest method.
The senior unsecured bond loan is measured at amortized cost, presented net of a total of USD 7.6 million in transaction costs
are deducted from the amount initially recognised.
18.4 HEDGING
The Group actively seeks to reduce the risk it is exposed to regarding fluctuating commodity prices through the establishment
of hedging arrangements. Noreco applied hedge accounting from 1 October 2019. To the extent more than 100% of the
projected production is hedged any value adjustments to the instruments covering in excess of 100% are considered
ineffective and the value adjustment is treated as a financial item in the Income Statement. The ineffective amount in 2020
charged to financial items in the Income Statement were a loss of USD 1 million. Time Value related to hedging arrangements
is considered insignificant and generally the valuation of the instruments do not take into consideration the time value.
Noreco has to date executed this policy in the market through a combination of forward contracts and options, and in
addition benefits from the risk mitigation elements inherent in the Transaction.
Under its RBL facility, Noreco has a rolling hedge requirement based on a minimum level of production corresponding to the
RBL banking case forecast. Due to the volatile oil market conditions in 2020, Noreco requested and received a waiver from its
RBL bank syndicate relating to the hedging requirements in the 24 to 36 months forward period.
Maturity
Less than 1 to 3 3 to 6 6 to 9 9 to 12 More than
As at 31.12.2020
1 month months months months months 12 months
The table below shows the movement in the hedge reserve from changes in the cash flow hedges
USD Million Hedge Reserve
Noreco owns 438,161 of its own shares. All shares have equal rights. All shares are fully paid.
Treasury share
No. of shares reserve*
Number of treasury shares and treasury share reserve as of 01.01.2019 - -
Number of treasury shares and treasury share reserve as of 31.12.2019 - -
Purchase of Treasury shares (438,161) (0)
Number of treasury shares and treasury share reserve as of 31.12.2020 (438,161) (0)
*In USD million
CHANGES IN 2020
The company bought back 438,161 of its own shares, of which 299,925 shares was bought as part of a reverse book building
process and 138,236 shares was bought in the market. The buyback programme was executed in accordance with the
authorization given by the Noreco’s general meeting in 28 June 2018, which was valid until 28 June 2020. After the completion
of the buyback programme, Noreco owns 438,161 of its own shares, approximately 1,78 percent.
CHANGES IN 2019
As part of the Transaction, Noreco issued 15,585,635 new ordinary shares through a private placement and 1,768,645 new
ordinary shares through a partially underwritten subsequent offering (which was over-subscribed by 101%), at a subscription
price of NOK 185 per share.
Nominee holder
*
20 POST-EMPLOYMENT BENEFITS
The Norwegian Companies are obliged to have occupational pension in accordance with the Norwegian act related to
mandatory occupational pension. All Norwegian companies meet the Norwegian requirements for mandatory occupational
pension ("obligatorisk tjenestepensjon"). Correspondingly, the affiliates in Denmark and United Kingdom comply with the
requirement for mandatory occupational pension by local legislation
Asset retirement obligations are measured at net present value of the anticipated future cost (estimated based on current day
costs inflated 1%). The liability is calculated on the basis of current removal requirements and is discounted at 4% (based on a
risk-free rate adjusted for credit risk) to a present value. The asset retirement estimate from the operator includes both USD
and DKK costs. The change in estimate during the year includes an increase of 51 MUSD as a result of the strengthening of
DKK to USD. Most of the removal activities are expected to be executed many years into the future. This makes the ultimate
asset retirement costs and timing highly uncertain. Costs and timing can be affected by changes in regulations, technology,
estimated reserves, economic cut-off date etc. The provision at the reporting date represents management’s best estimate
of the present value of the future asset retirement costs required.
As part of the overall restructuring in 2015, an agreement was reached that entails that the partners took over Noreco's share
of the Nini/Cecilie licences, however Noreco remains liable for the asset retirement obligation towards the license partners.
The liability related to Nini/Cecilie is capped at the escrow amount, which is currently DKK 429 million.
The balance as per 31.12.2020 is USD 875 million for DUC, USD 71 million for Nini/Cecilie, USD 2 million for Lulita (non-DUC
share) and USD 2.5 million for Tyra F-3 pipeline.
31.12.2020 31.12.2019
Principal Book Principal Book
USD million amount value amount value
NOR 13 Convertible Bond 1) 171 131 158 108
NOR 14 Senior Unsecured Bond 2)
175 169 175 168
Total non-current bonds 346 299 333 276
Reserve based lending facility 3) 751 719 746 707
Deferred Consideration 4) 25 25 25 25
Total non-current debt 776 744 771 732
Payment in
Receipts / Deferred Embedded kind/Amort
Movements in interest-bearing liabilities 31.12.19 payments consideration derivatives isation 31.12.20
Nor 13 Convertible Bond 108 - - - 22 131
Nor 14 Senior Unsecured Bond 168 (16) - - 17 169
Reserve based lending facility 707 (34) - - 46 719
Deferred Consideration 25 - - - - 25
Total movement non-current interest-bearing liabilities 1,008 (50) - - 85 1,043
1) The Company issued a convertible bond loan of USD 158 million in 2019 where the lender was granted a right to
convert the loan into new shares in the Company by way of set-off against the claim on the Company. The loan
carries an interest of 8% p.a. on a PIK basis, with an alternative option for the Company to pay cash interest at 6%
p.a., payable semi-annually. 2020 principal amount includes PIK interest issued.
2) The Company issued a senior unsecured bond of USD 175 million in 2019. The bond carries an interest of 9% p.a.,
payable semi-annually.
3) The Company entered into a seven-year USD 900 million Reserve Based Lending Facility in 2019 as part of the
acquisition. Interest is accrued on the repayment amount with an interest comprising the aggregate of 3-months
LIBOR and 4% p.a., payable quarterly
4) In accordance with the SPA USD 25 million of the consideration is due the earliest of March 2023 and finalising Tyra
Redevelopment.
Pledge value: carrying value of shares held in Altinex AS, Noreco Denmark A/S, Noreco Oil Denmark A/S, Noreco Petroleum
Denmark A/S by Noreco ASA.
NOR13
In July 2019, Noreco issued a subordinated convertible bond loan of USD 158 million with a tenor of eight years where the
lender was granted a right to convert the loan into new shares in the Company at a conversion price of NOK 240 (USD 29.3)
per share by way of set-off against the claim on the Company. The loan has a mandatory conversion to equity after five years
and carries an interest of 8% p.a. on a PIK basis, with an alternative option to pay cash interest at 6% p.a., payable semi-annually.
Should the instrument be in place beyond the five-year conversion period, the interest rate on NOR13 will be reduced to 0.0
percent for the remaining term of the loan. The value of the convertible bond at year end is USD 171 million, calculated on a
straight-line basis including PIK interest issued.
The convertible bond loan has been determined to contain embedded derivatives which are accounted for separately as
derivatives at fair value through profit or loss, while the loan element subsequent to initial recognition is measured at amortized
cost, a total of USD 4.5 million in transaction cost is included in the amortized cost. The embedded derivative is valued on an
option valuation basis, the carrying value is USD 18 million (initial value USD 54 million). As a result of the buyback of 299,925
shares at a price of NOK 242 per share on 23 January 2020, the conversion price for the NOR13 subordinated convertible bond
issue was adjusted in accordance with the bond terms, from USD 29.3398 to USD 28.9734, effective from the trade date of
the purchase of shares. The fair value calculation for the option portion of the NOR13 bond includes this update to the
conversion price. For inputs to the model used to calculate the fair value of the embedded derivatives, please see note18.
NOR14
In December 2019, Noreco successfully completed the issue of a USD 175 million unsecured bond. The proceeds are utilised
for general corporate purposes and the bond carries an interest of 9% p.a., payable semi-annually, with a six and a half-year
tenor.
NOR14
The USD 175 million unsecured bond has two financial covenants included within the terms of the agreement that apply outside
the Tyra redevelopment period: a minimum liquidity covenant requirement of USD 25 million unrestricted cash, bank deposits
and cash equivalents and a maximum leverage ratio of net debt to EBITDAX of 3.0:1.0. During the Tyra redevelopment period,
defined as from June 2021 until the earlier of (1) two quarters post completion of the Tyra redevelopment project and (2) June
2023, Noreco must maintain a minimum liquidity position of USD 50 million and a maximum leverage ratio of 5.0x.
NET BOOK VALUE IN THE SEPARATE FINANCIAL STATEMENTS OF ASSETS PLEDGED AS SECURITIES
The Group has the following pledged assets for the Reserve Based Lending facility:
Trade payable1) 1 29
Liabilities to operators relating to joint venture licences 1)
97 101
Overlift of oil/NGL 13 12
Accrued interest 3 5
Salary accruals 1 1
Public duties payable2) 159 26
Other current liabilities 12 18
Total trade payables and other current liabilities 286 191
1)
DUC cash calls at the end of 2019 of 24 MUSD reclassified from Trade payables to Liabilities to operators relating to JV licenses.
2)
Public duties payable at the end of 2020 of USD 159 million relate to Noreco’s VAT liability covering sales during 2020. This amount will be payable in
the first half of 2021, with the payment date having been delayed by the Danish government as a response to the impact of COVID-19 on the economy.
NOK 3 1
DKK 220 148
USD 49 81
GBP 1)
1 (1)
EUR1) 13 (38)
1)
EUR and GBP amounts in 2019 are included in net liabilities to operators relating to joint venture licenses.
The Company implemented a share option programme at an extraordinary general meeting held 8 November 2018 (and later
amended), where the board of directors was authorized to grant options up to a total of 1,510,000 shares in the Company as
part of a new incentive program. The options may be granted to the members of the board, key personnel and employees of
the Company. After award, the options must be exercised within 5 years after which they expire.
In May 2020, the beneficiaries under the share option programme was offered to accept amended terms of (i) a reduced
strike price of NOK 160 per share and (ii) a reduction in the number of options granted of 30%. Following this, the option
programme was reduced from a total of 1,510,000 shares to 1,190,500 shares in the Company and the outstanding options at
the time was reduced by 319,500 to 745,500.
The board of directors of the Company has in 2020, adjusted for the amendments mentioned above, allocated 384,000
options with a strike price of NOK 160 per share. In addition, 70,000 options as a result of not being vested by the
beneficiary upon resignation, has been relinquished to the Company. Options vest over three years, with one-third per year.
In addition to this option programme, the general meeting resolved on 7 August 2019 a share option programme in which
Noreco may issue one option for each share purchased by any board member (except of Riulf Rustad and Lars Purlund) up to
a total of 10,000 shares for each Board Member.
THE EXPENSE RECOGNISED DURING THE YEAR IS SHOWN IN THE FOLLOWING TABLE:
The parent company of the Group, Norwegian Energy Company ASA ("Noreco") has issued a parent company guarantee on
behalf of its subsidiary Norwegian Energy Company UK Ltd and Noreco Oil (UK) Limited. Noreco guarantees that, if any sums
become payable by Norwegian Energy Company UK Ltd or by Noreco Oil (UK) Limited to the UK Secretary of State under the
terms of the licence and the company does not repay those sums on first demand, Noreco shall pay to the UK Secretary of
State on demand an amount equal to all such sums. Department for Business, Energy & lndustrial Strategy, declined at this
time to withdraw Noreco Oil (UK)’s s29 notice with respect to the Huntington platform and pipeline. Under the forfeiture
agreement Premier assumes this risk as between Premier and Noreco so, while this contingent liability to the Secretary of
State would need to be recognised in any future sale of the company, Noreco Oil (UK) Limited does have recourse against
Premier if it defaults in its performance.
On 6 December 2007, Noreco issued a parent company guarantee to the Danish Ministry of Climate, Energy and Building on
behalf of its subsidiary Noreco Oil Denmark A/S and Noreco Petroleum Denmark A/S.
On 31 December 2012, Noreco issued a parent company guarantee on behalf of its subsidiary Noreco Norway AS. Noreco
guarantees that, if any sums become payable by Noreco Norway AS to the Norwegian Secretary of State under the terms of
the licences and the company does not repay those sums on first demand, Noreco shall pay to the Norwegian Secretary of
State on demand an amount equal to all such sums. Noreco Norway AS was liquidated in 2018, however as per 31 December
2010 the guarantee has not been withdrawn.
In connection with completion of the acquisition of Shell Olie- og Gasudvinding Denmark B.V. in 2019, Noreco issued a
parent company guarantee to the Danish state on behalf of the two acquired companies for obligations in respect of licence
8/06, area B and the Tyra West – F3 gas pipeline. In addition, Noreco issued a parent company guarantee towards the
lenders under the Reserve Based Lending Facility Agreement and to Total E&P Danmark A/S for its obligations under the
DUC JOA and to Shell Energy Europe Limited related to a gas sales and purchase agreement (capped at EUR 30 million)..
Investment in jointly own assets are included in the accounts by recognize its share of the assets, liabilities, revenues and
expenses related to the joint operation.
##
FINANCIAL COMMITMENTS
As a partner in DUC, the Company has commitment to fund its proportional share of the budget and work programmes of
the DUC. In December each year the operating budget (which includes operating expenditures, capital expenditure related
to production, exploration and abandonment) for the following year is agreed amongst the DUC partners. For the coming
four years the average operating budget is expected to be around USD 230 million per year. Capital and abandonment
expenditure for individual projects, such as Tyra, are approved separately.
Noreco’s capital commitments are principally related to the ongoing Tyra redevelopment project. The gross capital and
abandonment expenditure budget for the Tyra redevelopment project at the time of the investment decision was DKK 21
billion and DKK 13.3 billion had been incurred by the end of 2020. Based on the current project schedule, Noreco will be
required to fund its proportional share of this remaining expenditure over the next three years with Tyra to restart production
by June 2023.
The DUC is obliged to use the specially constructed oil trunk line, pumps and terminal facilities and to contribute to the
construction and financing costs thereof as a result of an agreement entered into with the Danish government. This
obligation is approximately USD 22 million per year (2019: USD 19 million).
In addition to the above and in order to obtain the consent of Total E&P Danmark A/S to the acquisition, Noreco Oil Denmark
A/S agreed to place monies in a secured cash call security account in favour of Total E&P Danmark A/S (the concessionaire
in respect of the Sole Concession). The cash call security account was funded in an amount of USD 50 million upon
completion of the transaction. This escrow amount will then be increased by USD 15 million on a monthly basis during the
second half of 2020 up to a maximum amount of USD 140 million by January 2021. By end of 2020 the escrow account was
USD 125 million. The cash call security amount will then decrease to USD 100 million at the end of the year in which the Tyra
redevelopment project is completed and can, on certain terms and conditions, be replaced with a letter of credit or other
type of security.
GUARANTEES
The Company has provided a parent company guarantee to the Danish Ministry of Climate, Energy and Utilities related to the
Group’s activities on the DCS, including Noreco’s participation in the DUC and the Lulita licence. The Company has also
provided a parent company guarantee towards the lenders in relation to the Company’s USD 900 million reserve-based
lending facility and customary obligations/guarantees under joint operating agreements. Noreco has also provided a parent
company guarantee to Shell Energy Europe Limited in relation to its subsidiary Noreco Oil Denmark A/S’s obligations under a
gas offtake and transportation agreement.
Furthermore, the Company has provided a parent company guarantee to Total E&P Danmark A/S for its obligations under the
JOA together with a guarantee from Shell. Noreco has provided standby letters of credit of USD 100 million, issued under the
USD 100 million sub-limit of the RBL facility for the benefit of Shell in connection with this guarantee.
In relation to Noreco’s historic operations in the UK North Sea, the Company has issued a parent company guarantee on
behalf of its subsidiaries Norwegian Energy Company UK Ltd and Noreco Oil (UK) Limited.
CONTINGENT LIABILITIES
In relation to the Nini and Cecilie fields, Noreco was in 2015 prevented from making payments for its share of production costs
and was consequently in breach of the licence agreements. In accordance with the JOAs, the Nini and Cecilie licences were
forfeitured and the licences were taken over by the partners, whereas the debt remained with Noreco. Noreco and
representatives from the bondholders reached an agreement during 2015 which entails that the Danish Noreco entity remains
liable for the abandonment obligation, but the liability is in any and all circumstances limited to a maximum amount equal to
The Company has received a claim regarding the level of Ørsted pipeline tariffs charged since 2013. As the relevant authority
(Forsyningstilsynet) is currently reassessing their view, Noreco believes that there is no basis for this claim prior to a new ruling
setting the appropriate level of these tariffs. Given the outcome of this and any consequent liability is not yet known, the
Company has not recognized a provision for this claim.
During the normal course of its business, the company may be involved in disputes, including tax disputes (see Note 13 Tax).
The company has not made accruals for possible liabilities related to litigation and claims based on management's best
judgment.
Noreco has unlimited liability for damage in relation to its participation in the DUC. The Company has insured its pro rata
liability in line with standard market practice.
Apart from the issues discussed above, the Group is not involved in claims from public authorities, legal claims or arbitrations
that could have a significant negative impact on the Company’s financial position or results.
The Noreco Group was renting an accommodation in London for the board of director disposal when working with business
development. This contract is terminated in December 2020.
Purchase of services includes consultancy cost from S&U Trading ApS (owned by Board Member Lars Purlund) of USD 0.3.
The Group did not have any other transactions with any other related parties during 2020. Director's fee paid to shareholders
and remuneration to management is described in Note 7.
30 SUBSEQUENT EVENTS
On 2 February 2021, the Company entered into an underwriting agreement with five banks for a USD 1.1 billion RBL facility
with a seven-year term and maturing in 2028.
This RBL, with a USD 200 million increased facility size and two years maturity extension, will amortize from the second half
of 2024 and reinforces the Company’s capital structure. In addition, Noreco has established a link in the RBL to ESG targets
that will support development progression of the Company’s ESG strategy. The USD 1.1 billion facility will be fully
underwritten by BNP Paribas, Deutsche Bank, ING Bank, Lloyds Bank and Natixis.
Today, the board of directors and the managing director reviewed and approved the board of directors’ report and
the Norwegian Energy Company ASA consolidated and separate annual financial statements as of 31 December
2020.
• the Norwegian Energy Company ASA consolidated annual financial statements for 2020 have been prepared in
accordance with IFRSs and IFRICs as adopted by the European Union (EU), and additional Norwegian disclosure
requirements in the Norwegian Accounting Act, and that
• the financial statements for Norwegian Energy Company ASA have been prepared in accordance with the
Norwegian Accounting Act and Norwegian Accounting Standards, and
• that the board of directors’ report for the group and the parent company is in accordance with the requirements in
the Norwegian Accounting Act and Norwegian Accounting Standard no 16, and
• that the information presented in the financial statements gives a true and fair view of the Company’s and the
Group’s
assets, liabilities, financial position and results for the period viewed in their entirety, and
• that the board of directors’ report gives a true and fair view of the development, performance, financial position,
principle risks and uncertainties of the Company and the group.
Noreco may disclose alternative performance measures as Adj. EBITDA is adjusted for any claims under the volume
part of its financial reporting as a supplement to the financial guarantee in the quarter as this reflects a payment from Shell
statements prepared in accordance with IFRS. Noreco if the production performance of the business is below
believes that the alternative performance measures provide expectations set at the time of the signing of the SPA. This
useful supplemental information to management, investors, hedge is calculated to make whole Noreco’s contribution
security analysts and other stakeholders and are meant to from the operations had the performance been in line with
provide an enhanced insight into the financial development expectations and is currently reflected in the company’s
of Noreco’s business operations and to improve cashflow statement and balance sheet only.
comparability between periods.
It is also adjusted for exceptional costs in relation to the
Abandonment spent (abex) is defined as the payment for transaction that are not reflective of the underlying
removal and decommissioning of oil fields, to highlight the performance of the business, cost from share-base payment
cash effect for the period. arrangements.
EBITDA Earnings before interest, taxes, depreciation, Interest bearing debt defined as the book value of the
depletion, amortization and impairments. EBITDA assists in current and non-current interest-bearing debt.
comparing performance on a consistent basis without regard
to depreciation and amortization, which can vary significantly Net interest-bearing debt is defined by Noreco as cash and
depending on accounting methods or non-operating factors cash equivalents reduced by current and non-current
and provides a more complete and comprehensive analysis interest-bearing debt. RBL facility and bond loan are included
of our operating performance relative to other companies. in the calculation with the total amount outstanding and not
the amortised cost including transaction cost.
In 2021 the Group reported oil and gas reserves, the report is reported separately from the annual report 2020. RISC UK ltd
(RISC) has made an independent reserves evaluation based on the definitions and guidelines set out in the revised June 2018
Petroleum Resources Management System (PRMS) version 1.01 (June 2018)
The reserves for the DUC portfolio and Lulita, are shown below using the figures from the 2020 Annual Statement of Reserves
as basis.
Board of Directors
Riulf Rustad Chair
Marianne Lie
Tone Kristin Omsted
Colette Cohen
Yves-Louis Darricarrère
Chris Bruijnzeels
Bob McGuire
Management
David B.Cook Chief Executive Officer
Euan Shirlaw Chief Financial Officer
John Hulme Chief Operating Officer
Cathrine Torgersen EVP, Investor Relations & Communications
Frederik Rustad EVP, Corporate Finance & Investments
Hege Hayden EVP, People & Capability
Investor Relations
Phone +47 22 33 60 00
E-mail [email protected]
Annual Reports
Annual reports for Noreco are available on www.noreco.com
Quarterly publications
News Releases
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on www.noreco.com or e-mail [email protected].
N O R E CO 20 20 AN N UAL R EP O R T 35