Orca Energy Group Inc. Announces Completion of Q2 2024 Interim Filings

Orca Energy Group Inc.
Orca Energy Group Inc.

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TORTOLA, British Virgin Islands, Aug. 22, 2024 (GLOBE NEWSWIRE) -- Orca Energy Group Inc. (“Orca” or the “Company” and includes its subsidiaries and affiliates) (TSX-V: ORC.A, ORC.B) today announces that it has filed its condensed consolidated interim financial statements and management's discussion and analysis for the three and six month periods ended June 30, 2024 ("Q2 2024") with the Canadian securities regulatory authorities. All amounts are in United States dollars (“$”) unless otherwise stated.

Highlights

  • Revenue decreased for Q2 2024 by 11% and by 14% for the six months ended June 30, 2024 compared to the same prior year periods primarily as a result of lower sales to the power sector and lower current income tax adjustments. This was partially offset by a lower share of revenue allocated to the Tanzania Petroleum Development Corporation (“TPDC”) under the Production Sharing Agreement (“PSA”) with TPDC and the Government of Tanzania in the United Republic of Tanzania.

  • Total gross conventional natural gas production averaged 94.4 MMcfd for Q2 2024, of which 62.8 MMcfd was Additional Gas (as defined in the PSA), and 102.8 MMcfd for the quarter ended June 30, 2024, of which 68.5 MMcfd was Additional Gas. Gas deliveries decreased by 25% for Q2 2024 and by 23% for the six months ended June 30, 2024, compared to the same prior year periods. During the first half of 2024, Tanzania’s Julius Nyere Hydropower Project (“JNHPP”) commenced commercial operations, initially from one turbine but subsequently from a second and third turbine allowing peak output of 705 MW. Combined with the early onset of the wet season and rainfall well above seasonal averages for the period, hydro power generation has been a primary factor in reduced gas liftings for the power sector in the first half of 2024. Natural gas deliverability from currently producing wells and reservoir compartments in the Songo Songo field is declining after 20 years of continuous production.

  • We currently forecast average Additional Gas sales for 2024 to be in the range of 70-80 MMcfd for the full year, based on current contracted volumes continuing and the end of the Protected Gas (as defined in the PSA) regime on July 31, 2024.

  • On April 14, 2023, PanAfrican Energy Tanzania Limited (“PAET”) formally requested TPDC to apply for an extension of the Songo Songo Development License (the “License”), which as of the date of this report TPDC has not done. TPDC is expected to make this application reasonably promptly upon a request by the Company but no later than 12 months before the day on which the License expires. There are currently no certainties on the timing, nature and extent of any such extensions of the License. Until such extension has been finalized, a high degree of uncertainty exists with respect to the extent of the Company’s operating activities subsequent to October 2026.

  • Following extensive discussions with the Tanzania Electricity Supply Company Limited (“TANESCO”) to extend the Portfolio Gas Supply Agreement (“PGSA”) between PAET, TPDC and TANESCO, a second amendment to the PGSA was entered into by TANESCO, PAET, and TPDC on July 30, 2024 (the “Amendment”). The Amendment extends the terms of the PGSA to October 10, 2026.

  • On April 15, 2024, contrary to the terms of the Gas Agreement and PSA and in violation of Pan African Energy Corporation (Mauritius) (“PAEM”) and PAET’s expectations, the Permanent Secretary of the Ministry of Energy of Tanzania (“MoE”) wrote to TPDC, copying PAET and Songas Limited (“Songas”), directing TPDC to “ensure that Protected Gas continues to be produced to the end of the Development Licence on 10th October 2026”. Consistent with that instruction, TPDC has taken the position that Protected Gas should continue despite the parties’ contractual agreement that Protected Gas ceases on July 31, 2024.

  • It is our belief that PAET will be entitled to compensation at a commercial rate for all volumes of gas lifted by Songas and Tanzania Portland Cement PLC (“TPCPLC”) starting on August 1, 2024. Uncontracted gas has continued to flow post August 1, 2024, and there is a risk that PAET will not receive payment or payment may form part of a contract dispute.

  • PAET and TPCPLC have agreed (but not executed) the terms of a new gas sales contract (the “New GSA”) from August 1, 2024 to sell volumes as Additional Gas, which, prior to August 1, 2024, were supplied as Protected Gas. On July 23, 2024 TPDC rejected the entering into of the New GSA. The sole basis for TPDC’s rejections was its assertion that Protected Gas continued after July 31, 2024. On July 25, 2024, PAET escalated the matter to the MoE under article 4.3(b) of the PSA. On August 5, 2024, the MoE, by way of a letter received by PAET, rejected the terms of the New GSA, and the MoE demanded that PAET propose suitable wording for an “interim arrangement” to extend the provision of Protected Gas. The letter further states that if PAET fails to do so, the other parties will seek “alternative means” to operate the Songo Songo gas field.

  • On August 7, 2024 PAET and PAEM, issued a notice of dispute (“Notice of Dispute”) in respect of an investment treaty claim under the Agreement on Promotion and Reciprocal Protection of Investment between the Government of the Republic of Mauritius and the GoT (the “BIT”) against the Government of Tanzania (“GoT”) for breach of the BIT, alongside a contractual dispute against the GoT and TPDC for breaches of: (i) the PSA, and (ii) the Gas Agreement, for damages in excess of $1.2 billion. Under the Notice of Dispute PAET and PAEM seek further negotiations with the GoT and TPDC, provided that if a resolution is not reached: (i) within six months from the date of the Notice of Dispute in respect of the BIT; and (ii) within 45 days of the Notice of Dispute in respect of the PSA and Gas Agreement, PAEM and PAET, respectively, will commence arbitral proceedings in accordance with the BIT, PSA and Gas Agreement.

  • Net income attributable to shareholders decreased by 56% for Q2 2024 and by 65% for the six months ended June 30, 2024 compared to the same prior year periods, primarily as a result of the decreased revenue and higher net foreign exchange loss due to the devaluation of the Tanzanian shilling and exchange conversions.

  • Net cash flows from operating activities increased by 4% for Q2 2024 and decreased by 55% for the six months ended June 30, 2024 compared to the same prior year periods. The decrease for the six months ended June 30, 2024 was primarily a result of the annual 2023 current liability associated with the additional profits tax paid in Q1 2024.

  • Capital expenditures increased by 36% for Q2 2024 and by 9% for the six months ended June 30, 2024 compared to the same prior year periods. The capital expenditures in Q1 and Q2 2024 primarily related to the costs of the planned SS-7 well workover program. The capital expenditures in Q1 and Q2 2023 primarily related to the 3D seismic acquisition program.

  • Mobilisation of assets has commenced for the intervention in the offshore well SS-7, with equipment and services arriving in Mombasa, Kenya for preparation and configuration on a jack up platform and support barge from which the well intervention will be mounted following their onward mobilisation from Mombasa to Songo Songo Island, Tanzania. Well site operations are expected to commence in September 2024 for approximately three weeks, with the well expected to return to production in early Q4 2024. The work program is designed to shut off water production which caused the well to die and be shut in from 2019. The cause of the water production is interpreted to be a failed cement bond outside the production liner which created a flow path for water into the well. If successful, the SS-7 well is expected to increase field deliverability by 20-25 MMcfd from the currently non-producing southern compartment. The total expected project cost has increased to $16.6 million from $13.9 million. Notwithstanding the Notice of Dispute in respect of an investment treaty claim under the BIT and the contractual dispute against the GoT and TPDC for breaches of the PSA and the Gas Agreement, we are proceeding with SS-7 to meet our contractual obligations.

  • Front-end engineering on a proposed new common inlet manifold has paused as a result of failing to gain approval from TPDC and the Petroleum Upstream Regulatory Authority (“PURA”), in favour of TPDC’s desire to progress a Multi Facility Compression (“MFC”) project, which they report will be commissioned in late 2025 / early 2026. Recognising the requirement to mitigate declining reservoir pressure through optimised gas flow from the Songo Songo gas field to the two gas processing plants on the island before MFC is likely to be available, the Company is currently assessing existing flowline reconfiguration between the plants to increase the sustainability of the plateau production rate.

  • Saturation and production logging on three wells, SS-3, SS-10 and SS-5, has concluded, with positive early results providing important reservoir information that will identify future production enhancement opportunities and improve the accuracy of reservoir performance forecasts. The final cost of the programme was $1.3 million.

  • The Company exited the period with $68.6 million in working capital1 (December 31, 2023: $67.3 million), cash and cash equivalents of $97.2 million (December 31, 2023: $101.6 million) and long-term debt of $25.1 million (December 31, 2023: $30.0 million). The decrease in long-term debt is related to a repayment of $5.0 million in April 2024, representing the fourth semi-annual repayment of the Company’s long-term debt. Cash held in hard currencies (USD, Euro, GBP, CDN) is $86.1m (December 31, 2023: $60.4m).

  • As at June 30, 2024, the current receivable from TANESCO was $6.3 million (December 31, 2022: $5.9 million). The TANESCO long-term receivable as at June 30, 2024 and as at December 31, 2023 was $22.0 million with a provision of $22.0 million. Subsequent to June 30, 2024, the Company has invoiced TANESCO $3.7 million for July 2024 gas deliveries and TANESCO has paid the Company $6.7 million to date.

  • In Q4 2023, the Company terminated the contract with the contractor responsible for the 3D seismic acquisition program on the basis that the contractor had failed to meet its obligations under the contract by not fully mobilising to progress the project more than a year after it was scheduled to do so; and that, as a result of mission critical assets being recalled by suppliers, and with no prospect of securing replacement assets, the contractor had suspended its operations without the right to do so and with no realistic plan offered to complete the project. On March 20, 2024 PAET received a summons from the Tanzanian High Court (Commercial Division) to file a written statement of defense against a claim made by the contractor for losses arising from PAET’s termination of the contract on October 25, 2023. The contractor seeks to claim $30.0 million for losses incurred plus legal costs, interest and general damages. The Company in consultation with its legal advisors believes that there are limited merits to the claim and the Company in Q2 2024 lodged its own counterclaim for specific damages in the amount of $5.5 million and general damages in the amount of $25.8 million. The case is due to commence in the Tanzanian Commercial Court in Q3 2024.
    1 See Non-GAAP Financial Measures and Ratios.