EX-99.3 4 a06302022q2fs.htm EX-99.3 Document





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CANADIAN NATURAL RESOURCES LIMITED














UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2022 AND 2021
AUGUST 3, 2022



INTERIM CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
As atNoteJun 30
2022
Dec 31
2021
(millions of Canadian dollars, unaudited)
ASSETS   
Current assets   
Cash and cash equivalents $233 $744 
Accounts receivable 5,015 3,111 
Inventory1,917 1,548 
Prepaids and other 343 195 
Investments6367 309 
Current portion of other long-term assets758 35 
  7,933 5,942 
Exploration and evaluation assets32,238 2,250 
Property, plant and equipment466,050 66,400 
Lease assets51,484 1,508 
Other long-term assets7461 565 
  $78,166 $76,665 
LIABILITIES   
Current liabilities   
Accounts payable $1,150 $803 
Accrued liabilities 4,641 3,064 
Current income taxes payable 1,159 1,607 
Current portion of long-term debt81,285 1,000 
Current portion of other long-term liabilities5,91,082 948 
  9,317 7,422 
Long-term debt811,317 13,694 
Other long-term liabilities5,97,709 8,384 
Deferred income taxes10,483 10,220 
  38,826 39,720 
SHAREHOLDERS' EQUITY   
Share capital1110,350 10,168 
Retained earnings28,943 26,778 
Accumulated other comprehensive income (loss)1247 (1)
  39,340 36,945 
  $78,166 $76,665 
Commitments and contingencies (note 16).


Approved by the Board of Directors on August 3, 2022.

Canadian Natural Resources Limited
1
Three and six months ended June 30, 2022


CONSOLIDATED STATEMENTS OF EARNINGS
Three Months EndedSix Months Ended
(millions of Canadian dollars, except per
 common share amounts, unaudited)
NoteJun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Product sales17$13,812 $7,124 $25,944 $14,143 
Less: royalties(2,337)(599)(3,792)(1,010)
Revenue11,475 6,525 22,152 13,133 
Expenses
Production2,287 1,740 4,327 3,521 
Transportation, blending and feedstock2,682 1,515 5,137 3,023 
Depletion, depreciation and amortization4,51,363 1,388 2,770 2,809 
Administration97 87 213 182 
Share-based compensation9(45)137 489 266 
Asset retirement obligation accretion958 46 117 92 
Interest and other financing expense160 177 323 362 
Risk management activities15(14)28 44 57 
Foreign exchange loss (gain)333 (140)187 (302)
Income from North West Redwater Partnership7 (400) (400)
Loss (gain) from investments622 (50)(64)(169)
  6,943 4,528 13,543 9,441 
Earnings before taxes 4,532 1,997 8,609 3,692 
Current income tax expense10899 317 1,750 614 
Deferred income tax expense10131 129 256 150 
Net earnings $3,502 $1,551 $6,603 $2,928 
Net earnings per common share   
Basic14$3.04 $1.31 $5.70 $2.47 
Diluted14$3.00 $1.30 $5.63 $2.46 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three Months EndedSix Months Ended
(millions of Canadian dollars, unaudited)Jun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Net earnings$3,502 $1,551 $6,603 $2,928 
Items that may be reclassified subsequently to net earnings
Net change in derivative financial instruments
designated as cash flow hedges
  
Unrealized income during the period, net of taxes of
$nil (2021 – $1 million) – three months ended;
$1 million (2021 – $2 million) – six months ended
1 4 18 
Reclassification to net earnings, net of taxes of
$nil (2021 – $nil) – three months ended;
$1 million (2021 – $1 million) – six months ended
(1)(1)(4)(5)
   13 
Foreign currency translation adjustment  
Translation of net investment
85 (31)48 (67)
Other comprehensive income (loss), net of taxes85 (25)48 (54)
Comprehensive income$3,587 $1,526 $6,651 $2,874 
Canadian Natural Resources Limited
2
Three and six months ended June 30, 2022


CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Six Months Ended

(millions of Canadian dollars, unaudited)
NoteJun 30
2022
Jun 30
2021
Share capital11  
Balance – beginning of period $10,168 $9,606 
Issued upon exercise of stock options 309 264 
Previously recognized liability on stock options exercised for common shares
 253 39 
Purchase of common shares under Normal Course Issuer Bid(380)(46)
Balance – end of period 10,350 9,863 
Retained earnings   
Balance – beginning of period 26,778 22,766 
Net earnings 6,603 2,928 
Dividends on common shares11(1,730)(1,114)
Purchase of common shares under Normal Course Issuer Bid11(2,708)(190)
Balance – end of period 28,943 24,390 
Accumulated other comprehensive income (loss)12  
Balance – beginning of period (1)
Other comprehensive income (loss), net of taxes 48 (54)
Balance – end of period 47 (46)
Shareholders' equity $39,340 $34,207 

Canadian Natural Resources Limited
3
Three and six months ended June 30, 2022


CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months EndedSix Months Ended
(millions of Canadian dollars, unaudited)NoteJun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Operating activities   
Net earnings $3,502 $1,551 $6,603 $2,928 
Non-cash items  
Depletion, depreciation and amortization 1,363 1,388 2,770 2,809 
Share-based compensation (45)137 489 266 
Asset retirement obligation accretion 58 46 117 92 
Unrealized risk management (gain) loss (21)10 5 30 
Unrealized foreign exchange loss (gain) 426 (151)270 (323)
Realized foreign exchange gain on settlement of cross currency swap
(69)— (69)— 
Loss (gain) from investments625 (47)(58)(164)
Deferred income tax expense 131 129 256 150 
Proceeds on settlement of cross currency swap1589 — 89 — 
Other 56 72 (59)(27)
Abandonment expenditures (97)(58)(202)(138)
Net change in non-cash working capital478 (137)(1,462)(147)
Cash flows from operating activities 5,896 2,940 8,749 5,476 
Financing activities   
Repayment of bank credit facilities and commercial paper, net8(1,504)(1,588)(1,156)(2,988)
Repayment of medium-term notes8(139)— (1,139)— 
Proceeds on settlement of cross currency swap1569 — 69 — 
Payment of lease liabilities5,9(50)(52)(99)(105)
Issue of common shares on exercise of stock options1157 191 309 264 
Dividends on common shares(871)(557)(1,560)(1,060)
Purchase of common shares under Normal Course Issuer Bid11(2,005)(213)(3,088)(236)
Cash flows used in financing activities(4,443)(2,219)(6,664)(4,125)
Investing activities   
Net (expenditures) proceeds on exploration and evaluation assets 3,17(2)(21)(1)
Net expenditures on property, plant and equipment4,17(1,378)(1,244)(2,747)(1,981)
Repayment of North West Redwater Partnership subordinated debt advances7 555  555 
Net change in non-cash working capital35 (33)172 60 
Cash flows used in investing activities (1,345)(719)(2,596)(1,367)
Increase (decrease) in cash and cash equivalents108 (511)(16)
Cash and cash equivalents – beginning of period125 166 744 184 
Cash and cash equivalents – end of period $233 $168 $233 $168 
Interest paid on long-term debt, net $119 $142 $303 $354 
Income taxes paid (received), net $411 $38 $2,170 $(83)
Canadian Natural Resources Limited
4
Three and six months ended June 30, 2022


NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(tabular amounts in millions of Canadian dollars, unless otherwise stated, unaudited)
1. ACCOUNTING POLICIES
Canadian Natural Resources Limited (the "Company") is a senior independent crude oil and natural gas exploration, development and production company. The Company's exploration and production operations are focused in North America, largely in Western Canada; the United Kingdom portion of the North Sea; and Côte d’Ivoire and South Africa in Offshore Africa.
The "Oil Sands Mining and Upgrading" segment produces synthetic crude oil through bitumen mining and upgrading operations at Horizon Oil Sands ("Horizon") and through the Company's direct and indirect interest in the Athabasca Oil Sands Project ("AOSP").
Within Western Canada in the "Midstream and Refining" segment, the Company maintains certain activities that include pipeline operations, an electricity co-generation system and an investment in the North West Redwater Partnership ("NWRP"), a general partnership formed to upgrade and refine bitumen in the Province of Alberta.
The Company was incorporated in Alberta, Canada. The address of its registered office is 2100, 855 - 2 Street S.W., Calgary, Alberta, Canada.
These interim consolidated financial statements and the related notes have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB"), applicable to the preparation of interim financial statements, including International Accounting Standard ("IAS") 34 "Interim Financial Reporting", following the same accounting policies as the audited consolidated financial statements of the Company as at December 31, 2021, except as disclosed in note 2. These interim consolidated financial statements contain disclosures that are supplemental to the Company's annual audited consolidated financial statements. Certain disclosures normally required to be included in the notes to the annual audited consolidated financial statements have been condensed. These interim consolidated financial statements should be read in conjunction with the Company's audited consolidated financial statements and notes thereto for the year ended December 31, 2021.
Critical Accounting Estimates and Judgements
The Company has made estimates, assumptions and judgements regarding certain assets, liabilities, revenues and expenses in the preparation of these interim consolidated financial statements, primarily related to unsettled transactions and events as of the date of these interim consolidated financial statements. Accordingly, actual results may differ from estimated amounts, and those differences may be material.
2. CHANGE IN ACCOUNTING POLICIES
In May 2020, the IASB issued amendments to IAS 16 "Property, Plant and Equipment" to require proceeds received from selling items produced while the entity is preparing the asset for its intended use to be recorded in net earnings, rather than as a reduction in the cost of the asset. The amendments were adopted January 1, 2022 and did not have a significant impact on the Company's interim consolidated financial statements.





Canadian Natural Resources Limited
5
Three and six months ended June 30, 2022


3. EXPLORATION AND EVALUATION ASSETS
 Exploration and ProductionOil Sands
Mining and
Upgrading
Total
 North
America
North
Sea
Offshore
Africa
  
Cost     
At December 31, 2021$2,057 $— $91 $102 $2,250 
Additions30  1  31 
Transfers to property, plant and equipment
(43)   (43)
At June 30, 2022$2,044 $ $92 $102 $2,238 
4. PROPERTY, PLANT AND EQUIPMENT
 Exploration and ProductionOil Sands
Mining and
Upgrading
Midstream and
Refining
Head
Office
Total
 North
America
North
Sea
Offshore
Africa
    
Cost       
At December 31, 2021$77,834 $7,438 $3,980 $46,856 $466 $508 $137,082 
Additions / Acquisitions1,723 38 35 956 3 13 2,768 
Transfers from exploration & evaluation assets43      43 
Change in asset retirement obligation estimates(84)(103)(38)(328)  (553)
Derecognitions (1)
(177)(1) (171)  (349)
Foreign exchange adjustments and other 127 68    195 
At June 30, 2022$79,339 $7,499 $4,045 $47,313 $469 $521 $139,186 
Accumulated depletion and depreciation     
At December 31, 2021$52,732 $5,951 $2,923 $8,499 $183 $394 $70,682 
Expense1,687 76 79 800 8 11 2,661 
Derecognitions (1)
(177)(1) (171)  (349)
Foreign exchange adjustments and other(10)99 49 3  1 142 
At June 30, 2022$54,232 $6,125 $3,051 $9,131 $191 $406 $73,136 
Net book value
At June 30, 2022$25,107 $1,374 $994 $38,182 $278 $115 $66,050 
At December 31, 2021$25,102 $1,487 $1,057 $38,357 $283 $114 $66,400 
(1) An asset is derecognized when no future economic benefits are expected to arise from its continued use or disposal.
During the six months ended June 30, 2022, the Company acquired a number of crude oil and natural gas properties in the North America Exploration and Production segment for net cash consideration of $512 million and assumed associated asset retirement obligations of $12 million. No net deferred income tax liabilities were recognized and no pre-tax gains were recognized on these net transactions.






Canadian Natural Resources Limited
6
Three and six months ended June 30, 2022


5. LEASES
Lease assets
Product
transportation
and storage
Field
equipment
and power
Offshore
vessels and
equipment
Office leases
and other
Total
At December 31, 2021$974 $354 $99 $81 $1,508 
Additions44 20 21  85 
Depreciation(54)(30)(14)(11)(109)
Foreign exchange adjustments and other
1  (2)1  
At June 30, 2022$965 $344 $104 $71 $1,484 
Lease liabilities
The Company measures its lease liabilities at the discounted value of its lease payments during the lease term. Lease liabilities as at June 30, 2022 were as follows:
 Jun 30
2022
Dec 31
2021
Lease liabilities $1,567 $1,584 
Less: current portion196 185 
 $1,371 $1,399 
Total cash outflows for leases for the three months ended June 30, 2022, including payments related to short-term leases not reported as lease assets, were $289 million (three months ended June 30, 2021 – $286 million; six months ended June 30, 2022 – $556 million; six months ended June 30, 2021 – $574 million). Interest expense on leases for the three months ended June 30, 2022 was $15 million (three months ended June 30, 2021 – $16 million; six months ended June 30, 2022 – $30 million; six months ended June 30, 2021 – $32 million).
6. INVESTMENTS
As at June 30, 2022, the Company had the following investment:
Jun 30
2022
Dec 31
2021
Investment in PrairieSky Royalty Ltd.$367 $309 
The loss (gain) from the investments was comprised as follows:
Three Months EndedSix Months Ended
Jun 30
2022
Jun 30 2021 (1)
Jun 30
2022
Jun 30 2021 (1)
Loss (gain) from investments$25 $(47)$(58)$(164)
Dividend income (3)(3)(6)(5)
$22 $(50)$(64)$(169)
(1) Includes the gain and dividend income from the Company's investment in Inter Pipeline Ltd.
The Company's 22.6 million share investment PrairieSky Royalty Ltd. does not constitute significant influence, and is accounted for at fair value through profit or loss, measured at each reporting date. As at June 30, 2022, the market price per common share was $16.21 (December 31, 2021 – $13.63; June 30, 2021 – $15.01).



Canadian Natural Resources Limited
7
Three and six months ended June 30, 2022


7. OTHER LONG-TERM ASSETS
 Jun 30
2022
Dec 31
2021
Prepaid cost of service tolls$155 $157 
Long-term inventory136 126 
Risk management (note 15)1 140 
Long-term contracts and prepayments (1)
227 177 
 519 600 
Less: current portion58 35 
 $461 $565 
(1)Includes physical product sales contracts assumed in the acquisition of Painted Pony in the fourth quarter of 2020, and the unamortized portion of the Company's share bonus program.
The Company has a 50% equity investment in NWRP. NWRP operates a 50,000 barrels per day bitumen upgrader and refinery that processes approximately 12,500 barrels per day (25% toll payer) of bitumen feedstock for the Company and 37,500 barrels per day (75% toll payer) of bitumen feedstock for the Alberta Petroleum Marketing Commission ("APMC"), an agent of the Government of Alberta. The Company is unconditionally obligated to pay its 25% pro rata share of the debt component of the monthly fee-for-service toll over the 40-year tolling period until 2058 (note 16). Sales of diesel and refined products and associated refining tolls are recognized in the Midstream and Refining segment (note 17).
On June 30, 2021, the equity partners together with the toll payers, agreed to optimize the structure of NWRP to better align the commercial interests of the equity partners and the toll payers (the "Optimization Transaction"). Under the Optimization Transaction, NWRP repaid the Company's and APMC's subordinated debt advances of $555 million each, and the Company received a $400 million distribution from NWRP during the second quarter of 2021.
Subsequent to June 30, 2022, NWRP extended its $3,000 million syndicated credit facility. The revolving credit facility was increased to $2,175 million, with $118 million maturing in June 2023, and $2,057 million maturing in June 2025. The non-revolving credit facility was extended with $60 million maturing in June 2023, and $940 million maturing in June 2025.
The carrying value of the Company's interest in NWRP is $nil, and as at June 30, 2022, the cumulative unrecognized share of the equity loss and partnership distributions from NWRP was $587 million (December 31, 2021 – $562 million). For the three months ended June 30, 2022, the unrecognized share of the equity loss was $15 million (six months ended June 30, 2022 – unrecognized equity loss of $25 million; three months ended June 30, 2021 – recovery of unrecognized equity losses of $7 million and partnership distributions of $400 million; six months ended June 30, 2021 – recovery of unrecognized equity losses of $24 million and partnership distributions of $400 million).
Canadian Natural Resources Limited
8
Three and six months ended June 30, 2022


8. LONG-TERM DEBT
 Jun 30
2022
Dec 31
2021
Canadian dollar denominated debt, unsecured  
Medium-term notes$2,061 $3,200 
US dollar denominated debt, unsecured  
Bank credit facilities (June 30, 2022 – US$nil;
     December 31, 2021 – US$901 million)
 1,140 
US dollar debt securities (June 30, 2022 – US$8,250 million;
     December 31, 2021 – US$8,250 million)
10,619 10,441 
 10,619 11,581 
Long-term debt before transaction costs and original issue discounts, net12,680 14,781 
Less: original issue discounts, net (1)
14 15 
transaction costs (1) (2)
64 72 
 12,602 14,694 
Less: current portion of other long-term debt (1) (2)
1,285 1,000 
 $11,317 $13,694 
(1)The Company has included unamortized original issue discounts and premiums, and directly attributable transaction costs in the carrying amount of the outstanding debt.
(2)Transaction costs primarily represent underwriting commissions charged as a percentage of the related debt offerings, as well as legal, rating agency and other professional fees.
Bank Credit Facilities and Commercial Paper
As at June 30, 2022, the Company had undrawn revolving bank credit facilities of $5,520 million. Details of these facilities are described below. The Company also has certain other dedicated credit facilities supporting letters of credit.
a $100 million demand credit facility;
a $500 million revolving term credit facility, maturing February 2023;
a $2,425 million revolving syndicated credit facility maturing June 2024; and
a $2,495 million revolving syndicated credit facility, with $70 million maturing June 2023, and $2,425 million maturing June 2025. 
During the second quarter of 2022, the Company repaid and cancelled the $500 million non-revolving portion of the $1,000 million term credit facility, reducing the remaining facility to the $500 million revolving facility maturing February 2023.
During the first quarter of 2022, the Company repaid $500 million of the $1,150 million non-revolving term credit facility maturing February 2023. During the second quarter of 2022, the Company repaid the remaining $650 million and the facility was cancelled.
Borrowings under the Company's revolving term credit facilities may be made by way of pricing referenced to Canadian dollar bankers' acceptances, US dollar bankers’ acceptances, LIBOR, SOFR, US base rate or Canadian prime rate.
During the first quarter of 2022, the Company discontinued its £5 million demand credit facility related to its North Sea operations.
The Company's borrowings under its US commercial paper program are authorized up to a maximum of US$2,500 million. The Company reserves capacity under its revolving bank credit facilities for amounts outstanding under this program.
The Company's weighted average interest rate on total long-term debt outstanding for the six months ended June 30, 2022 was 4.0% (June 30, 2021 – 3.4%).
As at June 30, 2022, letters of credit and guarantees aggregating to $529 million were outstanding.

Canadian Natural Resources Limited
9
Three and six months ended June 30, 2022


Medium-Term Notes
In July 2021, the Company filed a base shelf prospectus that allows for the offer for sale from time to time of up to $3,000 million of medium-term notes in Canada, which expires in August 2023. If issued, these securities may be offered in amounts and at prices, including interest rates, to be determined based on market conditions at the time of issuance.
During the second quarter of 2022, the Company repaid through market purchases $139 million of medium-term notes with interest rates ranging from 1.45% to 3.55%, originally due between 2023 and 2028. Subsequent to June 30, 2022, the Company repaid through market purchases an additional $101 million of medium-term notes.
During the first quarter of 2022, the Company repaid $1,000 million of 3.31% medium-term notes.
US Dollar Debt Securities
In July 2021, the Company filed a base shelf prospectus that allows for the offer for sale from time to time of up to US$3,000 million of debt securities in the United States, which expires in August 2023. If issued, these securities may be offered in amounts and at prices, including interest rates, to be determined based on market conditions at the time of issuance.
9. OTHER LONG-TERM LIABILITIES
 Jun 30
2022
Dec 31
2021
Asset retirement obligations$6,205 $6,806 
Lease liabilities (note 5)1,567 1,584 
Share-based compensation655 489 
Transportation and processing contracts
197 241 
Risk management (note 15)43 85 
Other (1)
124 127 
 8,791 9,332 
Less: current portion1,082 948 
 $7,709 $8,384 
(1) Includes $25 million (December 31, 2021 $48 million) in deferred purchase consideration payable in the first quarter of 2023.
Asset Retirement Obligations
The Company's asset retirement obligations are expected to be settled on an ongoing basis over a period of approximately 60 years and discounted using a weighted average discount rate of 5.6% (December 31, 2021 – 4.0%) with inflation rates of up to approximately 10% for 2022, returning to up to approximately 2% thereafter (December 31, 2021 – up to 2%). Reconciliations of the discounted asset retirement obligations were as follows:
 Jun 30
2022
Dec 31
2021
Balance – beginning of period$6,806 $5,861 
Liabilities incurred10 
Liabilities acquired, net12 76 
Liabilities settled(202)(307)
Asset retirement obligation accretion117 185 
Revision of cost estimates519 508 
Revision of timing estimates (1)
626 1,208 
Change in discount rates(1,698)(723)
Foreign exchange adjustments15 (7)
Balance – end of period6,205 6,806 
Less: current portion280 249 
 $5,925 $6,557 
(1) Reflects changes to the estimated timing of the settlement of the Company's asset retirement obligations in the Province of Alberta due to provincial regulatory changes.
Canadian Natural Resources Limited
10
Three and six months ended June 30, 2022


Share-Based Compensation
The liability for share-based compensation includes costs incurred under the Company's Stock Option Plan and Performance Share Unit ("PSU") plans. The Company’s Stock Option Plan provides current employees with the right to elect to receive common shares or a cash payment in exchange for stock options surrendered. The PSU plan provides certain executive employees of the Company with the right to receive a cash payment, the amount of which is determined by individual employee performance and the extent to which certain other performance measures are met.
The Company recognizes a liability for potential cash settlements under these plans. The current portion of the liability represents the maximum amount of the liability payable within the next twelve month period if all vested stock options and PSUs are settled in cash.
 Jun 30
2022
Dec 31
2021
Balance – beginning of period$489 $160 
Share-based compensation expense489 514 
Cash payment for stock options surrendered and PSUs vested(74)(48)
Transferred to common shares(253)(139)
Other 4 
Balance – end of period655 489 
Less: current portion461 329 
 $194 $160 
10. INCOME TAXES
The provision for income tax was as follows:
Three Months EndedSix Months Ended
Expense (recovery)Jun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Current corporate income tax – North America
$855 $324 $1,689 $609 
Current corporate income tax – North Sea15 (5)22 
Current corporate income tax – Offshore Africa
18 30 11 
Current PRT (1) – North Sea
6 (12)(1)(17)
Other taxes5 10 
Current income tax899 317 1,750 614 
Deferred income tax131 129 256 150 
Income tax$1,030 $446 $2,006 $764 
(1) Petroleum Revenue Tax
Canadian Natural Resources Limited
11
Three and six months ended June 30, 2022


11. SHARE CAPITAL
Authorized
Preferred shares issuable in a series.
Unlimited number of common shares without par value.
 Six Months Ended Jun 30, 2022
Issued common shares
Number of shares
(thousands)
Amount
Balance – beginning of period1,168,369 $10,168 
Issued upon exercise of stock options8,169 309 
Previously recognized liability on stock options exercised for common shares 253 
Purchase of common shares under Normal Course Issuer Bid(42,150)(380)
Balance – end of period1,134,388 $10,350 
Dividend Policy
The Company has paid regular quarterly dividends in each year since 2001. The dividend policy undergoes periodic review by the Board of Directors and is subject to change.
On March 2, 2022, the Board of Directors approved a 28% increase in the quarterly dividend to $0.75 per common share, beginning with the dividend paid on April 5, 2022. On November 3, 2021, the Board of Directors approved a 25% increase in the quarterly dividend to $0.5875 per common share. On March 3, 2021, the Board of Directors approved an 11% increase in the quarterly dividend to $0.47 per common share, from $0.425 per common share.
On August 3, 2022, the Board of Directors approved a special dividend of $1.50 per common share, payable on August 31, 2022.
Normal Course Issuer Bid
On March 8, 2022, the Company's application was approved for a Normal Course Issuer Bid to purchase through the facilities of the Toronto Stock Exchange, alternative Canadian trading platforms, and the New York Stock Exchange, up to 101,574,207 common shares, representing 10% of the public float, over a 12-month period commencing March 11, 2022 and ending March 10, 2023.
For the six months ended June 30, 2022, the Company purchased 42,150,000 common shares at a weighted average price of $73.26 per common share for a total cost of $3,088 million. Retained earnings were reduced by $2,708 million, representing the excess of the purchase price of common shares over their average carrying value. Subsequent to June 30, 2022, the Company purchased 13,750,000 common shares at a weighted average price of $66.00 per common share for a total cost of $907 million.
Share-Based Compensation – Stock Options
The following table summarizes information relating to stock options outstanding as at June 30, 2022:
 Six Months Ended Jun 30, 2022
 
Stock options
(thousands)
Weighted
 average
 exercise price
Outstanding – beginning of period38,327 $35.88 
Granted6,390 $67.30 
Exercised for common shares(8,169)$37.85 
Surrendered for cash settlement(324)$38.17 
Forfeited(1,735)$39.94 
Outstanding – end of period34,489 $41.01 
Exercisable – end of period4,996 $36.67 
The Stock Option Plan is a "rolling 7%" plan, whereby the aggregate number of common shares that may be reserved for issuance under the plan shall not exceed 7% of the common shares outstanding from time to time.
Canadian Natural Resources Limited
12
Three and six months ended June 30, 2022


12. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The components of accumulated other comprehensive income (loss), net of taxes, were as follows:
 Jun 30
2022
Jun 30
2021
Derivative financial instruments designated as cash flow hedges$77 $82 
Foreign currency translation adjustment(30)(128)
 $47 $(46)
13. CAPITAL DISCLOSURES
The Company has defined its capital to mean its long-term debt and consolidated shareholders' equity, as determined at each reporting date.
The Company's objectives when managing its capital structure are to maintain financial flexibility and balance to enable the Company to access capital markets to sustain its on-going operations and to support its growth strategies. The Company primarily monitors capital on the basis of an internally derived financial measure referred to as its "debt to book capitalization ratio", which is the arithmetic ratio of current and long-term debt less cash and cash equivalents divided by the sum of the carrying value of shareholders' equity plus current and long-term debt less cash and cash equivalents. The Company's internal targeted range for its debt to book capitalization ratio is 25% to 45%. This range may be exceeded in periods when a combination of capital projects, acquisitions, or lower commodity prices occurs. The Company may be below the low end of the targeted range when cash flow from operating activities is greater than current investment activities. As at June 30, 2022, the ratio was below the target range at 23.9%.
Readers are cautioned that the debt to book capitalization ratio is not defined by IFRS and this financial measure may not be comparable to similar measures presented by other companies. Further, there are no assurances that the Company will continue to use this measure to monitor capital or will not alter the method of calculation of this measure in the future.
 Jun 30
2022
Dec 31
2021
Long-term debt$12,602 $14,694 
Less: cash and cash equivalents233 744 
Long-term debt, net$12,369 $13,950 
Total shareholders' equity$39,340 $36,945 
Debt to book capitalization23.9%27.4%
The Company is subject to a financial covenant that requires debt to book capitalization as defined in its credit facility agreements to not exceed 65%. As at June 30, 2022, the Company was in compliance with this covenant.
14. NET EARNINGS PER COMMON SHARE
Three Months EndedSix Months Ended
  Jun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Weighted average common shares outstanding
   – basic (thousands of shares)
1,151,111 1,185,301 1,157,914 1,185,425 
Effect of dilutive stock options (thousands of shares)15,464 5,163 15,482 3,038 
Weighted average common shares outstanding
   – diluted (thousands of shares)
1,166,575 1,190,464 1,173,396 1,188,463 
Net earnings$3,502 $1,551 $6,603 $2,928 
Net earnings per common share– basic$3.04 $1.31 $5.70 $2.47 
 – diluted$3.00 $1.30 $5.63 $2.46 




Canadian Natural Resources Limited
13
Three and six months ended June 30, 2022


15. FINANCIAL INSTRUMENTS
The carrying amounts of the Company's financial instruments by category were as follows:
 Jun 30, 2022
Asset (liability)Financial
 assets at
amortized
 cost
Fair value
 through
profit or loss
Derivatives
 used for
 hedging
Financial
 liabilities at
 amortized
cost
Total
Cash and cash equivalents$233 $ $ $ $233 
Accounts receivable5,015    5,015 
Investments 367   367 
Other long-term assets 1   1 
Accounts payable   (1,150)(1,150)
Accrued liabilities   (4,641)(4,641)
Other long-term liabilities (1)
 (43) (1,592)(1,635)
Long-term debt (2)
   (12,602)(12,602)
 $5,248 $325 $ $(19,985)$(14,412)
 Dec 31, 2021
Asset (liability)Financial
 assets at
amortized
 cost
Fair value
 through
profit or loss
Derivatives
 used for
 hedging
Financial
 liabilities at
 amortized
cost
Total
Cash and cash equivalents$744 $— $— $— $744 
Accounts receivable3,111 — — — 3,111 
Investments— 309 — — 309 
Other long-term assets— — 140 — 140 
Accounts payable— — — (803)(803)
Accrued liabilities— — — (3,064)(3,064)
Other long-term liabilities (1)
— (64)(21)(1,632)(1,717)
Long-term debt (2)
— — — (14,694)(14,694)
 $3,855 $245 $119 $(20,193)$(15,974)
(1)Includes $1,567 million of lease liabilities (December 31, 2021 – $1,584 million) and $25 million of deferred purchase consideration payable in the first quarter of 2023 (December 31, 2021 – $48 million).
(2)Includes the current portion of long-term debt.

Canadian Natural Resources Limited
14
Three and six months ended June 30, 2022


The carrying amounts of the Company's financial instruments approximated their fair value, except for fixed rate long-term debt. The fair values of the Company's investments, recurring other long-term assets (liabilities) and fixed rate long-term debt are outlined below:
 Jun 30, 2022
 Carrying amount Fair value
Asset (liability) (1) (2)
 Level 1Level 2
Level 3 (4)
Investments (3)
$367 $367 $ $ 
Other long-term assets$1 $ $1 $ 
Other long-term liabilities$(68)$ $(43)$(25)
Fixed rate long-term debt (5) (6)
$(12,602)$(12,595)$ $ 
 Dec 31, 2021
 Carrying amountFair value
Asset (liability) (1) (2)
 Level 1Level 2
Level 3 (4)
Investments (3)
$309 $309 $— $— 
Other long-term assets$140 $— $140 $— 
Other long-term liabilities$(133)$— $(85)$(48)
Fixed rate long-term debt (5) (6)
$(13,554)$(15,420)$— $— 
(1)Excludes financial assets and liabilities where the carrying amount approximates fair value due to the short-term nature of the asset or liability (cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities).
(2)There were no transfers between Level 1, 2 and 3 financial instruments.
(3)The fair values of the investments are based on quoted market prices.
(4)The fair value of the deferred purchase consideration included in other long-term liabilities is based on the present value of future cash payments.
(5)The fair value of fixed rate long-term debt has been determined based on quoted market prices.
(6)Includes the current portion of fixed rate long-term debt.
Risk Management
The Company periodically uses derivative financial instruments to manage its commodity price, interest rate and foreign currency exposures. These financial instruments are entered into solely for hedging purposes and are not used for speculative purposes. The following provides a summary of the carrying amounts of derivative financial instruments held and a reconciliation to the Company's consolidated balance sheets.
Asset (liability)Jun 30
2022
Dec 31
2021
Derivatives held for trading  
Natural gas (1)
$(37)$(41)
Crude oil and NGLs (1)
(6)(10)
Foreign currency forward contracts1 (13)
Cash flow hedges 
Foreign currency forward contracts (21)
Cross currency swaps 140 
 $(42)$55 
Included within:  
Current portion of other long-term assets$1 $
Current portion of other long-term liabilities(42)(72)
Other long-term assets  135 
Other long-term liabilities(1)(13)
 $(42)$55 
(1) Commodity financial instruments assumed in the acquisitions of Storm Resources Ltd. and Painted Pony Energy Ltd. in the fourth quarter of 2021 and 2020, respectively.


Canadian Natural Resources Limited
15
Three and six months ended June 30, 2022


The estimated fair values of derivative financial instruments in Level 2 at each measurement date have been determined based on appropriate internal valuation methodologies and/or third party indications. Level 2 fair values determined using valuation models require the use of assumptions concerning the amount and timing of future cash flows and discount rates. In determining these assumptions, the Company primarily relied on external, readily-observable quoted market inputs as applicable, including crude oil and natural gas forward benchmark commodity prices and volatility, Canadian and United States interest rate yield curves, and Canadian and United States forward foreign exchange rates, discounted to present value as appropriate. The resulting fair value estimates may not necessarily be indicative of the amounts that could be realized or settled in a current market transaction and these differences may be material.
The changes in estimated fair values of derivative financial instruments included in the risk management asset (liability) were recognized in the financial statements as follows:
Asset (liability)Jun 30
2022
Dec 31
2021
Balance – beginning of period$55 $(24)
Net change in fair value of outstanding derivative financial instruments recognized in:  
Risk management activities22 (12)
Foreign exchange(119)82 
Other comprehensive income 
Balance – end of period(42)55 
Less: current portion(41)(67)
 $(1)$122 
Net (gain) loss from risk management activities were as follows:
Three Months EndedSix Months Ended
 Jun 30
2022
Jun 30
2021
Jun 30
2022
Jun 30
2021
Net realized risk management loss$7 $18 $39 $27 
Net unrealized risk management (gain) loss(21)10 5 30 
 $(14)$28 $44 $57 
Financial Risk Factors
a)     Market risk
Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. The Company's market risk is comprised of commodity price risk, interest rate risk, and foreign currency exchange rate risk.
Commodity price risk management
The Company periodically uses commodity derivative financial instruments to manage its exposure to commodity price risk associated with the sale of its future crude oil and natural gas production and with natural gas purchases.
The Company's outstanding commodity derivative financial instruments are expected to be settled monthly based on the applicable index pricing for the respective contract month.
Interest rate risk management
The Company is exposed to interest rate price risk on its fixed rate long-term debt and to interest rate cash flow risk on its floating rate long-term debt. The Company periodically enters into interest rate swap contracts to manage its fixed to floating interest rate mix on long-term debt. Interest rate swap contracts require the periodic exchange of payments without the exchange of the notional principal amounts on which the payments are based. As at June 30, 2022, the Company had no significant interest rate swap contracts outstanding.
Canadian Natural Resources Limited
16
Three and six months ended June 30, 2022


Foreign currency exchange rate risk management
The Company is exposed to foreign currency exchange rate risk in Canada primarily related to its US dollar denominated long-term debt, commercial paper and working capital. The Company is also exposed to foreign currency exchange rate risk on transactions conducted in other currencies and in the carrying value of its foreign subsidiaries. The Company periodically enters into cross currency swap contracts and foreign currency forward contracts to manage known currency exposure on US dollar denominated long-term debt, commercial paper and working capital. As at June 30, 2022, the Company had no cross currency swap contracts outstanding.
During the second quarter of 2022, the Company settled the US$550 million cross currency swap designated as a cash flow hedge of a portion of the US$1,100 million 6.25% US dollar debt securities due March 2038. The Company realized cash proceeds of $158 million on settlement.
As at June 30, 2022, the Company had US$526 million of foreign currency forward contracts outstanding, with original terms of up to 90 days, all of which were designated as derivatives held for trading.
b)     Credit risk
Credit risk is the risk that a party to a financial instrument will cause a financial loss to the Company by failing to discharge an obligation.
Counterparty credit risk management
The Company's accounts receivable are mainly with customers in the crude oil and natural gas industry and are subject to normal industry credit risks. The Company manages these risks by reviewing its exposure to individual companies on a regular basis and where appropriate, ensures that parental guarantees or letters of credit are in place to minimize the impact in the event of default. As at June 30, 2022, substantially all of the Company's accounts receivable were due within normal trade terms.
The Company is also exposed to possible losses in the event of nonperformance by counterparties to derivative financial instruments; however, the Company manages this credit risk by entering into agreements with counterparties that are substantially all investment grade financial institutions. As at June 30, 2022, the Company had net risk management assets of $1 million with specific counterparties related to derivative financial instruments (December 31, 2021 – $140 million).
The carrying amount of financial assets approximates the maximum credit exposure.
c)     Liquidity risk 
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations associated with financial liabilities.
Management of liquidity risk requires the Company to maintain sufficient cash and cash equivalents, along with other sources of capital, consisting primarily of cash flow from operating activities, available credit facilities, commercial paper and access to debt capital markets, to meet obligations as they become due. The Company believes it has adequate bank credit facilities to provide liquidity to manage fluctuations in the timing of the receipt and/or disbursement of operating cash flows.
As at June 30, 2022, the maturity dates of the Company's financial liabilities were as follows:
 Less than
1 year
1 to less than
2 years
2 to less than
5 years
Thereafter
Accounts payable$1,150 $— $— $— 
Accrued liabilities$4,641 $— $— $— 
Long-term debt (1)
$1,287 $1,592 $3,692 $6,109 
Other long-term liabilities (2)
$263 $163 $431 $778 
Interest and other financing expense (3)
$623 $574 $1,434 $3,812 
(1)Long-term debt represents principal repayments only and does not reflect interest, original issue discounts and premiums or transaction costs.
(2)Lease payments included within other long-term liabilities reflect principal payments only and are as follows; less than one year, $196 million; one to less than two years, $162 million; two to less than five years, $431 million; and thereafter, $778 million.
(3)Includes interest and other financing expense on long-term debt and other long-term liabilities. Payments were estimated based upon applicable interest and foreign exchange rates as at June 30, 2022.


Canadian Natural Resources Limited
17
Three and six months ended June 30, 2022


16. COMMITMENTS AND CONTINGENCIES
In the normal course of business, the Company has committed to certain payments. The following table summarizes the Company's commitments as at June 30, 2022:
 
Remaining 2022
2023202420252026Thereafter
Product transportation and processing (1)
$551 $1,075 $1,127 $1,027 $966 $11,702 
North West Redwater Partnership service toll (2)
$67 $134 $133 $131 $111 $4,178 
Offshore vessels and equipment
$67 $40 $— $— $— $— 
Field equipment and power$22 $21 $21 $21 $21 $226 
Other$13 $22 $23 $21 $16 $— 
(1) Includes commitments pertaining to a 20-year product transportation agreement on the Trans Mountain Pipeline Expansion.
(2) Pursuant to the processing agreements, the Company pays its 25% pro rata share of the debt component of the monthly fee-for-service toll. Included in the toll is $2,007 million of interest payable over the 40-year tolling period, ending in 2058 (note 7).
In addition to the commitments disclosed above, the Company has entered into various agreements related to the engineering, procurement and construction of its various development projects. These contracts can be cancelled by the Company upon notice without penalty, subject to the costs incurred up to and in respect of the cancellation.
The Company is defendant and plaintiff in a number of legal actions arising in the normal course of business. In addition, the Company is subject to certain contractor construction claims. The Company believes that any liabilities that might arise pertaining to any such matters would not have a material effect on its consolidated financial position.

Canadian Natural Resources Limited
18
Three and six months ended June 30, 2022


17. SEGMENTED INFORMATION
 North America
North SeaOffshore AfricaTotal Exploration and Production
Three Months EndedSix Months EndedThree Months EndedSix Months EndedThree Months EndedSix Months EndedThree Months EndedSix Months Ended
Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30
(millions of Canadian dollars,
unaudited)
2022202120222021202220212022202120222021202220212022202120222021
Segmented product sales
Crude oil and NGLs6,470 3,446 12,009 6,541 220 69 347 269 181 140 398 218 6,871 3,655 12,754 7,028 
Natural gas1,501 453 2,431 939 1 6 15 10 29 15 1,517 464 2,466 956 
Other income and revenue (1)
69 22 139 53 2 — 3 — 2 4 73 23 146 56 
Total segmented product sales8,040 3,921 14,579 7,533 223 70 356 271 198 151 431 236 8,461 4,142 15,366 8,040 
Less: royalties(1,309)(395)(2,216)(680)(1)(1)(1)(1)(19)(6)(30)(10)(1,329)(402)(2,247)(691)
Segmented revenue6,731 3,526 12,363 6,853 222 69 355 270 179 145 401 226 7,132 3,740 13,119 7,349 
Segmented expenses      
Production973 714 1,860 1,441 128 54 195 168 25 26 53 47 1,126 794 2,108 1,656 
Transportation, blending and feedstock1,847 1,144 3,599 2,290 2 4  —  — 1,849 1,146 3,603 2,294 
Depletion, depreciation and amortization855 881 1,733 1,749 50 19 79 87 42 44 93 75 947 944 1,905 1,911 
Asset retirement obligation accretion35 25 70 50 6 13 10 1 3 42 32 86 63 
Risk management activities (commodity derivatives)6 17 55 36  —  —  —  — 6 17 55 36 
Income from North West Redwater Partnership —  —  —  —  —  —  —  — 
Total segmented expenses3,716 2,781 7,317 5,566 186 80 291 269 68 72 149 125 3,970 2,933 7,757 5,960 
Segmented earnings (loss)3,015 745 5,046 1,287 36 (11)64 111 73 252 101 3,162 807 5,362 1,389 
Non–segmented expenses
Administration      
Share-based compensation      
Interest and other financing expense      
Risk management activities (other)      
Foreign exchange loss (gain)      
Loss (gain) from investments
Total non–segmented expenses      
Earnings before taxes      
Current income tax      
Deferred income tax      
Net earnings      
Canadian Natural Resources Limited
19
Three and six months ended June 30, 2022


 Oil Sands Mining and UpgradingMidstream and Refining
 Inter–segment
elimination and other
 
Total
Three Months EndedSix Months EndedThree Months EndedSix Months EndedThree Months EndedSix Months EndedThree Months EndedSix Months Ended
Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30Jun 30
(millions of Canadian dollars,
unaudited)
2022202120222021202220212022202120222021202220212022202120222021
Segmented product sales
Crude oil and NGLs (2)
4,962 2,794 9,813 5,777 18 21 38 40 (124)(88)(105)(175)11,727 6,382 22,500 12,670 
Natural gas —  —  —  — 88 45 141 108 1,605 509 2,607 1,064 
Other income and revenue (1)
80 30 115 40 318 171 567 302 9 9 11 480 233 837 409 
Total segmented product sales5,042 2,824 9,928 5,817 336 192 605 342 (27)(34)45 (56)13,812 7,124 25,944 14,143 
Less: royalties(1,008)(197)(1,545)(319) —  —  —  — (2,337)(599)(3,792)(1,010)
Segmented revenue4,034 2,627 8,383 5,498 336 192 605 342 (27)(34)45 (56)11,475 6,525 22,152 13,133 
Segmented expenses
Production1,077 850 2,054 1,688 70 79 136 142 14 17 29 35 2,287 1,740 4,327 3,521 
Transportation, blending and feedstock (2)
638 294 1,101 591 244 134 423 239 (49)(59)10 (101)2,682 1,515 5,137 3,023 
Depletion, depreciation and amortization412 441 857 891 4 8  —  — 1,363 1,388 2,770 2,809 
Asset retirement obligation accretion16 14 31 29  —  —  —  — 58 46 117 92 
Risk management activities (commodity derivatives) —  —  —  —  —  — 6 17 55 36 
Income from North West Redwater Partnership —  —  (400) (400) —  —  (400) (400)
Total segmented expenses2,143 1,599 4,043 3,199 318 (184)567 (12)(35)(42)39 (66)6,396 4,306 12,406 9,081 
Segmented earnings (loss)1,891 1,028 4,340 2,299 18 376 38 354 8 6 10 5,079 2,219 9,746 4,052 
Non–segmented expenses
Administration      97 87 213 182 
Share-based compensation      (45)137 489 266 
Interest and other financing expense      160 177 323 362 
Risk management activities (other)      (20)11 (11)21 
Foreign exchange loss (gain)      333 (140)187 (302)
Loss (gain) from investments22 (50)(64)(169)
Total non-segmented expenses547 222 1,137 360 
Earnings before taxes      4,532 1,997 8,609 3,692 
Current income tax      899 317 1,750 614 
Deferred income tax      131 129 256 150 
Net earnings      3,502 1,551 6,603 2,928 
(1) Includes the sale of diesel and other refined products and other income, including government grants and recoveries associated with the joint operations partners' share of the costs of lease contracts.
(2) Includes blending and feedstock costs associated with the processing of third party bitumen and other purchased feedstock in the Oil Sands Mining and Upgrading segment.
Canadian Natural Resources Limited
20
Three and six months ended June 30, 2022


Capital Expenditures (1)
Six Months Ended
 Jun 30, 2022Jun 30, 2021
 Net expenditures
Non-cash
and fair value changes (2)
Capitalized
 costs
Net expenditures (proceeds)
Non-cash
and fair value changes (2)
Capitalized
 costs
Exploration and
   evaluation assets
      
Exploration and
   Production
      
North America
$20 $(33)$(13)$(2)$(31)$(33)
Offshore Africa 1  1 — 
 21 (33)(12)(31)(30)
Property, plant and
   equipment
      
Exploration and
   Production
      
North America1,700 (195)1,505 799 (153)646 
North Sea38 (104)(66)76 (6)70 
  Offshore Africa35 (38)(3)30 — 30 
 1,773 (337)1,436 905 (159)746 
Oil Sands Mining and
   Upgrading (3)
956 (499)457 1,064 (300)764 
Midstream and Refining 5 (2)3 — 
Head office13  13 — 
 2,747 (838)1,909 1,981 (459)1,522 
$2,768 $(871)$1,897 $1,982 $(490)$1,492 
(1)This table provides a reconciliation of capitalized costs, reported in note 3 and note 4, to net expenditures reported in the investing activities section of the statements of cash flows. The reconciliation excludes the impact of foreign exchange adjustments.
(2)Derecognitions, asset retirement obligations, transfer of exploration and evaluation assets, and other fair value adjustments.
(3)Net expenditures includes the acquisition of a 5% net carried interest on an existing oil sands lease in the second quarter of 2021.
Segmented Assets
 Jun 30
2022
Dec 31
2021
Exploration and Production  
North America$31,345 $30,645 
North Sea1,494 1,561 
Offshore Africa1,268 1,332 
Other34 40 
Oil Sands Mining and Upgrading42,838 42,016 
Midstream and Refining1,008 886 
Head office179 185 
 $78,166 $76,665 
Canadian Natural Resources Limited
21
Three and six months ended June 30, 2022


SUPPLEMENTARY INFORMATION
INTEREST COVERAGE RATIOS
The following financial ratios are provided in connection with the Company's continuous offering of medium-term notes pursuant to the short form prospectus dated July 2021. These ratios are based on the Company's interim consolidated financial statements that are prepared in accordance with accounting principles generally accepted in Canada.
Interest coverage ratios for the twelve month period ended June 30, 2022:
Interest coverage (times)
   Net earnings (1)
23.1x
   Adjusted funds flow (2)
32.8x
(1)Net earnings plus income taxes and interest expense; divided by the sum of interest expense and capitalized interest.
(2)Adjusted funds flow plus current income taxes and interest expense; divided by the sum of interest expense and capitalized interest.



































Canadian Natural Resources Limited
22
Three and six months ended June 30, 2022