EX-99.3 4 a09302022q3fs.htm EX-99.3 Document





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CANADIAN NATURAL RESOURCES LIMITED














UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2022 AND 2021
NOVEMBER 2, 2022



INTERIM CONSOLIDATED FINANCIAL STATEMENTS
CONSOLIDATED BALANCE SHEETS
As atNoteSep 30
2022
Dec 31
2021
(millions of Canadian dollars, unaudited)
ASSETS   
Current assets   
Cash and cash equivalents $565 $744 
Accounts receivable 3,912 3,111 
Inventory1,836 1,548 
Prepaids and other 346 195 
Investments6403 309 
Current portion of other long-term assets788 35 
  7,150 5,942 
Exploration and evaluation assets32,227 2,250 
Property, plant and equipment466,172 66,400 
Lease assets51,444 1,508 
Other long-term assets7486 565 
  $77,479 $76,665 
LIABILITIES   
Current liabilities   
Accounts payable $1,265 $803 
Accrued liabilities 3,943 3,064 
Current income taxes payable 1,552 1,607 
Current portion of long-term debt81,369 1,000 
Current portion of other long-term liabilities5,9996 948 
  9,125 7,422 
Long-term debt811,580 13,694 
Other long-term liabilities5,97,930 8,384 
Deferred income taxes10,705 10,220 
  39,340 39,720 
SHAREHOLDERS' EQUITY   
Share capital1110,162 10,168 
Retained earnings27,747 26,778 
Accumulated other comprehensive income (loss)12230 (1)
  38,139 36,945 
  $77,479 $76,665 
Commitments and contingencies (note 16)


Approved by the Board of Directors on November 2, 2022.
Canadian Natural Resources Limited
1
Three and nine months ended September 30, 2022


CONSOLIDATED STATEMENTS OF EARNINGS
Three Months EndedNine Months Ended
(millions of Canadian dollars, except per
 common share amounts, unaudited)
NoteSep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Product sales17$12,574 $8,521 $38,518 $22,664 
Less: royalties(2,117)(810)(5,909)(1,820)
Revenue10,457 7,711 32,609 20,844 
Expenses
Production2,076 1,762 6,403 5,283 
Transportation, blending and feedstock2,235 1,516 7,372 4,539 
Depletion, depreciation and amortization4,51,454 1,442 4,224 4,251 
Administration94 87 307 269 
Share-based compensation9(4)57 485 323 
Asset retirement obligation accretion982 47 199 139 
Interest and other financing expense150 178 473 540 
Risk management activities15(92)(23)(48)34 
Foreign exchange loss (gain)736 281 923 (21)
Gain on acquisitions (478) (478)
Income from North West Redwater Partnership7 —  (400)
(Gain) loss from investments6(39)33 (103)(136)
  6,692 4,902 20,235 14,343 
Earnings before taxes 3,765 2,809 12,374 6,501 
Current income tax expense10757 551 2,507 1,165 
Deferred income tax expense10194 56 450 206 
Net earnings $2,814 $2,202 $9,417 $5,130 
Net earnings per common share   
Basic14$2.52 $1.87 $8.23 $4.33 
Diluted14$2.49 $1.86 $8.12 $4.32 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three Months EndedNine Months Ended
(millions of Canadian dollars, unaudited)Sep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Net earnings$2,814 $2,202 $9,417 $5,130 
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 – $3 million) – nine months ended
 16 4 34 
Reclassification to net earnings, net of taxes of
$nil (2021 – $nil) – three months ended;
$1 million (2021 – $1 million) – nine months ended
(2)(3)(6)(8)
 (2)13 (2)26 
Foreign currency translation adjustment  
Translation of net investment
185 70 233 
Other comprehensive income, net of taxes183 83 231 29 
Comprehensive income$2,997 $2,285 $9,648 $5,159 
Canadian Natural Resources Limited
2
Three and nine months ended September 30, 2022


CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Nine Months Ended

(millions of Canadian dollars, unaudited)
NoteSep 30
2022
Sep 30
2021
Share capital11  
Balance – beginning of period $10,168 $9,606 
Issued upon exercise of stock options 332 347 
Previously recognized liability on stock options exercised for common shares
 276 50 
Purchase of common shares under Normal Course Issuer Bid(614)(146)
Balance – end of period 10,162 9,857 
Retained earnings   
Balance – beginning of period 26,778 22,766 
Net earnings 9,417 5,130 
Dividends on common shares11(4,237)(1,667)
Purchase of common shares under Normal Course Issuer Bid11(4,211)(597)
Balance – end of period 27,747 25,632 
Accumulated other comprehensive income (loss)12  
Balance – beginning of period (1)
Other comprehensive income, net of taxes 231 29 
Balance – end of period 230 37 
Shareholders' equity $38,139 $35,526 
Canadian Natural Resources Limited
3
Three and nine months ended September 30, 2022


CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months EndedNine Months Ended
(millions of Canadian dollars, unaudited)NoteSep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Operating activities   
Net earnings $2,814 $2,202 $9,417 $5,130 
Non-cash items  
Depletion, depreciation and amortization 1,454 1,442 4,224 4,251 
Share-based compensation (4)57 485 323 
Asset retirement obligation accretion 82 47 199 139 
Unrealized risk management (gain) loss (48)(19)(43)11 
Unrealized foreign exchange loss (gain) 785 197 1,055 (126)
Realized foreign exchange loss (gain) (1)
 118 (69)118 
Gain on acquisitions (478) (478)
(Gain) loss from investments6(36)35 (94)(129)
Deferred income tax expense 194 56 450 206 
Proceeds on settlement of cross currency swap15 — 89 — 
Other (20)19 (79)(8)
Abandonment expenditures (147)(77)(349)(215)
Net change in non-cash working capital1,024 691 (438)544 
Cash flows from operating activities 6,098 4,290 14,847 9,766 
Financing activities   
Repayment of bank credit facilities and commercial paper, net8 (1,184)(1,156)(4,172)
Repayment of medium-term notes8(341)— (1,480)— 
Repayment of US dollar debt securities8 (628) (628)
Proceeds on settlement of cross currency swap15 — 69 — 
Payment of lease liabilities5,9(50)(49)(149)(154)
Issue of common shares on exercise of stock options1123 83 332 347 
Dividends on common shares(2,532)(558)(4,092)(1,618)
Purchase of common shares under Normal Course Issuer Bid11(1,737)(507)(4,825)(743)
Cash flows used in financing activities(4,637)(2,843)(11,301)(6,968)
Investing activities   
Net expenditures on exploration and evaluation assets 3,17(3)(4)(24)(5)
Net expenditures on property, plant and equipment4,17(1,132)(953)(3,879)(2,934)
Proceeds from investment 128  128 
Repayment of North West Redwater Partnership subordinated debt advances —  555 
Net change in non-cash working capital6 108 178 168 
Cash flows used in investing activities (1,129)(721)(3,725)(2,088)
Increase (decrease) in cash and cash equivalents332 726 (179)710 
Cash and cash equivalents – beginning of period233 168 744 184 
Cash and cash equivalents – end of period $565 $894 $565 $894 
Interest paid on long-term debt, net $179 $196 $482 $550 
Income taxes paid (received), net $312 $(11)$2,482 $(94)
(1)Consists of the realized foreign exchange gain on settlement of cross currency swap in 2022 and the realized foreign exchange loss on repayment of US dollar debt securities in 2021.
Canadian Natural Resources Limited
4
Three and nine months ended September 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 nine months ended September 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 
Additions34    34 
Transfers to property, plant and equipment
(60)   (60)
Foreign exchange adjustments  3  3 
At September 30, 2022$2,031 $ $94 $102 $2,227 
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 / Acquisitions2,460 78 67 1,277 7 18 3,907 
Transfers from exploration & evaluation assets60      60 
Change in asset retirement obligation estimates144 (103)(38)(328)  (325)
Derecognitions (1)
(249)(1) (326)  (576)
Foreign exchange adjustments and other 610 330   4 944 
At September 30, 2022$80,249 $8,022 $4,339 $47,479 $473 $530 $141,092 
Accumulated depletion and depreciation     
At December 31, 2021$52,732 $5,951 $2,923 $8,499 $183 $394 $70,682 
Expense2,576 87 113 1,258 11 18 4,063 
Derecognitions (1)
(249)(1) (326)  (576)
Foreign exchange adjustments and other(8)508 249 (2) 4 751 
At September 30, 2022$55,051 $6,545 $3,285 $9,429 $194 $416 $74,920 
Net book value
At September 30, 2022$25,198 $1,477 $1,054 $38,050 $279 $114 $66,172 
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 nine months ended September 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 $513 million and assumed associated asset retirement obligations of $11 million. No net deferred income tax liabilities were recognized and no pre-tax gains were recognized on these transactions.
Canadian Natural Resources Limited
6
Three and nine months ended September 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 27 21  92 
Depreciation(80)(44)(21)(16)(161)
Foreign exchange adjustments and other
  3 2 5 
At September 30, 2022$938 $337 $102 $67 $1,444 
Lease liabilities
The Company measures its lease liabilities at the discounted value of its lease payments during the lease term. Lease liabilities as at September 30, 2022 were as follows:
 Sep 30
2022
Dec 31
2021
Lease liabilities $1,530 $1,584 
Less: current portion193 185 
 $1,337 $1,399 
Total cash outflows for leases for the three months ended September 30, 2022, including payments related to short-term leases not reported as lease assets, were $326 million (three months ended September 30, 2021 – $257 million; nine months ended September 30, 2022 – $882 million; nine months ended September 30, 2021 – $831 million). Interest expense on leases for the three months ended September 30, 2022 was $15 million (three months ended September 30, 2021 – $15 million; nine months ended September 30, 2022 – $45 million; nine months ended September 30, 2021 – $47 million).
6. INVESTMENTS
As at September 30, 2022, the Company had the following investment:
Sep 30
2022
Dec 31
2021
Investment in PrairieSky Royalty Ltd.$403 $309 
The (gain) loss from the investments was comprised as follows:
Three Months EndedNine Months Ended
Sep 30
2022
Sep 30
 2021(1)
Sep 30
2022
Sep 30
2021(1)
(Gain) loss from investments$(36)$35 $(94)$(129)
Dividend income (3)(2)(9)(7)
$(39)$33 $(103)$(136)
(1) Includes the gain and dividend income from the Company's investment in Inter Pipeline Ltd.
The Company's 22.6 million share investment in 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 September 30, 2022, the market price per common share was $17.81 (December 31, 2021 – $13.63; September 30, 2021 – $13.51).
Canadian Natural Resources Limited
7
Three and nine months ended September 30, 2022


7. OTHER LONG-TERM ASSETS
 Sep 30
2022
Dec 31
2021
Prepaid cost of service tolls$197 $157 
Long-term inventory136 126 
Risk management (note 15)36 140 
Long-term contracts and prepayments (1)
205 177 
 574 600 
Less: current portion88 35 
 $486 $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).
During the third quarter of 2022, NWRP extended its $3,000 million syndicated credit facility and increased it to $3,175 million. The revolving portion of the credit facility was increased to $2,175 million, with $118 million maturing in June 2023, and $2,057 million maturing in June 2025. The $1,000 million non-revolving portion of the credit facility was extended, with $60 million maturing in June 2023, and $940 million maturing in June 2025. During the third quarter of 2022, NWRP also entered into a $150 million facility to support letters of credit.
The carrying value of the Company's interest in NWRP is $nil, and as at September 30, 2022, the cumulative unrecognized share of the equity loss and partnership distributions from NWRP was $588 million (December 31, 2021 – $562 million). For the three months ended September 30, 2022, the Company's unrecognized share of the equity loss was $1 million (nine months ended September 30, 2022 – unrecognized equity loss of $26 million; three months ended September 30, 2021 – unrecognized equity loss of $21 million; nine months ended September 30, 2021 – recovery of unrecognized equity losses of $3 million and partnership distributions of $400 million).
8. LONG-TERM DEBT
 Sep 30
2022
Dec 31
2021
Canadian dollar denominated debt, unsecured  
Medium-term notes$1,720 $3,200 
US dollar denominated debt, unsecured  
Bank credit facilities (September 30, 2022 – US$nil;
     December 31, 2021 – US$901 million)
 1,140 
US dollar debt securities (September 30, 2022 – US$8,250 million;
     December 31, 2021 – US$8,250 million)
11,302 10,441 
 11,302 11,581 
Long-term debt before transaction costs and original issue discounts, net13,022 14,781 
Less: original issue discounts, net (1)
13 15 
transaction costs (1) (2)
60 72 
 12,949 14,694 
Less: current portion of other long-term debt (1) (2)
1,369 1,000 
 $11,580 $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.
Canadian Natural Resources Limited
8
Three and nine months ended September 30, 2022


Bank Credit Facilities and Commercial Paper
As at September 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 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. Subsequent to September 30, 2022, the $500 million revolving credit facility was extended to February 2024.
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 nine months ended September 30, 2022 was 4.2% (September 30, 2021 – 3.4%).
As at September 30, 2022, letters of credit and guarantees aggregating to $571 million were outstanding.
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 third quarter of 2022, the Company repaid through market purchases $341 million of medium-term notes with interest rates ranging from 1.45% to 3.55%, originally due between 2023 and 2028 (nine months ended September 30, 2022 - $480 million). Subsequent to September 30, 2022, the Company repaid through market purchases an additional $5 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.
Canadian Natural Resources Limited
9
Three and nine months ended September 30, 2022


9. OTHER LONG-TERM LIABILITIES
 Sep 30
2022
Dec 31
2021
Asset retirement obligations$6,428 $6,806 
Lease liabilities (note 5)1,530 1,584 
Share-based compensation628 489 
Transportation and processing contracts
178 241 
Risk management (note 15)21 85 
Other (1)
141 127 
 8,926 9,332 
Less: current portion996 948 
 $7,930 $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:
 Sep 30
2022
Dec 31
2021
Balance – beginning of period$6,806 $5,861 
Liabilities incurred17 
Liabilities acquired, net11 76 
Liabilities settled(349)(307)
Asset retirement obligation accretion199 185 
Revision of cost estimates519 508 
Revision of timing estimates (1)
854 1,208 
Change in discount rates(1,698)(723)
Foreign exchange adjustments69 (7)
Balance – end of period6,428 6,806 
Less: current portion272 249 
 $6,156 $6,557 
(1)Reflects changes to the estimated timing of settlement of the Company's asset retirement obligations due to provincial regulatory changes in Alberta and Saskatchewan.
Canadian Natural Resources Limited
10
Three and nine months ended September 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.
 Sep 30
2022
Dec 31
2021
Balance – beginning of period$489 $160 
Share-based compensation expense485 514 
Cash payment for stock options surrendered and PSUs vested(75)(48)
Transferred to common shares(276)(139)
Other 5 
Balance – end of period628 489 
Less: current portion409 329 
 $219 $160 
10. INCOME TAXES
The provision for income tax was as follows:
Three Months EndedNine Months Ended
Expense (recovery)Sep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Current corporate income tax – North America
$755 $541 $2,444 $1,150 
Current corporate income tax – North Sea14 36 10 
Current corporate income tax – Offshore Africa
21 51 18 
Current PRT (1) – North Sea
(36)(5)(37)(22)
Other taxes3 13 
Current income tax757 551 2,507 1,165 
Deferred income tax194 56 450 206 
Income tax$951 $607 $2,957 $1,371 
(1)Petroleum Revenue Tax
Canadian Natural Resources Limited
11
Three and nine months ended September 30, 2022


11. SHARE CAPITAL
Authorized
Preferred shares issuable in a series.
Unlimited number of common shares without par value.
 Nine Months Ended Sep 30, 2022
Issued Common Shares
Number of shares
(thousands)
Amount
Balance – beginning of period1,168,369 $10,168 
Issued upon exercise of stock options8,816 332 
Previously recognized liability on stock options exercised for common shares 276 
Purchase of common shares under Normal Course Issuer Bid(67,738)(614)
Balance – end of period1,109,447 $10,162 
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 November 2, 2022, the Board of Directors approved a 13% increase in the quarterly dividend to $0.85 per common share, beginning with the dividend payable on January 5, 2023.
On August 3, 2022, the Board of Directors approved a special dividend of $1.50 per common share, paid on August 31, 2022.
On March 2, 2022, the Board of Directors approved a 28% increase in the quarterly dividend to $0.75 per common share. 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.
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 nine months ended September 30, 2022, the Company purchased 67,738,200 common shares at a weighted average price of $71.23 per common share for a total cost of $4,825 million. Retained earnings were reduced by $4,211 million, representing the excess of the purchase price of common shares over their average carrying value. Subsequent to September 30, 2022, the Company purchased 3,450,000 common shares at a weighted average price of $76.64 per common share for a total cost of $264 million.

Canadian Natural Resources Limited
12
Three and nine months ended September 30, 2022


Share-Based Compensation – Stock Options
The following table summarizes information relating to stock options outstanding as at September 30, 2022:
 Nine Months Ended Sep 30, 2022
 
Stock options
(thousands)
Weighted
 average
 exercise price
Outstanding – beginning of period38,327 $35.88 
Granted7,121 $67.46 
Exercised for common shares(8,816)$37.70 
Surrendered for cash settlement(346)$38.12 
Forfeited(2,354)$41.02 
Outstanding – end of period33,932 $41.66 
Exercisable – end of period4,718 $36.81 
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.
12. ACCUMULATED OTHER COMPREHENSIVE INCOME
The components of accumulated other comprehensive income, net of taxes, were as follows:
 Sep 30
2022
Sep 30
2021
Derivative financial instruments designated as cash flow hedges$75 $95 
Foreign currency translation adjustment155 (58)
$230 $37 
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 September 30, 2022, the ratio was slightly below the target range at 24.5%.
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.
 Sep 30
2022
Dec 31
2021
Long-term debt$12,949 $14,694 
Less: cash and cash equivalents565 744 
Long-term debt, net$12,384 $13,950 
Total shareholders' equity$38,139 $36,945 
Debt to book capitalization24.5%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 September 30, 2022, the Company was in compliance with this covenant.
Canadian Natural Resources Limited
13
Three and nine months ended September 30, 2022


14. NET EARNINGS PER COMMON SHARE
Three Months EndedNine Months Ended
  Sep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Weighted average common shares outstanding
   – basic (thousands of shares)
1,118,717 1,179,603 1,144,705 1,183,463 
Effect of dilutive stock options (thousands of shares)12,712 5,356 14,530 3,689 
Weighted average common shares outstanding
   – diluted (thousands of shares)
1,131,429 1,184,959 1,159,235 1,187,152 
Net earnings$2,814 $2,202 $9,417 $5,130 
Net earnings per common share– basic$2.52 $1.87 $8.23 $4.33 
 – diluted$2.49 $1.86 $8.12 $4.32 
15. FINANCIAL INSTRUMENTS
The carrying amounts of the Company's financial instruments by category were as follows:
 Sep 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$565 $ $ $ $565 
Accounts receivable3,912    3,912 
Investments 403   403 
Other long-term assets 36   36 
Accounts payable   (1,265)(1,265)
Accrued liabilities   (3,943)(3,943)
Other long-term liabilities (1)
 (21) (1,555)(1,576)
Long-term debt (2)
   (12,949)(12,949)
 $4,477 $418 $ $(19,712)$(14,817)
 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 $1,530 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 nine months ended September 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:
 Sep 30, 2022
 Carrying amount Fair value
Asset (liability) (1) (2)
 Level 1Level 2
Level 3 (4)
Investments (3)
$403 $403 $ $ 
Other long-term assets$36 $ $36 $ 
Other long-term liabilities$(46)$ $(21)$(25)
Fixed rate long-term debt (5) (6)
$(12,949)$(12,299)$ $ 
 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)Sep 30
2022
Dec 31
2021
Derivatives held for trading  
Natural gas (1)
$16 $(41)
Crude oil and NGLs (1)
(2)(10)
Foreign currency forward contracts1 (13)
Cash flow hedges 
Foreign currency forward contracts (21)
Cross currency swaps 140 
 $15 $55 
Included within:  
Current portion of other long-term assets$27 $
Current portion of other long-term liabilities(21)(72)
Other long-term assets 9 135 
Other long-term liabilities (13)
 $15 $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 nine months ended September 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)Sep 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 activities79 (12)
Foreign exchange(119)82 
Other comprehensive income 
Balance – end of period15 55 
Less: current portion6 (67)
 $9 $122 
Net (gain) loss from risk management activities were as follows:
Three Months EndedNine Months Ended
 Sep 30
2022
Sep 30
2021
Sep 30
2022
Sep 30
2021
Net realized risk management (gain) loss$(44)$(4)$(5)$23 
Net unrealized risk management (gain) loss(48)(19)(43)11 
 $(92)$(23)$(48)$34 
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 September 30, 2022, the Company had no significant interest rate swap contracts outstanding.
Canadian Natural Resources Limited
16
Three and nine months ended September 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 September 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 September 30, 2022, the Company had US$597 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 September 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 September 30, 2022, the Company had net risk management assets of $24 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 September 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$1,265 $— $— $— 
Accrued liabilities$3,943 $— $— $— 
Long-term debt (1)
$1,370 $1,439 $3,797 $6,416 
Other long-term liabilities (2)
$239 $159 $426 $752 
Interest and other financing expense (3)
$623 $592 $1,472 $3,886 
(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, $193 million; one to less than two years, $159 million; two to less than five years, $426 million; and thereafter, $752 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 September 30, 2022.
Canadian Natural Resources Limited
17
Three and nine months ended September 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 September 30, 2022:
 
Remaining 2022
2023202420252026Thereafter
Product transportation and processing (1)
$284 $1,119 $1,194 $1,070 $1,008 $12,013 
North West Redwater Partnership service toll (2)
$36 $144 $145 $143 $124 $4,678 
Offshore vessels and equipment
$41 $42 $— $— $— $— 
Field equipment and power$17 $21 $21 $21 $21 $226 
Other$$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 $2,534 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 nine months ended September 30, 2022


17. SEGMENTED INFORMATION
 North America
North SeaOffshore AfricaTotal Exploration and Production
Three Months EndedNine Months EndedThree Months EndedNine Months EndedThree Months EndedNine Months EndedThree Months EndedNine Months Ended
Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30
(millions of Canadian dollars,
unaudited)
2022202120222021202220212022202120222021202220212022202120222021
Segmented product sales
Crude oil and NGLs4,622 3,506 16,631 10,047 48 141 395 410 143 163 541 381 4,813 3,810 17,567 10,838 
Natural gas1,266 644 3,697 1,583 3 9 18 47 20 1,287 650 3,753 1,606 
Other income and revenue (1)
59 28 198 81  — 3 — 2 6 61 31 207 87 
Total segmented product sales5,947 4,178 20,526 11,711 51 142 407 413 163 171 594 407 6,161 4,491 21,527 12,531 
Less: royalties(977)(448)(3,193)(1,128) — (1)(1)(20)(8)(50)(18)(997)(456)(3,244)(1,147)
Segmented revenue4,970 3,730 17,333 10,583 51 142 406 412 143 163 544 389 5,164 4,035 18,283 11,384 
Segmented expenses      
Production911 728 2,771 2,169 46 85 241 253 25 30 78 77 982 843 3,090 2,499 
Transportation, blending and feedstock1,290 1,023 4,889 3,313 1 5 1 1 1,292 1,025 4,895 3,319 
Depletion, depreciation and amortization913 881 2,646 2,630 15 40 94 127 39 48 132 123 967 969 2,872 2,880 
Asset retirement obligation accretion50 26 120 76 10 23 16 2 5 62 33 148 96 
Risk management activities (commodity derivatives)(49)(4)6 32  —  —  —  — (49)(4)6 32 
Gain on acquisitions (478) (478) —  —  —  —  (478) (478)
Income from North West Redwater Partnership —  —  —  —  —  —  —  — 
Total segmented expenses3,115 2,176 10,432 7,742 72 132 363 401 67 80 216 205 3,254 2,388 11,011 8,348 
Segmented earnings (loss)1,855 1,554 6,901 2,841 (21)10 43 11 76 83 328 184 1,910 1,647 7,272 3,036 
Non–segmented expenses
Administration      
Share-based compensation      
Interest and other financing expense      
Risk management activities (other)      
Foreign exchange loss (gain)      
(Gain) loss from investments
Total non–segmented expenses      
Earnings before taxes      
Current income tax      
Deferred income tax      
Net earnings      
Canadian Natural Resources Limited
19
Three and nine months ended September 30, 2022


 Oil Sands Mining and UpgradingMidstream and Refining
 Inter–segment
elimination and other
 
Total
Three Months EndedNine Months EndedThree Months EndedNine Months EndedThree Months EndedNine Months EndedThree Months EndedNine Months Ended
Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30Sep 30
(millions of Canadian dollars,
unaudited)
2022202120222021202220212022202120222021202220212022202120222021
Segmented product sales
Crude oil and NGLs (2)
6,056 3,848 15,869 9,625 21 21 59 61 111 (72)6 (247)11,001 7,607 33,501 20,277 
Natural gas —  —  —  — 55 44 196 152 1,342 694 3,949 1,758 
Other income and revenue (1)
36 15 151 55 134 179 701 481  (5)9 231 220 1,068 629 
Total segmented product sales6,092 3,863 16,020 9,680 155 200 760 542 166 (33)211 (89)12,574 8,521 38,518 22,664 
Less: royalties(1,120)(354)(2,665)(673) —  —  —  — (2,117)(810)(5,909)(1,820)
Segmented revenue4,972 3,509 13,355 9,007 155 200 760 542 166 (33)211 (89)10,457 7,711 32,609 20,844 
Segmented expenses
Production1,005 855 3,059 2,543 72 50 208 192 17 14 46 49 2,076 1,762 6,403 5,283 
Transportation, blending and feedstock (2)
684 387 1,785 978 113 146 536 385 146 (42)156 (143)2,235 1,516 7,372 4,539 
Depletion, depreciation and amortization484 469 1,341 1,360 3 11 11  —  — 1,454 1,442 4,224 4,251 
Asset retirement obligation accretion20 14 51 43  —  —  —  — 82 47 199 139 
Risk management activities (commodity derivatives) —  —  —  —  —  — (49)(4)6 32 
Gain on acquisitions —  —  —  —  —  —  (478) (478)
Income from North West Redwater Partnership —  —  —  (400) —  —  —  (400)
Total segmented expenses2,193 1,725 6,236 4,924 188 200 755 188 163 (28)202 (94)5,798 4,285 18,204 13,366 
Segmented earnings (loss)2,779 1,784 7,119 4,083 (33)— 5 354 3 (5)9 4,659 3,426 14,405 7,478 
Non–segmented expenses
Administration      94 87 307 269 
Share-based compensation      (4)57 485 323 
Interest and other financing expense      150 178 473 540 
Risk management activities (other)      (43)(19)(54)
Foreign exchange loss (gain)      736 281 923 (21)
(Gain) loss from investments(39)33 (103)(136)
Total non-segmented expenses894 617 2,031 977 
Earnings before taxes      3,765 2,809 12,374 6,501 
Current income tax      757 551 2,507 1,165 
Deferred income tax      194 56 450 206 
Net earnings      2,814 2,202 9,417 5,130 
(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 nine months ended September 30, 2022


Capital Expenditures (1)
Nine Months Ended
 Sep 30, 2022Sep 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
$24 $(50)$(26)$(1)$(43)$(44)
Offshore Africa    — 
 24 (50)(26)(43)(38)
Property, plant and
   equipment
      
Exploration and
   Production
      
North America2,432 (17)2,415 1,362 (96)1,266 
North Sea78 (104)(26)125 (6)119 
  Offshore Africa67 (38)29 37 39 
 2,577 (159)2,418 1,524 (100)1,424 
Oil Sands Mining and
   Upgrading (3)
1,277 (654)623 1,388 (322)1,066 
Midstream and Refining 7  7 — 
Head office18  18 16 — 16 
 3,879 (813)3,066 2,934 (422)2,512 
$3,903 $(863)$3,040 $2,939 $(465)$2,474 
(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
 Sep 30
2022
Dec 31
2021
Exploration and Production  
North America$30,942 $30,645 
North Sea1,622 1,561 
Offshore Africa1,335 1,332 
Other118 40 
Oil Sands Mining and Upgrading42,421 42,016 
Midstream and Refining867 886 
Head office174 185 
 $77,479 $76,665 
Canadian Natural Resources Limited
21
Three and nine months ended September 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 September 30, 2022:
Interest coverage (times)
   Net earnings (1)
25.5x
   Adjusted funds flow (2)
36.9x
(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 nine months ended September 30, 2022