EX-99.2 3 tga-ex992_253.htm EX-99.2 tga-ex992_253.htm

 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

EXHIBIT 99.2

 

MANAGEMENT’S REPORT

Management’s Responsibility for Financial Statements

The Consolidated Financial Statements of TransGlobe Energy Corporation were prepared by management within acceptable limits of materiality and are in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board. Management is responsible for ensuring that the financial and operating information presented in this annual report is consistent with that shown in the Consolidated Financial Statements.

The Consolidated Financial Statements have been prepared by management in accordance with the accounting policies as described in the notes to the Consolidated Financial Statements. Timely release of financial information sometimes necessitates the use of estimates when transactions affecting the current accounting period cannot be finalized until future periods. When necessary, such estimates are based on informed judgments made by management.

To ensure the integrity of the Consolidated Financial Statements, we carefully select and train qualified personnel. We also ensure our organizational structure provides appropriate delegation of authority and division of responsibilities. Our policies and procedures are communicated throughout the organization and include a written Code of Conduct that applies to all employees, including the Chief Executive Officer and Chief Financial Officer.

Deloitte LLP, an independent registered public accounting firm appointed by the shareholders, has conducted an examination of the corporate and accounting records in order to express their opinion on the Consolidated Financial Statements. The Audit Committee, consisting of three independent directors, has met with representatives of Deloitte LLP and management in order to determine if management has fulfilled its responsibilities in the preparation of the Consolidated Financial Statements. The Board of Directors has approved the Consolidated Financial Statements.

Management’s Report on Internal Controls over Financial Reporting

Management has designed and maintains an appropriate system of internal controls to provide reasonable assurance that all assets are safeguarded and financial records are properly maintained to facilitate the preparation of Consolidated Financial Statements for reporting purposes. Management’s evaluation concluded that the internal control over financial reporting was effective as of December 31, 2019.

The effectiveness of TransGlobe’s internal controls over financial reporting as of December 31, 2019 has been audited by Deloitte LLP, the Company’s Independent Registered Public Accounting Firm, who also audited the Company’s Consolidated Financial Statements for the year ended December 31, 2019.

 

Signed by:

 

 

 

“Randy C. Neely”

“Edward D. Ok”

 

 

Randy C. Neely

Edward D. Ok

President & Chief Executive Officer

Vice President, Finance & Chief Financial Officer

 

 

March 12, 2020

 

 

 

1

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of TransGlobe Energy Corporation

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of TransGlobe Energy Corporation and subsidiaries (the "Company") as at December 31, 2019 and 2018, the related consolidated statements of earnings (loss) and comprehensive income (loss), changes in shareholders’ equity and cash flows, for each of the two years in the period ended December 31, 2019, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as at December 31, 2019 and 2018, and its financial performance and its cash flows for each of the two years in the period ended December 31, 2019, in accordance with International Financial Reporting Standards as issued by the International Accounting Standards Board.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 12, 2020, expressed an unqualified opinion on the Company's internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion..

/s/ Deloitte LLP

Chartered Professional Accountants

Calgary, Canada

March 12, 2020

We have served as the Company's auditor since 1999.

2

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of TransGlobe Energy Corporation

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of TransGlobe Energy Corporation and subsidiaries (the “Company”) as of December 31, 2019, based on criteria established in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of and for the year ended December 31, 2019, of the Company and our report dated March 12, 2020, expressed an unqualified opinion on those financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte LLP

Chartered Professional Accountants Calgary, Canada

March 12, 2020

 

3

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Consolidated Statements of Earnings (Loss) and Comprehensive Income (Loss)

(Expressed in thousands of U.S. Dollars, except per share amounts)

 

 

 

 

 

 

 

 

Years Ended December 31

 

 

 

 

Notes

 

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

REVENUE

 

 

 

 

 

 

 

 

 

 

 

 

 

Petroleum and natural gas sales, net of royalties

 

25

 

 

 

140,096

 

 

 

176,227

 

 

 

Finance revenue

 

6

 

 

 

471

 

 

 

570

 

 

 

 

 

 

 

 

 

140,567

 

 

 

176,797

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

 

Production and operating

10,25

 

 

 

50,626

 

 

 

53,298

 

 

 

Selling costs

 

7

 

 

 

1,287

 

 

 

2,103

 

 

 

General and administrative

 

 

 

 

 

16,611

 

 

 

18,688

 

 

 

Foreign exchange gain

 

 

 

 

 

(147

)

 

 

(289

)

 

 

Finance costs

 

6

 

 

 

4,256

 

 

 

5,075

 

 

 

Depletion, depreciation and amortization

 

13

 

 

 

34,948

 

 

 

34,291

 

 

 

Asset retirement obligation accretion

 

14

 

 

 

215

 

 

 

270

 

 

 

Loss on financial instruments

 

5

 

 

 

2,845

 

 

 

7,051

 

 

 

Impairment loss

 

12

 

 

 

7,937

 

 

 

14,500

 

 

 

Gain on disposition of assets

 

 

 

 

 

(114

)

 

 

(207

)

 

 

 

 

 

 

 

 

118,464

 

 

 

134,780

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings before income taxes

 

 

 

 

 

22,103

 

 

 

42,017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense - current

 

11

 

 

 

26,098

 

 

 

26,340

 

 

NET (LOSS) EARNINGS

 

 

 

 

 

(3,995

)

 

 

15,677

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTHER COMPREHENSIVE (LOSS) INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency translation adjustments

 

 

 

 

 

2,073

 

 

 

(3,732

)

 

COMPREHENSIVE (LOSS) INCOME

 

 

 

 

 

(1,922

)

 

 

11,945

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net (loss) earnings per share

 

21

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

(0.06

)

 

 

0.22

 

 

 

Diluted

 

 

 

 

 

(0.06

)

 

 

0.22

 

 

See accompanying notes to the Consolidated Financial Statements

 

4

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Consolidated Balance Sheets

(Expressed in thousands of U.S. Dollars)

 

 

 

 

 

 

As at

 

 

As at

 

 

 

 

Notes

 

December 31, 2019

 

 

December 31, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASSETS

 

 

Current

 

 

 

Cash and cash equivalents

8

 

 

33,251

 

 

 

51,705

 

 

 

Accounts receivable

5,9

 

 

10,681

 

 

 

12,014

 

 

 

Derivative commodity contracts

5

 

 

-

 

 

 

1,198

 

 

 

Prepaids and other

 

 

 

4,338

 

 

 

5,385

 

 

 

Product inventory

10

 

 

17,516

 

 

 

8,692

 

 

 

 

 

 

 

65,786

 

 

 

78,994

 

 

Non-Current

 

 

 

Derivative commodity contracts

5

 

 

-

 

 

 

171

 

 

 

Intangible exploration and evaluation assets

12

 

 

33,706

 

 

 

36,266

 

 

 

Property and equipment

13

 

 

 

 

 

 

 

 

 

 

  Petroleum and natural gas assets

 

 

 

196,150

 

 

 

195,263

 

 

 

  Other

 

 

 

4,296

 

 

 

3,079

 

 

 

Deferred taxes

11

 

 

8,387

 

 

 

4,523

 

 

 

 

 

 

308,325

 

 

 

318,296

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

Current

 

 

 

Accounts payable and accrued liabilities

16

 

 

32,156

 

 

 

28,007

 

 

 

Derivative commodity contracts

5

 

 

217

 

 

 

-

 

 

 

Current portion of lease obligations

15

 

 

1,219

 

 

 

-

 

 

 

 

 

 

 

33,592

 

 

 

28,007

 

 

Non-Current

 

 

 

Long-term debt

17

 

 

37,041

 

 

 

52,355

 

 

 

Asset retirement obligations

14

 

 

13,612

 

 

 

12,113

 

 

 

Other long-term liabilities

 

 

 

614

 

 

 

1,007

 

 

 

Lease obligations

15

 

 

589

 

 

 

-

 

 

 

Deferred taxes

11

 

 

8,387

 

 

 

4,523

 

 

 

 

 

 

93,835

 

 

 

98,005

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHAREHOLDERS’ EQUITY

 

 

 

Share capital

19

 

 

152,805

 

 

 

152,084

 

 

 

Accumulated other comprehensive income (loss)

 

 

 

1,134

 

 

 

(939

)

 

 

Contributed surplus

20

 

 

24,673

 

 

 

24,195

 

 

 

Retained earnings

 

 

 

35,878

 

 

 

44,951

 

 

 

 

 

 

214,490

 

 

 

220,291

 

 

 

 

 

 

308,325

 

 

 

318,296

 

 

Commitments and Contingencies (Note 18)

See accompanying notes to the Consolidated Financial Statements

Approved on behalf of the Board of Directors

Signed by:

 

“Randy C. Neely”

 

“Steven Sinclair”

 

 

 

Randy C. Neely

 

Steven Sinclair

President & CEO

Director

 

Director

 

 

5

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Consolidated Statements of Changes in Shareholders’ Equity

(Expressed in thousands of U.S. Dollars)

 

 

 

 

 

 

Years Ended December 31

 

 

 

 

Notes

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share Capital

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

19

 

 

152,084

 

 

 

152,084

 

 

 

Stock options exercised

19

 

 

547

 

 

 

-

 

 

 

Transfer from contributed surplus on exercise of options

19

 

 

174

 

 

 

-

 

 

 

Balance, end of year

 

 

 

152,805

 

 

 

152,084

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Other Comprehensive Income (Loss)

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

 

 

 

(939

)

 

 

2,793

 

 

 

Currency translation adjustment

 

 

 

2,073

 

 

 

(3,732

)

 

 

Balance, end of year

 

 

 

1,134

 

 

 

(939

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributed Surplus

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

 

 

 

24,195

 

 

 

23,329

 

 

 

Share-based compensation expense

20

 

 

652

 

 

 

866

 

 

 

Transfer to share capital on exercise of options

19

 

 

(174

)

 

 

-

 

 

 

Balance, end of year

 

 

 

24,673

 

 

 

24,195

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retained Earnings

 

 

 

 

 

 

 

 

 

 

 

Balance, beginning of year

 

 

 

44,951

 

 

 

31,801

 

 

 

Net (loss) earnings

 

 

 

(3,995

)

 

 

15,677

 

 

 

Dividends

22

 

 

(5,078

)

 

 

(2,527

)

 

 

Balance, end of year

 

 

 

35,878

 

 

 

44,951

 

 

See accompanying notes to the Consolidated Financial Statements

 

6

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Consolidated Statements of Cash Flows

(Expressed in thousands of U.S. Dollars)

 

 

 

 

 

 

 

Years Ended December 31

 

 

 

 

 

Notes

 

2019

 

 

2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OPERATING

 

 

 

 

 

 

 

 

 

 

 

Net (loss) earnings

 

 

 

(3,995

)

 

 

15,677

 

 

 

Adjustments for:

 

 

 

 

 

 

 

 

 

 

 

 

Depletion, depreciation and amortization

13

 

 

34,948

 

 

 

34,291

 

 

 

 

Asset retirement obligation accretion

14

 

 

215

 

 

 

270

 

 

 

 

Deferred lease inducement

 

 

 

-

 

 

 

(90

)

 

 

 

Impairment loss

12

 

 

7,937

 

 

 

14,500

 

 

 

 

Share-based compensation

20

 

 

2,237

 

 

 

3,536

 

 

 

 

Finance costs

6

 

 

4,256

 

 

 

5,075

 

 

 

 

Unrealized loss (gain) on financial instruments

5

 

 

1,586

 

 

 

(9,335

)

 

 

 

Unrealized gain on foreign currency translation

 

 

 

(153

)

 

 

(135

)

 

 

 

Gain on asset dispositions

 

 

 

(114

)

 

 

(207

)

 

 

Asset retirement obligations settled

14

 

 

(46

)

 

 

(300

)

 

 

Changes in non-cash working capital

26

 

 

(2,035

)

 

 

5,910

 

 

Net cash generated by operating activities

 

 

 

44,836

 

 

 

69,192

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

INVESTING

 

 

 

 

 

 

 

 

 

 

 

Additions to intangible exploration and evaluation assets

12

 

 

(5,377

)

 

 

(9,288

)

 

 

Additions to petroleum and natural gas assets

13

 

 

(30,626

)

 

 

(30,832

)

 

 

Additions to other assets

13

 

 

(929

)

 

 

(586

)

 

 

Proceeds from asset dispositions

 

 

 

114

 

 

 

207

 

 

 

Changes in non-cash working capital

26

 

 

(291

)

 

 

251

 

 

Net cash used in investing activities

 

 

 

(37,109

)

 

 

(40,248

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCING

 

 

 

 

 

 

 

 

 

 

 

Issue of common shares for cash

19

 

 

547

 

 

 

-

 

 

 

Interest paid

6

 

 

(3,664

)

 

 

(4,767

)

 

 

Increase in long-term debt

17

 

 

476

 

 

 

508

 

 

 

Payments on lease obligations

15

 

 

(1,945

)

 

 

-

 

 

 

Repayments of long-term debt

17

 

 

(16,523

)

 

 

(17,797

)

 

 

Dividends paid

22

 

 

(5,078

)

 

 

(2,527

)

 

 

Changes in non-cash working capital

26

 

 

(200

)

 

 

(3

)

 

Net cash used in financing activities

 

 

 

(26,387

)

 

 

(24,586

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Currency translation differences relating to cash and cash equivalents

 

 

 

206

 

 

 

(102

)

 

NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS

 

 

 

(18,454

)

 

 

4,256

 

 

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR

 

 

 

51,705

 

 

 

47,449

 

 

CASH AND CASH EQUIVALENTS, END OF YEAR

 

 

 

33,251

 

 

 

51,705

 

 

See accompanying notes to the Consolidated Financial Statements

 

7

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 

As at and for the years ended December 31, 2019 and December 31, 2018

(All amounts expressed in U.S. Dollars, except as otherwise noted)

1. CORPORATE INFORMATION

TransGlobe Energy Corporation ("TransGlobe" or the "Company") and its subsidiaries are engaged in oil and natural gas exploration, development and production, and the acquisition of oil and natural gas properties. The Company's shares are traded on the Toronto Stock Exchange (“TSX”), the London Stock Exchange's Alternative Investment Market ("AIM") and the Global Select Market of the NASDAQ Stock Market (“NASDAQ”). TransGlobe is incorporated in Alberta, Canada and the address of its registered office is 2300, 250 – 5th Street SW, Calgary, Alberta, Canada, T2P 0R4.

2. BASIS OF PREPARATION

The Consolidated Financial Statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") as issued by the International Accounting Standards Board. The accounting policies used in the preparation of the Consolidated Financial Statements are described in Note 3 Significant Accounting Policies.

The Company prepared the Consolidated Financial Statements on a going concern basis, which contemplates the realization of assets and liabilities in the normal course of business as they become due. Accordingly, the Consolidated Financial Statements have been prepared on a historical cost basis, except for cash and cash equivalents, derivative commodity contracts and other long-term liabilities that have been measured at fair value. The method used to measure fair value is discussed further in Notes 3 and 5.

The Consolidated Financial Statements are presented and expressed in United States dollars (“US$”), unless otherwise noted. All references to $ are to United States dollars and references to C$ are to Canadian dollars.

The Consolidated Financial Statements were authorized for issue by the Board of Directors on March 10, 2020.

3. SIGNIFICANT ACCOUNTING POLICIES

The accounting policies set out below have been applied consistently to all subsidiaries and periods presented in these Consolidated Financial Statements.

Basis of consolidation

The Consolidated Financial Statements include the financial statements of the Company and its wholly-owned, controlled subsidiaries. Control exists when the Company has the power to govern the financial and operating policies of an entity, it is exposed to or has rights to variable returns associated with its involvement in the entity, and it has the ability to use that power to influence the amount of returns it is exposed to or has rights to. In assessing control, potential voting rights need to be considered. All subsidiaries of the Company are wholly-owned by the parent company, TransGlobe Energy Corporation.

All intra-company transactions, balances, income and expenses, unrealized gains and losses are eliminated on consolidation.

Foreign currency translation

The Consolidated Financial Statements are presented in U.S. dollars. The Company's functional currency is the Canadian dollar, and the functional currency of all subsidiaries is the U.S. dollar. Foreign currency translations include the translation of foreign currency transactions and translation of the Canadian operations.

Foreign currency translations occur when translating transactions in foreign currencies to the applicable functional currency of TransGlobe Energy Corporation and its subsidiaries. Gains and losses from foreign currency transactions are recorded as foreign exchange gains or losses. Foreign currency transaction translations occur as follows:

 

 

Income and expenses are translated at the prevailing rates on the date of the transaction

 

Non-monetary assets or liabilities are carried at the prevailing rates on the date of the transaction

 

Monetary items are translated at the prevailing rates at the balance sheet date

Translation gains and losses occur when translating the financial statements of non-U.S. functional currency operations to the U.S. dollar. These translation gains and losses are recorded as currency translation adjustments and presented as other comprehensive income on the Consolidated Statements of Earnings (Loss) and Comprehensive Income (Loss). Translations occur as follows:

 

 

Income and expenses are translated at the date of the transaction

 

Assets and liabilities are translated at the prevailing rates on the balance sheet date

Cash and cash equivalents

Cash and cash equivalents include cash and short-term investments that mature within one month of the date of their purchase.

8

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Financial instruments

Financial instruments are measured at fair value on initial recognition. Measurement in subsequent periods depends on the classification of the financial instrument:

 

 

Fair value through profit or loss - subsequently carried at fair value with changes recognized in net earnings (loss). Financial instruments under this classification include cash and cash equivalents, and derivative commodity contracts; and

 

Amortized cost - subsequently carried at amortized cost using the effective interest method. Financial instruments under this classification include accounts receivable, accounts payable and accrued liabilities and long-term debt.

The Company enters into certain financial derivative contracts from time to time in order to reduce its exposure to market risks from fluctuations in commodity prices. These instruments are not used for trading or speculative purposes. The Company does not designate financial derivative contracts as effective accounting hedges, and thus does not apply hedge accounting, even though the Company considers all commodity contracts to be economic hedges. As a result, the Company's policy is to classify all financial derivative contracts at fair value through profit or loss and to record them on the Consolidated Balance Sheet at fair value with a corresponding gain or loss in net earnings (loss). Attributable transaction costs are recognized in net earnings (loss) when incurred. The estimated fair value of all derivative instruments is based on quoted market prices and/or third-party market indications and forecasts.

Embedded derivatives are derivatives embedded in a host contract. They are recorded separately from the host contract when their economic characteristics and risks are not closely related to those of the host contract; when the terms of the embedded derivatives are the same as those of a freestanding derivative; and when the combined contract is not measured at fair value through profit or loss.

Refer to Note 5 for the classification and measurement of these financial instruments.

Share capital

Common shares are classified as equity. Incremental costs directly attributable to the issue of common shares are recognized as a deduction from equity. Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.

 

Leases

 

In January 2016, the IASB issued IFRS 16 which replaced IAS 17 Leases and IFRIC 4 Determining Whether an Arrangement Contains a Lease. IFRS 16 requires the recognition of a right-of-use (“ROU”) asset and a lease liability on the balance sheet for most leases where the entity is acting as a lessee, as opposed to the dual classification model (operating and capital leases) under IAS 17. Lessors still apply the dual classification model to their recognized leases.

 

TransGlobe adopted IFRS 16 as of January 1, 2019 using the modified retrospective approach. The modified retrospective approach does not require a restatement of prior period financial information as the cumulative effect is recognized as an adjustment to opening retained earnings and the Company applies the standard prospectively. There was no effect on the Company's retained earnings or prior period amounts as a result of adopting this standard. The cumulative effect of initially applying the standard was recognized as a $3.5 million increase to ROU assets (included in Property and equipment - "Petroleum and natural gas assets" and "Other assets") with a corresponding increase recorded in "Lease obligations". The ROU assets recognized were measured at amounts equal to the lease obligations. The weighted average incremental borrowing rate used to determine the lease obligation at adoption was approximately 9.8%. The assets and lease obligations recognized largely relate to the Company's head office lease in Calgary and drilling rigs in Egypt.

 

TransGlobe applied the following expedients in adopting IFRS 16:

 

 

Certain short-term leases and leases of low-value assets identified on January 1, 2019 were not recognized on the balance sheet.

 

At January 1, 2019, TransGlobe recognized the lease payments due within one year as current lease obligations, and those payments outside of one year as non-current lease obligations.

 

At initial measurement, a single discount rate was applied to leases with similar characteristics.

 

As a result of this adoption, TransGlobe has revised the description of its accounting policy for leases as follows:

 

A contract is, or contains, a lease if the contract provides the right to control the use of an identified asset for a period of time in exchange for consideration. A lease obligation is recognized at the commencement of the lease term measured as the present value of the lease payments not already paid at that date. Interest expense is recognized on the lease obligations using the effective interest rate method and net payments are applied against the lease obligation. At the commencement date, a corresponding right-of-use asset is recognized at the amount of the lease obligation, adjusted for lease incentives received and initial direct costs. Depreciation is recognized on the right-of-use asset over the lease term.

Property and equipment and intangible exploration and evaluation assets

Exploration and evaluation assets

Exploration and evaluation ("E&E") costs related to each license/prospect are initially capitalized within "intangible exploration and evaluation assets". Such E&E costs may include costs of license acquisition, technical services and studies, seismic acquisition, exploration drilling and testing, directly attributable expenses, including remuneration of production personnel and supervisory management, and the projected costs of retiring the assets (if any), but do not include pre-licensing costs incurred prior to having obtained the legal rights to explore an area, which are expensed directly to

9

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

net earnings (loss) as they are incurred and presented as exploration expenses on the Consolidated Statements of Earnings (Loss) and Comprehensive Income (Loss).

Intangible exploration and evaluation assets are not depleted. They are carried forward until technical feasibility and commercial viability of extracting a mineral resource is determined, at which point they are transferred to petroleum and natural gas ("PNG") assets. The technical feasibility and commercial viability is considered to be determined when proved and/or probable reserves are determined to exist or they can be empirically supported with actual production data or conclusive formation tests.

Petroleum and natural gas assets

PNG assets and other assets are recognized at cost less accumulated depletion, depreciation and amortization, and accumulated impairment losses. The initial cost of an asset comprises its purchase price or construction cost, any costs directly attributable to bringing the asset into operation, including qualifying E&E costs on reclassification from intangible exploration and evaluation assets, and for qualifying assets, where applicable, borrowing costs. When significant parts of an item of property and equipment have different useful lives, they are accounted for as separate items.

Gains and losses on disposal of items of property and equipment, including oil and natural gas interests, are determined by comparing the proceeds from disposal with the carrying amount of property and equipment and are recognized in net earnings (loss) immediately.

Subsequent costs

Costs incurred subsequent to the determination of technical feasibility and commercial viability and the costs of replacing parts of property and equipment are recognized as petroleum properties or other assets only when they increase the future economic benefits embodied in the specific asset to which they relate. All other expenditures are recognized in profit or loss as incurred. Such capitalized property and equipment generally represent costs incurred in developing proved and/or probable reserves and bringing in or enhancing production from such reserves, and are accumulated on a well, field or geotechnical area basis, together with the discounted value of estimated future costs of asset retirement obligations.

When components of PNG assets are replaced, disposed of or no longer in use, the carrying amount is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized in net earnings (loss) as incurred.

Depletion, depreciation and amortization

The depletion, depreciation and amortization of PNG assets and other assets are recognized in net earnings (loss).

The net carrying value of the PNG assets included in petroleum properties is depleted using the unit of production method by reference to the ratio of production in the year to the related proved and probable reserves using estimated future prices and costs. Costs subject to depletion include estimated future development costs necessary to bring those reserves into production. These estimates are reviewed by independent reserves engineers at least annually and determined in accordance with National Instrument 51-101 Standards of Disclosure of Oil and Gas Activities. Natural gas reserves and production are converted at the energy equivalent of six thousand cubic feet to one barrel of oil.

Furniture and fixtures are depreciated at declining balance rates of 20% to 30%, whereas vehicles and leasehold improvements are depreciated on a straight-line basis over their estimated useful lives.

Depreciation methods, useful lives and residual values are reviewed at each reporting date.

Product inventory

Product inventory consists of the Company's unsold Egypt entitlement crude oil barrels, valued at the lower of cost, using the first-in, first-out method, or net realizable value. Cost includes operating expenses and depletion associated with the entitlement crude oil barrels as determined on a concession by concession basis.

Impairment

Financial assets carried at amortized cost

At each reporting date, the Company assesses whether there is objective evidence that a financial asset carried at amortized cost is impaired. If such evidence exists, the Company recognizes an impairment loss in net earnings (loss). Impairment losses are reversed in subsequent periods if the impairment loss decrease can be related objectively to an event occurring after the impairment was recognized.

An impairment loss in respect of a financial asset measured at amortized cost is calculated as the difference between its carrying amount, and the present value of the estimated future cash flows discounted at the original effective interest rate. Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics.

Non-financial assets

At each reporting date, the carrying amounts of the Company’s non-financial assets are reviewed to determine whether there is an indication of impairment, except for E&E assets, which are reviewed when circumstances indicate impairment may exist. If there is an indication of impairment, the asset's recoverable amount is estimated and compared to its carrying value.

10

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

For the purpose of impairment testing, assets are grouped together into the smallest group of assets that generate cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the cash-generating unit). The recoverable amount of an asset or a cash-generating unit ("CGU") is the greater of its value in use and its fair value less costs to sell. The Company’s CGUs are not larger than a segment. In assessing both fair value less costs to sell and value in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. An impairment loss is recognized if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount. Impairment losses are recognized in net earnings (loss).

For PNG assets, fair value less costs to sell and value in use is generally computed by reference to the present value of the future cash flows expected to be derived from production of proved and probable reserves.

E&E assets are tested for impairment when they are transferred to petroleum properties and also if facts and circumstances suggest that the carrying amount of E&E assets may exceed the recoverable amount. Impairment indicators are evaluated at a CGU level. Indication of impairment includes:

 

 

1.

Expiry or impending expiry of lease with no expectation of renewal;

 

2.

Lack of budget or plans for substantive expenditures on further E&E;

 

3.

Cessation of E&E activities due to a lack of commercially viable discoveries; and

 

4.

Carrying amounts of E&E assets are unlikely to be recovered in full from a successful development project.

Impairment losses recognized in prior years are assessed at each reporting date for indication that the loss has decreased or no longer exists. An impairment loss may be reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depletion and depreciation or amortization, if no impairment loss had been recognized.

Share-based payment transactions

Equity-settled transactions

The cost of equity-settled transactions with employees is measured by reference to the fair value at the date at which equity instruments are granted and is recognized as an expense over the vesting period, which ends on the date on which the relevant employees become fully entitled to the award. Fair value is determined by using the lattice-based trinomial option pricing model. An estimated forfeiture rate is taken into consideration when assigning a fair value to options granted such that no expense is recognized for awards that do not ultimately vest.

At each financial reporting date before vesting, the cumulative expense is calculated, which represents the extent to which the vesting period has expired and management’s best estimate of the number of equity instruments that will ultimately vest. The movement in cumulative expense since the previous financial reporting date is recognized in net earnings (loss), with a corresponding entry in contributed surplus in equity.

When the terms of an equity-settled award are modified or a new award is designated as replacing a canceled or settled award, the cost based on the original award terms continues to be recognized over the remainder of the new vesting period for the incremental fair value of any modification, based on the difference between the fair value of the original award and the fair value of the modified award, both as measured on the date of the modification. No reduction is recognized if this difference is negative.

Cash-settled transactions

The expense related to the share units granted under these plans is measured at fair value using the lattice-based trinomial pricing model and is recognized over the vesting period, with a corresponding liability recognized on the Consolidated Balance Sheet.

The grant date fair value of cash-settled units granted to employees is recognized as compensation expense within general and administrative expenses, with a corresponding increase in accounts payable, accrued liabilities and other long-term liabilities over the period that the employees become unconditionally entitled to the units. The amount recognized as an expense is adjusted to reflect the actual number of units for which the related service and non-market vesting conditions are met. Until the liability is ultimately settled, it is re-measured at each reporting date with changes to fair value recognized in net earnings (loss).

Provisions and asset retirement obligations

A provision is recognized if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and the risks specific to the liability. Provisions are not recognized for future operating losses.

The Company provides for asset retirement obligations on all of its Canadian operations based on current legislation and industry operating practices. The estimated present value of the asset retirement obligation is recorded as a long-term liability, with a corresponding increase in the carrying amount of the related asset. This increase is depleted with the related depletion unit and is allocated to a CGU for impairment testing. The liability is increased each reporting period to reflect the passage of time with a corresponding charge to accretion expense. The asset retirement obligation can also increase or decrease due to changes in the estimated timing of cash flows, changes in the discount rate and/or changes in the original estimated undiscounted costs. Increases or decreases in the obligation will result in a corresponding change in the carrying amount of the related asset. Actual costs incurred upon settlement of the asset retirement obligation are charged against the asset retirement obligation to the extent of the liability recorded. Asset retirement obligations are measured at each reporting period to reflect the discount rates in effect at that time. On an

11

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

annual basis, the Company reviews its estimates of the expected costs to reclaim the net interest in its wells and facilities. Resulting changes are accounted for prospectively as a change in estimate.

In accordance with all of the Company's Production Sharing Agreements and Production Sharing Concessions (collectively defined as "PSCs"), the Company does, not at any time, hold title to the lands on which it operates, and title to fixed and movable assets is transferred to the respective government when its total cost has been recovered through cost recovery, or at the time of termination of the PSC. Since the Company will not hold title to the land or the assets at the termination of the PSC, the Company does not have a legal obligation, nor the legal ability to decommission the Egypt assets. Furthermore, there is no explicit contractual obligation under the Company's PSCs for the abandonment of assets or reclamation of lands upon termination of the PSCs.

Revenue recognition

The Company's revenue is derived exclusively from contracts with customers, except for immaterial amounts related to interest and other income. Royalties are considered to be part of the price of the sale transaction and are therefore presented as a reduction to revenue. Revenue associated with the sale of crude oil, natural gas and natural gas liquids (“NGLs”) is measured based on the consideration specified in contracts with customers. Revenue from contracts with customers is recognized when the Company satisfies a performance obligation by transferring a good or service to a customer. A good or service is transferred when the customer obtains control of the good or service. The transfer of control of oil, natural gas and NGLs usually coincides with title passing to the customer and the customer taking physical possession. TransGlobe mainly satisfies its performance obligations at a point in time and the amounts of revenue recognized relating to performance obligations satisfied over time are not significant.

Revenues associated with the sales of the Company’s crude oil in Egypt are recognized by reference to actual volumes sold and quoted market prices in active markets (Dated Brent), adjusted according to specific terms and conditions as applicable per the sales contracts. Revenue is measured at the fair value of the consideration received or receivable. For reporting purposes, the Company records the government’s share of production as royalties and taxes as all royalties and taxes are paid out of the government’s share of production.

Revenues from the sale of crude oil, natural gas, condensate and NGLs in Canada are recognized by reference to actual volumes delivered at contracted delivery points and prices. Prices are determined by reference to quoted market prices in active markets (crude oil - NYMEX WTI, natural gas - AECO C, condensate - NYMEX WTI, and NGLs - various based on product), adjusted according to specific terms and conditions applicable per the sales contracts. Revenues are recognized prior to the deduction of transportation costs. Revenues are measured at the fair value of the consideration received. TransGlobe pays royalties to the Alberta provincial government and other mineral rights owners in accordance with the established royalty regime.

Revenue segregated by product type and geographical market is disclosed in Note 25.

Finance revenue and costs

Finance revenue comprises interest income on funds invested. Interest income is recognized as it accrues in net earnings (loss), using the effective interest method.

Finance costs comprise interest expense on borrowings.

Borrowing costs incurred for qualifying assets are capitalized during the period of time that is required to complete and prepare the assets for their intended use or sale. Qualifying assets are comprised of those significant assets that require a period greater than one year to be available for their intended use. All other borrowing costs are recognized in net earnings (loss).

Income tax

Income tax expense is comprised of current and deferred tax. TransGlobe is subject to income taxes based on the tax legislation of each respective country in which TransGlobe conducts business.

Current tax

Current tax assets and liabilities for the current and prior periods are measured as the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the date of the Consolidated Financial Statements.

The Company's contractual arrangements in Egypt stipulate that income taxes are paid by the government out of its entitlement share of production sharing oil. Such amounts are included in current income tax expense at the statutory rate in effect at the time of production.

12

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Deferred tax

The Company determines the amount of deferred income tax assets and liabilities based on the difference between the carrying amounts of the assets and liabilities reported for financial accounting purposes from those reported for tax. Deferred income tax assets and liabilities are measured using the substantively enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. Deferred income tax assets are recognized to the extent it is probable the Company will have sufficient future taxable earnings available against which the unused tax losses can be utilized.

Joint arrangements

A joint arrangement involves joint control and offers joint ownership by the Company and other joint interest partners of the financial and operating policies, and of the assets associated with the arrangement. Joint arrangements are classified into one of two categories: joint operations or joint ventures.

A joint operation is a joint arrangement whereby the Company and the other parties that have joint control of the arrangement have rights to the assets and obligations for the liabilities relating to the arrangement. Parties involved in joint operations must recognize in relation to their interests in the joint operation their proportionate share of the revenues, expenses, assets and liabilities. A joint venture is a joint arrangement whereby the Company and the other parties that have joint control of the arrangement have rights to the net assets of the arrangement. Parties involved in joint ventures must recognize their interests in joint ventures as investments and must account for that investment using the equity method.

In Canada, the Company conducts many of its oil and gas production activities through joint operations and the Consolidated Financial Statements reflect only the Company's proportionate interest in such activities. Joint control exists for contractual agreements governing TransGlobe's assets whereby TransGlobe has less than 100% working interest, all of the partners have control of the arrangement collectively, and spending on the project requires the unanimous consent of all parties that collectively control the arrangement and share the associated risks. TransGlobe does not have any joint arrangements that are individually material to the Company or that are structured through joint venture arrangements.

In Egypt, joint arrangements in which the Company is involved are conducted pursuant to PSCs. Given the nature and contractual terms associated with the PSCs, the Company has determined that it has rights to the assets and obligations for the liabilities in all of its joint arrangements and that there are no joint arrangements where the Company has rights to the net assets. Accordingly, all joint arrangements have been classified as joint operations, and the Company has recognized its share of all revenues, expenses, assets and liabilities in accordance with the PSCs in the Consolidated Financial Statements.

4. CRITICAL JUDGMENTS AND ACCOUNTING ESTIMATES

Timely preparation of financial statements in conformity with IFRS as issued by the International Accounting Standards Board requires that management make estimates and assumptions and use judgments that affect the application of accounting policies and the reported amounts of assets, liabilities, revenues and expenses. Such estimates primarily relate to unsettled transactions and events as of the date of the Consolidated Financial Statements. Accordingly, actual results may differ from estimated amounts as future confirming events occur. The effect of these estimates, assumptions and the use of judgments are explained throughout the notes to the Consolidated Financial Statements. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimates are revised and in any future years affected.

The key sources of estimation uncertainty that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are discussed below.

Recoverability of asset carrying values

The recoverability of PNG asset carrying values are assessed at the CGU level. Determination of what constitutes a CGU is subject to management judgment of the lowest level at which there are identifiable cash inflows that are largely independent of the cash inflows of other groups of assets or properties. The factors used by TransGlobe to determine CGUs may vary by country due to unique operating and geographic circumstances in each country. In general, TransGlobe assesses the following factors in determining whether a group of assets generate largely independent cash inflows:

 

 

geographic proximity of the assets within a group to one another;

 

geographic proximity of the group of assets to other groups of assets; and

 

homogeneity of the production from the group of assets and the sharing of infrastructure used to process and/or transport production.

 

In Egypt, each PSC is considered a separate CGU. In Canada, CGUs are determined by regional geography and one CGU has been identified. The asset composition of a CGU can directly impact the recoverability of the assets included therein. In assessing the recoverability of the Company's petroleum properties, each CGU's carrying value is compared to its recoverable amount, defined as the greater of its fair value less costs to sell and value-in-use. As at December 31, 2019 and December 31, 2018, the recoverable amounts of the Company's CGUs were estimated as their fair value less costs to sell based on the net present value of the after-tax cash flows from the oil and natural gas reserves of each CGU based on reserves estimated by the Company's independent reserves evaluator.

Key input estimates used in the determination of cash flows from oil and natural gas reserves include the following:

 

 

Reserves - There are numerous uncertainties inherent in estimating oil and gas reserves. An external reserves engineering report which incorporates a full evaluation of reserves is prepared on an annual basis with internal reserves updates completed at each quarterly period. Estimating reserves is highly complex, requiring many judgments including forward price estimates, production costs, and recovery rates

13

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

 

based on available geological, geophysical, engineering and economic data. Changes in these judgments may have a material impact on the estimated reserves. These estimates may change, resulting in either negative or positive impacts on net earnings (loss) as further information becomes available and as the economic environment changes.

 

Commodity prices - Forward price estimates of crude oil and natural gas prices are incorporated into the determination of expected future net cash flows. Commodity prices have fluctuated significantly in recent years due to global and regional factors including supply and demand fundamentals, inventory levels, foreign exchange rates, economic, and geopolitical factors.

 

Discount rate - The discount rate used to determine the net present value of future cash flows is based on the Company's estimated weighted average cost of capital. Changes in the economic environment could change the Company's weighted average cost of capital.

Impairment tests were carried out at December 31, 2019 and were based on fair value less costs to sell calculations, using a discount rate of 15% for Egypt and 10% for Canada on future after-tax cash flows and the following commodity price estimates:

 

 

 

Egypt1

 

 

 

 

 

Canada1

 

 

 

 

 

 

 

 

Brent Blend

Crude Oil

 

WTI Oil

 

AECO Gas

 

Edmonton

Pentane

 

Edmonton

Butane

 

Edmonton Propane

 

Spec

Ethane

 

Exchange

Rate

Year

 

$/Bbl

 

$/Bbl

 

$C/Mcf

 

$C/Bbl

 

$C/Bbl

 

$C/Bbl

 

$C/Bbl

 

USD/CAD

2020

 

67.00

 

61.00

 

2.08

 

77.80

 

48.76

 

28.68

 

6.42

 

0.760

2021

 

68.00

 

63.00

 

2.35

 

79.22

 

51.82

 

31.09

 

7.36

 

0.770

2022

 

71.00

 

66.00

 

2.55

 

83.33

 

54.62

 

34.62

 

8.05

 

0.780

2023

 

73.00

 

68.00

 

2.65

 

86.54

 

56.89

 

36.06

 

8.39

 

0.780

2024

 

75.00

 

70.00

 

2.75

 

89.10

 

58.71

 

37.21

 

8.73

 

0.780

2025

 

76.00

 

72.00

 

2.85

 

91.67

 

60.53

 

38.37

 

9.08

 

0.780

2026

 

78.00

 

74.00

 

2.91

 

94.23

 

62.35

 

39.52

 

9.29

 

0.780

2027

 

79.81

 

75.81

 

2.97

 

96.55

 

64.00

 

40.56

 

9.48

 

0.780

2028

 

81.33

 

77.33

 

3.03

 

98.50

 

65.38

 

41.44

 

9.69

 

0.780

2029

 

82.88

 

78.88

 

3.09

 

100.49

 

66.79

 

42.33

 

9.91

 

0.780

Thereafter2

 

+2.0%/yr

 

+2.0%/yr

 

+2.0%/yr

 

+2.0%/yr

 

+2.0%/yr

 

+2.0%/yr

 

+2.0%/yr

 

0.780

 

1

GLJ Petroleum Consultants Ltd. (“GLJ”) price forecasts, effective December 31, 2019.

 

2

Percentage change represents the increase in each year after 2029 to the end of the reserves life.

Depletion of petroleum properties

Reserves and resources are used in the units of production calculation for depletion, depreciation and amortization. Depletion of petroleum properties is calculated based on total proved plus probable reserves as well as estimated future development costs associated with these reserves as determined by the Company's independent reserves evaluator. See above for discussion of estimates and judgments involved in reserves estimation.

Income taxes

Related assets and liabilities are recognized for the estimated tax consequences between amounts included in the Consolidated Financial Statements and their tax base using substantively enacted future income tax rates. Timing of future revenue streams and future capital spending changes can affect the timing of any temporary differences, and accordingly affect the amount of the deferred tax asset or liability calculated at a point in time. Tax interpretations, regulations and legislation in the various jurisdictions in which TransGlobe and its subsidiaries operate are subject to change and interpretation. Such changes can affect the timing of the reversal of temporary tax differences, the tax rates in effect when such differences reverse and TransGlobe's ability to use tax losses and other tax pools in the future. The Company’s income tax filings are subject to audit by taxation authorities in different jurisdictions and the results of such audits may increase or decrease the tax liability. The determination of current and deferred tax amounts recognized in the Consolidated Financial Statements are based on management’s assessment of the tax positions, which includes consideration of their technical merits, communications with tax authorities and management’s view of the most likely outcome. These differences could materially impact net earnings (loss).

Financial instruments

The fair values of financial instruments are estimated based upon market and third-party inputs. These estimates are subject to change with fluctuations in commodity prices, interest rates, foreign currency exchange rates and estimates of non-performance risk.

Share-based payments

The fair value estimates of equity-settled and cash-settled share-based payment awards depend on certain assumptions including share price volatility, risk-free interest rate, the term of the awards, and the forfeiture rate which, by their nature, are subject to measurement uncertainty.

14

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Asset retirement obligations

The provision for site restoration and abandonment in Canada is based on current legal and constructive requirements, technology, price levels and expected plans for remediation. Actual costs and cash outflows can differ from estimates because of changes in laws and regulations, public expectations, market conditions, discovery and analysis of site conditions and changes in technology.

Recoverability of accounts receivable

The recoverability of accounts receivable due from the Egyptian General Petroleum Company ("EGPC") is assessed to determine the carrying value of accounts receivable on the Company's Consolidated Balance Sheets. Management judgment is required in performing the recoverability assessment. No material credit losses have been experienced to date, and the Company expects to collect the accounts receivable balance in full.

E&E Assets

Management uses judgment to determine whether a sufficient amount of economically recoverable reserves have been discovered. This requires estimates of the quantity and realizable value of a discovery. E&E assets are subject to ongoing technical, commercial and management review to confirm the continued intent to establish the technical feasibility and commercial viability of the discovery.

Leases

Management uses judgement to determine the incremental borrowing rate and lease term related to the application of IFRS 16. Incremental borrowing rates are based on judgments including economic environment, term, currency, and the underlying risk inherent to the asset. The carrying amount of the right-of-use assets, lease obligations, and the resulting interest and depletion and depreciation expense, may differ due to changes in the market conditions and lease term. Lease terms are based on assumptions regarding extension terms that allow for operational flexibility and future market conditions.

5. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT

Fair values of financial instruments

Financial instruments include cash and cash equivalents, accounts receivable, derivative commodity contracts, accounts payable and accrued liabilities and long-term debt.

The Company has classified its cash and cash equivalents and derivative commodity contracts as fair value through profit or loss. Both are measured at fair value with subsequent changes recognized through net earnings (loss). Accounts receivable are classified as assets at amortized cost; accounts payable and accrued liabilities and long-term debt are classified as liabilities at amortized cost, all of which are measured initially at fair value, and subsequently at amortized cost. Transaction costs attributable to financial instruments carried at amortized cost are included in the initial measurement of the financial instrument and are subsequently amortized using the effective interest rate method.

Carrying value and fair value of financial assets and liabilities are summarized as follows:

 

 

 

December 31, 2019

 

 

December 31, 2018

 

Classification ($000s)

 

Carrying

Value

 

 

Fair

Value

 

 

Carrying

Value

 

 

Fair

Value

 

Financial assets at fair value through profit or loss

 

 

33,251

 

 

 

33,251

 

 

 

53,074

 

 

 

53,074

 

Financial assets at amortized cost

 

 

10,681

 

 

 

10,681

 

 

 

12,014

 

 

 

12,014

 

Financial liabilities at fair value through profit or loss

 

 

217

 

 

 

217

 

 

 

-

 

 

 

-

 

Financial liabilities at amortized cost

 

 

69,197

 

 

 

69,695

 

 

 

80,362

 

 

 

81,228

 

Assets and liabilities as at December 31, 2019 that are measured at fair value are classified into levels reflecting the method used to make the measurements. Fair values of assets and liabilities included in Level 1 are determined by reference to quoted prices in active markets for identical assets and liabilities. Assets and liabilities in Level 2 include valuations using inputs other than quoted prices for which all significant inputs are observable, either directly or indirectly. Level 3 valuations are based on inputs that are unobservable and significant to the overall fair value measurement.

The Company’s cash and cash equivalents and derivative commodity contracts are assessed on the fair value hierarchy described above. TransGlobe’s cash and cash equivalents are classified as Level 1. Derivative commodity contracts are classified as Level 2. Assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement within the fair value hierarchy level. There were no transfers between levels in the fair value hierarchy in the period.

Derivative commodity contracts

The nature of TransGlobe’s operations exposes it to fluctuations in commodity prices, interest rates and foreign currency exchange rates. TransGlobe monitors and, when appropriate, uses derivative financial instruments to manage its exposure to these fluctuations. All transactions of this nature entered into by TransGlobe are related to an underlying financial position or to future crude oil and natural gas production. TransGlobe does not use derivative financial instruments for speculative purposes. TransGlobe has elected not to designate any of its derivative financial instruments as accounting hedges and thus accounts for changes in fair value in net earnings (loss) at each reporting period. TransGlobe has not obtained collateral

15

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

or other security to support its financial derivatives as management reviews the creditworthiness of its counterparties prior to entering into derivative contracts. The derivative financial instruments are initiated within the guidelines of the Company's corporate hedging policy. This includes linking all derivatives to specific assets and liabilities on the balance sheet or to specific firm commitments or forecasted transactions.

In conjunction with the prepayment agreement (see Note 17), TransGlobe has also entered into a marketing contract with Mercuria Energy Trading S.A. ("Mercuria") to market nine million barrels of TransGlobe's entitlement production. The pricing of the crude oil sales will be based on market prices at the time of sale.

The following table summarizes TransGlobe’s outstanding derivative commodity contract positions as at December 31, 2019, the fair values of which have been presented on the Consolidated Balance Sheet:

 

Financial Brent crude oil contracts

 

Period Hedged

 

Contract

 

Remaining

Volume (bbl)

 

 

Monthly

Volume (bbl)

 

 

Bought Put

US$/bbl

 

 

Sold Call

US$/bbl

 

 

Sold Put

US$/bbl

 

Jul 2020 - Dec 2020

 

3-Way Collar

 

 

300,000

 

 

 

50,000

 

 

 

54.00

 

 

 

70.00

 

 

 

45.00

 

Jan 2020 - Jun 2020

 

3-Way Collar

 

 

300,000

 

 

 

50,000

 

 

 

54.00

 

 

 

70.00

 

 

 

46.50

 

Jan 2020 - Jun 2020

 

3-Way Collar

 

 

150,000

 

 

 

25,000

 

 

 

55.00

 

 

 

72.70

 

 

 

45.00

 

 

The losses on financial instruments for 2019 and 2018 are comprised as follows:

 

 

Years ended December 31

 

($000s)

 

2019

 

 

2018

 

Realized derivative loss on commodity contracts settled during the year

 

 

1,259

 

 

 

16,386

 

Unrealized derivative loss (gain) on commodity contracts outstanding at year end

 

 

1,586

 

 

 

(9,335

)

Loss on financial instruments

 

 

2,845

 

 

 

7,051

 

 

Overview of Risk Management

The Company’s activities expose it to a variety of financial risks that arise as a result of its exploration, development, production and financing activities:

 

 

Credit risk

 

Market risk

 

Liquidity risk

 

The Board of Directors and Audit Committee oversee management’s establishment and execution of the Company’s risk management framework. Management has implemented and monitors compliance with risk management policies. The Company’s risk management policies are established to identify and analyze the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to market conditions and the Company’s activities.

Credit risk

Credit risk is the risk of financial loss if a customer or counterparty to a financial instrument fails to fulfill their contractual obligations. The Company’s exposure to credit risk primarily relates to cash equivalents and accounts receivable, the majority of which are in respect of oil and natural gas operations. The Company generally extends unsecured credit to these parties and therefore the collection of these amounts may be affected by changes in economic or other conditions. The Company has not experienced any material credit losses in its cash investments or in the collection of accounts receivable to date.

TransGlobe's accounts receivable related to the Canadian operations are with customers and joint interest partners in the petroleum and natural gas industry, and are subject to normal industry credit risks. Receivables from petroleum and natural gas marketers are normally collected in due course. The Company currently sells its production to several purchasers under standard industry sale and payment terms. Purchasers of TransGlobe's natural gas, crude oil and natural gas liquids are subject to a periodic internal credit review to minimize the risk of non-payment. The Company has continued to closely monitor and reassess the creditworthiness of its counterparties, including financial institutions.

Trade and other receivables are analyzed in the table below.

 

($000s)

 

December 31, 2019

 

 

December 31, 2018

 

Neither impaired nor past due

 

 

3,636

 

 

 

5,540

 

Not impaired and past due in the following period:

 

 

 

 

 

 

 

 

Within 30 days

 

 

226

 

 

 

829

 

31-60 days

 

 

131

 

 

 

212

 

61-90 days

 

 

5,672

 

 

 

102

 

Over 90 days

 

 

1,016

 

 

 

5,331

 

Accounts receivable

 

 

10,681

 

 

 

12,014

 

16

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

The Company completed two direct crude sale shipments in Egypt to third-party buyers during 2019. Depending on the Company's assessment of the credit of crude purchasers, they may be required to post irrevocable letters of credit to support the sales prior to the cargo liftings. During 2019, the Company also completed two sales of inventoried entitlement crude oil to EGPC for a total of 869.6 mbbls with total proceeds of $49.9 million. As at December 31, 2019, $5.7 million (December 31, 2018 – $7.2 million) of the total accounts receivable balance of $10.7 million (December 31, 2018 - $12.0 million) is due from EGPC. All accounts receivable are in good standing and collection is not considered to be at risk.

The Company manages its credit risk on cash equivalents by investing only in term deposits with reputable banking institutions.

Market risk

Market risk is the risk or uncertainty arising from possible market price movements and the associated impact on future performance of the business. The market price movements that the Company is exposed to include commodity prices, foreign currency exchange rates and interest rates, all of which could adversely affect the value of the Company’s financial assets, liabilities and financial results.

Commodity price risk

The Company’s operational results and financial condition are partially dependent on the commodity prices received for its production of oil, natural gas and NGLs. The Company is exposed to commodity price risk on its derivative assets and liabilities which are used as part of the Company's risk management program to mitigate the effects of changes in commodity prices on future cash flows. While transactions of this nature relate to forecasted future petroleum and natural gas production, TransGlobe does not designate these derivative assets and liabilities as accounting hedges. As such, changes in commodity prices impact the fair value of derivative instruments and the corresponding gains or losses on derivative instruments. The estimated fair value of unrealized commodity contracts is reported on the Consolidated Balance Sheets, with any change in the unrealized positions recorded to net earnings (loss). The Company assesses these instruments on the fair value hierarchy and has classified the determination of fair value of these instruments as Level 2, as the fair values of these transactions are based on an approximation of the amounts that would have been received from counterparties to settle the transactions outstanding as at the date of the Consolidated Balance Sheets with reference to forward prices and market values provided by independent sources. The actual amounts realized may differ from these estimates.

Foreign currency exchange risk

As the Company’s business is conducted primarily in U.S. dollars and its financial instruments are primarily denominated in U.S. dollars, the Company’s exposure to foreign currency exchange risk relates primarily to certain cash and cash equivalents, accounts receivable, long-term debt, lease obligations and accounts payable and accrued liabilities denominated in Canadian dollars. When assessing the potential impact of foreign currency exchange risk, the Company believes that 10% volatility is a reasonable measure. The Company estimates that a 10% increase in the value of the Canadian dollar against the U.S. dollar would increase net loss for the year ended December 31, 2019 by approximately $1.3 million and conversely, a 10% decrease in the value of the Canadian dollar against the U.S. dollar would decrease net loss by $1.4 million for the same period. The Company does not utilize derivative instruments to manage this risk.

The Company is also exposed to foreign currency exchange risk on cash balances denominated in Egyptian pounds and British Pounds sterling. Some collections of accounts receivable from the Egyptian Government are received in Egyptian pounds, and while the Company is generally able to spend the Egyptian pounds received on accounts payable denominated in Egyptian pounds, there remains foreign currency exchange risk exposure on Egyptian pound cash balances. Using month-end cash balances converted at month-end foreign exchange rates, the average Egyptian pound cash balance for 2019 was $2.3 million (2018 - $2.0 million) in equivalent U.S. dollars. The Company estimates that a 10% increase in the value of the Egyptian pound against the U.S. dollar would increase net loss for the year ended December 31, 2019 by approximately $0.2 million and conversely a 10% decrease in the value of the Egyptian pound against the U.S. dollar would decrease net loss by $0.2 million for the same period. The Company does not currently utilize derivative instruments to manage foreign currency exchange risk.

The Company maintains nominal balances of British Pounds sterling to pay in-country costs incurred in operating its London office. Foreign exchange risk on these funds is not considered material.

Interest rate risk

Fluctuations in interest rates could result in a significant change in the amount the Company pays to service variable interest debt. No derivative contracts were entered into during 2019 to mitigate interest rate risk. When assessing interest rate risk applicable to the Company’s variable interest debt, the Company believes 1% volatility is a reasonable measure. The effect of interest rates increasing by 1% would increase the Company’s net loss, for the year ended December 31, 2019, by $0.5 million and conversely, the effect of interest rates decreasing by 1% would decrease the Company’s net loss, for the year ended December 31, 2019, by $0.5 million.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. Liquidity describes a company’s ability to access cash. Companies operating in the upstream oil and gas industry require sufficient cash in order to fund capital programs necessary to maintain and increase production and proved reserves, to acquire strategic oil and gas assets and to repay debt.

The Company actively maintains credit facilities to ensure it has sufficient available funds to meet current and foreseeable financial requirements at a reasonable cost. The following are the contractual maturities of financial liabilities at December 31, 2019:

 

17

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

 

 

 

 

Payment Due by Period1,2

 

($000s)

 

Recognized

in Financial

Statements

 

Contractual

Cash Flows

 

 

Less than

1 year

 

 

1-3 years

 

 

4-5 years

 

 

More than

5 years

 

Accounts payable and accrued liabilities

 

Yes-Liability

 

 

32,156

 

 

 

32,156

 

 

 

-

 

 

 

-

 

 

 

-

 

Long-term debt3

 

Yes-Liability

 

 

37,539

 

 

 

-

 

 

 

37,539

 

 

 

-

 

 

 

-

 

Other long-term liabilities

 

Yes-Liability

 

 

614

 

 

 

-

 

 

 

614

 

 

 

-

 

 

 

-

 

Derivative commodity contracts

 

Yes-Liability

 

 

217

 

 

 

217

 

 

 

-

 

 

 

-

 

 

 

-

 

Total

 

 

 

 

70,526

 

 

 

32,373

 

 

 

38,153

 

 

 

-

 

 

 

-

 

 

1

Payments exclude on-going operating costs, finance costs and payments required to settle derivatives.

 

2

Payments denominated in foreign currencies have been translated at December 31, 2019 exchange rates.

 

3

Excludes deferred financing costs of $0.5 million.

As at December 31, 2019, the Company had $94.2 million of revolving credit facilities with $37.5 million drawn and $56.7 million available. The Company has a prepayment agreement with Mercuria that allows for a revolving balance of up to $75.0 million, of which $30.0 million is drawn. During 2019, the Company repaid $15.0 million of this facility. The Company also had a revolving Canadian reserves-based lending facility with ATB Financial (“ATB”) totaling C$25.0 million ($19.2 million), of which C$9.8 million ($7.5 million) was drawn. During 2019, the Company had drawings of C$0.6 million ($0.5 million) and repayments of C$2.0 million ($1.5 million) on this facility (See Note 17).

The Company actively monitors its liquidity to ensure that its cash flows, credit facilities and working capital are adequate to support these financial liabilities, as well as the Company’s capital programs.

To date, the Company has experienced no difficulties with transferring funds abroad.

Capital disclosures

The Company’s objective when managing capital is to ensure the Company will have the financial capacity, liquidity and flexibility to fund the ongoing exploration and development of its petroleum assets. The Company’s financial objectives and strategy have remained substantially unchanged over the last two completed fiscal years. These objectives and strategy are reviewed on an annual basis. TransGlobe remains in a relatively strong financial position, and will continue to focus on cost reductions and prudent stewardship of capital with the objective of maintaining a strong balance sheet. The Company was subject to financial covenants with the prepayment agreement and the reserves-based lending facility as at December 31, 2019 and 2018. The Company was in compliance with all financial covenants at December 31, 2019 and 2018 (see Note 17).

The Company defines and computes its capital as follows:

 

($000s)

 

2019

 

 

2018

 

Long-term debt, including the current portion (net of unamortized transaction costs)

 

 

37,041

 

 

 

52,355

 

Current assets

 

 

(65,786

)

 

 

(78,994

)

Current liabilities

 

 

33,592

 

 

 

28,007

 

Net debt obligations

 

 

4,847

 

 

 

1,368

 

Shareholders’ equity

 

 

214,490

 

 

 

220,291

 

Total capital

 

 

219,337

 

 

 

221,659

 

 

6. FINANCE REVENUE AND COSTS

Finance revenue relates to interest earned on the Company’s bank account balances and term deposits.

 

Finance costs recognized in net earnings (loss) were as follows:

 

 

Years ended December 31

 

($000s)

 

2019

 

 

2018

 

Interest on long-term debt

 

 

3,211

 

 

 

4,275

 

Interest on borrowing base facility

 

 

427

 

 

 

440

 

Amortization of deferred financing costs

 

 

368

 

 

 

360

 

Interest on lease obligations

 

 

250

 

 

 

-

 

Finance costs

 

 

4,256

 

 

 

5,075

 

Interest paid

 

 

(3,664

)

 

 

(4,767

)

 

7. SELLING COSTS

Selling costs include transportation and marketing costs associated with the sale of the Company's Egyptian crude oil production to third-party buyers and EGPC. The Company completed two direct crude oil sales to third-party buyers during the year ended December 31, 2019 (2018 - four). The Company also completed two sales of inventoried entitlement crude oil to EGPC in 2019.

18

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

8. CASH AND CASH EQUIVALENTS

The following table reconciles TransGlobe's cash and cash equivalents:

 

($000s)

 

December 31, 2019

 

 

December 31, 2018

 

Cash

 

 

12,251

 

 

 

33,893

 

Cash equivalents

 

 

21,000

 

 

 

17,812

 

Cash and cash equivalents

 

 

33,251

 

 

 

51,705

 

 

As at December 31, 2019 the Company's cash equivalents balance consisted of short-term deposits with an original term to maturity at purchase of three months or less. All of the Company's cash and cash equivalents are on deposit with high credit-quality financial institutions.

9. ACCOUNTS RECEIVABLE

Accounts receivable are comprised principally of amounts owed from EGPC. There were no amounts due from related parties and no loans to management or employees as at December 31, 2019 or December 31, 2018.

As at December 31, 2018, the Company utilized $5.1 million of its accounts receivable from EGPC as a guarantee to support work commitments on the North West Sitra concession (see Note 18). These commitments were met as of December 31, 2018. No amounts of accounts receivable were utilized as a guarantee to support work commitments as at December 31, 2019.

10. PRODUCT INVENTORY

Product inventory consists of the Company's entitlement crude oil barrels, which are valued at the lower of cost or net realizable value. Costs include operating expenses and depletion associated with crude oil entitlement barrels and are determined on a concession by concession basis. These amounts are initially capitalized and expensed when sold.

As at December 31, 2019, the Company held 964.5 mbbls of entitlement crude oil in inventory valued at approximately $18.16/bbl (December 31, 2018 - 568.1 mbbls valued at approximately $15.30/bbl). During 2019, product inventory of $8.8 million was capitalized (2018 - $2.8 million expensed).

11. INCOME TAXES

The Company’s deferred income tax assets and liabilities are as follows:

 

($000s)

 

2019

 

 

2018

 

Deferred income tax asset and liability, beginning of year

 

 

-

 

 

 

-

 

Expenses related to the origination and reversal of temporary differences for:

 

 

 

 

 

 

 

 

Property and equipment

 

 

(377

)

 

 

6,381

 

Non-capital losses carried forward

 

 

304

 

 

 

(733

)

Long-term liabilities

 

 

-

 

 

 

(2

)

Share issue expenses

 

 

-

 

 

 

(1

)

Changes in unrecognized tax benefits

 

 

73

 

 

 

(5,645

)

Deferred income tax expense recognized in net earnings (loss)

 

 

8,387

 

 

 

4,523

 

Deferred income tax recovery recognized in net earnings (loss)

 

 

(8,387

)

 

 

(4,523

)

Deferred income tax asset, end of year

 

 

8,387

 

 

 

4,523

 

Deferred income tax liability, end of year

 

 

(8,387

)

 

 

(4,523

)

 

The Company has non-capital losses of $97.6 million (2018 - $84.3 million) that expire between 2027 and 2039. A deferred tax asset of $8.4 million (2018 - $4.5 million) was recognized in respect of unused tax losses in West Gharib. The Company has an additional $16.8 million (2018 - $14.2 million) in unrecognized tax benefits arising in foreign jurisdictions.

Current income taxes represent income taxes incurred and paid under the laws of Egypt pursuant to the PSCs on the West Gharib, West Bakr and NW Gharib concessions.

19

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

Income taxes vary from the amount that would be computed by applying the average Canadian statutory income tax rate of 26.5% (2018 - 27.0%) to income before taxes as follows:

 

($000s)

 

2019

 

 

2018

 

Income taxes calculated at the Canadian statutory rate

 

 

5,857

 

 

 

11,344

 

Increases (decreases) in income taxes resulting from:

 

 

 

 

 

 

 

 

Non-deductible expenses

 

 

(2,206

)

 

 

2,087

 

Changes in unrecognized tax benefits

 

 

73

 

 

 

(5,646

)

Effect of tax rates in foreign jurisdictions1

 

 

18,804

 

 

 

16,002

 

Changes in tax rates and other

 

 

3,570

 

 

 

2,553

 

Income tax expense - current

 

 

26,098

 

 

 

26,340

 

 

1

The statutory tax rate in Egypt is 40.55%.

The Company's consolidated effective income tax rate for 2019 was 118.1% (2018 - 62.7%).

12. INTANGIBLE EXPLORATION AND EVALUATION ASSETS

The following table reconciles the changes in TransGlobe's exploration and evaluation assets:

 

($000s)

 

2019

 

 

2018

 

Balance, beginning of year

 

 

36,266

 

 

 

41,478

 

Additions to exploration and evaluation assets

 

 

5,377

 

 

 

9,288

 

Impairment loss

 

 

(7,937

)

 

 

(14,500

)

Balance, end of year

 

 

33,706

 

 

 

36,266

 

 

For the year ended December 31, 2019, the Company recorded a non-cash impairment loss of $7.9 million on its exploration and evaluation assets, which included an $8.3 million impairment loss on the South Alamein concession and $0.4 million of impairment recovery on the North West Sitra concession.

 

The Company was unsuccessful in its attempts to secure military approval to access its desired drilling location in South Alamein. Based on the 2017 well results in the Boraq area, the limited commerciality of the original Boraq 2 discovery (2009) and continued access restrictions in the eastern area of the concession, the Company had fully impaired the remaining carrying value of South Alamein of $8.3 million and relinquished the concession in 2019.

 

In 2018 the Company recorded an impairment loss of $14.5 million on its exploration and evaluation assets which was fully related to the North West Sitra concession. During the third quarter of 2019, the Company received a final settlement report from EGPC regarding the relinquished North West Sitra concession. The final settlement report resulted in a reduction of the original impairment loss recognized by $0.4 million.

Exploration and evaluation assets as at December 31, 2019 includes $29.2 million in South Ghazalat (December 31, 2018 - $23.2 million), $nil in South Alamein (December 31, 2018 - $12.5 million), $4.0 million in Northwest Gharib (December 31, 2018 - $nil) and $0.5 million in Canada (2018 - $0.5 million).

20

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

13. PROPERTY AND EQUIPMENT

The following table reconciles the changes in TransGlobe's property and equipment assets:

 

($000s)

 

PNG Assets

 

 

Other Assets

 

 

Total

 

Cost

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2017

 

 

648,229

 

 

 

15,525

 

 

 

663,754

 

Additions

 

 

30,832

 

 

 

586

 

 

 

31,418

 

Changes in estimate for asset retirement obligations

 

 

844

 

 

 

-

 

 

 

844

 

Balance at December 31, 2018

 

 

679,905

 

 

 

16,111

 

 

 

696,016

 

Increase in right-of-use assets (Note 3)

 

 

1,275

 

 

 

2,227

 

 

 

3,502

 

Additions

 

 

30,626

 

 

 

929

 

 

 

31,555

 

Change in estimate for asset retirement obligations (Note 14)

 

 

746

 

 

 

-

 

 

 

746

 

Balance at December 31, 2019

 

 

712,552

 

 

 

19,267

 

 

 

731,819

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated depreciation, depletion, amortization and impairment losses

 

Balance at December 31, 2017

 

 

451,850

 

 

 

12,040

 

 

 

463,890

 

Depletion, depreciation and amortization for the year1

 

 

31,422

 

 

 

992

 

 

 

32,414

 

Balance at December 31, 2018

 

 

483,272

 

 

 

13,032

 

 

 

496,304

 

Depletion, depreciation and amortization for the year1

 

 

35,136

 

 

 

1,939

 

 

 

37,075

 

Balance at December 31, 2019

 

 

518,408

 

 

 

14,971

 

 

 

533,379

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign Exchange

 

 

 

 

 

 

 

 

 

 

 

 

Balance at December 31, 2017

 

 

4,602

 

 

 

-

 

 

 

4,602

 

Currency translation adjustments

 

 

(5,972

)

 

 

-

 

 

 

(5,972

)

Balance at December 31, 2018

 

 

(1,370

)

 

 

-

 

 

 

(1,370

)

Currency translation adjustments

 

 

3,376

 

 

 

-

 

 

 

3,376

 

Balance at December 31, 2019

 

 

2,006

 

 

 

-

 

 

 

2,006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net book value

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2018

 

 

195,263

 

 

 

3,079

 

 

 

198,342

 

At December 31, 2019

 

 

196,150

 

 

 

4,296

 

 

 

200,446

 

 

1

Depletion, depreciation and amortization for the period includes amounts capitalized to product inventory for barrels produced but not sold in the period.

 

At December 31, 2019, the Company's market capitalization was less than its net asset value. Negative revisions due to economic factors were also noted in the Canadian CGU. These factors were identified as indicators of impairment and as a result, the Company completed impairment tests on all of its CGUs in accordance with IAS 36. It was determined that the carrying amounts of the CGUs did not exceed their fair value less costs to sell.

Neither a 5% increase in the discount rate, nor a 5% decrease in the forward price estimates used in the impairment assessments would result in an impairment loss on the West Gharib, West Bakr, North West Gharib or Canadian CGUs.

The following table discloses the carrying amount and depreciation charge for right-of-use assets by the class of underlying asset as at and for the year ended December 31, 2019:

 

($000s)

 

PNG Assets

 

 

Other Assets

 

 

Total

 

Depreciation for the year ended December 31, 2019

 

 

901

 

 

 

942

 

 

 

1,843

 

Net Book Value as at December 31, 2019

 

 

374

 

 

 

1,285

 

 

 

1,659

 

 

14. ASSET RETIREMENT OBLIGATION

The following table reconciles the change in TransGlobe's asset retirement obligation:

 

($000s)

 

2019

 

Balance, beginning of year

 

 

12,113

 

Changes in estimates for asset retirement obligations and additional obligations recognized

 

 

746

 

Obligations settled

 

 

(46

)

Asset retirement obligation accretion

 

 

215

 

Effect of movements in foreign exchange rates

 

 

584

 

Balance, end of year

 

 

13,612

 

 

As at December 31, 2019, the entire asset retirement obligation balance related to the Company's Canadian operations. TransGlobe has estimated the net present value of its asset retirement obligation to be $13.6 million as at December 31, 2019 (2018 - $12.1 million) based on a total undiscounted future liability of $18.9 million (2018 - $18.3 million). These payments are expected to be made between 2020 and 2066. TransGlobe calculated the present value of the obligations using discount rates between 1.68% and 1.76% (2018 – 1.86% and 2.18%) to reflect the market

21

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

assessment of the time value of money as well as risks specific to liabilities that have not been included in the cash flow estimates. The inflation rate used in determining the cash flow estimate was 2% per annum (2018 – 2% per annum).

15. LEASE OBLIGATIONS

 

The following table reconciles TransGlobe’s lease obligations:

 

($000s)

 

At December 31, 2019

 

Less than 1 year

 

 

1,479

 

1 - 3 years

 

 

631

 

Total lease payments

 

 

2,110

 

Amounts representing interest

 

 

302

 

Present value of net lease payments

 

 

1,808

 

Current portion of lease obligations

 

 

1,219

 

Non-current portion of lease obligations

 

 

589

 

 

During the year ended December 31, 2019, the Company spent $0.3 million (2018 - $nil) on interest expense and paid a total cash outflow of $1.9 million (2018 - $nil) relating to lease obligations.

 

16. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

Accounts payable and accrued liabilities are comprised of current trade payables and accrued expenses due to third-parties. There were no amounts due to related parties as at December 31, 2019 or December 31, 2018.

17. LONG-TERM DEBT

The following table reconciles the changes in TransGlobe's long-term debt: ($000s)

 

($000s)

 

2019

 

 

2018

 

Balance, beginning of year

 

 

52,355

 

 

 

69,999

 

Draws on revolving credit facility

 

 

476

 

 

 

508

 

Repayment of long-term debt

 

 

(16,523

)

 

 

(17,797

)

Amortization of deferred financing costs

 

 

368

 

 

 

360

 

Effects of movements in foreign exchange rates

 

 

365

 

 

 

(715

)

Balance, end of year

 

 

37,041

 

 

 

52,355

 

 

The Company's interest-bearing loans and borrowings are measured at amortized cost.

Based on the Company's current forecast of future production and prices the estimated future debt payments on long-term debt as of December 31, 2019 are as follows:

 

($000s)

 

Prepayment

Agreement

 

 

Reserves Based Lending Facility

 

 

Total

 

2020

 

 

-

 

 

 

-

 

 

 

-

 

2021

 

 

29,502

 

 

 

7,539

 

 

 

37,041

 

 

 

 

29,502

 

 

 

7,539

 

 

 

37,041

 

 

Prepayment Agreement

 

 

 

As at

 

 

As at

 

($000s)

 

December 31, 2019

 

 

December 31, 2018

 

Prepayment agreement - amount drawn

 

 

30,000

 

 

 

45,000

 

Deferred financing costs

 

 

(498

)

 

 

(866

)

 

 

 

29,502

 

 

 

44,134

 

 

On February 10, 2017, the Company completed a $75 million crude oil prepayment agreement between its wholly-owned subsidiary, TransGlobe Petroleum International Inc. ("TPI") and Mercuria.

TPI's obligations under the prepayment agreement are guaranteed by the Company and the subsidiaries of TPI (the "Guarantors"). The obligations of TPI and the Guarantors will be supported by, among other things, a pledge of equity held by the Company in TPI and a pledge of equity held by TPI in its subsidiaries. The funding arrangement has a term of four years, maturing March 31, 2021, and advances bear interest at a rate of LIBOR plus 6.0%. The funding arrangement is revolving with each advance to be satisfied through the delivery of crude oil to Mercuria. Further advances become available upon delivery of crude oil to Mercuria up to a maximum of $75.0 million and subject to compliance with the other terms and conditions of the prepayment agreement. The prepayment agreement was initially recognized at fair value, net of financing costs, and has

22

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

subsequently been measured at amortized cost. Financing costs of $1.5 million are being amortized over the term of the prepayment agreement using the effective interest rate method.

The Company is subject to certain financial covenants in accordance with the terms of the prepayment agreement. These covenants are tested on June 30 and December 31 of each year for the life of the prepayment agreement. The financial covenants include financial measures defined within the prepayment agreement that are not defined under IFRS. These financial measures are defined by the prepayment agreement as follows:

 

 

the ratio of the Company's total consolidated indebtedness (calculated by including any outstanding letters of credit or bank guarantees and adding back any cash held by the Company on a consolidated basis) on each financial covenant test date to the Company's consolidated net cash generated by (used in) operating activities (where net cash generated includes the fair market value of crude oil inventory held as at the financial covenant test date) for the trailing 12 month period ending on that financial covenant test date will not exceed 4.00:1.00. The ratio as at December 31, 2019 is 0.04:1.00 (2018 - 0.01:1.00);

 

the ratio of Current Assets of the Company on a consolidated basis (calculated, in the case of crude oil inventory, by adjusting the value to market value) to Current Liabilities of the Company on a consolidated basis on each financial covenant test date will not be less than 1.00:1.00. The ratio as at December 31, 2019 is 2.92:1.00 (2018 - 3.76:1.00); and

 

the ratio of the parent's non-consolidated asset value to the aggregate amount of indebtedness outstanding under the advance documents on each financial covenant test date will not be less than 2.00:3.00. The ratio as at December 31, 2019 is 11.50:3.00 (2018 - 8.03:3.00).

 

As at December 31, 2019 and 2018, the Company was in compliance with all the financial covenants under the prepayment agreement.

 

The Company is also subject to a cover ratio provision. The cover ratio, defined as the value of the Company's Egyptian forecasted entitlement crude oil production on a forward 12-month basis to the prepayment service obligations, must not be less than 1.25:1.00. Prepayment service obligations include the principal outstanding of the advances at the time and any costs, fees, expenses, interest and other amounts outstanding or forecasted to be due during the applicable prepayment period. In the event the cover ratio falls below 1.25:1.00, TransGlobe must:

 

 

reimburse in cash the relevant portion of the advances such that the cover ratio becomes equal to or greater than 1.25:1.00; and/or

 

amend the initial commercial contract to extend its duration and amend the maturity date under the agreement.

 

The cover ratio as at December 31, 2019 is 2.73:1.00 (2018 - 2.21:1.00); the Company is in compliance with the cover ratio provision under the prepayment agreement.

Reserves-Based Lending Facility

 

 

As at

 

 

As at

 

($000s)

 

December 31, 2019

 

 

December 31, 2018

 

Reserves-based lending facility - amount drawn

 

 

7,539

 

 

 

8,221

 

 

As at December 31, 2019, the Company had in place a revolving Canadian reserves-based lending facility with ATB totaling C$25.0 million ($19.2 million), of which C$9.8 million ($7.5 million) was drawn. During 2019, the Company drew C$0.6 million ($0.5 million) and repaid C$2.0 million ($1.5 million) on this facility.

The facility borrowing base is re-calculated no less frequently than on a semi-annual basis of May 31 and November 30 of each year, or as requested by the lender. Lender shall notify the Company of each change in the amount of the borrowing base. In the event that the lender re-calculates the borrowing base to be an amount that is less than the borrowings outstanding under the facility, the Company shall repay the difference between such borrowings outstanding and the new borrowing base within 45 days of receiving notice of the new borrowing base.

The Company may request an extension of the term date by no later than 90 days prior to the then-current term date, and the lender may in its sole discretion agree to extend the term date for a further period of 364 days. Unless extended, before May 31, 2020, any unutilized amount of the facility will be canceled, and the amount of the facility will be reduced to the aggregate borrowings outstanding on that date. The balance of all amounts owing under the facility are due and payable in full on the date falling one year after the term date. If no extension is granted by the lender, the amounts owing pursuant to the facility are due at the maturity date. The facility bears interest at a rate of either ATB Prime or CDOR (Canadian Dollar Offered Rate) plus applicable margins that vary from 1.25% to 3.25% depending on the Company's net debt to trailing cash flow ratio. The revolving reserve-based lending facility was initially recognized at fair value, net of financing costs, and has subsequently been measured at amortized cost. Financing costs of $0.1 million were amortized over the initial term of the agreement using the effective interest rate method. The Company is subject to certain financial covenants in accordance with the terms of the agreement. These financial measures are defined by the agreement as follows:

 

 

the Company shall not permit the working capital ratio (calculated as current assets plus any undrawn availability under the facility, to current liabilities less any amount drawn under the facility) to fall below 1.00:1.00. The working capital ratio as at December 31, 2019 is 1.80:1.00 (2018 - 1.10:1.00); and

 

the Company shall not permit the ratio of net debt to trailing cash flows as at the end of any fiscal quarter to exceed 3.00:1.00. According to the agreement net debt is, as of the end of any fiscal quarter and as determined in accordance with IFRS on a non-consolidated basis, and without duplication, an amount equal to the amount of total debt less current assets. Trailing cash flow is defined as the two most recently completed fiscal quarters, annualized. The net debt to trailing cash flows ratio as at December 31, 2019 is 0.76:1.00 (2018 - 1.26:1.00).

As at December 31, 2019 and 2018, the Company was in compliance with all the financial covenants under the reserves-based lending facility.

23

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

18. COMMITMENTS AND CONTINGENCIES

As part of its principle business, the Company entered into arrangements and incurred obligations that will impact the Company’s future operations and liquidity. The principal commitments of the Company are as follows:

 

 

 

 

 

 

 

 

 

Payment Due by Period1,2

 

($000s)

 

Recognized

in Financial

Statements

 

Contractual

Cash Flows

 

 

Less than

1 year

 

 

1-3 years

 

 

4-5 years

 

 

More than

5 years

 

Accounts payable and accrued liabilities

 

Yes-Liability

 

 

32,156

 

 

 

32,156

 

 

 

-

 

 

 

-

 

 

 

-

 

Long-term debt

 

Yes-Liability

 

 

37,539

 

 

 

-

 

 

 

37,539

 

 

 

-

 

 

 

-

 

Other long-term liabilities

 

Yes-Liability

 

 

614

 

 

 

-

 

 

 

614

 

 

 

-

 

 

 

-

 

Derivative commodity contracts

 

Yes-Liability

 

 

217

 

 

 

217

 

 

 

-

 

 

 

-

 

 

 

-

 

Total

 

 

 

 

70,526

 

 

 

32,373

 

 

 

38,153

 

 

 

-

 

 

 

-

 

 

 

1

Payments exclude ongoing operating costs, finance costs and payments made to settle derivatives.

 

2

Payments denominated in foreign currencies have been translated at December 31, 2019 exchange rates.

 

3

Excludes deferred financing costs of $0.5 million.

Pursuant to the PSC for North West Sitra in Egypt, the Company had a minimum financial commitment of $10.0 million and a work commitment for two wells and 300 square kilometers of 3-D seismic during the initial three-and-a-half-year exploration period, which commenced on January 8, 2015. The Company requested and received a six-month extension of the initial exploration period to January 7, 2019. The Company met its financial and operating commitments and based on well results did not elect to enter the second exploration phase. The concession was relinquished on January 7, 2019.

Pursuant to the approved South Ghazalat development lease, the Company is committed to drill one exploration well during the initial four year period of the 20 year development lease. The Company has issued a production guarantee in the amount of $1.0 million which will be released when the commitment well has been drilled.

In the normal course of its operations, the Company may be subject to litigation and claims. Although it is not possible to estimate the extent of potential costs, if any, management believes that the ultimate resolution of such contingencies would not have a material adverse impact on the results of operations, financial position or liquidity of the Company.

The Company is not aware of any material provisions or other contingent liabilities as at December 31, 2019.

19. SHARE CAPITAL

The Company is authorized to issue an unlimited number of common shares with no par value. Shares in issue as at December 31, 2019 and December 31, 2018 are outlined below:

 

 

 

2019

 

 

2018

 

(000s)

 

Shares

 

 

Amount ($)

 

 

Shares

 

 

Amount ($)

 

Balance, beginning of year

 

 

72,206

 

 

 

152,084

 

 

 

72,206

 

 

 

152,084

 

Stock options exercised

 

 

337

 

 

 

547

 

 

 

-

 

 

 

-

 

Contributed surplus re-class on exercise

 

 

-

 

 

 

174

 

 

 

-

 

 

 

-

 

Balance, end of year

 

 

72,543

 

 

 

152,805

 

 

 

72,206

 

 

 

152,084

 

 

20. SHARE-BASED PAYMENTS

Stock option plan

The Company operates a stock option plan (the "Plan") to provide equity-settled share-based remuneration to directors, officers and employees. The number of common shares that may be issued pursuant to the exercise of options awarded under the Plan and all other Security-Based Compensation Arrangements of the Company is 10% of the common shares outstanding from time to time. All incentive stock options granted under the Plan have a per-share exercise price equal to the weighted average trading price of the common shares for the five trading days prior to the date of grant. Each tranche of an award with different vesting dates is considered a separate grant for the calculation of fair value and the resulting fair value is amortized over the vesting period of the respective tranche.

24

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

The following tables summarize information about the stock options outstanding and exercisable at the dates indicated:

 

 

 

2019

 

 

2018

 

(000s)

 

Number of Options

 

 

Weighted-Average

Exercise Price ($C)

 

 

Number of Options

 

 

Weighted-Average

Exercise Price ($C)

 

Options outstanding, beginning of year

 

 

4,876

 

 

 

3.60

 

 

 

4,959

 

 

 

5.10

 

Granted

 

 

976

 

 

 

2.83

 

 

 

1,071

 

 

 

2.62

 

Exercised

 

 

(337

)

 

 

2.18

 

 

 

-

 

 

 

-

 

Expired

 

 

(1,034

)

 

 

6.55

 

 

 

(1,154

)

 

 

9.13

 

Options outstanding, end of year

 

 

4,481

 

 

 

2.86

 

 

 

4,876

 

 

 

3.60

 

Options exercisable, end of year

 

 

2,585

 

 

 

3.01

 

 

 

2,766

 

 

 

4.52

 

 

 

 

Options Outstanding

 

 

Options Exercisable

 

Exercise Price (C$)

 

Number Outstanding at December 31, 2019

(000s)

 

 

Weighted-Average Remaining Contractual Life (Years)

 

 

Weighted-Average Exercise price (C$)

 

 

Number Exercisable at December 31, 2019

(000s)

 

 

Weighted-Average Remaining Contractual Life (Years)

 

 

Weighted-Average Exercise price (C$)

 

2.16 - 2.17

 

 

826

 

 

 

2.4

 

 

 

2.16

 

 

 

550

 

 

 

2.4

 

 

 

2.16

 

2.18 - 2.41

 

 

1,002

 

 

 

1.2

 

 

 

2.19

 

 

 

1,002

 

 

 

1.2

 

 

 

2.19

 

2.42 - 3.73

 

 

966

 

 

 

3.4

 

 

 

2.62

 

 

 

322

 

 

 

3.4

 

 

 

2.62

 

3.74 - 3.91

 

 

976

 

 

 

4.2

 

 

 

2.83

 

 

 

-

 

 

 

-

 

 

 

-

 

3.92 - 4.99

 

 

711

 

 

 

0.4

 

 

 

4.99

 

 

 

711

 

 

 

0.4

 

 

 

4.99

 

 

 

 

4,481

 

 

 

2.4

 

 

 

2.86

 

 

 

2,585

 

 

 

1.5

 

 

 

3.01

 

 

Compensation expense of $0.7 million was recorded during the year ended December 31, 2019 (2018 - $0.9 million) in general and administrative expenses in the Consolidated Statements of Earnings (Loss) and Comprehensive Income (Loss) and Changes in Shareholders’ Equity in respect of stock options. The fair value of all common stock options granted is estimated on the date of grant using the lattice-based trinomial option pricing model.

The weighted average fair value of options granted during the period and the assumptions used in their determination are noted below:

 

 

 

2019

 

 

2018

 

 

Weighted average fair market value per option (C$)

 

 

0.88

 

 

 

0.88

 

 

Risk free interest rate

 

 

1.54

%

 

 

2.14

%

 

Expected volatility (based on actual historical volatility)

 

 

54.74

%

 

 

49.45

%

 

Dividend rate

 

 

3.30

%

 

 

-

 

 

Expected forfeiture rate (non-executive employees)

 

 

-

 

 

 

-

 

 

Suboptimal exercise factor

 

 

1.25

 

 

 

1.25

 

 

 

All options granted vest annually over a three-year period and expire five years after the grant date. During the year ended December 31, 2019, 0.3 million employee stock options valued at $0.5 million were exercised (2018 – nil). As at December 31, 2019 and December 31, 2018, the entire balance in contributed surplus was related to previously recognized share-based compensation expense on equity-settled stock options.

Restricted share unit, performance share unit and deferred share unit plans

In May 2014, the Company implemented a restricted share unit ("RSU") plan, a performance share unit ("PSU") plan and a deferred share unit ("DSU") plan.

RSUs may be issued to directors, officers and employees of the Company, and each RSU entitles the holder to a cash payment equal to the fair market value of a TransGlobe common share on the vesting date of the RSU. All RSUs granted vest annually over a three-year period, and all must be settled within 30 days of their respective vesting dates.

PSUs are similar to RSUs, except that the number of PSUs that ultimately vest is dependent on achieving certain performance targets and objectives as set by the Board of Directors. Depending on performance, PSUs can vest between 0% to 200% of the original PSU grant. All PSUs granted vest on the third anniversary of their grant date, and all must be settled within 60 days of their vesting dates.

DSUs are similar to RSUs, except that they become fully vested on the date of grant and are only issued to directors of the Company. Distributions under the DSU plan do not occur until the retirement of the DSU holder from the Company's Board of Directors.

25

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

The number of RSUs, PSUs and DSUs outstanding as at December 31, 2019 are as follows:

 

(000s)

 

RSUs

 

 

PSUs

 

 

DSUs

 

Units outstanding, December 31, 2017

 

 

970

 

 

 

1,376

 

 

 

595

 

Granted

 

 

410

 

 

 

678

 

 

 

225

 

Exercised

 

 

(361

)

 

 

(316

)

 

 

-

 

Forfeited

 

 

(163

)

 

 

(71

)

 

 

-

 

Reinvested

 

 

8

 

 

 

16

 

 

 

8

 

Units outstanding, December 31, 2018

 

 

864

 

 

 

1,683

 

 

 

828

 

Granted

 

 

400

 

 

 

529

 

 

 

190

 

Exercised

 

 

(381

)

 

 

(636

)

 

 

(454

)

Forfeited

 

 

(70

)

 

 

(13

)

 

 

-

 

Expired

 

 

(15

)

 

 

-

 

 

 

-

 

Reinvested

 

 

41

 

 

 

77

 

 

 

25

 

Units outstanding, December 31, 2019

 

 

839

 

 

 

1,640

 

 

 

589

 

 

Compensation expense of $1.6 million was recorded in general and administrative expenses in the Consolidated Statement of Earnings (Loss) and Comprehensive Income (Loss) during the year ended December 31, 2019 in respect of share units granted under the three plans described above (2018 - $2.7 million).

21. PER SHARE AMOUNTS

The weighted-average number of common shares outstanding (basic and diluted) for the year ended December 31, 2019 was 72,513,657 (2018 - basic 72,205,369; and diluted 72,631,320). These outstanding share amounts were used to calculate net earnings (loss) per share in the respective periods.

In determining diluted net earnings (loss) per share, the Company assumes that the proceeds received from the exercise of “in-the-money” stock options are used to repurchase common shares at the average market price. In calculating the weighted-average number of diluted common shares outstanding for the year ended December 31, 2019, the Company excluded 4,480,935 stock options (2018 – 1,640,000) as their exercise price was greater than the average common share market price in the year.

22. DIVIDENDS

During the year ended December 31, 2019, the Company paid the following dividends on its common shares:

 

Ex-dividend date

 

Record date

 

Payment date

 

Per share amount

 

March 28, 2019

 

March 29, 2019

 

April 18, 2019

 

$

0.035

 

August 29, 2019

 

August 30, 2019

 

September 13, 2019

 

$

0.035

 

 

23. RELATED PARTY DISCLOSURES

Details of controlled and consolidated entities active as at December 31, 2019 are as follows:

 

 

 

Country of

Incorporation

 

Ownership Interest

2019

 

 

Ownership Interest

2018

 

TG Energy UK Ltd

 

United Kingdom

 

100%

 

 

100%

 

TransGlobe Petroleum International Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG Holdings Yemen Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TransGlobe West Bakr Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TransGlobe West Gharib Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG Holdings Egypt Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG South Alamein Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG South Mariut Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG South Alamein II Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG Energy Marketing Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG NW Gharib Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG SW Gharib Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG SE Gharib Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TG S Ghazalat Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

TransGlobe Petroleum Egypt Inc.

 

Turks & Caicos

 

100%

 

 

100%

 

 

26

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

24. COMPENSATION OF KEY MANAGEMENT PERSONNEL

 

Key management personnel have been identified as the Board of Directors and the four executive officers of the Company.

 

Key management personnel remuneration consisted of the following:

 

($000s)

 

2019

 

 

2018

 

Salaries, incentives and short-term benefits

 

 

2,560

 

 

 

2,352

 

Share-based compensation

 

 

2,736

 

 

 

2,210

 

   Total

 

 

5,296

 

 

 

4,562

 

 

25. SEGMENTED INFORMATION

 

The Company has two reportable segments for the years ended December 31, 2019 and December 31, 2018: the Arab Republic of Egypt and Canada. The Company, through its operating segments, is engaged primarily in oil exploration, development and production and the acquisition of oil and gas properties. In presenting information on the basis of operating segments, segment revenue is based on the geographical location of assets which is also consistent with the location of the segment customers. Segmented assets are also based on the geographical location of the assets. There are no inter-segment sales. The accounting policies of the operating segments are the same as the Company’s accounting policies.

 

 

 

Years ended December 31

 

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

 

2019

 

 

2018

 

($000s)

 

Egypt

 

 

 

 

 

 

Canada

 

 

 

 

 

 

Corporate

 

 

 

 

 

 

Total

 

 

 

 

 

Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Oil sales

 

 

256,193

 

 

 

278,111

 

 

 

15,159

 

 

 

10,666

 

 

 

-

 

 

 

-

 

 

 

271,352

 

 

 

288,777

 

Natural gas sales

 

 

-

 

 

 

-

 

 

 

2,705

 

 

 

2,632

 

 

 

-

 

 

 

-

 

 

 

2,705

 

 

 

2,632

 

Natural gas liquids sales

 

 

-

 

 

 

-

 

 

 

4,872

 

 

 

7,735

 

 

 

-

 

 

 

-

 

 

 

4,872

 

 

 

7,735

 

Less: royalties

 

 

(136,616

)

 

 

(120,271

)

 

 

(2,217

)

 

 

(2,646

)

 

 

-

 

 

 

-

 

 

 

(138,833

)

 

 

(122,917

)

Petroleum and natural gas sales, net of royalties

 

 

119,577

 

 

 

157,840

 

 

 

20,519

 

 

 

18,387

 

 

 

-

 

 

 

-

 

 

 

140,096

 

 

 

176,227

 

Finance revenue

 

 

45

 

 

 

87

 

 

 

-

 

 

 

-

 

 

 

426

 

 

 

483

 

 

 

471

 

 

 

570

 

Total segmented revenue

 

 

119,622

 

 

 

157,927

 

 

 

20,519

 

 

 

18,387

 

 

 

426

 

 

 

483

 

 

 

140,567

 

 

 

176,797

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segmented expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Production and operating

 

 

43,252

 

 

 

45,562

 

 

 

7,374

 

 

 

7,736

 

 

 

-

 

 

 

-

 

 

 

50,626

 

 

 

53,298

 

Selling costs

 

 

1,287

 

 

 

2,103

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,287

 

 

 

2,103

 

General and administrative

 

 

6,491

 

 

 

4,798

 

 

 

901

 

 

 

1,134

 

 

 

9,219

 

 

 

12,756

 

 

 

16,611

 

 

 

18,688

 

Foreign exchange gain

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(147

)

 

 

(289

)

 

 

(147

)

 

 

(289

)

Finance costs

 

 

3,767

 

 

 

4,635

 

 

 

456

 

 

 

440

 

 

 

33

 

 

 

-

 

 

 

4,256

 

 

 

5,075

 

Depletion, depreciation and amortization

 

 

26,345

 

 

 

26,271

 

 

 

7,790

 

 

 

7,711

 

 

 

813

 

 

 

309

 

 

 

34,948

 

 

 

34,291

 

Asset retirement obligation accretion

 

 

-

 

 

 

-

 

 

 

215

 

 

 

270

 

 

 

-

 

 

 

-

 

 

 

215

 

 

 

270

 

Loss on financial instruments

 

 

2,845

 

 

 

6,755

 

 

 

-

 

 

 

296

 

 

 

-

 

 

 

-

 

 

 

2,845

 

 

 

7,051

 

Impairment loss

 

 

7,937

 

 

 

14,500

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

7,937

 

 

 

14,500

 

Gain on disposition of assets

 

 

-

 

 

 

-

 

 

 

(114

)

 

 

(207

)

 

 

-

 

 

 

-

 

 

 

(114

)

 

 

(207

)

Income tax expense

 

 

26,098

 

 

 

26,340

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

26,098

 

 

 

26,340

 

Segmented net earnings (loss)

 

 

1,600

 

 

 

26,963

 

 

 

3,897

 

 

 

1,007

 

 

 

(9,492

)

 

 

(12,293

)

 

 

(3,995

)

 

 

15,677

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Capital expenditures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Exploration and development

 

 

27,239

 

 

 

28,673

 

 

 

9,525

 

 

 

11,965

 

 

 

-

 

 

 

-

 

 

 

36,764

 

 

 

40,638

 

Corporate

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

168

 

 

 

68

 

 

 

168

 

 

 

68

 

Total capital expenditures

 

 

27,239

 

 

 

28,673

 

 

 

9,525

 

 

 

11,965

 

 

 

168

 

 

 

68

 

 

 

36,932

 

 

 

40,706

 

27

 


 

 TRANSGLOBE ENERGY CORPORATION

TSX & AIM: TGL      NASDAQ: TGA 

 

The carrying amounts of reportable segment assets and liabilities are as follows:

 

 

 

As at December 31, 2019

 

 

As at December 31, 2018

 

($000s)

 

Egypt

 

 

Canada

 

 

Total

 

 

Egypt

 

 

Canada

 

 

Total

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

 

6,266

 

 

 

3,874

 

 

 

10,140

 

 

 

9,031

 

 

 

2,525

 

 

 

11,556

 

Derivative commodity contracts

 

 

-

 

 

 

-

 

 

 

-

 

 

 

1,369

 

 

 

-

 

 

 

1,369

 

Intangible exploration and evaluation assets

 

 

33,176

 

 

 

530

 

 

 

33,706

 

 

 

35,735

 

 

 

531

 

 

 

36,266

 

Property and equipment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Petroleum and natural gas assets

 

 

117,591

 

 

 

78,559

 

 

 

196,150

 

 

 

123,043

 

 

 

72,220

 

 

 

195,263

 

Other assets

 

 

2,847

 

 

 

15

 

 

 

2,862

 

 

 

2,222

 

 

 

22

 

 

 

2,244

 

Other

 

 

48,652

 

 

 

2,269

 

 

 

50,921

 

 

 

58,518

 

 

 

1,296

 

 

 

59,814

 

Deferred taxes

 

 

8,387

 

 

 

-

 

 

 

8,387

 

 

 

4,523

 

 

 

-

 

 

 

4,523

 

Segmented assets

 

 

216,919

 

 

 

85,247

 

 

 

302,166

 

 

 

234,441

 

 

 

76,594

 

 

 

311,035

 

Non-segmented assets

 

 

 

 

 

 

 

 

 

 

6,159

 

 

 

 

 

 

 

 

 

 

 

7,261

 

Total assets

 

 

 

 

 

 

 

 

 

 

308,325

 

 

 

 

 

 

 

 

 

 

 

318,296

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

19,459

 

 

 

6,798

 

 

 

26,257

 

 

 

13,407

 

 

 

8,010

 

 

 

21,417

 

Derivative commodity contracts

 

 

217

 

 

 

-

 

 

 

217

 

 

 

-

 

 

 

-

 

 

 

-

 

Long-term debt

 

 

29,502

 

 

 

7,539

 

 

 

37,041

 

 

 

44,134

 

 

 

8,221

 

 

 

52,355

 

Asset retirement obligation

 

 

-

 

 

 

13,612

 

 

 

13,612

 

 

 

-

 

 

 

12,113

 

 

 

12,113

 

Lease obligation

 

 

718

 

 

 

276

 

 

 

994

 

 

 

-

 

 

 

-

 

 

 

-

 

Deferred taxes

 

 

8,387

 

 

 

-

 

 

 

8,387

 

 

 

4,523

 

 

 

-

 

 

 

4,523

 

Segmented liabilities

 

 

58,283

 

 

 

28,225

 

 

 

86,508

 

 

 

62,064

 

 

 

28,344

 

 

 

90,408

 

Non-segmented liabilities

 

 

 

 

 

 

 

 

 

 

7,327

 

 

 

 

 

 

 

 

 

 

 

7,597

 

Total liabilities

 

 

 

 

 

 

 

 

 

 

93,835

 

 

 

 

 

 

 

 

 

 

 

98,005

 

 

26. SUPPLEMENTAL CASH FLOW INFORMATION

Changes in non-cash working capital consisted of the following:

 

 

 

Years ended December 31

 

($000s)

 

2019

 

 

2018

 

Operating activities

 

 

 

 

 

 

 

 

(Increase) decrease in current assets

 

 

 

 

 

 

 

 

Accounts receivable

 

 

1,333

 

 

 

6,076

 

Prepaids and other

 

 

637

 

 

 

97

 

Product inventory1

 

 

(6,698

)

 

 

905

 

(Decrease) increase in current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

2,886

 

 

 

(1,975

)

Other long-term liabilities

 

 

(193

)

 

 

807

 

Total changes in non-cash working capital

 

 

(2,035

)

 

 

5,910

 

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

Increase (decrease) in current assets

 

 

 

 

 

 

 

 

Prepaids and other

 

 

4

 

 

 

(4

)

(Decrease) increase in current liabilities

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

 

(295

)

 

 

255

 

Total changes in non-cash working capital

 

 

(291

)

 

 

251

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

Decrease in current liabilities

 

 

 

 

 

 

 

 

Other liabilities

 

 

(200

)

 

 

(3

)

Total changes in non-cash working capital

 

 

(200

)

 

 

(3

)

 

 

1

The change in non-cash working capital associated with product inventory represents the change in operating costs capitalized as product inventory in the respective periods.

 

 

28