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ACKNOWLEDGEMENT
Cooper Energy recognises the First Peoples of this nation and their ongoing connection to
culture and country. We acknowledge First Nations Peoples as the Traditional Owners and
Custodians of the world’s oldest living culture and pay respects to their Elders past, present and
emerging.
COOPER ENERGY LIMITED
ABN 93 096 170 295
The terms “the company” and “Cooper Energy” are used in this Annual Report to refer to
Cooper Energy Limited and/or its subsidiaries. The terms “2022”, “FY22” and the “2022
financial year” refer to the 12 months ended 30 June 2022 unless otherwise stated.
References to 2021, FY21 or 2023, FY23 refer to the 12 months ending 30 June of that year.
This Annual Report uses terms and abbreviations relevant to the company, its accounts and
the petroleum industry. Information on abbreviations and terms, rounding and reserves and
resources reporting is provided at the back of this report.
COVER IMAGE: Athena Gas Plant
THIS PAGE: Production tanks, Cooper Basin, South Australia
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ANNUAL REPORT 2022 C O N T E N T S
Our Purpose
Chairman’s Foreword
Managing Director’s Report
Our Values
Our Business
Our Operations
Environment, Social & Governance
Key Results
Reserves & Contingent Resources
Review of Operations
Portfolio
Directors
Executive Leadership
Key Performance Indicators
Financial Report
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8
12
14
16
18
20
26
32
46
48
52
54
55
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COOPER ENERGY Investing
for increased
gas supply
O U R P U R P O S E
Cooper Energy’s purpose is to contribute
to Australia’s sustainable energy future by
commercialising gas, oil and other resources
for domestic markets.
We operate with an emphasis on care,
shareholder value and sustainability.
Drilling operations at Sole, offshore Gippsland Basin
4
4
ANNUAL REPORT 2022 We energise
the lives of
thousands of
Australians every
day by finding,
developing and
commercialising
gas and oil.
5
5
COOPER ENERGY F R O M T H E C H A I R M A N
This year saw significant
strategic progress for
Cooper Energy, culminating
in the confirmation of the
acquisition of the Orbost
Gas Processing Plant.
This acquisition locks in the long-term
find further details regarding the acquisition
processing of Sole gas at Orbost under the
agreement in the Managing Director’s report.
company’s ownership and control. It transforms
the company into a vertically integrated gas
producer, processor, and supplier. It also marks
real progress on the company’s twin hub strategy
with the Gippsland assets under our ownership,
complementing the Offshore Otway assets
and Athena Gas Plant and opening further
development opportunities in the region.
Externally, FY22 continued to be impacted by
COVID-19, with your company implementing
appropriate policies and procedures to ensure
the continuity of our operations and, most
importantly, the health and well-being of our staff.
While it caused no interruptions to operations,
I acknowledge the resilience and personal
sacrifices made by many staff members over
In terms of your company’s financial perspective,
the last year in coping with the pandemic while
the immediate cash flow uplift from owning
continuing admirably to fulfil their roles. With the
the Orbost Gas Processing Plant significantly
gradual loosening of government mandated
enhances our funding and liquidity position,
COVID-19 restrictions, we hope the coming year
evidenced by the new enlarged debt facility.
will not pose as many related challenges.
We acknowledge and thank our customers
I am delighted to draw to your attention and
and shareholders for their steadfast support
highlight your company’s overall Health and
during the operational challenges linked to the
Safety performance. For the second year running,
development and start-up of the Orbost Gas
we recorded no lost time injuries, while FY22 also
Processing Plant. The project and your company’s
saw zero minor injuries reported. This is a record
overall position are now on a very firm footing.
of which we are hugely proud and in respect of
We look forward to welcoming and integrating
which I congratulate and thank all of our staff and
the Orbost staff into Cooper Energy. You will
contractors.
6
ANNUAL REPORT 2022 C O N C L U D I N G R E M A R K S
The strong results of the last financial year are
testimony to the excellence of all of our Cooper
Energy staff and to their ability to deliver your
company’s long-term strategy. I thank them
warmly.
On behalf of all shareholders and our Board, I
record again my thanks to our Managing Director,
David Maxwell, and his team for their commitment
to Cooper Energy and for their leadership over
a period of considerable transformation for
the business. I also thank my Board colleagues
and our Company Secretary for their ongoing
counsel and support. And, of course, I thank our
shareholders and our banks who have been most
supportive.
We are well set for the coming year and we are
excited about the opportunities ahead.
John Conde AO
Chairman
The energy sector continues to grapple with the
twin challenges of delivering energy security for
Australia at acceptable prices and contributing
to the country’s carbon neutral transition. Current
market dynamics have highlighted the critical role
natural gas will play as a transition fuel if Australian
energy consumers are to have continuity of
supply at reasonable prices throughout the
projected supply and demand challenges. For
Cooper Energy, we are well positioned to fulfil
this role. Furthermore, we continue to operate as
Australia’s only certified carbon neutral domestic
gas and oil producer.
F Y 2 3 O U T L O O K
We enter the next financial year on firm ground,
having successfully managed the business’s
commercial and operational challenges over
the last two years. The acquisition of the Orbost
Gas Processing Plant and the commissioning
of the Athena Gas Plant in FY22 were critical
building blocks for the business. They will enable
your company to realise production, revenue
and cashflow growth in response to continued
demand in the South-east Australia gas market.
Exploration in Cooper Energy’s permits in the
Cooper and Otway basins has also progressed.
The lifting of the Victorian Government’s
moratorium on new gas and oil exploration
also improves the outlook for new supply to be
brought onstream.
7
COOPER ENERGY
M A N A G I N G D I R E C T O R ’ S
R E P O R T
Financial year 2022 was
a landmark for Cooper
Energy. Records were set
across multiple fronts,
including health, safety and
environment, production,
revenue and cash
generation.
The performance of your company over the last
has been following for the last decade to deliver
twelve months is particularly compelling when
longer-term shareholder value. As we enter a
set against the relative challenges in the previous
period where gas supply is tight, and prices are
financial year, as well as the constraints related to
increasing, Cooper Energy is in an excellent
the management of COVID-19.
position to optimise across our two gas hubs in the
Crucially, we are also well placed to consolidate
and grow from this point forward. The acquisition
of the Orbost Gas Processing Plant in Gippsland,
Victoria, completed on 28 July 2022, adds a
second fully-integrated gas hub operated by
Cooper Energy (in addition to the Athena Gas Plant
Gippsland and Otway basins to meet this demand
in South-east Australia. While commercially
positive for your company, we are also proud
of the role our position enables us to play in
guaranteeing stable energy supply to consumers,
as Australia continues its energy transition.
in the Otway region of Victoria). Both assets are
As we look forward from this position of relative
ideally located to service the nearby and growing
strength, I would like to acknowledge and thank
South-east Australia gas market. The acquisition
our staff and key external stakeholders including
of the Orbost Gas Processing Plant was coupled
our shareholders, customers, contractors, lenders,
with a recapitalisation of the business, putting your
as well as all of the communities we operate in.
company on a very strong financial footing ahead
of the next phase of organic growth.
All of your company’s stakeholders have
remained supportive over the last year as we
The positive results in FY22 are the culmination
delivered this ambitious phase of our long-term
of a clear and focused strategy your company
strategy.
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ANNUAL REPORT 2022 F Y 2 2 R E V I E W
average daily production rate achieved during
this period where APA is acting as operator on
Health, Safety and the Environment
behalf of Cooper Energy.
The company reported an outstanding health,
The acquisition fulfils a key part of our twin gas
safety and environmental performance in FY22,
supply hub strategy and will be transformative
amidst the challenges of the commissioning of
for your company. It accelerates our strategic
the Athena Gas Plant and of COVID-19. For the
position in the South-east Australia gas market
second-year running we recorded no lost-time
and strengthens our end-to-end capability to
injuries and in FY22 there were zero minor injuries.
explore, discover, appraise, develop, produce,
With significant discipline and contributions from
process and deliver gas to our high-quality
across the organisation, we have been able to
domestic customers and into the spot market.
achieve an industry leading Total Recordable Injury
Frequency Rate (TRIFR) of 0.0.
Prior to the acquisition, Cooper Energy worked
with APA to continue remediation works at the
We are pleased to have witnessed the gradual
plant and address the ongoing foaming and
retreat of the COVID-19 pandemic. While we
fouling within the plant’s Sulphur Recovery
experienced COVID-19 cases among our staff,
Unit – an issue which has impacted the plant’s
I am pleased to note that none of them caused
processing capacity for the last two years.
serious illness nor the opportunity for any COVID-
19-related disruptions to our operations.
Operational enhancements and remediation
works in FY22 and since financial year end have
Sole and the Orbost Gas Processing Plant
been successful. The Orbost Gas Processing
On 20 June 2022 Cooper Energy announced the
Plant achieved an average gas processing rate
signing of binding agreements to acquire the
of 39.5 TJ/day across the first half of FY22. During
Orbost Gas Processing Plant from the APA Group.
the second half of FY22, gas processing rates
The acquisition was completed quickly thereafter,
improved by 10.6% (versus first half of FY22), to
on 28 July 2022. The full acquisition cost will be
between $270 million and $330 million. The total
consideration is structured as a fixed payment
of $210 million (paid on 28 July 2022), a fixed
deferred payment of $40 million (due on the
12-month anniversary of completion), a fixed
deferred payment of $20 million (due on the
24-month anniversary of completion), and two
an average of 43.7 TJ/day, including the plant
shut down in part of March and April 2022 to
install the Phase 2B equipment. Production was
impacted positively by the Phase 2B works and
the hydrogen sulphide (H2S) polishing unit coming
online in April 2022. Excluding the impact of
downtime associated with the Phase 2B works,
average processing rates in H2 FY22 were 47.6 TJ/
variable deferred performance linked payments
day, a 20.5% increase on H1 FY22.
ranging in aggregate from $0 to $60 million
(due on the 24 and 36-month anniversaries of
completion), and subject to certain adjustments.
APA will remain the operator of the plant in the
period between completion and the date on
which the Major Hazard Facilities Licence for the
plant is transferred from APA to Cooper Energy.
The variable deferred performance linked
payments will be determined in reference to the
By the end of the financial year, the plant
was processing at a steady rate of 55 TJ/day
between absorber cleans. In the last 21 days to
17 September 2022, with the H2S polishing unit
back online for much of that time, the average
processing rate has been 55.4 TJ/day, with rates in
the mid 60s TJ/day between absorber cleans.
9
COOPER ENERGY The Athena Gas Plant Project
Plant plus the new funding arrangements
In FY22 Cooper Energy successfully completed
the upgrade and commissioning of the Athena
Gas Plant, which is now processing gas and liquids
from your company’s Casino, Henry and Netherby
fields in the offshore Otway Basin. The plant is a
key part of the Cooper Energy twin gas supply
hub strategy. Athena enables your company to
accelerates your company’s ability to deliver the
Otway Phase-3 Development (OP3D) project
over the next three years, alongside the pursuit
of value-adding exploration opportunities in
both the Otway and Gippsland basins as well as
the decommissioning of the Basker, Manta and
Gummy oil facilities.
increase gas production rates at a lower operating
Sustainability
cost compared to the previous Iona Gas Plant
processing arrangement, and it provides
significant extra cost competitive capacity for
future company developments and discoveries in
the region.
Your company maintained its certified net zero
status by continuing to offset scope-1, scope- 2
and the controllable fraction of scope-3 emissions.
Our proactive and forward-looking approach
is underpinned by nature-based offsets to
Together, the acquisition of the Orbost Gas
address the greenhouse gas emissions that we
Processing Plant and the commissioning of the
have not otherwise been able to curtail through
Athena Gas Plant in FY22 were transformational
ongoing operations. The foundation of this is our
for Cooper Energy. These assets - both owned
by Cooper Energy - place your company in an
excellent position to deliver gas into the supply
constrained South-east Australia gas market.
Financial Performance
In addition to an outstanding FY22 health, safety
and environmental performance, Cooper
Energy reported record FY22 production, sales
volume, revenue and operating cash generation.
Production increased 26% to 3.31 MMboe with
sales volume up 27% to 3.83 MMboe. This resulted
in a 56% increase in revenue to $205.4 million,
a 169% increase in underlying EBITDAX to $80.7
million, a more than seven-fold increase in net
cash from operating activities to $57.8 million, and
an underlying profit after tax of $14.4 million.
Your company also continued to repay debt
during the course of the year, reducing the senior
secured bank facility by $60.0 million.
ongoing partnership with Canopy Nature Based
Solutions, a subsidiary of Greening Australia. As
more of the upstream value chain comes under
our direct control, especially with the Athena Gas
Plant coming online in December 2021, we are
expanding our remit to include other Australian
offset projects and selected international carbon
credit opportunities.
Along with offsetting emissions, our approach
focuses on nature based offset projects which
deliver the co-benefits of the restoration of
degraded land, creating biodiversity and
regenerated habitat for various endangered
species. Cooper Energy’s initiative represents an
industry-leading position and our net zero status
was confirmed by ClimateActive granting the
company carbon neutral certification in June 2021.
Based on the success of our initial nature-based
collaboration, we are exploring opportunities
to further develop our approach so that it can
In July 2022 Cooper Energy successfully
be replicated, both locally in Australia where we
completed a fully-underwritten $244 million
operate and overseas.
equity offering and executed a new $420
million debt facility to part fund both the
acquisition of the Orbost Gas Processing Plant
and the company’s next phase of growth. The
combination of the enhanced cash generation
from the ownership of the Orbost Gas Processing
Your company’s net zero strategy is embedded
in corporate decision making, including in the
acquisition of the Orbost Gas Processing Plant,
where we are immediately seeking to ensure we
continue to maintain our net zero status via growing
our nature-based offsets.
1 0
ANNUAL REPORT 2022 More information on our sustainability approach
prospects are highly positive. Our focus now
and performance is provided in your company’s
is on using the advantageous position we have
2022 Sustainability Report.
achieved. The operational control over gas
Gas Market and Strategy
Over the last 12 months the South-east Australia
gas market has been defined by tight local
gas supply and the increasing influence of
international gas prices. This outlook is aligned
with your company’s projections over the last
few years. Volatility in the broader energy market
has also reinforced the fact that gas remains a
critical energy source and feedstock as Australia
progresses towards carbon neutral status.
production and processing at both our Athena
and Orbost facilities enables us to respond to the
demands of the South-east Australia gas market
and optimise revenue, earnings and cashflow. As
the world transitions to more renewable energy,
gas will continue to be required for decades to
come. Cooper Energy is ideally positioned to
supply reliable and affordable natural gas to our
customers from gas fields located very close
to the key demand centres, while continuing to
deliver our climate active program and evaluate
Cooper Energy’s ability to operate within this
opportunities to add renewable generation at our
market dynamic and create shareholder value
sites.
has improved considerably due to the disciplined
delivery of our twin gas hub strategy. With this
in place, your company’s focus will be one
of using the resulting additional production
and processing capacity to develop and
commercialise our discovered gas resources. We
will also continue our disciplined progress on high
In the coming months I look forward to sharing
further progress updates on OP3D, the next key
phase in the company’s organic growth strategy.
Our unwavering commitment is to deliver long-
term, sustainable value to our shareholders and
leave the environment in a better state for those
grading and executing on our low-risk exploration
that may come after us.
opportunities in the Otway and Gippsland
basins. These plans will drive sales, revenue and
cashflow growth. It will also secure our ability to
C O N C L U D I N G R E M A R K S
support Australia’s energy security by delivering
Your company has had a highly successful
reliable and affordable gas from fields close to
year upholding the strongest possible safety
our customers, and contributing to the market’s
standards, while achieving record production,
energy transition.
We will remain alert for opportunities to unlock
further value from our established assets,
including integrated renewable energy asset
development and schemes which can be
delivered in collaboration with, and to the benefit
of, the communities located near our operations.
This will further build on our position as Australia’s
only certified carbon neutral gas company.
2 0 2 3 O U T L O O K
As a result of the successful delivery of our
strategy and plans over the last year, your
company’s immediate and medium-term
sales volume, revenue and cash generation.
I express my appreciation and thanks for this
significant outcome to my Board colleagues,
my management team, our employees and
contractors, our lenders, customers, suppliers and
the continued loyalty of our shareholders.
David Maxwell
Managing Director
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COOPER ENERGY O U R V A L U E S
Cooper Energy is
a values-driven
business with
actions guided
at all times by
our seven core
values.
Morella carbon offset site, Coorong, South Australia
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A N N U A L R E P O R T 2 0 2 2
ANNUAL REPORT 2022 Care
Prioritising safety, health, the environment and
community.
Integrity
Striving to be consistent, staying true to our values
and accountable for our actions.
Fairness & Respect
Valuing diversity and difference, acting without
prejudice and communicating with courtesy.
Transparency
Being honest, addressing problems and being
clear with our communications.
Collaboration
Sharing ideas and knowledge, encouraging
cooperation, listening to our stakeholders and
building long-term relationships.
Awareness
Taking account of all identified key issues in our
decisions and considering future impacts.
Commitment
Staying focused on the core objectives, making
pragmatic, and commercial decisions and being
decisive with the courage of our convictions.
C O O P E R E N E R G Y
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COOPER ENERGY O U R B U S I N E S S
We generate revenue from the discovery,
commercialisation and sale of gas to South-east
Australia and from oil production and development in
the Cooper Basin.
We aim to deliver sustainable growth in shareholder
value by:
• Establishing a portfolio of low-cost, long term gas
and oil production assets;
• Growing through a combination of development,
exploration and acquisition;
• Building future resilience by prioritising Environment,
Social and Governance and investing in sustainable
energy projects;
• Leveraging and developing our people, stakeholder
relationships and capabilities; and
• Balancing risk by sharing opportunities, partnering
and achieving good commercial outcomes.
Morella carbon offset site, Coorong, South Australia
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A N N U A L R E P O R T 2 0 2 2
ANNUAL REPORT 2022 FY22 Production
0.12
0.71
Gippsland Basin gas
3.31 MMboe
Otway Basin gas & gas liquids
2.48
Cooper Basin oil
2P Proved & Probable
Reserves
1.1
3.7
39.5 MMboe
at 30 June 2022
Gippsland Basin
Otway Basin
34.7
Cooper Basin
2C Contingent
Resources
0.4
11.0
36.9 MMboe
at 30 June 2022
25.4
Gippsland Basin
Otway Basin
Cooper Basin
Other Key Statistics at 30 June 20221
Market capitalisation1
Net cash1
Issued shares1
Shareholders1
Employees & contractors
$583 million
$89 million
2,380 million
9,198
103.2 FTE
1. Net cash balance as at 30 June 2022 included $179.5 million received on 30 June 2022 from the institutional component of the recent equity raise. Issued
shares of 2,379.8 million (and resultant market capitalisation) includes the corresponding 747.1 million of new shares issued on 1 July 2022 to ensure a like-for-like
comparison. The retail proceeds of the equity raise of $59.8 million was received in mid July, with the corresponding 248.6 million new shares issued at that time
(with neither the cash nor new shares issued, and resultant market capitalisation, reflected in the numbers shown here).
C O O P E R E N E R G Y
1 5
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COOPER ENERGY O U R O P E R A T I O N S
6
Athena Gas Plant
Processing hub for Otway Basin
gas
Commissioned in FY22
50% Cooper Energy interest
7
Gippsland Basin
Sole gas field
Manta gas and gas liquids
resource and multiple gas
exploration prospects
100% Cooper Energy
interest
8
Orbost Gas
Processing Plant
Processing hub for offshore
Gippsland Basin gas
Commissioning commenced
FY20
100% Cooper Energy interest
Perth
2
1
2
3
4
Adelaide
Corporate head office
Perth
Capital projects and offshore
drilling office
Cooper Basin
Western Flank oil production,
development and exploration
25% Cooper Energy interest
Offshore Otway
Basin
Gas and gas liquids
production from the Casino,
Henry and Netherby fields
Annie gas discovery and
multiple exploration
prospects
Preparing for the Otway
Phase 3 Development
50% Cooper Energy
interest, in most cases
5
Onshore Otway
Basin
Gas exploration and
development prospects,
including the Dombey gas
discovery
30-75% Cooper Energy
interest
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A N N U A L R E P O R T 2 0 2 2
ANNUAL REPORT 2022\\ 3
1
Adelaide
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6
4
8
7
C O O P E R E N E R G Y
1 7
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COOPER ENERGY\\ E N V I R O N M E N T , S O C I A L
& G O V E R N A N C E
Ollie Glade-Wright, Cooper Energy Manager of Environment & Sustainability at the Morella carbon offset site
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A N N U A L R E P O R T 2 0 2 2
ANNUAL REPORT 2022 Industry-leading Net Zero
Decarbonisation Position
Net zero achieved for the third consecutive year
100% scope-1, scope-2 and controllable scope-3 offset
33,230 tonnes of CO2 offset
Commitment to continue this initiative for the foreseeable
future
Climate Active Carbon Neutral Organisation certification
retained
Offset co-benefits - revegetation of degraded
landscapes, habitat replacement for endangered species
Health, Safety & Environment
Zero lost-time injuries
Zero reportable environmental incidents
Zero lost-time recorded due to COVID-19
Zero minor contractor medical treatment incidents
Gender Diversity
Ahead of industry benchmarks
38% female representation on the Board of Directors
27% overall company female representation
Local Content
$71 million in local purchases
403 local suppliers
C O O P E R E N E R G Y
1 9
1 9
COOPER ENERGY K E Y R E S U L T S
Financial
• Record revenue and underlying EBITDAX: revenue up 56% to $205.4 million, underlying
EBITDAX up 169% to $80.7 million
• FY22 guidance beaten: underlying EBITDAX of $80.7 million, above guidance range of
$70.0- $78.0 million (which was itself revised upward twice in Q4 FY22)
• Record operating cashflow of $57.8 million, a more than seven-fold increase on FY21
• Underlying net profit after tax: $14.4 million up from -$25.9 million (loss)
• $400 million debt facility + $20 million working capital facility mandated in May 2022
and executed in July 2022
Sales revenue
$ million
205.4
131.7
Underlying EBITDAX
$ million
80.7
67.5
75.5
78.1
33.5
34.3
29.6
30.0
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20
FY21
FY22
2 0
ANNUAL REPORT 2022 K E Y R E S U L T S
Underlying net profit
$ million
Operating cash flow
$ million
13.3
9.8
14.4
57.8
48.1
-6.6
-25.9
22.2
20.5
8.1
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20
FY21
FY22
Total equity
$ million
498.4
89.0
443.9
433.7
351.1
325.8
Net (debt)/cash
$ million
111.0
-53.9
-97.8
-126.7
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20
FY21
FY22
2 1
COOPER ENERGY Operations & Reserves
• No lost time-time injuries and no time lost due to COVID-19
• Second consecutive year of record production, up 26% to 3.31 MMboe
• Agreement to acquire the Orbost Gas Processing Plant
• Athena Gas Plant commissioned
• Climate Active carbon neutral certification retained
Safety
Total recordable injury frequency rate
Production
MMboe
6.92
4.07
3.53
3.31
2.63
1.49
1.31
1.56
0.00
0.00
FY18
FY19
FY20 FY21
FY22
FY18
FY19 FY20 FY21
FY22
Proved and Probable Reserves
MMboe
52.4
52.7
49.9
47.1
39.5
FY18
FY19
FY20 FY21
FY22
2 2
ANNUAL REPORT 2022 K E Y R E S U L T S
Equity
Share price
dollars per share at 30 June
Basic earnings per share
cents per share at 30 June
0.54
0.39
0.38
0.26
0.25
1.8
-0.7
-0.6
-1.8
-5.3
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20 FY21
FY22
Market capitalisation1
$ million at 30 June
875.6
616.4
610.0
583.1
424.1
FY18
FY19
FY20
FY21
FY22
1. FY22 market capitalisation is based on issued shares of 2,379.8 million including the 747.1 million of new shares issued on 1 July 2022 with respect to the institutional
portion of the recent equity raise. This ensures a like-for-like comparison with the company’s net cash balance as at 30 June 2022 which includes $179.5 million
received on 30 June 2022, being the net proceeds from the institutional component of the raise.
2 3
COOPER ENERGY Gas & Oil Revenue
Gas
Total sales volume (PJ)
Total revenue ($ million)
2P Proved and Probable Reserves (PJ)1
Average realised price ($/GJ)
Oil & Condensate
Total sales volume (kbbl)
Total revenue ($ million)
2P Proved and Probable Reserves (MMbbl)1
FY22
22.7
188.1
235.1
8.29
FY22
126.6
17.3
1.1
FY21
17.4
119.4
281.3
6.86
FY21
153.8
12.3
1.1
Average realised price ($/bbl)
129.14
79.05
1. As announced on 22 August 2022
2 4
ANNUAL REPORT 2022 K E Y R E S U L T S
FY22
4.9
14.6
19.5
FY22
0.4
15.3
3.3
0.5
19.5
FY21
2.2
30.1
32.3
FY21
0.4
27.3
1.7
2.9
32.3
Capital Expenditure
By activity ($ million)
Exploration & appraisal
Development
TOTAL
By basin ($ million)
Gippsland Basin
Otway Basin
Cooper Basin
Other
TOTAL
2 5
COOPER ENERGY R E S E R V E S & C O N T I N G E N T
R E S O U R C E S
Reserves
Cooper Energy’s 2P oil and gas Reserves at 30 June 2022 are assessed to be 39.5 MMboe
(30 June 2021: 47.1 MMboe), as summarised below.
Reserves at 30 June 20221
1P (Proved)
2P (Proved & Probable)
3P (Proved, Probable &
Possible)
Dev.
Undev.
Total
Dev.
Undev.
Total
Dev.
Undev.
Total
Sales gas (PJ)
162
6
168
229
6
235
314
5
320
Oil & Condensate
(MMbbl)
0.4
0.0
0.5
1.0
0.2
1.1
1.3
0.4
1.7
TOTAL (MMboe)
26.9
1.0
27.9
38.4
1.1
39.5
52.6
1.3
53.9
1. As announced on 22 August 2022
Key factors contributing to the reduction in Reserves since 30 June 2021 include:
• production of 3.3 MMboe in FY22
• a decision to defer further development of the Henry gas field to a future campaign,
resulting in a revised classification from Undeveloped Reserves to Contingent
Resource. There was also a reduction at Henry reserves due to a revised subsurface
interpretation
• the divestiture of Cooper Basin permit PPL 207 to Bass Oil Ltd
2 6
ANNUAL REPORT 2022 R E S E R V E S & C O N T I N G E N T R E S O U R C E S
Year-on-year movement in Reserves
Proved and Probable 2P Reserves (MMboe)
Cooper
Otway
Gippsland
TOTAL
1.1
-0.1
0.1
1.1
8.9
-0.7
-4.5
37.1
-2.5
0.1
47.1
-3.3
-4.3
3.7
34.7
39.5
Reserves at 30 June 20211
FY22 Production2
Revisions / acquisitions
Reserves at 30 June 20223
1. As announced on 23 August 2021
2. Production from 1 July 2021 to 30 June 2022
3. As announced on 22 August 2022
2 7
COOPER ENERGY Contingent Resources
Cooper Energy’s 2C gas and oil Contingent Resources at 30 June 2022 are assessed
to be 36.9 MMboe. The increase is primarily due to the addition of reclassified Henry
Undeveloped Reserves to Contingent Resource and upwards revisions at the Annie gas
field.
Contingent Resources at 30 June 20221
1C
2C
3C
Gas
(PJ)
Oil & Cond.
(MMbbl)
Total
(MMboe)
Gas
(PJ)
Oil & Cond.
(MMbbl)
Total
(MMboe)
Gas
(PJ)
Oil & Cond.
(MMbbl)
Total
(MMboe)
Gippsland
Otway
Cooper
83
47
0
2.2
15.8
135
3.4
25.4
212
5.4
40.1
0.03
7.7
0.2
0.2
67
0
0.1
11.0
87
0.1
14.4
0.4
0.4
0.0
0.8
0.8
TOTAL
130
2.4
23.7
202
3.9
36.9
300
6.3
55.3
1. As announced on 22 August 2022
Year-on-year movement in Contingent Resources
MMboe
Contingent Resources at 30 June 20211
Revisions
Contingent Resources at 30 June 20222
1. As announced on 23 August 2021
2. As announced on 22 August 2022
1C
21.4
2.3
23.7
2C
33.9
2.9
36.9
3C
51.4
3.8
55.3
2 8
ANNUAL REPORT 2022 R E S E R V E S & C O N T I N G E N T R E S O U R C E S
Notes on calculation of Reserves and Contingent Resources
Cooper Energy prepares its petroleum Reserves and Contingent Resources in
accordance with the definitions and guidelines in the Society of Petroleum Engineers
(SPE) 2018 Petroleum Resources Management System (PRMS).
The estimates of petroleum Reserves and Contingent Resources contained in this
Reserves statement are as at 30 June 2022. The company is not aware of any new
information or data that materially affects the estimates of Reserves and Contingent
Resources, and the material assumptions and technical parameters underpinning the
estimates continue to apply and have not materially changed.
Unless otherwise stated, all references to Reserves and Contingent Resources quantities
in this document are Cooper Energy’s net share.
Cooper Energy has completed its own estimation of Reserves and Contingent Resources
for its operated Otway Basin and Gippsland Basin assets. Elsewhere, Reserves and
Contingent Resources estimation is based on assessment and independent views of
information provided by the permit operators (Beach Energy Limited for PEL 92).
Reference points for Cooper Energy’s petroleum Reserves and Contingent Resources
and production are defined points where normal operations cease, and petroleum
products are measured under defined conditions prior to custody transfer. Fuel, flare and
vent consumed prior to the reference point is excluded.
Petroleum Reserves and Contingent Resources are prepared using deterministic and
probabilistic methods. The Reserves and Contingent Resources estimate methodologies
incorporate a range of uncertainty relating to each of the key reservoir input parameters
to predict the likely range of outcomes.
Project and field totals are aggregated by arithmetic summation by category.
Aggregated 1P and 1C estimates may be conservative and aggregated 3P and 3C
estimates may be optimistic due to the effects of arithmetic summation.
In this report totals may not exactly reflect arithmetic addition due to rounding. The
conversion factor of 1 PJ = 0.163 MMboe has been used to convert from sales gas (PJ) to oil
equivalent (MMboe).
2 9
COOPER ENERGY Reserves
Under the SPE PRMS 2018, “Reserves are those quantities of petroleum anticipated
to be commercially recoverable by application of development projects to known
accumulations from a given date forward under defined conditions”.
The Otway Basin totals comprise the arithmetically aggregated project fields (Casino,
Henry and Netherby). The Cooper Basin totals comprise the arithmetically aggregated
PEL 92 fields. The Gippsland Basin totals comprise Sole Reserves only.
Contingent Resources
Under the SPE PRMS 2018, “Contingent Resources are those quantities of petroleum
estimated, as of a given date, to be potentially recoverable from known accumulations
by application of development projects, but which are not currently considered to be
commercially recoverable owing to one or more contingencies”.
The Contingent Resources assessment includes resources in the Gippsland, Otway and
Cooper basins.
Qualified Petroleum Reserves and Resources Evaluator Statement
The information contained in this report regarding Cooper Energy’s Reserves and
Contingent Resources is based on, and fairly represents, information and supporting
documentation prepared by, or under the supervision of, Mr Andrew Thomas who is a
full-time employee of Cooper Energy Limited holding the position of General Manager
– Exploration & Subsurface. Mr Thomas holds a Bachelor of Science (Hons), is a member
of the American Association of Petroleum Geologists and the Society of Petroleum
Engineers, is qualified in accordance with ASX listing rule 5.41, and has consented to the
inclusion of this information in the form and context in which it appears.
3 0
ANNUAL REPORT 2022 R E S E R V E S & C O N T I N G E N T R E S O U R C E S
Ocean Monarch drill rig, drilling the Sole wells, offshore Gippsland Basin
C O O P E R E N E R G Y
3 1
3 1
COOPER ENERGY R E V I E W O F O P E R A T I O N S
Safety
Detailed discussion of Cooper Energy’s safety performance is provided in the 2022
Sustainability Report. The 2022 Sustainability Report was published at the time of this
Annual Report and can be viewed and downloaded from the company’s website.
Safety Metrics
Hours worked
220,238
289,071
FY22
FY21
Recordable incidents
Lost-time injuries (LTI)
LTI frequency rate1
Total recordable injury frequency rate (TRIFR)2
Industry TRIFR3
0
0
0
0.00
6.91
2
0
0
6.92
5.27
1. Per million hours worked.
2. TRIFR is recordable incidents (Medical Treatment Injuries + Restricted Work / Transfer Case + Lost-Time Injuries + Fatalities)
per million hours worked. Calculated on a rolling 12-month basis.
3. Industry TRIFR is the NOPSEMA benchmark for offshore Australian operations; data is for the last full calendar year;
published at www.nopsema.gov.au.
3 2
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Production
Cooper Energy achieved record oil and gas production of 3.31 MMboe due mainly to
increasing gas production from the Sole field in the Gippsland Basin.
Production
Gippsland Basin
Otway Basin
Cooper Basin
FY22
FY21
Oil & Cond.
(kbbl)
Total
(MMboe)
Gas
(PJ)
Oil & Cond.
(kbbl)
Total
(MMboe)
-
3.0
125.5
2.48
10.4
0.71
0.12
4.7
-
-
1.8
1.70
0.77
156.9
0.16
Gas
(PJ)
15.2
4.3
-
TOTAL
19.5
128.5
3.31
15.1
158.7
2.63
3 3
COOPER ENERGY Gippsland Basin
Cooper Energy is the Operator and 100% interest holder for its Gippsland Basin interests.
As at 30 June 2022, these interests comprised:
• VIC/L32, which contains the Sole gas field;
• VIC/RL13, VIC/RL14 and VIC/RL15, which contain the Manta gas and liquids field. These
retention leases also hold legacy infrastructure associated with the Basker Manta
Gummy oil project;
•
VIC/RL16, which contains the shut-in Patricia-Baleen gas field and infrastructure which
connects to the Orbost Gas Processing Plant; and
• exploration permits VIC/P72, VIC/P75 and VIC/P80.
Acquisition of the Orbost Gas Processing Plant
In Q4 FY22 Cooper Energy entered into a binding agreement to acquire the Orbost Gas
Processing Plant from APA Orbost Gas Plant Pty Ltd, an entity controlled by APA Group
(“APA”).
Cooper Energy agreed to acquire the Orbost Gas Processing Plant for between
$270 million and $330 million, structured as: a fixed payment of $210 million (due at
financial close of the acquisition), a fixed deferred payment of $40 million (due 12 months
after financial close of the acquisition), a fixed deferred payment of $20 million (due 24
months after financial close of the acquisition), and a variable deferred performance
linked payment ranging from $0 to $60 million, and subject to certain adjustments. The
variable deferred performance linked amount is apportioned for payment to APA 24 and
36 months after financial close of the acquisition.
APA will remain the operator of the plant in the period between the financial close date
and the date on which the Major Hazard Facilities Licence is transferred from APA to
Cooper Energy (“Operations Services Period”). The variable deferred performance linked
payments will be determined based on the average daily production rate achieved during
the Operations Services Period. Following the acquisition, Cooper Energy will operate
four gas fields and two gas plants supplying domestic gas into the highly attractive
South-east Australia gas market.
3 4
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Development: Sole Gas Project and the Orbost Gas Processing Plant
The Sole Gas Project involved development of the Sole gas field by Cooper Energy and
upgrading of the Orbost Gas Processing Plant by APA to process Sole gas.
Commissioning of the Orbost Gas Processing Plant by APA continued in FY22. The
plant’s performance has been impaired by foaming and fouling in the Sulphur Recovery
Unit’s two absorbers, which has constrained processing rates and required regular
maintenance and cleaning. In response, the Cooper Energy endorsed remediation
program “Phase 2B” was undertaken by APA, consisting of two projects:
•
•
in Q1 FY22 the two absorbers were fitted with new spray nozzles to mitigate foaming.
The absorbers were configured so they could operate in parallel or in sequence and
brought back on line in early October 2021; and
in Q3 FY22 APA commenced installation of a solids removal package (SRP) with tie-in
and commissioning of this equipment to be completed at a later stage. During the
Phase 2B shutdown, APA also completed the installation of a gas ‘polishing’ unit, which
was subsequently commissioned in April.
Better control and more frequent cleaning over the winter period has led to ongoing
incremental increases in the processing rate between absorber cleans.
The plant achieved an average gas processing rate of 39.5 TJ/day across the first half of
FY22. During the second half of FY22, gas processing rates improved by 10.6% (versus
first half of FY22), to an average of 43.7 TJ/day, including the plant shut down in March-
April 2022 to install the Phase 2B equipment. Production was impacted positively by
the Phase 2B works and the hydrogen sulphide (H2S) polishing unit coming online in April
2022.
May 2022 was a record month for production with an average rate of 55.7 TJ/day and a
maximum rate of 66 TJ/day (achieved for 9 consecutive days across late May and early
June). By the end of the financial year, the plant was processing at a steady rate of 55 TJ/
day between absorber cleans. Processing rates were reduced to 35.1 TJ/day on average
while absorber cleans occurred. The H2S polishing unit was offline from 8 June 2022 for
APA to undertake a root cause analysis to understand why its performance had degraded
and has recently restarted with rates returning to the mid 60s TJ/day between absorber
cleans.
3 5
COOPER ENERGY Exploration
Exploration in the Gippsland Basin has focussed on adding potential to a future Manta
Hub development. Through FY22, work continued to assess additional prospectivity in
VIC/RL13,14 15 and VIC/P75.
During Q4 FY22 Cooper Energy was granted 100% equity in a new exploration permit
VIC/P80 . VIC/P80 is adjacent to several gas and oil fields, including Sole to the east,
Manta to the south, and Kipper to the west. Wobbegong is the key prospect in VIC/P80.
As announced on 13 April 2022, Cooper Energy’s estimate of the unrisked Prospective
Resource potential is 79 bcf (P90), 192 bcf (P50), 236 bcf (Mean) and 264 bcf (P10).
In combination with the Manta and Chimaera Deep prospects the combined mean
unrisked Prospective Resource potential is approximately 1 tcf. For the remainder of 2022
geologic and geophysical studies will concentrate on remapping the Manta Hub area
with new 3D seismic data.
Basker-Manta-Gummy (BMG) Decommissioning
The decommissioning project in the BMG fields involves plugging seven wells and
recovering associated subsea infrastructure in the Gippsland Basin. The BMG permits
contain the proven Manta gas field and the Manta Deep prospect.
Cooper Energy plans to plug the BMG wells by no later than 31 December 2023 and
remove the remaining infrastructure by no later than 31 December 2026.
The project has progressed into the detailed planning phase with expected offshore well
works to commence in Q1 FY24 with the Helix operated intervention vessel, the Q7000.
3 6
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Melbourne
VICTORIA
Orbost
E A STERN GAS PIPEL I N E
Orbost Gas Processing Plant
To Sydney
To Sydney
Lakes Entrance
VIC/RL16 (100%)
Plan area
TA
VIC/P72 (100%)
Patricia-Baleen
Sweetlips
Moonfish
Snapper
Longtom
Sunfish
Tuna
Moby
Judith
Kipper
Scallop
Grunter
VIC/P80 (100%)
Sole
Wobbegong
VIC/L32 (100%)
a
Chimaera
Manta
VIC/RL15 (100%)
Basker
Gummy
VIC/RL13 (100%)
Batfish
Angelfish
Flounder
Fortescue
Marlin
Barracouta
VIC/P75 (100%)
Veilfin
Luderick
Bream
0
20
kilometres
Gippsland_150
Gippsland Basin
VIC/RL14 (100%)
Mackerel
Blackback
Kingfish
Cooper Energy
tenement
Gas field
Oil field
Gas pipeline
Oil pipeline
Prospect
3 7
COOPER ENERGY Orbost Gas Processing Plant, Orbost, Gippsland, Victoria
3 8
3 8
A N N U A L R E P O R T 2 0 2 2
A N N U A L R E P O R T 2 0 2 2
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Otway Basin (Offshore)
The company’s interests in the offshore Otway Basin as at 30 June 2022 comprised:
• a 50% interest in and Operatorship of production licences VIC/L24 and VIC/L30
containing the producing Casino, Henry and Netherby gas fields, with the remaining
50% interest held by Mitsui E&P Australia and its associated entities (“Mitsui”);
• a 50% interest in and Operatorship of production licences VIC/L33 and VIC/L34
containing part of the Black Watch and Martha gas fields, with the remaining 50%
interest in these production licences held by Mitsui;
• a 50% interest in and Operatorship of exploration permit VIC/P44 containing the
undeveloped Annie gas discovery, with the remaining 50% interest held by Mitsui;
• a 100% interest in and Operatorship of exploration permit VIC/P76;
• a 50% interest in and Operatorship of the Athena Gas Plant (onshore Victoria) which is
jointly owned with Mitsui and has been recommissioned to process gas from Casino,
Henry and Netherby and other Otway Basin discoveries; and
• a 10% non-operated interest in production licence VIC/L22 which holds the shut-
in Minerva gas field. Woodside Energy Group Ltd is the Operator and 90% interest
holder.
Exploration
Reprocessing of 3D seismic data covering VIC/P76, VIC/P44, VIC/L24, VIC/L30, VIC/L33
and VIC/L34 was completed during Q1 FY22. Prospective Resources were assessed for
the six prospects (Elanora, Isabella, Heera, Pecten East, Juliet and Nestor), with all showing
strong seismic amplitude support for the presence of gas. As announced to the ASX on 9
February 2022, the aggregated mean unrisked Prospective Resource potential is 585 bcf
(325 bcf Cooper Energy net).
A detailed review of drilling options for testing the gas potential of these exploration
prospects is underway. Cooper Energy plans to secure an offshore rig for a future
campaign that will likely include drilling two to three exploration prospects.
3 9
COOPER ENERGY Development: Otway Phase 3 Development project (“OP3D”)
OP3D is the development of the Annie gas discovery. This may be combined with
additional volumes from low-risk exploration prospects such as Juliet and Nestor.
Success at both Juliet and Nestor, combined with Annie, could provide approximately 170
bcf (Annie 2C plus Juliet and Nestor un-risked P50 volumes, 100% gross) of incremental
raw gas volumes through the Athena Gas Plant.
The OP3D project is progressing to FEED (front end engineering design) and long lead
procurement. The timing for final investment decisions will be made having regard to
optimisation for market timing, drilling rig availability and funding considerations.
Development: Athena Gas Plant Project
In FY22 Cooper Energy successfully completed the commissioning of the Athena Gas
Plant. It is now processing gas and liquids from the Casino, Henry and Netherby fields in
the Otway Basin after the successful rerouting of its onshore pipeline to the Athena Gas
Plant.
With commissioning works completed on-time and within budget in Q2 FY22, the plant
came on-line in December 2021. The successful development of Athena delivers several
benefits to Cooper Energy including:
• the ability to produce gas from the Casino, Henry and Netherby fields at a higher rate
due to the plant’s lower inlet pressure relative to the Iona Gas Plant;
•
lower operating costs relative to the previous tariffs paid for gas processed through
the Iona Gas Plant;
• additional gas processing capacity (total plant capacity of ~150 TJ/day) to support
Otway Basin gas developments such as OP3D and future discoveries; and
• enhanced gas production and marketing flexibility, with the ability to offer firm gas
supply and manage Sole customer requirements using Cooper Energy’s Otway Basin
gas if required.
4 0
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Adelaide
Warrnambool
PEP 168 (50%)
Cooper Energy tenement
Gas field
Gas pipeline
Prospect
Melbourne
VICTORIA
VIC/L34 (50%)
VIC/L33 (50%)
VIC/P44 (50%)
Martha
VIC/L30 (50%)
Netherby
Henry
Black Watch
Iona Gas Plant
Athena Gas Processing Plant
VIC/P44 (50%)
VIC/L22 (10%)
Annie
Minerva
Casino
Juliet
Nestor
0
10
kilometres
VIC/P44 (50%)
VIC/P76 (100%)
VIC/L24 (50%)
Plan area
TA
Otway 211
Otway Basin
4 1
COOPER ENERGY Otway Basin (Onshore)
Cooper Energy holds licences in South Australia and permits in Victoria in the onshore
Otway Basin. Activities in the latter had been suspended pursuant to a Victorian State
Government moratorium on onshore hydrocarbon exploration, which was imposed in
2012. In June 2020 the Petroleum Legislation Amendment Act 2020 (Vic) was passed by
the Victorian Parliament allowing for the restart of onshore conventional gas exploration
and production. The moratorium was lifted in July 2021.
The company’s interests in the onshore Otway Basin as at 30 June 2022 comprised:
• a 30% interest in PEL 494, PRL 32 and PEL 680 in South Australia with the remaining
interests held by the Operator, Beach Energy;
• a 50% interest in PEP 168 in Victoria with the remaining interest held by the Operator,
Beach Energy; and
• a 75% interest in PEP 171 in Victoria, with the remaining interest held by the Operator,
Vintage Energy Limited.
Exploration
The Dombey seismic survey in PEL 494 was completed on schedule in Q3 FY22. The
survey covers the Dombey gas discovery in the Penola Trough and spans 165 km2. Final
reprocessed seismic data is expected to be ready for interpretation at the end of
calendar year 2022.
With the moratorium on onshore hydrocarbon exploration lifted by the Victorian
Government, in Q2 FY22, Vintage Energy commenced studies and stakeholder
engagements required to support the acquisition of a future 3D seismic survey of PEP 171
in onshore Western Victoria.
4 2
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
PRL 32 (30%)
Coonawarra
Cooonawaaw
oonawarra
Penola
VICTORIA
Katnook
Haselgrove
Ladbroke Grove
PEL 494 (30%)
SOUTH AUSTRALIA
Dombey
Beachport
PEL 680 (30%)
Millicent
Mount Gambier
Plan area
TA
0
10
20
kilometres
Otway 210
Otway 210
Onshore Otway Basin
PEP 171 (75%)
Strathdownie
Cooper Energy tenement
Gas field
Gas pipeline
Nelson
Nelson
4 3
COOPER ENERGY Cooper Basin
The company’s interests in the Cooper Basin as at 30 June 2022 comprises a 25% interest
in PRLs 85-104, the PEL 92 joint venture, with the remaining interests held by the Operator,
Beach Energy.
On 9 July 2021 the company agreed to sell its remaining Cooper Basin non-operated
assets to Bass Oil Limited. The transaction, which completed on 1 August 2022, covered
the following assets:
• a 30% interest in PPL 207 (Worrior oil field) and in PRLs 231-233;
• a 20% interest in PRL 237;
• a 19.165% interest in PRLs 207-209 (formerly PEL 100); and
• a 20% interest in PRLs 183-190 (formerly PEL 110).
Exploration
During FY22, the completion of reprocessed 3D seismic data of ex-PEL 92 highlighted
several new exploration prospects. Cooper Energy participated in the drilling of
two oil exploration wells located in the ex-PEL 92 permit. The wells (Bangalee-1 and
Hummocky-1) were both drilled in Q4 FY22.
Bangalee-1 is located approximately 2km east of the Windmill oil field. The well
intersected approximately four metres of net oil pay in the target Namur reservoir, with
minor pay in the Birkhead reservoir. The well was cased and suspended as a future oil
producer. It is expected to be brought online in FY23.
Hummocky-1, which is located approximately 2km south west of the Christies oil
field, was also drilled. This well was plugged and abandoned after failing to encounter
hydrocarbons in the Namur or Birkhead/Hutton formations.
4 4
ANNUAL REPORT 2022 R E V I E W O F O P E R A T I O N S
Cooper Basin
4 5
COOPER ENERGY P O R T F O L I O
Cooper Energy Exploration &
Production Tenements
Gippsland Basin
State
Tenement
Interest
Location
Area (km2) Operator
Activity
Victoria
VIC/P72
100%
Offshore
271
Cooper Energy
Exploration
VIC/P75
VIC/P80
100%
Offshore
808
Cooper Energy
Exploration
100%
Offshore
676
Cooper Energy
Exploration
VIC/RL13 (Basker-Manta-
Gummy)
100%
Offshore
VIC/RL14
VIC/RL15
100%
Offshore
100%
Offshore
67
67
67
Cooper Energy
Retention
Cooper Energy
Retention
Cooper Energy
Retention
VIC/RL16 (Patricia-Baleen)
100%
Offshore
135
Cooper Energy
Retention
VIC/L32 (Sole)
100%
Offshore
203
Cooper Energy
Production
4 6
ANNUAL REPORT 2022 Otway Basin
State
Tenement
Interest
Location
Area (km2)
Operator
Activity
South Australia PEL 494
30%
Onshore
1,277
Beach Energy
Exploration
PEL 680
PRL 32
30%
Onshore
1,929
Beach Energy
Exploration
30%
Onshore
37
Beach Energy
Retention
Victoria
PEP 168
75%
Onshore
795
Beach Energy
Exploration
PEP 171
VIC/P44
VIC/P76
75%
Onshore
1,974
Vintage Energy
Exploration
50%
Offshore
603
Cooper Energy
Exploration
100%
Offshore
162
Cooper Energy
Exploration
VIC/L22 (Minerva)
10%
Offshore
58
Woodside Energy
Production
VIC/L24 (Casino)
50%
Offshore
201
Cooper Energy
Production
VIC/L30 (Henry & Netherby)
50%
Offshore
201
Cooper Energy
Production
VIC/L33
VIC/L34
50%
Offshore
128
Cooper Energy
Production
50%
Offshore
6
Cooper Energy
Production
Cooper Basin1
State
Tenement
Interest
Location
Area (km2)
Operator
Activity
South Australia
PPL 204 (Sellicks)
25%
Onshore
2.0
Beach Energy
Production
PPL 205 (Christies-Silver Sands)
25%
Onshore
PPL 220 (Callawonga)
25%
Onshore
PPL 224 (Parsons)
25%
Onshore
PPL 245 (Butlers)
25%
Onshore
PPL 246 (Germein)
25%
Onshore
PPL 247 (Perlubie)
25%
Onshore
4.3
5.5
1.8
2.1
0.1
1.5
Beach Energy
Production
Beach Energy
Production
Beach Energy
Production
Beach Energy
Production
Beach Energy
Production
Beach Energy
Production
PPL 248 (Rincon)
25%
Onshore
2
Beach Energy
Production
PPL 249 (Elliston)
25%
Onshore
0.8
Beach Energy
Production
PPL 250 (Windmill)
25%
Onshore
0.6
Beach Energy
Production
ex-PEL 92 2
25%
Onshore
1,889.3
Beach Energy
Exploration
1. Excludes the five Cooper Basis non-operated assets (a 30% interest in PPL 207 and in PRLs 231-233, a 20% interest in PRL 237, a 19.165% interest in PRLs 207-209,
and a 20% interest in PRLs 183-190) the company agreed to sell to Bass Oil Ltd on 9 July 2021. The transaction completed on 1 August 2022
2. ex-PEL92 consists of PRL’s 85.86.87.88.89.90.92.93.94.95.96.97.98.99.100.101,102,103 and 104
4 7
COOPER ENERGY D I R E C T O R S
Chairman
John C. Conde AO
B. Sc. B.E(Hons), MBA
Independent Non-Executive Director
Appointed 25 February 2013
Managing Director
David P. Maxwell
M. Tech, FAICD
Appointed 12 October 2011
Independent
Non-Executive Director
Timothy G. Bednall
LLB (Hons)
Appointed 31 March 2020
Special responsibilities
Special responsibilities
Special responsibilities
Mr Conde is Chairman of the Board of Directors.
Effective 19 August 20211 he is also a member of
the People & Remuneration Committee and is
the Chairman of the Governance & Nomination
Committee.
Experience & expertise
Mr Conde has extensive experience in business
and commerce and in chairing high profile
business, arts and sporting organisations.
Previous positions include Non-Executive
Director of BHP Billiton, Chairman of Bupa
Australia, Chairman of Pacific Power (the
Electricity Commission of NSW), Chairman of the
Sydney Symphony Orchestra, Director of AFC
Asian Cup, Chairman of Events NSW, President of
the National Heart Foundation and Chairman of
the Pymble Ladies’ College Council.
Current & other directorships in the last 3 years
Mr Conde is Chairman of The McGrath
Foundation (since 2013 and Director since 2012).
He is also President of the Commonwealth
Remuneration Tribunal (since 2003), Chairman of
Dexus Wholesale Property Fund (DWPF) (since
2020) and Deputy Chairman of Whitehaven Coal
Limited ASX: WHC (since 2007). Mr Conde is a
former Director of Dexus Property Group ASX:
DXS (2009 – 2020).
Mr Maxwell is Managing Director. He is
responsible for the day-to-day leadership
of Cooper Energy, and is the leader of the
Executive Leadership Team. Mr Maxwell is also
Chairman of the HSEC Committee (being
a management committee, not a Board
committee).
Experience & expertise
Mr Maxwell is a leading oil and gas industry
executive with more than 25 years in senior
executive roles with companies such as BG
Group, Woodside Petroleum Limited and Santos
Limited. Mr Maxwell has very successfully led
many large commercial, marketing and business
development projects. Prior to joining Cooper
Energy Mr Maxwell worked with the BG Group,
where he was responsible for all commercial,
exploration, business development, strategy
and marketing activities in Australia and led BG
Group’s entry into Australia and Asia including
a number of material acquisitions. Mr Maxwell
has served on a number of industry association
boards, government advisory groups and public
company boards.
Effective 19 August 2021 Mr Bednall is a
member of the Audit Committee, the People &
Remuneration Committee and the Governance
& Nomination Committee.
Experience & expertise
Mr Bednall is a highly experienced and respected
corporate lawyer and law firm manager. He is a
partner of King & Wood Mallesons (KWM), where
he specialises in mergers and acquisitions,
capital markets and corporate governance,
representing public company and government
clients. Mr Bednall has advised clients in the
oil and gas and energy sectors throughout
his career. Mr Bednall was the Chairman of the
Australian partnership of KWM from January
2010 to December 2012, during which time the
merger of King & Wood and Mallesons Stephen
Jaques was negotiated and implemented. He
was also Managing Partner of M&A and Tax for
KWM Australia from 2013 to 2014, and Managing
Partner of KWM Europe and Middle East from
2016 to 2017. He was General Counsel of
Southcorp Limited (which became the core of
Treasury Wine Estates Limited) from 2000 to
Current & other directorships in the last 3 years
2001.
Mr Maxwell is a Director of the wholly owned
subsidiaries of Cooper Energy Limited. He is
also on the board of the Australian Petroleum
Production & Exploration Association (since
2018) and the Minerals and Energy Advisory
Council (South Australian Government) (since
2019).
Current & other directorships in the last 3 years
Mr Bednall is a board member of the National
Portrait Gallery Foundation (since 2018) and a
Director of Pooling Limited.
1. Being the date of the most recent changes to the board committee memberships
4 8
ANNUAL REPORT 2022 Independent
Non-Executive Director
Victoria (Vicky) J. Binns
B. Eng. (Mining - Hons 1), Grad Dip SIA,
FAusIMM, GAICD
Appointed 2 March 2020
Independent
Non-Executive Director
Giselle M. Collins
Independent
Non-Executive Director
Elizabeth A. Donaghey
B. Ec., ACA
B. Sc., M. Sc.
Appointed 19 August 2021
Appointed 25 June 2018
Special responsibilities
Special responsibilities
Special responsibilities
Effective 19 August 2021 Ms Binns is the
Ms Collins joined the Board on 19 August 2021.
Effective 19 August 2021 Ms Donaghey is a
Chairman of the Audit Committee and is a
Ms Collins is a member of the Audit Committee
member of the Risk & Sustainability Committee,
member of the Risk & Sustainability Committee.
and the Risk & Sustainability Committee.
the People & Remuneration Committee and the
Experience & expertise
Experience & expertise
Ms Binns has over 35 years’ experience in the
Ms Collins has broad executive and director
global resources and financial services sectors
experience across finance, treasury and
including more than 10 years in executive
property disciplines. Ms Collins is also active
leadership roles at BHP and 15 years in financial
with not-for-profit organisations and has a
services with Merrill Lynch Australia and
strong interest in sustainability across many
Macquarie Equities. During her career at BHP,
of her involvements. Ms Collins’ executive
Ms Binns’ roles included Vice President Minerals
positions included General Manager Property,
Marketing, leadership positions in the metals
Treasury and Tourism of NRMA, Chief Executive
and coal marketing business, Vice President
Officer, Property and General Manager Finance
of Market Analysis and Economics, and was
with the Hannan Group, and Senior Manager,
a member of the first BHP Global Inclusion
Audit Services with KPMG Switzerland.
Governance & Nomination Committee.
Experience & expertise
Ms Donaghey brings over 30 years’
experience in the energy sector including
technical, commercial and executive roles
in EnergyAustralia, Woodside Energy and
BHP Petroleum. Ms Donaghey’s experience
includes Non-Executive Director roles at Imdex
Ltd (an ASX-listed provider of drilling fluids
and downhole instrumentation), St Barbara
Ltd (a gold explorer and producer), and the
Australian Renewable Energy Agency. She
has performed extensive committee roles
and Diversity Council. Prior to joining BHP,
Ms Binns held a number of board and senior
Current & other directorships in the last 3 years
in these appointments, serving on audit and
management roles at Merrill Lynch Australia
Ms Collins is currently non- executive director
including Managing Director and Head of
of Peak Resources Limited ASX:PEK (since
Australian Research, Head of Global Mining,
2021), trustee director of the Royal Botanic
Metals and Steel, and Head of Australian Mining
Gardens and Domain Trust (since 2019), non-
Research. She was also co-founder and Chair
executive director of Generation Development
of Women in Mining and Resources Singapore.
Group (since 2021), non-executive director of
Current & other directorships in the last 3 years
Hotel Property Investments Limited ASX:HPI
(Chairman since July 2022 and director since
Ms Binns is currently a Non- Executive Director
2017) and Chairman for Indigenous Business
of Evolution Mining ASX: EVN (since 2020) and
Australia in The Darwin Hotel Pty Limited (since
compliance, risk and audit, technical and
regulatory, remuneration and health and safety
committees.
Current & other directorships in the last 3 years
Ms Donaghey is a Non-Executive Director of
the Australian Energy Market Operator (AEMO)
(since 2017) and a Non-Executive Director of
Ampol Limited (ASX: ALD) (since 1 September
2021).
Sims Limited ASX: SGM (since October 2021).
2014).
She is also a Non-Executive Director of the
Carbon Marketing Institute and a Member of
the J.P. Morgan Australia & NZ Advisory Council.
4 9
COOPER ENERGY Independent
Non-Executive Director
Hector M. Gordon
Independent
Non-Executive Director
Jeffrey W. Schneider
B. Sc. (Hons)
B. Com.
Appointed 24 June 2017
Executive Director
26 June 2012 - 23 June 2017
Appointed 12 October 2011
Special responsibilities
Special responsibilities
Effective 19 August 2021 Mr Gordon is
the Chairman of the Risk & Sustainability
Committee and a member of the Audit
Committee.
Effective 19 August 2021 Mr Schneider is
Chairman of the People & Remuneration
Committee and a member of the Governance &
Nomination Committees.
Experience & expertise
Experience & expertise
Mr Schneider has over 30 years of experience
in senior management roles in the oil and gas
industry, including 24 years with Woodside
Petroleum Limited. He has extensive corporate
governance and board experience as both
a Non-Executive Director and chairman in
resources companies.
Current & other directorships in the last 3 years
Mr Schneider does not currently hold any other
directorships.
Mr Gordon is a geologist with over 40 years’
experience in the upstream petroleum industry,
primarily in Australia and south east Asia. He
joined Cooper Energy in 2012, initially as an
Executive Director – Exploration & Production
and subsequently moved to his position as
Non-Executive Director in 2017. Mr Gordon
was previously Managing Director of Somerton
Energy until it was acquired by Cooper Energy
in 2012. Previously he was an Executive Director
with Beach Energy Limited where he was
employed for more than 16 years. In this time
Beach Energy experienced significant growth
and Mr Gordon held a number of roles including
Exploration Manager, Chief Operating Officer
and, ultimately, Chief Executive Officer.
Current & other directorships in the last 3 years
Mr Gordon is a Director of Bass Oil Limited ASX:
BAS (since 2014).
5 0
ANNUAL REPORT 2022 Shad Patterson, Athena Gas Plant Superintendent and Mike Jacobsen, General Manager Projects and Operations at Athena Gas Plant
C O O P E R E N E R G Y
5 1
5 1
COOPER ENERGY E X E C U T I V E L E A D E R S H I P
T E A M
Managing Director
David Maxwell
M. Tech, FAICD
Chief Financial
Officer
Dan Young
B.Com (Hons), MBA (Hons), CA,
CFA
Mr Young joined Cooper Energy in
May 2022. Mr Young is an energy
professional with over 25 years of
experience in Australia, Asia, and
Europe. Mr Young joined Cooper
Energy from Jadestone Energy
plc where he held the role of Chief
Financial Officer for over five
years, based in Singapore. He also
held the role of Executive Director
with Jadestone.
Prior to Jadestone, Mr Young
was Head of APAC Consulting
for Wood Mackenzie and earlier
worked for 13 years in J.P. Morgan’s
investment banking coverage/
mergers & acquisitions group in
Europe and Asia, most recently as
head of energy coverage in South-
east Asia and South Asia.
After completing his
undergraduate studies, Mr Young
joined Deloitte where he qualified
as a chartered accountant.
Mr Maxwell is a leading oil and gas
industry executive with more than
25 years in senior executive roles
with companies such as BG Group,
Woodside Petroleum Limited
and Santos Limited. Mr. Maxwell
has very successfully led many
large commercial, marketing and
business development projects.
Prior to joining Cooper Energy
Mr Maxwell worked with the BG
Group, where he led its entry into
Australia and Asia including a
number of material acquisitions.
Mr Maxwell has served on a number
of industry association boards,
government advisory groups
and public company boards,
including the Australian Petroleum
Production and Exploration
Association – Mr Maxwell is a
recipient of the Australian Gas
Association Silver Flame Award
for his contribution to the gas
industry. In September 2019, he was
named the recipient of the 2019
John Doran Lifetime Achievement
Award for outstanding long term
achievement in the Australian oil
and gas industry.
General Manager,
Commercial &
Business Development
Eddy Glavas
General Manager,
People &
Remuneration
Ashley Haren
B. Acc. FCPA, MBA
Dip. Bus. (HR/IR)
Mr Glavas joined Cooper Energy
in August 2014 and has more
than 20 years of experience
in business development,
finance, commercial, portfolio
management and strategy,
including 18 years in the oil and gas
sector.
Prior to joining Cooper Energy,
he was employed by Santos as
Manager Corporate Development
with responsibility for managing
multi-disciplinary teams tasked
with mergers, acquisitions,
partnerships and divestitures.
Prior roles within Santos included:
Finance Manager WA and NT,
where Mr Glavas was a member of
the leadership team that managed
a large asset portfolio; corporate
roles in strategy and planning;
and operational, commercial and
finance roles for Santos’ Cooper
Basin assets.
Mr Haren joined Cooper Energy
in January 2021. He brings more
than 25 years of experience in
human resource management in
corporate and operational roles.
Mr Haren has worked for global
and domestic publicly listed
and private entities within the
professional services, beverage,
retail, mining, and oil and gas
sectors.
Prior to Cooper Energy, Mr Haren
was the Global Leader People &
Culture – Operations with Woods
Bagot and spent nine years
with Pernod Ricard Winemakers
including five years as HR
Director – Australia. His previous
appointments included General
Manager HR for Australian Leisure
& Hospitality, Group HR Manager
at Foster’s Limited and various HR
roles with Mt Isa Mines (Australia
and Argentina) and Santos Limited.
5 2
ANNUAL REPORT 2022 General Manager,
Projects & Operations
Michael Jacobsen
Company Secretary &
General Counsel
Amelia Jalleh
B. Eng. (Hons)
BA, LLB (Hons), LLM
General Manager,
HSEC & Technical
Services
Iain MacDougall
General Manager,
Exploration &
Subsurface
Andrew Thomas
Mr Jacobsen has 28 years
of experience in upstream
and midstream oil and gas
development projects. He has
held various positions at Santos,
Woodside and BHP Petroleum. Mr
Jacobsen’s experience includes
managing major capital works
projects with multi-discipline
teams in the North Sea, Asia, and
Australia. He has overseen the
management of subsea and FPSO
developments, fixed platforms
and LNG plants.
Prior to joining Cooper Energy Mr
Jacobsen worked for Santos as
part of the leadership team of the
WA/NT business unit. Mr Jacobsen
has extensive experience with oil
field services company Halliburton
managing subsea construction
projects throughout Asia and
Australia.
Ms Jalleh has more than 20 years
of experience in the international
oil and gas industry, including
senior corporate, commercial and
legal roles. Her experience spans
conventional and unconventional
projects, asset and portfolio
management, and international
M&A transactions.
Prior to joining Cooper Energy,
Ms Jalleh held the position of
Director, Business Development
Asia-Pacific for Repsol, based in
Singapore. Ms Jalleh has worked
in Australia, the Middle East, North
America and South East Asia in
roles with Repsol, Talisman Energy,
King & Spalding LLP and Santos.
Ms Jalleh holds a Masters of
Laws (University of Melbourne),
a Bachelor of Laws and Legal
Practice (Hons) (Flinders University
of South Australia) and a Bachelor
of Arts (Flinders University of South
Australia). She is a Board member
of Energy and Resources Law
(since 2021).
B. Sc. (Hons)
B. Sc. (Hons)
Mr MacDougall’s career in the
upstream petroleum exploration
and production business spans
more than 30 years, prior to
which he worked in the nuclear
power industry and in automotive
powertrain research and
development.
Mr MacDougall has extensive
experience with international
oilfield services company
Schlumberger, with operational
and management assignments
in Australia, Asia, the UK North
Sea, Europe, West Africa and the
Middle East.
Since 2001, he has been based in
Australia, initially with independent
Operator Stuart Petroleum as
Production and Engineering
Manager and subsequently as
acting CEO prior to the takeover
of Stuart Petroleum by Senex
Energy.
Mr MacDougall is an alumnus
of Manchester University in the
UK and of the INSEAD Business
School in France. He is a member
of the Society of Petroleum
Engineers and also serves on the
Advisory Board of the Australian
School of Petroleum at Adelaide
University.
Mr Thomas is a successful and
experienced geoscientist who
has been involved with Australian
and International oil and gas
exploration and development
projects for over 30 years. He
has experience in a wide range of
onshore and offshore basins in
Australia, Asia and Africa.
Prior to joining Cooper Energy
Mr Thomas was employed by
Newfield Exploration in the
roles of SE Asia New Ventures
Manager and Exploration
Manager for offshore Sarawak
and was a key person in the team
that successfully negotiated
Newfield’s entry into Malaysia in
2004. Through the efforts of the
teams he led, Newfield built a
substantial portfolio of permits
in Malaysia and made several
significant oil and gas discoveries
before being divested to
SapuraKencana in 2014.
Mr Thomas’s previous employers
include Santos Limited, Gulf
Canada and Geoscience Australia.
He is a member of the American
Association of Petroleum
Geologists and a member of the
Society of Petroleum Engineers.
5 3
COOPER ENERGY K E Y P E R F O R M A N C E
I N D I C A T O R S
FY14
FY15
FY16
FY17
FY18
FY19
FY20
FY21
FY22
Operations
Production
MMboe 0.59
0.48
0.46
0.96
1.49
1.31
1.56
2.63
3.31
2P Proved & Probable Resources MMboe
2.01
3.08
3.00
11.7
52.4
52.7
49.9
47.1
39.5
Wells drilled
Exploration wells spudded
Reserve replacement ratio1
#
#
%
Financial
11
5
9
4
1
0
9
1
4
2
0
0
18
4
1
0
2
2
71%
333%
18%
768% 2,380% (206%)
(56%)
20%
(65%)
Sales revenue
$ million 72.3
39.1
27.4
39.1
67.5
75.5
78.1
131.7
205.4
Other income
$ million 2.8
1.9
0.9
EBITDA
$ million 36.9
(58.4)
(37.4)
1.6
1.9
4.9
49.9
4.2
7.5
19.8
7.2
0.0
(75.2)
23.5
44.9
Net profit before tax / (loss)
$ million 31.2
(18.8)
(26.0)
(7.0)
31.0
(13.2)
(110.0)
(33.5)
(22.7)
Net profit after tax / (loss)
$ million 22.0
(63.5)
(34.8)
(12.3)
27.0
(12.1)
(86.0)
(30.0)
(10.6)
Cash & cash equivalents
$ million 49.1
39.4
49.8
147.5
236.9
164.3
131.6
91.3
247.0
Other financial assets
$ million 26.0
1.9
1.0
0.7
42.6
21.7
0.6
1.2
0.5
Working capital
$ million 41.2
43.0
44.2
84.0
154.0
131.8
90.4
30.3
190.3
Accumulated profit
$ million 45.7
(17.7)
(52.6)
(64.9)
(37.9)
(49.9)
(136.0)
(166.0)
(177.5)
Franking credits
$ million 38.7
43.7
42.9
42.9
42.9
42.9
42.9
42.9
42.9
Total equity
$ million 167.8
103.9
91.6
285.0
443.9
433.7
351.1
325.8
498.4
Earnings per share
cents
6.4
(19.2)
(10.1)
(1.8)
1.8
(0.7)
(5.3)
(1.8)
(0.6)
Return on shareholder funds
Total shareholder return
%
%
14.4% (46.7%)
(38.0%)
(6.5%)
7.4%
(2.6%)
(21.9%)
(8.9%)
(2.6%)
34.7% (51.5%)
(12.2%)
72.7% 6.0%
40.3% (30.6%)
(30.7%)
(5.8%)
Average realised crude oil price
$/bbl
124.08 85.48
60.75
61.89
99.61
106.19
83.75
79.56
129.46
Capital as at 30 June
Share price
$
0.505 0.245
0.215
0.380 0.385
0.540
0.375
0.260
0.245
Issued shares2
million
329.2
331.9
435.2
1,140.2
1,601.1
1,621.6
1,626.6
1,631.0
2,379.8
Market capitalisation2
$ million 166.3
81.4
93.6
433.3
616.4
875.6
610.0
424.1
583.1
Shareholders
#
5,122
5,103
4,931
6,292
6,622
6,758
8,094
9,355
9,198
1. The annual reserve replacement ratio is calculated based on the net 1P reserve additions for the year divided by annual production.
2. FY22 issued shares of 2,379.8 million (and resultant market capitalisation of $583.1 million) includes 747.1 million of new shares issued on 1 July 2022 with respect
to the institutional portion of the recent equity raise. This ensures a like-for-like comparison with the company’s net cash balance as at 30 June 2022 which includes
$179.5 million received on 30 June 2022, being the net proceeds from the institutional component of the raise.
5 4
ANNUAL REPORT 2022 Cooper Energy Limited
and its controlled entities
Financial Report
For the year ended 30 June 2022
C O O P E R E N E R G Y
5 5
COOPER ENERGY C O N T E N T S
Operating and Financial Review
Directors’ Statutory Report
Remuneration Report
Consolidated Statement of Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
G R O U P P E R F O R M A N C E
Group P E R F O R M A N C E
1. Segment reporting
2. Revenues and expenses
3. Income tax
4. Earnings per share
W O R K I N G C A P I T A L
W O R K I N G C A P I T A L
5. Cash and cash equivalents and term deposits
6. Trade and other receivables
7. Prepayments
8. Inventory
9. Trade and other payables
10. Exploration assets held for sale
C A P I T A L E M P L O Y E D
Capital E M P L O Y E D
11. Property, plant and equipment
12. Intangible assets
13. Exploration and evaluation assets
14. Gas and oil assets
15. Impairment
16. Provisions
17. Leases
5 6
58
71
75
99
100
101
102
103
106
108
110
113
114
115
115
115
115
116
116
117
117
118
119
120
122
ANNUAL REPORT 2022 F U N D I N G A N D R I S K M A N A G E M E N T
F U N D I N G A N D R I S K M A N A G E M E N T
18. Interest bearing loans and borrowings
19. Net finance costs
20. Contributed equity and reserves
21. Financial risk management
124
124
125
127
G R O U P S T R U C T U R E
G R O U P S T R U C T U R E
22. Interests in joint arrangements
23. Investments in controlled entities
24. Parent entity information
131
132
133
O T H E R I N F O R M A T I O N
O T H E R I N F O R M A T I O N
25. Commitments for expenditure
26. Contingent liabilities
27. Share based payments
28. Related party disclosures
29. Remuneration of Auditors
30. Events after the reporting period
Directors’ Declaration
Independent Auditor’s Report to the Members of Cooper Energy Limited
Auditor’s Independence Declaration to the Directors of Cooper Energy Limited
Securities Exchange and Shareholder Information
Abbreviations and Terms
Corporate Directory
134
134
134
137
137
137
139
140
147
148
150
151
5 7
COOPER ENERGY Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
Operations
Cooper Energy Limited (“Cooper Energy” or the “Company”) generates revenue from the production of gas and
condensate in the Otway and Gippsland Basins, and from the production of oil in the Cooper Basin. The Company’s
current operations and interests include:
• offshore gas and gas liquids production in the Gippsland Basin, Victoria, from the Sole gas field;
• offshore gas and gas liquids production in the Otway Basin, Victoria, from the Casino, Henry and Netherby gas fields;
• onshore oil production and exploration in the western flank of the Cooper Basin, South Australia;
• the Orbost Gas Processing Plant (“OGPP”) onshore from the Gippsland Basin, Victoria (since 28 July 2022, see further
below);
• the Athena Gas Plant (previously known as the Minerva Gas Plant) in the onshore Otway Basin, Victoria;
• the Annie gas discovery in the offshore Otway Basin;
• the Manta gas and liquids field in the Gippsland Basin; and
• additional exploration and appraisal prospects in the onshore and offshore Otway and offshore Gippsland Basins.
The Company is the operator of all of its offshore gas activities and the Athena Gas Plant.
Orbost Gas Processing Plant Acquisition
The OGPP is located approximately 14 kms from Orbost, Victoria and in close proximity to both Cooper Energy’s offshore
Gippsland Basin assets and to the Eastern Gas Pipeline which connects the plant to the South-east Australian gas market.
Cooper Energy announced the acquisition of the OGPP on 20 June 2022. The acquisition is transformative, consolidating
the Company’s strategic position in the Gippsland Basin, and strengthening the end-to-end capability to produce,
process and deliver gas to our high-quality domestic customers and into the spot market. The acquisition represents the
next step in Cooper Energy’s twin gas supply hub approach and is underpinned by attractive market dynamics through
tightening South-east Australia gas supply and increasing gas prices.
Ownership of the OGPP provides Cooper Energy with control of the integrated operations for its Gippsland Basin assets
and provides an enhanced platform for future development opportunities in the region. The acquisition is accretive to
earnings and cashflow. The Company’s funding and liquidity position is strengthened further by the immediate cashflow
uplift from owning the plant, coupled with an enlarged debt facility.
OGPP has a demonstrated ability to process Sole gas at an average rate around 50 TJ/day. Following transfer of the OGPP
major hazard facilities license (“MHFL”) to Cooper Energy which is expected later in FY23, the Company will be the operator
of both of its gas plants. There is opportunity to increase the processing rates which the Company plans to pursue.
Reserves and Contingent Resources
Proved and Probable Reserves (2P) at 30 June 2022 are assessed to be 39.5 MMboe compared with 47.1 MMboe at 30 June
2021. Contingent Resources (2C) at 30 June 2022 are assessed to be 36.9 MMboe compared with 33.9 MMboe at 30 June
2021. Details of Reserves and Contingent Resources and the movement from the previous year are available in the ASX
announcement titled Reserves and Contingent Resources at 30 June 2022, released on 22 August 2022.
As at 30 June 20221
Gippsland Basin
Otway Basin
Cooper Basin
Total Cooper Energy
Proved and Probable Reserves (2P)
Contingent Resources (2C)
Gas
PJ
212.4
22.7
0.0
235.1
Oil &
condensate
MMbbl
Total
MMboe
0.0
0.0
1.1
1.1
34.7
3.7
1.1
39.5
Gas
PJ
134.9
66.9
0.0
201.8
Oil &
condensate
MMbbl
Total
MMboe
3.4
0.1
0.4
3.9
25.4
11.0
0.4
36.9
1 As announced on 22 August 2022. Totals may not reflect arithmetic addition due to rounding. The method of aggregation is by arithmetic sum by
category.
Workforce
At 30 June 2022, the Company had 89.9 full time equivalent (“FTE”) employees and 13.3 FTE contractors compared with
88.5 FTE employees and 16.8 FTE contractors at 30 June 2021.
Contractor numbers fluctuated in FY22 in line with the project requirements of the Athena Gas Plant, the Otway Phase 3
Development (“OP3D”) select phase, the Basker Manta Gummy (“BMG”) project and the Casino Henry offshore facilities
minor capital projects which were all part of the FY22 planned works programs. Additional resources were allocated to
due diligence of the OGPP later in the year.
5 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 3
ANNUAL REPORT 2022
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
Health Safety Environment and Community
Zero medical treatment injuries (“MTI”) and zero lost time injuries (“LTI”) were recorded for the period.
In FY22, the total recordable injury frequency rate (“TRIFR”) was 0.0, which is industry leading and a significant
improvement from FY21 where the TRIFR was 6.92.
There were no reportable or notifiable environmental incidents recorded for the period.
Production
Gas and oil production for FY22 was 3.31 MMboe, or 9,068 boe/d, 26% higher than the prior year, mainly due to increased
gas production from Sole following reconfiguration works at the OGPP.
Total gas production of 19.5 PJ, or 53 TJ/d, was 29% higher than the prior year. In the Gippsland Basin, increased Sole
production resulted in a 46% increase in gas production to 15.2 PJ. In the Otway Basin, natural field decline and processing
interruptions in June contributed to a 9% decline in gas production to 4.3 PJ (net to Cooper Energy).
Oil and condensate production of 127.5 kbbl, or 349 bbls/d, was 20% lower than the prior year, due principally to natural
field decline.
Production by product and basin is summarised in the following tables.
Production by product
Sales gas
Oil and condensate
Total production
Production by basin
Gippsland Basin
Sole: Sales gas
Otway Basin
Casino Henry: Sales gas
Casino Henry: Condensate
Cooper Basin
Oil
Total production
Commercial
PJ
kbbl
MMboe
PJ
PJ
kbbl
kbbl
MMboe
FY22
19.5
127.5
3.31
FY22
15.2
4.3
3.0
125.5
3.31
FY21
15.1
158.7
2.63
FY21
10.4
4.7
1.8
156.9
2.63
Change
29%
(20%)
26%
Change
46%
(9%)
67%
(20%)
26%
Key commercial activities during the financial year are summarised below.
Orbost Gas Processing Plant acquisition
On 20 June 2022 Cooper Energy announced the agreement to acquire the OGPP from APA Group (“APA”). The key
transaction agreements included the Asset Sale Agreement (“ASA”) and the Transitional Services Agreement (“TSA”).
Alongside the acquisition of the OGPP, the Company undertook a successful $244 million equity capital raise which
concluded in mid-July 2022, and on 29 July 2022 signed a new senior secured revolving $420 million reserves based loan
facility with a syndicate of six bank lenders. Completion of the acquisition of the OGPP pursuant to the conditions
specified in the ASA occurred on 28 July 2022. This is the date on which Cooper Energy assumed legal and beneficial title
to and risk in the plant.
The TSA provides for the continued operation of the OGPP by APA until such time as the MHFL is transferred, ensuring
continuity of key systems and processes, support and information to ensure Cooper Energy can safely and effectively
transition to full standalone operations. Cooper Energy is expecting to take full operational control of the OGPP in the
second half of FY23.
Transition Agreement extension
In August 2020 Cooper Energy and APA entered into a Transition Agreement which provided the framework for
commencing gas sales under the Sole gas sales agreements and commissioning OGPP as early as possible. The Transition
Agreement included revenue and cost sharing mechanisms during the commissioning phase and contributions from APA
to Cooper Energy for the cost of sourcing certain back-up gas supply if required. During the period the Transition
Agreement was extended and ultimately terminated on completion of the ASA on 28 July 2022.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 4
5 9
COOPER ENERGY
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
Gas sales agreements
In September 2021, Cooper Energy and AGL Energy Limited (“AGL”) agreed to enter into a new gas sales agreement
(“GSA”) for all developed and uncontracted volumes from the Casino, Henry and Netherby fields in the Otway Basin, and
amendments to the existing Sole GSA to reduce overall Sole GSA commitments to a level commensurate with OGPP
processing capability.
The term of the Otway Basin GSA commenced on 1 January 2022 and ends on the earlier of cessation of production from
the existing wells or first production from the OP3D. The Sole GSA with AGL was amended so that the annual contract
quantity (“ACQ”) reduced from 12 PJ/year to 6 PJ/year and the term extended by two years to 31 December 2030. The
amendments include a mechanism to increase the ACQ by up to 6 PJ/year from future Sole production increases, with the
total incremental volume for AGL capped at 30 PJ.
Physical gas portfolio management
During the period Cooper Energy’s physical gas portfolio management capability was enhanced. This capability enables
the Company to deliver on sales obligations, operational and financial risk management and total value maximisation, over
both a short and long-term horizon.
Cooper Energy physical gas portfolio management activities include the use of:
• short-term third-party gas purchase and sale agreements;
• direct and indirect participation in each of AEMO’s declared wholesale gas market and Sydney short term trading
market;
• pipeline transport and park services; and
• arrangements to supply some gas volumes from Casino Henry into existing Sole GSAs.
All customer nominations were met during the period in line with contractual obligations.
Exploration, appraisal and development
Gippsland Basin
Cooper Energy is the operator and 100% interest holder for all of its Gippsland Basin interests. As at 30 June 2022, these
interests comprised:
a) VIC/L32, which contains the Sole gas field;
b) VIC/RL13, VIC/RL14 and VIC/RL15, which contain the Manta gas and liquids field (these retention leases also hold
legacy infrastructure associated with the BMG oil project);
c) VIC/RL16, which contains the shut-in Patricia-Baleen gas field and infrastructure which connects to the OGPP; and
d) exploration permits VIC/P72, VIC/P75 and VIC/P80
Development: Orbost Gas Processing Plant
The Sole Gas Project involved development of the Sole gas field by Cooper Energy and upgrading of the OGPP by APA to
process Sole gas. The Sole gas field has performed, and continues to perform, in line with expectations.
During FY22 the OGPP was owned and operated by APA, with commissioning of the gas plant continued throughout the
year.
In the first half of FY22 the gas plant’s performance was impaired by foaming and fouling in the sulphur recovery unit’s two
absorbers. This constrained the processing rates and required regular maintenance and cleaning. OGPP achieved an
average gas processing rate of 39.5 TJ/day across the first half of FY22.
During the second half of FY22, OGPP gas processing rates improved by 10.6% (vs first half of FY22), to an average of
43.7TJ/day, including the plant shut down in March-April 2022 to install the Phase 2B equipment. Production was impacted
positively by the Phase 2B works and the H2S polishing unit coming online in April 2022. May 2022 was a record month for
production with an average rate of 55.7 TJ/day and a maximum rate of 66 TJ/day (achieved for 9 consecutive days across
late May and early June).
By the end of the financial year, OGPP was processing at a steady rate of 55 TJ/day between absorber cleans. Processing
rates were reduced to 35.1 TJ/day on average while absorber cleans occurred. The H2S polishing unit was offline from 8
June 2022 for APA to undertake a root cause analysis to understand why the polisher unit’s performance had degraded.
Exploration
The exploration focus in the Gippsland Basin throughout FY22 has been on adding prospective resource potential near or
adjacent to a future Manta Hub development. In April 2022 Cooper Energy was granted 100% equity in a new exploration
permit VIC/P801. VIC/P80 is adjacent to several gas and oil fields, including Sole to the east, Manta to the south, and
Kipper to the west.
Wobbegong is the key prospect in VIC/P80 and is located approximately 5 km north of the Manta gas field. Cooper
Energy's estimate of the unrisked mean prospective resource potential at Wobbegong is 236 Bcf of raw gas. Including the
1 Grant of Gippsland Basin exploration permit VIC/P80 announced to the ASX on 13 April 2022
6 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 5
ANNUAL REPORT 2022
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
Manta and Chimaera Deep prospects2, the combined mean unrisked prospective resource potential located within 5 km
of Manta gas field is approximately 1 Tcf of raw gas.
Interpretation of new 3D seismic data on the northern flank of the Gippsland Basin over VIC/L13, VIC/L14, VIC/L15 and
VIC/P80 will commence in Q1 FY23. Updates to the exploration potential, based on the new interpretation, are anticipated
to be announced later in FY23.
Prospectivity studies are ongoing in VIC/P75, the exploration permit located in the Basin’s central area. Major fields
surrounding VIC/P75 include the Marlin, Snapper and Barracouta gas fields to the north and the Kingfish and Fortescue oil
fields to the south and east.
BMG abandonment
The BMG abandonment project involves decommissioning seven wells and associated subsea infrastructure in the BMG
fields in the Gippsland Basin.
During FY22 the BMG abandonment project Front-End Engineering Design (“FEED”) stage was finalised, with activities
focused on selecting the optimal methodologies and technologies for safe and cost-effective delivery of the
decommissioning objectives. Key milestones achieved in the BMG abandonment project during FY22 include:
• acceptance of the Company’s BMG Environmental Plan by NOPSEMA on 11 April 2022;
• acceptance of the BMG Well Operations Management Plan by NOPSEMA on 15 June 2022 with no conditions;
• contracting the Helix Q7000 intervention vessel to perform the well abandonment activities; and
• Cooper Energy Board approval for the BMG abandonment project to proceed.
The Company plans to decommission and abandon the BMG wells by no later than 31 December 2023 and remove the
remaining infrastructure by no later than 31 December 2026.
Otway Basin (Offshore)
The Company’s interests in the offshore Otway Basin as at 30 June 2022 comprised:
a) a 50% interest in and operatorship of production licences VIC/L24 and VIC/L30 containing the producing Casino,
Henry and Netherby gas fields, with the remaining 50% interest held by Mitsui E&P Australia and its associated entities
(“Mitsui”);
b) a 50% interest in and operatorship of production licences VIC/L33 and VIC/L34 containing part of the Black Watch
and Martha gas fields, with the remaining 50% interest in these production licences held by Mitsui;
c) a 50% interest in and operatorship of exploration permit VIC/P44 containing the undeveloped Annie gas discovery,
with the remaining 50% interest held by Mitsui;
d) a 100% interest in and operatorship of exploration permit VIC/P76;
e) a 50% interest in and operatorship of the Athena Gas Plant (onshore Victoria) which is jointly owned with Mitsui and
f)
processes gas from the Casino, Henry and Netherby gas fields; and
a 10% non-operated interest in production licence VIC/L22 which holds the shut-in Minerva gas field, with Woodside
Energy the operator and 90% interest holder.
Development: Athena Gas Plant Project
The Athena Gas Plant Project was completed in December 2021 with the successful commissioning and first gas
production occurring on 15 December 2021. The project involved the return to service of the Athena Gas Plant and
redirection of the pipeline from the Iona Gas Plant to the Athena Gas Plant, in order to process gas and liquids from the
Casino Henry fields and from future Otway Basin developments.
Benefits from re-commissioning the plant include:
• lower operating costs relative to the tariffs paid for gas processed through the Iona Gas Plant;
• additional gas processing capacity (total plant capacity of ~150 TJ/day) to support Otway Basin gas developments
such as OP3D and future discoveries; and
• enhanced gas production and marketing flexibility, including the Company’s twin hub gas supply position, which
provides the ability to offer firm gas supply and manage Sole/Gippsland Basin customer requirements using Cooper
Energy’s Otway Basin gas if required.
Development: Otway Phase 3 Development Project
OP3D involves development of the Annie gas discovery through the Athena Gas Plant.
During FY22 significant work was completed which resulted in OP3D being revised to be based around the development
of the Annie gas field only. Future development of the Henry gas field will be deferred for inclusion in a future campaign.
2 Prospective resource upgrade at Manta field and Chimaera East prospect announced to the ASX on 4 May 2016
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 6
6 1
COOPER ENERGY
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
OP3D is expected to enter detailed FEED in the first quarter of FY233. A Final Investment Decision is targeted for the third
quarter of FY23, subject to optimization for market timing, drilling rig availability, funding optimization and joint venture
approval. If approved, first gas is planned to be delivered by winter 2025.
The Company is planning to drill short cycle time, high deliverability exploration prospects in parallel with the Annie gas
discovery development.
Exploration
In February 2022 Cooper Energy announced an updated assessment4 of the Otway Basin prospective resource potential
within the Company’s exploration portfolio. The assessment was based on interpretation of the 2021 3D seismic
reprocessing project. In the Otway Basin, as proven in the producing fields, seismic amplitude at the top of the primary
target Waarre Formation is a direct indicator of the presence of gas. In Cooper Energy’s offshore Otway permits there is a
100% success rate in finding gas from drilling top Waarre Formation seismic amplitude supported prospects.
Prospective resources for six seismic amplitude supported prospects were estimated. The prospects are considered low
risk (63-84%) to find moveable hydrocarbons. They lie within water depths of 60-80 metres and are no further than 8
kilometres from tie-in points on the Casino Henry Netherby gas pipeline, which transports gas to the Athena Gas Plant. In a
success case, a new field will be connected to that pipeline via a subsea production system.
The aggregated mean unrisked prospective resource potential of the six prospects is 585 Bcf (325 Bcf net to Cooper
Energy). A detailed review of drilling options for testing the gas potential of these exploration prospects is underway. The
plan is to secure an offshore rig for a future campaign that will likely include drilling two to three exploration prospects.
The Offshore Otway gas hub growth plan will deliver a step change in production and offer gas customers a significant
new supply option over the next decade.
Otway Basin (Onshore)
The Company’s interests in the onshore Otway Basin as at 30 June 2022 comprised:
a) a 30% interest in PEL 494, PRL 32 and PEL 680 in South Australia with the remaining interests held by the operator,
Beach Energy;
b) a 50% interest in PEP 168 in Victoria with the remaining interest held by the operator, Beach Energy; and
c) a 75% interest in PEP 171 in Victoria, which may reduce to 50% on fulfilment of farm-in arrangements executed with
joint venture partner and operator Vintage Energy Limited.
Exploration
Petroleum exploration activities in the onshore Otway Basin permits in Victoria were suspended pursuant to a Victorian
State Government moratorium on onshore gas exploration, which was imposed in 2017. That moratorium was lifted by the
Petroleum Legislation Amendment Act 2020 (Vic) with effect from 1 July 2021.
The new Act required approval of new work programs prior to commencement of activities. Work programs for PEP 168
and PEP 171 were approved in late FY22.
In March 2022, the Dombey 3D seismic survey in PEL 494 was completed. The survey delineated the Dombey gas field,
and up to six adjacent prospects. The surveyed area is located approximately 15 kilometres west of the town of Penola and
covers 165 square kilometres.
Completion of the Dombey 3D seismic data processing is scheduled for December 2022. Pending the outcome of
subsurface studies, and subject to joint venture approval, a new interpretation will evaluate the commercial potential of
the Dombey gas discovery. Decisions on a future Dombey gas field development, and further exploration, will be
evaluated in 2023.
Cooper Basin
The Company’s interests in the Cooper Basin as at 30 June 2022 comprised:
a) a 25% interest in PRLs 85-104 (formerly PEL 92) with the remaining interests held by the operator, Beach Energy;
b) a 30% interest in PRLs 231-233, with the remaining interests held by the operator, Beach Energy;
c) a 20% interest in PRL 237, with the remaining interests held by Metgasco Limited and the operator, Beach Energy;
d) a 19.165% interest in PRLs 207-209 (formerly PEL 100), with the remaining interests held by Santos QNT Pty Limited
and the operator, Beach Energy; and
e) a 20% interest in PRLs 183-190 (formerly PEL 110), with the remaining interests held by the operator, Beach Energy.
The Company’s interests outlined in the above interests, other than the 25% interest in PRLs 85-104 have subsequently
been sold to Bass Oil Limited (ASX: BAS, “Bass”). The sale of these assets for $0.65 million was announced by Bass on 12
July 2021 and the completion of this sale occurred on 1 August 2022.
3 Offshore Otway gas hub growth plan announced to the ASX on 18 May 2022.
4 Otway Basin exploration prospective resource update announced to the ASX on 9 February 2022
6 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 7
ANNUAL REPORT 2022
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
The sale to Bass demonstrates Cooper Energy’s ongoing focus on portfolio optimisation and divesting of assets
considered non-core. This will continue, with Cooper Energy’s primary focus being on commercialising cost competitive
gas resources for south-eastern Australia.
Exploration
Cooper Energy participated in drilling two oil exploration wells in PRLs 85-104, onshore South Australia (Cooper Energy
25%, Beach Energy 75% and operator).
Bangalee-1 spudded on 16 April 2022, located approximately 2km east of the Windmill oil field. It intersected
approximately four metres of net oil pay in the target Namur reservoir, with minor pay in the Birkhead reservoir. The well was
cased and suspended as a future oil producer. The Bangalee oil field will be brought online in FY23.
Hummocky-1 spudded on 2 May 2022 and is located approximately 2km southwest of the Christies oil field. It was
plugged and abandoned on 8 May 2022, having drilled to a total depth of 1,983m and failed to encounter significant
hydrocarbons in the primary target Namur Reservoir.
Financial Performance
Financial Performance
Production volume
Sales volume
Sales revenue
Gross profit
Gross profit / Sales revenue
Operating cash flow
Cash, other financial assets and investments
Reported loss after tax
Underlying profit/(loss) after tax
Underlying profit/(loss) before tax
Underlying EBITDAX*
MMboe
MMboe
$ million
$ million
%
$ million
$ million
$ million
$ million
$ million
$ million
FY22
FY21
Change
3.3
3.8
205.4
47.8
23.3
57.8
247.5
(10.6)
14.4
2.2
80.7
2.6
3.0
131.7
14.1
10.7
8.1
92.6
(30.0)
(25.9)
(29.3)
30.0
0.7
0.8
73.7
33.7
12.6
49.7
154.9
19.4
40.3
31.5
50.7
%
26%
27%
56%
239%
118%
614%
167%
65%
156%
108%
169%
*Earnings before interest, tax, depreciation, amortisation, restoration, exploration and evaluation expense and impairment
All numbers in tables in this Operating and Financial Review have been rounded. As a result, some total figures may differ
insignificantly from totals obtained from arithmetic addition of the rounded numbers presented.
Cooper Energy recorded underlying earnings before interest, tax, depreciation, amortisation and exploration expense
(“underlying EBITDAX”) of $80.7 million for the financial year – an increase of $50.7 million from $30.0 million for FY21 and a
record for the Company.
The Company reported a statutory loss after tax of $10.6 million for the financial year which compares with a statutory loss
after tax of $30.0 million recorded in the 2021 financial year.
FY22’s recorded statutory loss included a number of items which affected the result as follows:
• share of OGPP reconfiguration and commissioning works under the APA Transition Agreement of $15.1 million;
• non-cash restoration expense of $19.0 million resulting from a reassessment of the Patricia Baleen, BMG and Minerva
Field provisions;
• other expense of $1.6 million in respect of the new National Oil & Gas Australia Pty Ltd Commonwealth Government levy;
and
• tax impact of the above items of $10.7 million.
Calculation of underlying EBITDAX and of underlying net (loss)/profit after tax by adjusting for items unrelated to the
underlying operating performance are considered to provide a more meaningful comparison of results between periods.
Underlying EBITDAX and underlying net (loss)/profit after tax are not defined measures under International Financial
Reporting Standards and are not audited. Reconciliations of underlying EBITDAX and of underlying net (loss)/profit after
tax and other measures included in this report to the Financial Statements are included at the end of this review.
Underlying profit after tax (exclusive of the items noted above) was $14.4 million, compared with an underlying loss after
tax of $25.9 million in the 2021 financial year.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 8
6 3
COOPER ENERGY
prices;
prices;
prices;
Factors which contributed to the movement between the periods included:
• higher gas sales revenue of $68.6 million, attributed to increased production from the Sole gas field and higher spot gas
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Factors which contributed to the movement between the periods included:
Factors which contributed to the movement between the periods included:
• higher gas sales revenue of $68.6 million, attributed to increased production from the Sole gas field and higher spot gas
• higher oil sales revenue of $5.1 million, due to higher benchmark oil prices partially offset by lower production volumes;
• higher gas sales revenue of $68.6 million, attributed to increased production from the Sole gas field and higher spot gas
• higher costs of sales of $40.0 million due to costs associated with the Transition Agreement with APA and higher OGPP
• higher oil sales revenue of $5.1 million, due to higher benchmark oil prices partially offset by lower production volumes;
processing rates. Production expenses were higher by $17.9 million. Third-party product purchases of $24.7 million
• higher oil sales revenue of $5.1 million, due to higher benchmark oil prices partially offset by lower production volumes;
• higher costs of sales of $40.0 million due to costs associated with the Transition Agreement with APA and higher OGPP
were incurred in the 2022 financial year, being $11.3 million higher than the 2021 financial year. Higher amortisation and
• higher costs of sales of $40.0 million due to costs associated with the Transition Agreement with APA and higher OGPP
processing rates. Production expenses were higher by $17.9 million. Third-party product purchases of $24.7 million
depreciation of $10.2 million due to higher Sole production. Royalties increased by $0.6 million, due to higher oil sales
processing rates. Production expenses were higher by $17.9 million. Third-party product purchases of $24.7 million
were incurred in the 2022 financial year, being $11.3 million higher than the 2021 financial year. Higher amortisation and
revenue;
were incurred in the 2022 financial year, being $11.3 million higher than the 2021 financial year. Higher amortisation and
depreciation of $10.2 million due to higher Sole production. Royalties increased by $0.6 million, due to higher oil sales
• lower administration and other items of $6.3 million, including exploration and business development costs; and
depreciation of $10.2 million due to higher Sole production. Royalties increased by $0.6 million, due to higher oil sales
revenue;
revenue;
• lower tax benefit of $0.1 million.
Operating cashflows for the period were $57.8 million for the 2022 financial year, a record for the Company, comprising:
• lower administration and other items of $6.3 million, including exploration and business development costs; and
• lower administration and other items of $6.3 million, including exploration and business development costs; and
• lower tax benefit of $0.1 million.
• lower tax benefit of $0.1 million.
Operating cashflows for the period were $57.8 million for the 2022 financial year, a record for the Company, comprising:
Operating cashflows for the period were $57.8 million for the 2022 financial year, a record for the Company, comprising:
• cash generated from operations of $82.5 million;
• cash generated from operations of $82.5 million;
• general and administration costs of $8.5 million;
• cash generated from operations of $82.5 million;
• general and administration costs of $8.5 million;
• restoration costs of $6.1 million;
• general and administration costs of $8.5 million;
• restoration costs of $6.1 million;
• petroleum resource rent tax payments of $0.9 million; and
• restoration costs of $6.1 million;
• petroleum resource rent tax payments of $0.9 million; and
• net interest paid of $9.2 million.
• petroleum resource rent tax payments of $0.9 million; and
• net interest paid of $9.2 million.
• net interest paid of $9.2 million.
Financing, investing and other cash flows for the period were $97.9 million and included:
Financing, investing and other cash flows for the period were $97.9 million and included:
• the proceeds from the institutional portion of the equity raise of $178.0 million5;
• the proceeds from the institutional portion of the equity raise of $178.0 million5;
• the proceeds from the institutional portion of the equity raise of $178.0 million5;
• exploration, development and property, plant and equipment costs of $20.8 million, mainly in relation to the Athena Gas
• exploration, development and property, plant and equipment costs of $20.8 million, mainly in relation to the Athena Gas
• exploration, development and property, plant and equipment costs of $20.8 million, mainly in relation to the Athena Gas
Plant, OP3D select phase, general exploration and evaluation activity and the implementation of corporate systems;
Plant, OP3D select phase, general exploration and evaluation activity and the implementation of corporate systems;
Plant, OP3D select phase, general exploration and evaluation activity and the implementation of corporate systems;
• repayment of lease liability of $1.1 million;
• repayment of lease liability of $1.1 million;
• repayment of lease liability of $1.1 million;
• repayment of borrowings of $60.0 million; and
• repayment of borrowings of $60.0 million; and
• repayment of borrowings of $60.0 million; and
• foreign exchange differences and other of $1.8 million.
• foreign exchange differences and other of $1.8 million.
• foreign exchange differences and other of $1.8 million.
Total cash and cash equivalents increased by $155.7 million over the period as summarised in the following chart.
Total cash and cash equivalents increased by $155.7 million over the period as summarised in the following chart.
Financing, investing and other cash flows for the period were $97.9 million and included:
Total cash and cash equivalents increased by $155.7 million over the period as summarised in the following chart.
5 A further $59.3 million was received on 13 July 2022, in respect of the retail portion of the equity raise, being the balance of the remaining funds
5 A further $59.3 million was received on 13 July 2022, in respect of the retail portion of the equity raise, being the balance of the remaining funds
raised under the non-renounceable entitlement offer announced on 20 June 2022, and the accompanying placement.
raised under the non-renounceable entitlement offer announced on 20 June 2022, and the accompanying placement.
6 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 9
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 9
5 A further $59.3 million was received on 13 July 2022, in respect of the retail portion of the equity raise, being the balance of the remaining funds
raised under the non-renounceable entitlement offer announced on 20 June 2022, and the accompanying placement.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 9
ANNUAL REPORT 2022
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Financial Position
Financial Position
Total assets
Total liabilities
Total equity
Net cash/(debt)
Assets
$ million
$ million
$ million
$ million
FY22
1,200.0
701.5
498.4
89.0
FY21
978.5
652.7
325.8
(126.7)
Change
221.5
48.8
172.6
%
23%
7%
53%
215.7
(170)%
Total assets increased by $221.5 million from $978.5 million to $1,200.0 million.
At 30 June 2022 the Company held cash and cash equivalents of $247.0 million6 and investments of $0.5 million.
Exploration and evaluation assets increased by $5.5 million from $159.4 million to $164.9 million as a result of general
exploration and evaluation activity and a review of the restoration provisions.
Gas and oil assets increased by $25.1 million from $570.2 million to $595.3 million mainly as a result of the review of
restoration provisions partially offset by amortisation.
Total liabilities
Total liabilities increased by $48.8 million from $652.7 million to $701.5 million.
Provisions increased by $110.0 million from $366.6 million to $476.6 million, primarily associated with review of the
restoration provisions.
Total equity
Total equity increased by $172.6 million from $325.8 million to $498.4 million. In comparing equity at 30 June 2022 to 30
June 2021, the key movements were:
• higher contributed equity of $0.6 million due to shares issued on vesting of equity incentives during the period;
• higher reserves of $183.5 million due to the proceeds from the institutional portion of the June 2022 equity raise (see
further Note 30 to the Financial Statements) and the vesting of equity incentives to employees; and
• higher accumulated losses of $11.5 million due to the statutory loss for the period and a reclassification from reserves.
Strategy and Outlook
Cooper Energy’s purpose is to contribute to Australia’s sustainable energy future by commercialising gas, oil and other
resources for domestic markets. We operate with an emphasis on care, shareholder value and sustainability.
Cooper Energy delivers its purpose by:
• establishing a portfolio of low cost, long-term gas and oil production assets;
• growing through a combination of acquisition, development and exploration;
• building future resilience by prioritising environment, sustainability and governance, and investing in sustainable energy
projects;
• leveraging and developing our people, stakeholder relationships and capabilities where we operate; and
• balancing risk by sharing opportunities, partnering and achieving good commercial outcomes.
Planned activities for the FY23 financial year for the ongoing delivery of Cooper Energy’s strategy will be:
• consolidating Cooper Energy’s net zero position, minimizing scope 1, scope 2 and controllable scope 3 emissions
across the portfolio (including from OGPP), securing offsets against residual Group emissions, including the
development of partnerships to progress both existing and new offset projects;
• safely transitioning operatorship of OGPP to Cooper Energy, following transfer of the MHFL;
• increasing the uptime, stability and average processing rates at OGPP, thereby maximizing production of the
Company’s Gippsland Basin natural gas and supply into the South-east Australian gas market;. This includes
commissioning and start-up of the sulphur recovery unit at OGPP, to further increase production rates and improve
stability;
• sanctioning OP3D, centred on the development of the Annie gas discovery, to produce 65 PJ (on a 2C basis) of gas
through the Athena Gas Plant;
• progressing other exploration, appraisal and development activities within Cooper Energy’s existing portfolio of growth
opportunities, across the Company’s twin gas hubs.
6 As described in Note 30 to the Financial Statements, on page 137 of this Annual Report, the Company received a further $59.3 million of cash
comprising the net proceeds from the retail portion of the June 2022 equity raise on 13 July 2022, and on 28 July 2022 paid $208.8 million to APA as
part of the completion of the acquisition of the OGPP.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 10
6 5
COOPER ENERGY
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Funding and Capital Management
At 30 June 2022, the Company had cash reserves of $247.0 million and drawn debt of $158.0 million.
As described further in Note 30 to the Financial Statements (see page 137 of this Annual Report), the Company received a
further $59.3 million of cash comprising the net proceeds from the retail portion of the June 2022 equity raise on 13 July
2022, and on 28 July 2022 paid $208.8 million to APA as part of the completion of the acquisition of the OGPP.
On 29 July 2022 the Company executed a new $420.0 million senior secured revolving reserves based lending debt facility
with a group of six bank lenders. The facility can be used for general corporate purposes and will refinance the 2017
syndicated facility, i.e. the drawn debt of $158.0 million. The Company has additional liquidity of approximately $15.0
million through a working capital facility to be used for general business purposes, of which $7.1 million has been utilised in
respect of bank guarantees.
Risk Management
The Company manages risk in accordance with its risk management protocol, with the objective of ensuring risks inherent
in gas and oil exploration and production are identified, measured and then managed or kept as low as reasonably
practicable.
The Executive Leadership Team performs risk assessments on a regular basis and manages risk according to the
Company’s risk appetite statement.
Corporate risks are regularly reported to and discussed with the Risk & Sustainability Committee of the Board. This
Committee approves and oversees a non-financial internal audit program which is undertaken internally and/or in
conjunction with appropriate external specialists.
Appropriate policies and procedures are regularly developed, reviewed and updated to manage these risks.
Risk
Description
Debt financing
Exploration
Development
and Production
Cooper Energy recently executed a new fully underwritten $420 million debt facility that refinances
the 2017 syndicated facility and provides additional funding for organic growth and corporate
activities. The facility also includes an additional amount up to $120 million accordion facility,
subject to certain terms and conditions. Availability of the facility is subject to customary conditions
precedent which were satisfied on 11 August 2022.
Failure to comply with the covenants of the new debt facility could limit financial flexibility or enable
Cooper Energy’s financiers to accelerate repayment of the debt obligations. If Cooper Energy
utilises the debt financing, Cooper Energy’s debt levels may increase. As a consequence, there is a
risk that Cooper Energy may be more exposed to risks associated with gearing and leverage,
including interest rate movements (to the extent such financing arrangements are not hedged).
Exploration is a speculative activity with an associated risk of discovery to find gas and oil in
commercial quantities, and a risk of development. If Cooper Energy is unsuccessful in locating and
developing or acquiring new reserves and resources that are commercially viable, this may have a
material adverse effect on future business, results of operations and financial conditions.
Cooper Energy utilises established methodologies and experienced personnel to evaluate
prospects and manage the risks associated with exploration. The Company also ensures all major
exploration decisions are subject to assurance reviews which include external experts and
contractors where appropriate.
Development and production of gas and oil projects may be exposed to low side reserve
outcomes, cost overruns, production decreases or stoppage, which may result from facility
shutdowns, mechanical or technical failures and/or other unforeseen events. Cooper Energy
undertakes technical, financial, business, and other analysis in order to determine a project’s
readiness to proceed from an operational, commercial and economic perspective. Even if Cooper
Energy recovers commercial quantities of gas and oil, there is no guarantee that a commercial
return can be generated.
All major development investment decisions are subjected to assurance reviews which include
external experts and contractors where appropriate. For projects in production, reserves are
formally reviewed, including by third-party reserve auditors, and reported annually.
6 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 11
ANNUAL REPORT 2022
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Risk
Drilling
Cybersecurity
Legislative
changes,
Government
policy and
approvals
Regulatory
Market
Description
Gas and oil drilling activities, including well abandonment activities, are subject to numerous risks,
some of which are beyond Cooper Energy’s direct control. All gas and oil well operations have an
inherent risk of loss of well control during drilling or well abandonment activities. Cooper Energy
mitigates this risk in line with industry standards to prevent loss of well control incidents from
occurring or escalating.
Drilling activities may be curtailed, delayed or cancelled as a result of weather conditions,
unexpected drilling conditions, mechanical difficulties, delays in Government or regulatory
approvals, availability of the necessary technical equipment and appropriately skilled and
experienced technicians. Drilling may result in wells that, whilst encountering gas and oil, may not
achieve commercially viable results.
Cooper Energy’s operations are and will continue to be reliant on various computer systems, data
repositories and interfaces with networks and other systems. Failures or breaches of these systems
(including by way of virus and hacking attacks) have the potential to materially and negatively impact
Cooper Energy’s operations.
Cooper Energy has barriers, continuity plans and risk management systems in place, however there
are inherent limits to such plans and systems. Further, Cooper Energy has no control over the cyber
security plans and systems of third parties which may interface with Cooper Energy’s operations, or
upon whose services Cooper Energy’s operations are reliant.
Changes in Government, monetary policies, taxation and other laws in Australia or internationally
may impact Cooper Energy’s operations and the value of its shares. For example, an amendment to
petroleum tax legislation in Australia may impact on Cooper Energy’s existing financial position or its
expected financial returns.
Cooper Energy operates in a highly regulated environment and complies with regulatory
requirements. There is a risk that regulatory approvals are withheld or take longer than expected, or
that unforeseen circumstances arise where requirements may not be adequately addressed in the
eyes of the regulator and costs may be incurred to remediate perceived non-compliance and/or
obtain approval(s).
The Company’s business or operations may be impacted by changes in personnel and
Governments, or in monetary, taxation and other laws in Australia or overseas.
The Australian domestic gas market and the global oil market are each subject to fluctuations in
demand and supply, and as a consequence, price. There are risks of material changes to the
demand for the Company’s gas and oil, including from sources such as demand destruction,
changes in energy consumption preferences and demand and supply-side disruption such as an
expansion of alternative, competitive supply sources. If this occurs, it may result in reduced sales
volume and sales revenue with consequent impact on the efficiency of operations and the
Company’s financial condition.
This risk is managed through the Company’s gas contracting strategy. The Company maintains ‘long’
contract coverage such that the major share of its available reserves is contracted, typically under
gas sales agreements with a term of at least 4 years with a portfolio of high credit quality customers.
Stability of cash flow is protected through terms which encourage reliable demand from customers
and which include take-or-pay clauses to ensure minimum annual cash flows. Uncontracted gas
carries exposure to favourable or unfavourable price movements.
Cooper Energy monitors developments and changes in the domestic and international gas and oil
markets to enable the Company to be best placed to address changes in market conditions. This
activity includes ongoing research and analysis of future demand and supply for energy, most
particularly gas, in south-east Australia.
Commodity
prices
Future value, growth and financial conditions are dependent upon the prevailing prices for gas and
oil. Those prices are subject to fluctuations and are affected by numerous factors beyond the
control of Cooper Energy.
Cooper Energy monitors and analyses the gas and oil markets and seeks to reduce price risk where
reasonable and practical. Gas price risk is assessed within the context of the Company’s ongoing
modelling of the south-east Australian energy market and through its gas contracting strategy,
which prioritises long term agreements and appropriate indexation and price review clauses. The
Company has policies and procedures for entering into hedging contracts to mitigate against the
fluctuations in oil price and exchange rates.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 12
6 7
COOPER ENERGY
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Risk
Description
Operations
Counterparties
There are a number of risks associated with operating in the gas and oil industry, including fire,
explosions, blow outs, pipe failures, abnormally pressured formations, asset loss, production
disruption, personnel safety and environmental hazards such as accidental spills or leakage of
petroleum liquids, gas leaks, ruptures, or discharge of toxic gases. The occurrence of any event
associated with these risks could result in substantial losses to the Company that may have a
material adverse effect on Cooper Energy’s business, results of operations, financial position and
prospects.
Cooper Energy operates with a comprehensive range of operating and risk management plans
and an enterprise-wide integrated management system to ensure safe and sustainable
operations. To the extent that it is reasonable and possible to do so, Cooper Energy mitigates the
risk of loss associated with operating events through insurance.
The ability of Cooper Energy to achieve its stated objectives can be impacted by the performance
of counterparties under material agreements the Company has entered into (including joint
venture and gas sales agreements). If any counterparties do not meet their obligations under
these agreements, this may impact on operations, business and/or financial conditions.
Cooper Energy monitors performance across material contracts against contractual obligations
to minimise counterparty risk and seeks to include terms in agreements which mitigate such risks.
Cooper Energy also conducts due diligence on counterparties as appropriate, including financial
due diligence. The Company’s gas contracting strategy expressly focusses on financially robust
organisations assessed as being reliable gas customers within the target energy markets,
supported by the Company’s and third-party research.
Ability to exploit
successful
discoveries
It may not always be possible for Cooper Energy to participate in the exploitation of successful
discoveries made in areas in which Cooper Energy has an interest. Such exploitation will involve
the need to obtain the necessary licences or clearances from the relevant authorities, which may
require conditions to be satisfied and/or the exercise of discretions by such authorities. It may or
may not be possible for such conditions to be satisfied. Further, the decision to proceed to further
exploitation may require the participation of other companies whose interests and objectives may
not be the same as those of Cooper Energy. Such further work may require Cooper Energy to
meet or commit to financing obligations for which it may not have planned.
Reserves
Environment
Gas and oil Reserve estimates are expressions of judgement based on knowledge, experience and
industry practice. These estimates may alter significantly or become uncertain when new
information becomes available and/or there are material changes of circumstances which may
result in Cooper Energy altering its plans. This could have a positive or negative effect on Cooper
Energy’s operations.
Reserves and Contingent Resources estimation is consistent with the definitions and guidelines in
the Society of Petroleum Engineers (SPE) 2018 Petroleum Resources Management System
(PRMS). The assessment of Reserves and Contingent Resources may also undergo independent
review.
Cooper Energy’s exploration, development and production activities are subject to state, national
and international environmental laws and regulations. Gas and oil exploration, development and
production can be potentially environmentally hazardous, giving rise to substantial costs for
environmental rehabilitation, damage control and losses.
The legal framework governing this area of law is complex and constantly developing. There is a
risk that the environmental regulations may become more onerous, making Cooper Energy’s
operations more expensive or causing delays.
Cooper Energy has a comprehensive approach to the management of risks associated with the
environment, which is embedded as a core part of our approach to health, safety, environment and
community. This approach includes standards for asset reliability and integrity, technical and
operational competency and emergency response preparedness.
Access to
capital
Cooper Energy undertakes significant capital expenditure in order to fund exploration, appraisal,
development and restoration requirements. Limitations on access to adequate funding could
have a material adverse effect on the business, results from operations, financial conditions and
prospects. While Cooper Energy generates positive operating cashflow to reinvest into the
business, it will also seek, from time to time, to access third-party capital to accelerate organic
and inorganic growth options. There can be no assurance that sufficient access to capital will be
available on acceptable terms, or at all.
6 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 13
ANNUAL REPORT 2022
Operating and Financial Review
For the year ended 30 June 2022
Operating and Financial Review
For the year ended 30 June 2022
Risk
Description
Restoration
Liabilities
Community
Cooper Energy endeavours to ensure that the best source of funding is obtained to maximise
shareholder value, having regard to prudent risk management supported by economic and
commercial analysis of all business undertakings.
Cooper Energy has certain obligations in respect of decommissioning of its fields, production
facilities and related infrastructure. These liabilities are derived from legislative and regulatory
requirements, and require Cooper Energy to make provisions for such decommissioning and the
abandonment of assets. Provisions for the costs of this activity are informed estimates and there
is no assurance that the costs associated with decommissioning and abandoning will not exceed
the amount of long-term provisions recognised to cover these costs.
Cooper Energy recognises restoration provisions after construction and conducts a review on a
semi-annual basis. Any changes to the estimates of the provisions for restoration are recognised
in line with accounting standards.
Cooper Energy conducts gas and oil exploration, development, and production operations. The
Company processes gas near regions with residential, environmental, cultural, and economic
significance. Loss of community confidence in the Company may adversely affect Cooper
Energy’s capacity to execute its plans on behalf of the State and Federal Governments.
Cooper Energy engages extensively with local communities to build and maintain awareness,
understanding and support for its operations and plans. We form long term trusted relationships
with local communities and generate awareness of the economic benefits of our operations to the
community and the nation.
Elements of engagement include:
• sponsorship and donations made to local community organisations;
• face to face meetings, online meetings, group meetings, emails and phone calls with:
-
-
-
-
local office holders and elected representatives of local, state, and federal governments;
local community groups via town hall meetings and community information sessions;
fishing groups and other marine users; and
local farmers and others who are located near to our operations;
• publication of information regarding the Company’s activities and plans including the
maintenance of a ‘Community’ page on the Company’s website; and
• engagement with local media, including the use of social media.
Climate and
sustainability
The Company recognises that direct physical and indirect non-physical impacts of climate change
may affect our operations and the markets into which we sell our gas and oil. Potential direct risks
include those arising from increased severe weather events, longer-term changes in climate
patterns, sea level rise, and increased frequency and severity of bushfires.
Indirect risks arise from a variety of legal, policy, technology, and market responses to the
challenges that climate change poses as society transitions to a lower emissions future. These
risks may impact the demand for and competitiveness of the Company’s products and the
Company’s appeal as an investment, employer and community member.
Assessment and response to these risks is undertaken on three fronts:
• understanding, managing and mitigating the risks presented by direct physical impacts;
• understanding, managing and mitigating the impact of climate change and emissions policy on
the demand for the Company’s products (“market risk”); and
• identification of the means by which the Company can reduce its direct emissions and lessen its
overall emissions impact.
In respect of market risk, the Company’s strategy means its gas assets possess a low exposure to
the possibility of demand loss from climate change. A favourable market for sale of the
Company’s gas reserves and resources has been confirmed and is expected to continue given
demand and supply forecasts for its chosen market of South-east Australia and the role gas is
expected to play as a conventional and transitional energy source for firming variable renewable
power generation in a lower emissions world. The Company’s carbon neutral position is certified
and an enabler in this respect. This positions Cooper Energy to leverage the broader energy
transition.
The focus of the Company’s strategy on conventional gas production, located in South-east
Australia close to its market in South-east Australia, is conducive to lower emissions intensity gas
supply.
The Company measures and reports its emissions and emissions offsets to maintain its carbon
neutral position. It also seeks to reduce its gross emissions. These results are published in its
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 14
6 9
COOPER ENERGY
Operating and Financial Review
Operating and Financial Review
For the year ended 30 June 2022
For the year ended 30 June 2022
Risk
Description
COVID-19
People & culture
annual Sustainability Report and are aligned with the Taskforce for Climate related Financial
Disclosures (“TCFD”) criteria.
Cooper Energy maintained its response to the COVID-19 pandemic in line with its focus on:
• prioritising the safety and welfare of its employees and their families, together with that of
contractors, suppliers and the communities within which it operates; and
• assessing, monitoring and managing risks to the continuity of the business.
The Pandemic Response Team, which was established in March 2020, continued its work through
FY22 to ensure the Company’s response to the pandemic was measured and effective. This team
included representatives from all sites, and working from home became a centre piece of the
response strategy, in line with state government health directions and restrictions. Despite
mobility restrictions, Cooper Energy successfully re-commissioned the Athena Gas Plant during
this time. Robust procedures have been implemented to minimise the risk of COVID-19 impacting
processing at that plant, including emergency response procedures which have been tested using
fully remote processes.
The Pandemic Response Team continues to monitor, and advise the Managing Director and
Executive Leadership Team on, ongoing potential COVID-19-related threats to the business and
appropriate preventative actions and responses.
The culture of Cooper Energy is driven by the Cooper Energy Values. The Company’s sustainable
success is underpinned by attracting and retaining people with the right skills and behaviours, who
work to the “one team” ethos to deliver base business and growth opportunities. Failure to attract,
retain and develop such capability may constrain the achievement of business objectives.
Cooper Energy has established employment conditions, practices, frameworks, values, and
environments designed to engage, secure and incentivise employees to perform at their best and
build their careers. Metrics are in place to monitor employee engagement and these are regularly
reviewed by the Executive Leadership Team and the Board.
Reconciliations for net loss to Underlying net loss and Underlying EBITDAX
Reconciliation to Underlying loss
Net loss after income tax
Adjusted for:
OGPP reconfiguration and commissioning
works
Restoration expense/(income)
NOGA levy
Adjustment to gain on sale
Impairment
Tax impact of underlying adjustments
Underlying profit/(loss) after tax
Reconciliation to Underlying EBITDAX*
Underlying profit/(loss) after tax
Add back:
Tax impact of underlying adjustments
Net finance costs
Accretion expense
Tax expense
Depreciation
Amortisation
Exploration and evaluation expense
Underlying EBITDAX*
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
FY22
(10.6)
15.1
19.0
1.6
-
-
(10.7)
14.4
FY22
14.4
10.7
9.1
4.5
(12.2)
3.4
50.6
0.2
80.7
FY21
(30.0)
Change
19.4
%
65%
11.2
(7.2)
-
1.4
0.4
(1.8)
(25.9)
FY21
(25.9)
1.8
10.3
3.3
(3.4)
1.9
41.5
0.6
30.0
3.9
26.2
1.6
(1.4)
(0.4)
(8.9)
40.3
Change
40.3
8.9
(1.2)
1.2
(8.8)
1.5
9.1
(0.4)
50.7
35%
364%
100%
(100%)
(100%)
(494%)
156%
%
156%
494%
(12%)
36%
(259%)
79%
22%
(67%)
169%
*Earnings before interest, tax, depreciation, amortisation, restoration, exploration and evaluation expense and impairment
7 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 15
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
The Directors present their report together with the Consolidated Financial Report of the Group, being Cooper Energy
Limited (the “parent entity” or “Cooper Energy” or “Company”) and its controlled entities, for the financial year ended
30 June 2022, and the Independent Auditor’s Report thereon.
1. Directors
The Directors of the parent entity at any time during or since the end of the financial year are:
Mr John C. CONDE AO
Experience and expertise
B.Sc. B.E(Hons), MBA
CHAIRMAN
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 25 February 2013
Mr Conde has extensive experience in business and commerce and in chairing high
profile business, arts and sporting organisations.
Previous positions include non-executive director of BHP Billiton (ASX:BHP),
Chairman of Bupa Australia, Chairman of Pacific Power (the Electricity Commission of
NSW), Chairman of the Sydney Symphony Orchestra, director of AFC Asian Cup,
Chairman of Events NSW, President of the National Heart Foundation and Chairman of
the Pymble Ladies’ College Council.
Current and other directorships in the last 3 years
Mr Conde is Chairman of The McGrath Foundation (since 2013 and director since
2012). He is also President of the Commonwealth Remuneration Tribunal (since 2003),
Chairman of Dexus Wholesale Property Fund (DWPF) (since 2020) and Deputy
Chairman of Whitehaven Coal Limited (ASX:WHC) (since 2007). Mr Conde is a former
director of Dexus Property Group (ASX:DXS) (2009 – 2020).
Special responsibilities
Mr Conde is Chairman of the Board of Directors. Effective 19 August 2021 he is also a
member of the People & Remuneration Committee and is the Chairman of the
Governance & Nomination Committee.
Mr David P. MAXWELL
Experience and expertise
M.Tech, FAICD
MANAGING DIRECTOR
Appointed 12 October 2011
Mr Maxwell is a leading oil and gas industry executive with more than 25 years in senior
executive roles with companies such as BG Group, Woodside Energy and Santos. Mr
Maxwell has very successfully led many large commercial, marketing and business
development projects.
Prior to joining Cooper Energy Mr Maxwell worked with the BG Group, where he was
responsible for all commercial, exploration, business development, strategy and
marketing activities in Australia and led BG Group’s entry into Australia and Asia
including a number of material acquisitions.
Mr Maxwell has served on a number of industry association boards, government
advisory groups and public company boards.
Current and other directorships in the last 3 years
Mr Maxwell is a director of the wholly owned subsidiaries of Cooper Energy Limited.
He is also on the board of the Australian Petroleum Production & Exploration
Association (since 2018) and the Minerals and Energy Advisory Council (South
Australia Government) (since 2019).
Special responsibilities
Mr Maxwell is Managing Director. He is responsible for the day-to-day leadership of
Cooper Energy, and is the leader of the Executive Leadership Team. Mr Maxwell is also
Chairman of the HSEC Committee (being a management committee, not a Board
committee).
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 16
7 1
COOPER ENERGY
Directors’ Statutory Report
For the year ended 30 June 2022
Directors’ Statutory Report
For the year ended 30 June 2022
Mr Timothy G. BEDNALL
Experience and expertise
LLB (Hons)
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 31 March 2020
Mr Bednall is a highly experienced and respected corporate lawyer and law firm
manager. He is a partner of King & Wood Mallesons (KWM), where he specialises in
mergers and acquisitions, capital markets and corporate governance, representing
public company and government clients. Mr Bednall has advised clients in the oil and
gas and energy sectors throughout his career.
Mr Bednall was the Chairman of the Australian partnership of KWM from January 2010
to December 2012, during which time the merger of King & Wood and Mallesons
Stephen Jaques was negotiated and implemented. He was also Managing Partner of
M&A and Tax for KWM Australia from 2013 to 2014, and Managing Partner of KWM
Europe and Middle East from 2016 to 2017. He was General Counsel of Southcorp
Limited (which became the core of Treasury Wine Estates Limited) from 2000 to
2001.
Current and other directorships in the last 3 years
Mr Bednall is a board member of the National Portrait Gallery Foundation (since 2018).
He is also a director of Pooling Limited.
Special responsibilities
Effective 19 August 2021 Mr Bednall is a member of the Audit Committee, the People
& Remuneration Committee and the Governance & Nomination Committee.
Ms Victoria J. BINNS
Experience and expertise
B. Eng (Mining – Hons 1),
Grad Dip SIA, FAusIMM, GAICD
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 2 March 2020
Ms Binns has over 35 years’ experience in the global resources and financial services
sectors including more than 10 years in executive leadership roles at BHP and 15 years
in financial services with Merrill Lynch Australia and Macquarie Equities. During her
career at BHP, Ms Binns’ roles included Vice President Minerals Marketing, leadership
positions in the metals and coal marketing business, Vice President of Market Analysis
and Economics and was a member of the first BHP Global Inclusion and Diversity
Council.
Prior to joining BHP, Ms Binns held a number of board and senior management roles at
Merrill Lynch Australia including Managing Director and Head of Australian Research,
Head of Global Mining, Metals and Steel, and Head of Australian Mining
Research. She was also co-founder and Chair of Women in Mining and Resources
Singapore.
Current and other directorships in the last 3 years
Ms Binns is currently a non-executive director of Evolution Mining (ASX:EVN) (since
2020) and Sims Limited (ASX:SGM) (since 2021). She is also a non-executive director
of the Carbon Marketing Institute and a member of the J.P. Morgan Australia & NZ
Advisory Council.
Special responsibilities
Effective 19 August 2021 Ms Binns is the Chairman of the Audit Committee and is a
member of the Risk & Sustainability Committee.
7 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 17
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
Ms Giselle M. COLLINS
Experience and expertise
B. Ec, CA
GAICD
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 19 August 2021
Ms Collins has broad executive and director experience across finance, treasury and
property disciplines. Ms Collins is also active with not-for-profit organisations and
has a strong interest in sustainability across many of her involvements.
Ms Collins’ executive positions included General Manager Property, Treasury and
Tourism of NRMA, Chief Executive Officer, Property and General Manager Finance
with the Hannan Group, and Senior Manager, Audit Services with KPMG Switzerland.
Current and other directorships in the last 3 years
Ms Collins is currently non-executive director of Peak Resources Limited (ASX:PEK)
(since 2021), trustee director of the Royal Botanic Gardens and Domain Trust (since
2019), non-executive director of Generation Development Group (since 2021),
Chairman of Hotel Property Investments Limited (ASX:HPI) (Chairman since July 2022
and director since 2017) and Chairman for Indigenous Business Australia in The Darwin
Hotel Pty Limited (since 2014).
Ms Collins is a former non-executive director and Chairman of the following
companies: Aon Superannuation (2016-2017), The Travelodge Hotel Group (2009-
2013), The Heart Research Institute Limited (2003-2011) as well as a non-executive
director of Generation Life (2018 – 2021).
Special responsibilities
Effective 19 August 2021 Ms Collins is a member of the Audit Committee and the Risk
& Sustainability Committee.
Ms Elizabeth A. DONAGHEY
Experience and expertise
B.Sc., M.Sc.
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 25 June 2018
Ms Donaghey brings over 30 years’ experience in the energy sector including
technical, commercial and executive roles in EnergyAustralia, Woodside Energy and
BHP Petroleum.
Ms Donaghey’s experience includes non-executive director roles at Imdex Ltd (an
ASX-listed provider of drilling fluids and downhole instrumentation), St Barbara Ltd (a
gold explorer and producer), and the Australian Renewable Energy Agency. She has
performed extensive committee roles in these appointments, serving on audit and
compliance, risk and audit, technical and regulatory, remuneration and health and
safety committees.
Current and other directorships in the last 3 years
Ms Donaghey is currently a non-executive director of the Australian Energy Market
Operator (AEMO) (since 2017) and a non-executive director of Ampol Limited (ASX:
ALD) (since 2021).
Special responsibilities
Effective 19 August 2021 Ms Donaghey is a member of the Risk & Sustainability
Committee, the People & Remuneration Committee and the Governance &
Nomination Committee.
Mr Hector M. GORDON
Experience and expertise
B.Sc. (Hons).
INDEPENDENT NON-EXECUTIVE
DIRECTOR
26 June 2012 – 23 June 2017
NON-EXECUTIVE DIRECTOR
Appointed 24 June 2017
Mr Gordon is a geologist with over 40 years’ experience in the upstream petroleum
industry, primarily in Australia and Southeast Asia. He joined Cooper Energy in 2012,
initially as Executive Director – Exploration & Production and subsequently moved to
his position as non-executive director in 2017.
Mr Gordon was previously Managing Director of Somerton Energy until it was acquired
by Cooper Energy in 2012. Previously he was an Executive Director with Beach Energy
Limited, where he was employed for more than 16 years. In this time Beach Energy
experienced significant growth and Mr Gordon held a number of roles including
Exploration Manager, Chief Operating Officer and, ultimately, Chief Executive
Officer.
Current and other directorships in the last 3 years
Mr Gordon is a Director of Bass Oil Limited ASX: BAS (since 2014).
Special responsibilities
Effective 19 August 2021 Mr Gordon is the Chairman of the Risk & Sustainability
Committee and a member of the Audit Committee.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 18
7 3
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
Mr Jeffrey W. SCHNEIDER
Experience and expertise
B.Com
INDEPENDENT NON-EXECUTIVE
DIRECTOR
Appointed 12 October 2011
Mr Schneider has over 30 years of experience in senior management roles in the oil
and gas industry, including 24 years with Woodside Energy. He has extensive
corporate governance and board experience as both a non-executive director and
chairman in resources companies.
Current and other directorships in the last 3 years
Mr Schneider does not currently hold any other directorships.
Special responsibilities
Effective 19 August 2021 Mr Schneider is Chairman of the People & Remuneration
Committee and a member of the Governance & Nomination Committee.
2. Company secretary
Ms Amelia Jalleh B.A., LLB (Hons), LLM was appointed to the position of Company Secretary and General Counsel
effective from 9 August 2019.
Ms Jalleh brings more than 20 years’ international oil and gas experience in senior corporate, commercial and legal roles.
Her experience spans conventional and unconventional projects, asset and portfolio management, and international M&A
transactions. Prior to joining Cooper Energy, Ms Jalleh held the position of Director, Business Development Asia-Pacific for
Repsol, based in Singapore.
Ms Jalleh has worked in Australia, the Middle East, North America and Southeast Asia in roles with Repsol, Talisman Energy,
King & Spalding LLP and Santos. She is a Board member of Energy & Resources Law (since 2021).
3. Directors’ meetings
The number of Directors’ meetings (including meetings of committees of Directors) and number of meetings attended by
each of the Directors during the financial year were:
Director
Board Meetings
Audit Committee
Meetings
Mr J. Conde
Mr D. Maxwell
Mr T. Bednall
Ms V. Binns^
Ms E. Donaghey
Mr H. Gordon^
Mr J. Schneider
Ms G. Collins*
A
11
11
11
10
11
11
11
11
B
11
11
11
11
11
11
11
10
A
-
-
5
5
-
5
-
5
B
-
-
5
5
-
5
-
4
Risk &
Sustainability
Committee
Meetings
People &
Remuneration
Committee
Meetings
Governance &
Nomination
Committee
Meetings
A
-
-
-
3
3
3
-
3
B
-
-
-
3
3
3
-
3
A
4
-
4
-
4
-
4
-
B
4
-
4
-
4
-
4
-
A
1
-
1
-
1
-
1
-
B
1
-
1
-
1
-
1
-
A = Number of meetings attended.
B = Number of meetings held during the time the Director held office, or was
a member of the Committee, during the year.
* Ms G Collins was appointed as Non-Executive Director on 19 August 2021.
^ Ms Binns and Mr Gordon were each members of the Due Diligence Committee for the equity raise announced by the Company on 20 June
2022 in relation to the acquisition of the OGPP. Ms Binns and Mr Gordon both attended 8 of a possible 9 meetings of this Committee.
7 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 19
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4. Remuneration Report (audited)
Information about the remuneration of the Company’s key management personnel for the financial year ended 30 June
2022 is set out in the Remuneration Report. The Remuneration Report forms part of the Directors’ Report. It has been
prepared in accordance with section 300A of the Corporations Act 2001 and has been audited as required by that Act.
Remuneration Report Introduction from the Chairman of the People & Remuneration Committee
Dear Shareholder,
The 2022 financial year has delivered very positive results for the Company after a challenging 2021. This is reflected in the
Company’s performance against the key metrics. This Remuneration Report reflects achievements in the 2022 financial
year and the associated remuneration outcomes for the key management personnel.
We will seek shareholders’ support for the Remuneration Report at the 2022 Annual General Meeting. The report
documents the Company’s remuneration framework and guiding principles and illustrates the clear link between the
Company’s performance and the remuneration outcomes.
The People & Remuneration Committee believes that the FY22 remuneration outcomes are appropriate taking into
account the Company’s performance and the employment market generally.
Remuneration Report context: 2022 financial year
The Company’s performance in the 12 months to 30 June 2022 is reported in the Operating and Financial Review of the
Financial Report. This performance and how it compared with the specific targets of the Corporate Scorecard provide the
context of the Remuneration Report.
In the 2022 financial year, the Company has been very successful in delivering on many of the key imperatives of the
business. This is reflected in the Corporate Scorecard. Cooper Energy has achieved industry leading performance in
Health and Safety, excellent performance in Environment and Sustainability, strong financial results (in particular, revenue
and U-EBITDAX) and has successfully commissioned the Athena Gas Plant on time. The regulatory approvals for BMG
abandonment are in place and funding is secured. Gas sales contracts were successfully renegotiated to align with the
performance of the Orbost Gas Processing Plant (OGPP), and gas sales into the valuable spot market were increased.
Conversely, there were some areas that fell short of target including our reserves replacement, some staff survey results
and the timeline for the development of our Otway Basin gas assets (OP3D).
The acquisition of the OGPP announced in June 2022, together with the new debt funding and equity capital raising, are
major achievements for Cooper Energy. The Managing Director, other key management personnel, staff and our key
partners have worked tirelessly to achieve this very pleasing outcome which sets the Company up for our next growth
phase.
At the time of this report, these positive outcomes are not reflected in the share price, which has remained flat over the
2022 financial year. That said, Cooper Energy’s performance in the second half of the 2022 financial year reflects its ability
to address the business imperatives and establishes a positive platform for the 2023 financial year.
Remuneration developments
The People & Remuneration Committee’s view is that the Company’s remuneration framework is meeting its intended
objectives to attract and retain high calibre employees, as well as providing incentives to deliver superior performance and
encourage behaviours consistent with the Cooper Energy Values. Consequently, no changes to the remuneration
framework were made in the 2022 financial year, and no changes are proposed for the 2023 financial year.
Remuneration outcomes
Fixed Annual Remuneration: The annual pay review process normally occurs in October each year. In October 2021 and
2020 there were no general increases to base salaries for the Managing Director, the Executive Leadership Team or staff
generally except for those who had increased job responsibilities (or the in case of general staff, to adjust pay anomalies).
During 2022, the Board agreed to bring forward the 2022 base salary review from 1 October 2022 to 1 July 2022. This
decision is specific to this year, and reflects changing market conditions, the Company’s salary movement restraint in the
past two years, the tight labour market and cost of living increases. Changes were also made to incorporate increases to
the statutory superannuation contribution effective 1 July 2022.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 20
7 5
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
The executive key management personnel who had been with the Company for the full financial year were included in this
salary review with the overall increase being 4.63% (including the statutory change to superannuation). All increases were
consistent with benchmarking data within the resources industry (incorporating the hydrocarbon sector). The next general
review of base salaries will be 1 October 2023.
Short Term Incentive Plan (STIP): In the Remuneration Report last year, I reported that no STIP payments relating to the
Corporate Scorecard would be payable as a result of Company performance ending 30 June 2021. STIP payments were
made to recognise the individual performance component. The Managing Director, however, declined to accept any STIP
payment for 2021 financial year. In contrast, and consistent with the very strong business performance in the 2022
financial year, the Board has assessed the full 2022 financial year Corporate Scorecard result as being 87.5/100. This
includes recognition of the successful acquisition of the OGPP and significant equity and debt funding announced on 20
June 2022. The OGPP acquisition required enormous focus, dedication and commitment to achieve the successful
outcome. STIP payments relating to 2022 financial year individual performances are provided in section 4.6.3 of this
report.
Long Term Incentive Plan (LTIP): Our remuneration framework is designed also to reward superior performance over the
long term and align executive key management personnel performance with creating value for our shareholders. The
performance of the share price over the past 2 years has been a concern for all shareholders. During this time the
disappointing performance of the OGPP has held the Company back and this has been reflected in financial performance
and share price. That there was no LTIP vesting in December 2021 is evidence that we did not deliver long-term superior
performance relative to our peers. This remains a key objective. I believe that with the recently completed OGPP
acquisition and re-financing, our business has been strengthened to achieve this.
Directors Fees: The Board has determined while there is no current plan to increase Directors Fees, they will be reviewed
during the 2023 financial year.
The 2022 financial year achievements establish the solid foundation that the Managing Director, the Executive Leadership
Team and staff generally have worked very hard to achieve. The OGPP acquisition and the associated funding has created
the platform to materially grow the value of the Company’s portfolio.
I especially thank the Managing Director and the Executive Leadership Team for their resilience and commitment to
achieve the superior business outcomes and always to work in a manner that is aligned with the Cooper Energy Values.
Yours sincerely
Mr Jeffrey Schneider
Chairman of the People & Remuneration Committee
7 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 21
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
Contents
4.1 Introduction
4.2 Key Management Personnel covered in this Report
4.3 Remuneration Governance
4.4 Nature & Structure of Executive KMP Remuneration
4.5 Cooper Energy’s Five-Year Performance and Link to Remuneration
4.6 2022 Executive KMP Performance and Remuneration Outcomes
4.7 Executive KMP Employment Contracts
4.8 2022 Remuneration Outcomes for Executive KMP
4.9 Nature of Non-Executive Director Remuneration
4.1 Introduction
Page
77
77
78
79
85
86
89
90
94
This Remuneration Report (Report) details the approach to remuneration frameworks, outcomes and performance for
Cooper Energy. The Remuneration Report forms part of the Directors’ Report and provides shareholders with an
understanding of the remuneration principles and practices in place for Key Management Personnel (KMP) for the
reporting period.
4.2 Key Management Personnel covered in this Report
In this Report, KMP are the people who have the authority and responsibility for planning, directing and controlling the
activities of the Group, either directly or indirectly. They are:
• the Non-Executive Directors;
• the Managing Director; and
• the executives on the Executive Leadership Team.
The Managing Director and executives on the Executive Leadership Team are referred to in this Report as “Executive KMP”.
The following table sets out the KMP of the Group during the reporting period and the period they were KMP:
Name
Position
Non-Executive Directors
Mr J. Conde AO
Chairman
Mr T. Bednall
Ms V. Binns
Ms G. Collins
Ms E. Donaghey
Mr H. Gordon
Mr J. Schneider
Executive KMP
Mr D. Maxwell
Mr E. Glavas
Mr A. Haren
Mr M. Jacobsen
Ms A. Jalleh
Mr I. MacDougall
Mr A. Thomas
Mr. D Young
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Managing Director
General Manager Commercial & Development
General Manager People & Remuneration
General Manager Projects & Operations
Company Secretary & General Counsel
General Manager HSEC & Technical Services
General Manager Exploration & Subsurface
Chief Financial Officer
Former Executive KMP
Ms V. Suttell
Chief Financial Officer
Period as KMP
Full Year
Full Year
Full Year
Part Year1
Full Year
Full Year
Full Year
Full Year
Full Year
Full Year
Full Year
Full Year
Full Year
Full Year
Part Year2
Part Year3
1 Commenced 19 August 2021.
2 Commenced 2 May 2022.
3 Ms Suttell’s resignation was effective 30 September 2021. Mr David Di Blasio was Acting Chief Financial Officer 1 September 2021 to 31 March 2022.
His resignation was effective 31 March 2022. He was not eligible for STIP arising from FY22. He was not eligible for LTIP under the Company’s EIP.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 22
7 7
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.3 Remuneration Governance
4.3.1 Philosophy and objectives
The Company is committed to a remuneration philosophy that aligns with its business strategy and encourages superior
performance and shareholder returns. Cooper Energy’s approach towards remuneration is aimed at ensuring that an
appropriate balance is achieved between:
• maximising sustainable growth in shareholder returns;
• operational and strategic requirements; and
• providing attractive and appropriate remuneration packages.
The primary objectives of the Company’s remuneration policy are to:
• attract and retain high-calibre employees;
• ensure that remuneration is fair and competitive with both peers and competitor employers;
• provide significant incentive to deliver superior performance (when compared to peers) against Cooper Energy’s
strategy and key business goals without rewarding conduct that is contrary to the Cooper Energy Values or risk
appetite;
• achieve the most effective returns (employee productivity) for total employee spend; and
• ensure remuneration transparency and credibility for all employees and in particular for Executive KMP, with a view to
enhancing Cooper Energy’s reputation and standing in the community.
Cooper Energy’s policy is to pay Fixed Annual Remuneration (FAR) at the median level compared to resource industry
benchmark data and supplement this with “at risk” remuneration to bring total remuneration within the upper quartile when
outstanding performance is achieved.
4.3.2 People & Remuneration Committee
The People & Remuneration Committee (which, as at the date of this report, is comprised of 4 Non-Executive Directors, all
of whom are independent) makes recommendations to the Board about remuneration strategies and policies for the
Executive KMP and considers matters related to organisational structure and operating model, company culture and
values, diversity, succession for senior executives, and executive development and talent management. The ultimate
responsibility for, and power to make company decisions with respect to these matters, remains with the full Board.
On an annual basis, the People & Remuneration Committee makes recommendations to the Board about the form of
payment and incentives to Executive KMP and the amount. This is done with reference to Company performance and
individual performance of the Executive KMP, relevant employment market conditions, current industry practices and
independent remuneration benchmark reports.
4.3.3 External remuneration advisers
The People & Remuneration Committee may consider advice from external advisors who are engaged by and report
directly to the Committee. Such advice will typically cover Non-Executive Director fees, Executive KMP remuneration and
advice in relation to equity plans.
The Corporations Act 2001 requires companies to disclose specific details regarding the use of remuneration consultants.
The mandatory disclosure requirements only apply to those advisors who provide a “remuneration recommendation” as
defined in the Corporations Act 2001. The Committee did not receive any remuneration recommendations during the
reporting period.
7 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 23
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.4 Nature & Structure of Executive KMP Remuneration
Executive KMP remuneration during the reporting period consisted of a mix of:
• FAR;
• STIP participation;
• benefits such as accommodation, internet allowance and car parking; and
• LTIP (composed of performance rights (PRs) and share appreciation rights (SARs) under the Company’s amended
Equity Incentive Plan approved by shareholders at the 2019 AGM (EIP)).
It is the Company’s policy that the performance-based (or at-risk) pay forms a significant portion of the Executive KMPs’
total remuneration. The Company aims to achieve an appropriate balance between rewarding operational performance
(through the STIP cash reward) and rewarding long-term sustainable performance (through the LTIP).
The Company’s remuneration profile for Executive KMP (at Maximum Performance Super Stretch) is as follows:
FAR
FAR
STIP
STIP
LTIP
LTIP
M A N A G I N G D I R E C T O R
Managing Director
33.33%
33.33%
33.33%
Other Executive KMP
O T H E R E X E C U T I V E K M P
45.50%
22.70%
31.80%
4.4.1 Remuneration Strategy and Framework - Linking Reward to Performance
The remuneration strategy sets the remuneration framework, and drives the design and application of remuneration for the
Company, including Executive KMP.
The remuneration strategy:
• encourages a strong focus on financial and operational performance, and motivates Executive KMP to deliver
sustainable business results and returns to the Company’s shareholders over the short and long term;
• attracts, motivates and retains appropriately qualified and experienced talent; and
• aligns executive and shareholder interests through equity linked plans.
The Board believes that remuneration should include a fixed component and at-risk or performance-related components,
including both short term and long-term incentives. This remuneration framework is shown in the table following, including
how performance outcomes will impact remuneration outcomes for Executive KMP. The Board will continue to review the
remuneration framework to ensure it continues to align with the Company’s strategic objectives. No significant changes to
the key elements of the remuneration framework were made in FY22, and none are currently planned for FY23.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 24
7 9
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.4.2 Remuneration Strategy and Framework – Overview - FY22
Performance Conditions
Remuneration Strategy/Performance Link
Fixed Annual
Renumeration
Salary and other benefits
(including statutory
superannuation
Key Considerations
• Scope of individual’s role
•
•
• Market benchmarking
Individual’s level of knowledge, skills and expertise
Individual performance
Short Term Incentive Plan
Annual incentive
opportunity delivered in
cash based on Company
and Individual
performance
HSEC and Sustainability Key Performance Indicators
(KPIs) (up to 25% of Company performance related STIP
award)
• Safety incident and environment prevention
• Community relationships
• Sustainability targets – including net zero
Production and Financial KPIs (up to 25% of Company
performance related STIP award)
• Production and Revenue
• Underlying EBITDAX
Capital Projects KPIs (up to 15% of Company
performance related STIP award)
• Major projects delivery
Growth and Portfolio Management KPIs (up to 15% of
Company performance related STIP award)
• Reserves and resources
• Development project delivery
• New gas contracts
• Acquisitions and divestments
People, Culture and Enablers KPIs (up to 20% of
Company performance related STIP award)
• Staff engagement and enablement
• Funding
• Systems and processes, including IT
• Relationship management
Individual performance KPIs (up to 25% for Managing
Director & 30% for the other Executive KMP of Final STIP
award) aligned to strategic objectives.
FAR is set to attract, retain and motivate the right talent to deliver
the strategy and deliver the Company’s financial and operational
targets.
For executives new to their role, the aim is to set FAR at relatively
modest levels compared to their peers and to progressively
increase as they gain experience and perform at higher levels. This
links fixed remuneration to individual performance.
STIP performance conditions are designed to support the financial,
operational and strategic direction of the Company (the
achievement links to shareholder returns) and are clearly defined
and measurable.
A large proportion of outcomes are subject to the operational and
financial targets of the Company or business unit, depending on the
role of the executive to ensure line of sight. Strategy and project
targets ensure that continued focus on future opportunities is
maintained.
Non-financial targets are aligned to core Values (including safety
and sustainability) and key strategic and growth objectives.
Threshold, Target, Stretch and Super Stretch targets for each
measure are set by the Board to ensure that a challenging
performance-based incentive is provided.
The Board has discretion to adjust STIP outcomes up or down to
ensure appropriate individual outcomes and results align with the
Cooper Energy Values.
Individual performance measures are agreed each year. The
measures relate to business objectives, promotion of the Values
and identified areas for development. This ensures clear focus on
“how we work” i.e. our Values and culture and what we seek to
achieve.
Long Term Incentive Plan
Three-year incentive
opportunity delivered
through Performance
Rights and Share
Appreciation Rights
LTIP is a mix of PRs and SARs. Maximum LTIP grant is
100% of FAR for Managing Director and 70% of FAR for
other Executive KMP.
Relative Total Shareholder Return (RTSR) is the only
performance condition. RTSR ensures that LTIP can only
vest when the Company’s share price performance is at
least at the 50th percentile of the peer group. Maximum
LTIP vesting can only occur at or above 90th percentile of
the peer group.
• RTSR performance is where there is sustained
superior share price performance of the Company
compared to a Peer Group of companies.
• Peer Group Companies are 12 ASX-listed companies
in the oil and gas sector, with a range of market
capitalisation.
• SARs by their nature have an absolute total
shareholder return requirement. No SAR will vest
unless the share price appreciates over the
measurement period.
Allocation of PRs and SARs upfront encourages executives to
‘behave like shareholders’ from the grant date.
The PRs and SARs are restricted and subject to risk of forfeiture at
the end of the three-year performance period.
The Company believes that encouraging its employees to becomes
shareholders is the best way of aligning employee interests with
those of the Company’s shareholders. The LTIP also acts as a
retention incentive for key talent (due to the three-year vesting
period).
RTSR is designed to encourage executives to focus on the key
performance drivers which underpin sustainable growth in
shareholder value.
The RTSR performance condition is designed to ensure vesting can
only occur where shareholders have enjoyed superior share price
performance compared to the peer group shareholders. SARs only
have value when there is an increase in the Company’s share price.
In general, the Company’s vesting hurdles are intended to be
tougher than our industry peers.
Total Remuneration: The combination of these elements is designed to attract, retain and motivate appropriately qualified and experienced individuals,
encourage a strong focus on performance, support the delivery of outstanding returns to shareholders and align executive and stakeholder interests
through share ownership.
8 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 25
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.4.3 Fixed Annual Remuneration (FAR)
FAR includes base salary (paid in cash) and statutory superannuation. Executives are paid FAR which is competitive in the
markets in which the Company operates and is consistent with the responsibilities, accountabilities and complexities of
the respective roles.
The Company benchmarks Executive KMP FAR against resource industry market surveys (and, in particular, oil and gas
companies) which are published annually. Additionally, the pay levels of Executive KMP positions in the Company may be
benchmarked against national market executive remuneration surveys. It is the Company’s policy to position itself at the
median level of the market when benchmarking FAR.
4.4.4 Short Term Incentive Plan (STIP) - Overview
The STIP is an annual incentive opportunity delivered in cash based on a mix of Company and individual performance. The
individual measures are a mixture of business unit and employee-specific goals. The FY22 Company performance
measures in the Company’s scorecard and weightings are as follows:
Performance Measures
Rationale
• Health
• Safety (Lost Time Injury, Total
Recordable Incident Frequency
Rate)
• Environment (reportable
environmental incidents)
Targeting:
• Industry leading HSEC performance
• HSE processes efficient (cost & time), easily understood
• Cooper Energy team clearly engaged & continually improving
• Leading emissions management, clear sustainability
positioning and policy
• Community (strategy, grievance
• Valued community member, creating opportunities
management)
• Sustainability performance,
reporting and initiatives
• Production (MMboe)
• Revenue (A$ million)
• U-EBITDAX (A$ million)
• Cash margin (A$/boe; excludes
DD&A)
Targeting:
• Growing value by increasing production, revenue & margin
from existing assets
)
%
5
2
(
)
%
5
2
(
y
t
i
l
i
i
b
a
n
a
t
s
u
S
l
i
a
c
n
a
n
F
&
i
&
C
E
S
H
n
o
i
t
c
u
d
o
r
P
l
a
t
i
p
a
C
j
t
c
e
o
r
P
)
%
5
1
(
s
• Schedule
• Cost
• Project delivery quality
Targeting:
• Major capital projects delivered per scope, within schedule
and budget, with appropriate contingency included
• Consistent successful major project delivery
&
h
t
w
o
r
G
o
i
l
o
f
t
r
o
P
t
n
e
m
e
g
a
n
a
M
)
%
5
1
(
&
e
r
u
t
l
u
C
l
,
e
p
o
e
P
l
s
r
e
b
a
n
E
)
%
0
2
(
• Reserves (MMboe)
• Resources (MMboe)
• New gas term contracts
• Acquisitions & divestments
• Portfolio management to reflect a
growing business
Targeting:
• Adding Reserves, Contingent Resources and Prospective
Resources
• Development projects adding material economic value
• Term gas contracts that underpin new business and add value
• Optimising value through portfolio management, acquisitions
and divestment
• Leveraging competitive strengths
• Employee engagement and
enablement
• Cost management
• Funding
• Systems, processes and risk
management
Targeting:
• Working as “One team” across the Company
• Applying the Cooper Energy Values on all activities
• Tight cost management, accurate forecasting
• Funding that is fit for purpose, creating shareholder value and
optimised
• Key stakeholder relationships
• Efficient, cost-effective systems and processes (incl IT)
helping to make jobs easier
• Stakeholder relationships creating value
Please note as follows:
“HSEC” means Health Safety Environment & Community
“MMboe” means Million barrels of oil equivalent
“GJ” means Gigajoule
“DD&A” means Depreciation, Depletion & Amortisation
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 26
8 1
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
The key features of the STIP for FY22 are as follows:
STIP FY22 Plan Features
Details
What is the purpose of the
STIP?
The STIP is designed to motivate and reward Executive KMP for their contribution to the
annual performance of the Company.
How does the STIP align with
the interests of Cooper
Energy’s shareholders?
The STIP is aligned to shareholder interests by encouraging Executive KMP to achieve
operational and business milestones in a balanced and sustainable manner whilst
growing asset and total company value.
What is the vehicle of the STIP
award?
The STIP award is delivered in the form of a cash payment, usually in October.
What is the maximum award
opportunity (% of Fixed
Remuneration)?
Managing Director 100%
Other Executive KMP 50%
What is the performance
period?
Each year, the Board reviews and approves the performance criteria for the year ahead
by approving a Company scorecard and individual performance contracts are agreed
with each Executive KMP. The Company’s STIP operates over a 12-month performance
period from 1 July to 30 June.
The measurement of Company performance is based on the achievement of KPIs set
out in a Company scorecard. See section 4.6.2 for the Company scorecard measures
used for FY22. The KPIs focus on the core elements the Board believes are needed to
successfully deliver the Company strategy and maximise sustainable shareholder
returns. For each KPI in the scorecard, a base or threshold performance level is
established as well as a Target, Stretch and Super Stretch (i.e. maximum).
Personal performance measures are agreed between each Executive KMP and Cooper
Energy each year.
The relative weighting of Company scorecard and individual performance is as follows:
How are the performance
measures determined and
what are their relative
weightings?
Managing Director – 75% Company: 25% individual
Executives – 70% Company: 30% individual
Performance measures are challenging, and maximum award opportunities are only
achieved by outstanding performance. 50% of the maximum award opportunity will be
awarded if the Company meets target level performance. Target level KPIs are set at a
challenging and achievable level of performance (and not at the base level of
performance). 0% STIP will be awarded for base level achievement.
0% STIP will be awarded if during any measurement period the Company sustains a
fatality or major environmental incident.
Irrespective of the scorecard outcome, payment of any STIP is entirely at the discretion
of the Board.
What elements are included in
the individual’s personal
performance measures?
Individual performance measures are agreed each year. The individual measures relate
to business unit objectives, promotion of Company Values and identified areas for
development. This ensures a clear focus on “how we work” i.e. our Values and culture, as
well as what we seek to achieve.
8 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 27
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.4.5 Long Term Incentive Plan (LTIP) - Overview
In the reporting period, the LTIP involved grants of PRs and SARs under the EIP. The key features of the grants made in the
2022 financial year (granted December 2021) are set out in the following table:
FY22 LTIP Plan Feature
Details
What is the purpose of
the LTIP?
The Company believes that encouraging its employees, including Executive KMP, to
become shareholders is the best way of aligning their interests with those of the Company’s
shareholders. Having a LTIP is also intended to be a retention incentive (with a vesting period
of at least three years before securities under the plan are available to employees).
How is the LTIP aligned
to shareholder
interests?
Employees only benefit from the LTIP when there is sustained superior share price
performance of the Company, including when compared to relevant peer group
companies. This aligns the LTIP with the interests of shareholders.
What is the vehicle of
the LTIP?
During the reporting period, the LTIP involved grants of 50% PRs and 50% SARs.
A PR is a right to acquire one fully paid share in the Company provided a specified hurdle is
met. SARs are rights to acquire shares in the Company to the value of the difference in the
Company share price between the grant date and vesting date.
What is the maximum
annual LTIP grant (% of
Fixed Remuneration)?
Managing Director 100%
Executive KMP 70%
What is the LTIP
performance period?
What are the
performance
measures?
The performance period is three years.
Grants in years prior to the 2019 financial year allowed for re-testing 12 months following the
end of the performance period. A re-test was considered appropriate because the
Company’s growth had been dependent on development of projects that have generally
taken greater than three years from conception to start-up. Given the growth of the
Company, including its development activities, the Company will no longer be reliant on
single projects. As a consequence, the Board determined that re-testing would not form
part of the terms of the Incentives for future grants.
100% of the grant (both PRs and SARs) is subject to a RTSR performance measure. RTSR is a
common long-term incentive measure across ASX-listed companies and is aligned with
shareholder returns. Relative measures ensure that maximum incentives are only achieved if
Cooper Energy’s performance exceeds that of its peers and therefore supports
competitive returns against other comparable organisations.
In addition to the RTSR performance measure set by the Board, SARs by their nature also
have a natural absolute total shareholder return measure. No SARs will be exercisable unless
the share price appreciates over the measurement period.
The level of vesting will be determined based on the ranking against the comparator group
of companies in accordance with the following schedule:
What is the vesting
schedule?
-
-
-
-
below the 50th percentile no rights vest;
at the 50th percentile 30% of the rights vest;
between the 50th percentile and 90th percentile pro rata vesting; and
at the 90th percentile or above, 100% of the rights will vest.
The vesting schedule reflects the Board’s requirement that performance measures are
challenging, and maximum award opportunities are only achieved by outstanding
performance.
Which companies make
up the Relative Total
Shareholder Return
peer group?
The RTSR of the Company is measured as a percentile ranking compared to the following
comparator Group of 12 listed entities: Woodside Energy Group; Santos Limited; Beach
Energy Limited; Senex Energy Limited (subsequently delisted); Karoon Gas Australia
Limited; Central Petroleum Limited; Buru Energy Limited; Carnarvon Petroleum Limited;
Strike Energy Limited; Warrego Energy Limited; Tamboran Resources Limited; Galilee
Energy Limited.
The peer group was based on a group of ASX-listed companies in the oil and gas sector, with
a range of market capitalisation. This group will be reviewed in FY23 given recent mergers.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 28
8 3
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
FY22 LTIP Plan Feature
Details
What happens on
cessation of
employment?
Generally, if an employee ceases employment prior to the vesting date (e.g. to take a
position with another company), they will forfeit all awards. In the case of “qualifying leavers”
as defined (examples of which include redundancy, retirement or incapacity) awards may be
retained unless the Board determines otherwise. The Board also has a discretion to
determine that some or all awards may be retained upon cessation of employment.
What happens if there is
a change of control?
In the event of a change of control, unless the Board determines otherwise, pro-rata vesting
will occur on the basis of the proportion of the relevant performance period that has
elapsed.
Who can participate in
the LTIP?
Eligibility is generally restricted to Executive KMP.
Will the Company make
any changes to the LTIP
for the grant to be
made in the 2023
financial year?
It is not anticipated that the general structure of the LTIP will change for grants made in FY23.
In FY21, a review was undertaken which included the appropriateness of RTSR being the sole
measure for LTIP vesting. It was determined that RTSR remained a common performance
measure within the oil and gas sector and an appropriate measure as the Company
transitions from development to gas production. As part of this review, it was also
acknowledged that SARs by their nature, have a natural Absolute Total Shareholder Return
measure whereby no SARs will be exercisable unless the share price appreciates over the
measurement period.
The RTSR peer group is reviewed prior to each grant to reflect changes including merger and
acquisitions within the group. The peer group in FY23 will remain based on a group of ASX-
listed companies in the oil and gas sector, with a range of market capitalisation.
8 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 29
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.5 Cooper Energy’s Five-Year Performance and Link to Remuneration
The following graphs illustrate the five-year performance and links to the remuneration strategy and framework:
Total Recordable Incident Frequency Rate
(events per hours worked, where a lower value is better)
4.07
FY18
0.00
FY19
6.92
3.53
FY20
FY21
0.00
FY22
Sales Revenue ($ million)
67.5
75.5
78.1
205.4
131.7
FY18
FY19
FY20
FY21
FY22
Links directly to Company STIP reward outcome as a HSEC &
Sustainability KPI.
Links directly to Company STIP reward outcome as a Production &
Financial KPI.
Annual Production (MMboe)
Proved & Probable Reserves (MMboe)
1.49
1.31
1.56
2.63
3.31
52.4
52.7
49.9
47.1
39.5
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20
FY21
FY22
Links directly to Company STIP reward outcomes as a
Production & Financial KPI.
Links directly to Company STIP reward outcome as a Growth &
Portfolio Management KPI.
Financial – Underlying Profit After Tax ($ million)
Financial – Underlying EBITDAX ($ million)
9.8
13.3
14.4
(6.6)
(25.9)
32.6
32.9
29.6
30.0
80.7
FY18
FY19
FY20
FY21
FY22
FY18
FY19
FY20
FY21
FY22
Links directly to Company STIP reward outcome as a
Production & Financial KPI.
Links directly to Company STIP reward outcome as a Production &
Financial KPI.
Financial – Total Shareholder Return (%)
Share Price – As at 30 June ($ per share)
40.3
6.0
FY18
FY19
(30.6)
FY20
(30.7)
FY21
(5.8)
FY22
0.39
0.54
0.38
0.26
0.25
FY18
FY19
FY20
FY21
FY22
Links directly to Company LTIP reward outcome by increasing
shareholder value.
Links directly to Company LTIP reward outcome by increasing
shareholder value compared to peers.
Market Capitalisation - As at 30 June ($ million)
875.6
616.4
610.0
583.1
424.1
FY18
FY19
FY20
FY21
FY22
Links directly to Company LTIP reward outcome by increasing
shareholder value compared to peers.
In FY22, and in the past 5 years, dividends were not paid by the Company to its shareholders, nor was there a return of
capital to shareholders, consistent with the growth reinvestment objectives of the Company.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 30
8 5
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.6 2022 Executive KMP Performance and Remuneration Outcomes
4.6.1 Fixed Annual Remuneration Outcome
Following a review by the Board at the end of FY22, it was determined that base salary increases would be applied to the
Managing Director and all Executive KMP who had worked the Full Year.
It was determined that the increases be effective 1 July 2022 (normally increases apply from 1 October each year). The
decision to bring salary increases forward in 2022 (intended to revert to 1 October in 2023) was a result of the prevailing
market conditions including strong competition in the labour market. The Board also recognised that there had been no
increase to base salaries since October 2019 for the Managing Director or Executive KMP except for members who have
had increased job responsibilities. FAR has also been adjusted as a consequence of increases to statutory superannuation
contribution effective 1 July 2022. This has been applied to the Managing Director and all Executive KMP.
All increases applied from 1 July 2022 are consistent with benchmarking data within the resources industry and in particular
the oil and gas sector. The overall increase to FAR (including base salary and statutory superannuation) for all Executive
KMP was 4.63%. The increase to FAR for the Managing Director was 4.05%.
4.6.2 STIP Performance Outcomes – Company Results
There was a major improvement in the Company scorecard results in FY22 with many of the stated imperatives achieved at
the Stretch and close to Super Stretch levels. The Board determined that the acquisition of the OGPP and the associated
debt and equity funding were significant achievement milestones which will have a positive impact on most facets of the
business. The acquisition was announced to the ASX on 20 June 2022.
The Board determined a FY22 scorecard assessment result of 87.5/100 (87.5%).
Performance
measure
(weighting%)
HSEC
(25%)
Performance measure outcome
Result
• LTIs = 0 (in FY22)
• TRIFR = 0.00 @ 30 June 2022
• Process Safety = Zero Process Safety Events classified as tier 1 or 2
• Environment = Zero reportable or notifiable incidents. BMG EP &
Well Operations Management Plan (WOMP) approved
• Sustainability – emissions offset is industry leading and new
projects being reviewed
Threshold
Target
Stretch
Super Stretch
Production &
Financials (25%)
• Production: 3.3 MMboe
• Revenue: $205.4 MM increased spot sales & prices
• U-EBITDAX: $80.7 MM
• Cash Margin: $29.85/boe
• Net G&A: $14.8 MM
• Athena Gas Project – completed by mid-Dec 21. Optimisation
ongoing
Capital Projects
(15%)
• BMG abandonment – approved to proceed June 2022 and aligned
with NOPSEMA notices (wells end CY23)
• OP3D – revised development around Annie only. Way forward
being developed
Growth &
Portfolio
Management
(15%)
People, Culture
& Enablers
(20%)
• OGPP acquisition
• Reserves – net reduction. Bangalee oil discovery
• Contingent Resources – increase by 9%
• Exploration – Otway prospects hi-graded. VIC/P80 granted
• Gas contracts – amended AGL GSA for lower OGPP rates added
value
• M&A – non PEL92 Cooper Basin permits divestment agreed.
• People – Staff Survey results- Engagement dropped from FY21.
Enablement improved
• Funding – re-sculpted existing facility and agreed much larger
$400MM facility + $120MM accordion facility. $244 MM equity
raise
• Cooper Energy Management System delivered. 85% ISO
compliant (internal review)
• IT – FY22 improvement plan implemented
• Relationships – multiple regulatory approvals received consistent
with plans.
Threshold
Target
Stretch
Super Stretch
Threshold
Target
Stretch
Super Stretch
Threshold
Target
Stretch
Super Stretch
Threshold
Target
Stretch
Super Stretch
FY22 performance
87.50 / 100
8 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 31
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.6.3 STIP performance outcomes – Individual Results
The outcome of Company scorecard performance (87.5%) and individual Executive KMP has resulted in the following STIP
payments to the Executive KMP associated with the year ending 30 June 2022:
Short Term Incentive (STI) for the year ended 30 June 2022
STI target
% of Fixed
Annual
Remuneration
STI maximum
% of Fixed
Annual
Remuneration
Executive KMP
Mr D. Maxwell
Mr E. Glavas
Mr A. Haren
Mr M. Jacobsen
Ms A. Jalleh
Mr I. MacDougall
Mr A. Thomas
Mr D. Young1
Former Executive KMP
Ms V. Suttell2
50%
25%
25%
25%
25%
25%
25%
25%
25%
100%
50%
50%
50%
50%
50%
50%
50%
50%
Cash STI
$
$818,310
$175,552
$122,336
$194,110
$184,781
$189,946
$190,519
-
-
% earned of
maximum STI
opportunity
% forfeited of
maximum STI
opportunity
89.25%
82.25%
80.75%
82.25%
91.25%
82.25%
80.75%
-
-
10.75%
17.75%
19.25%
17.75%
8.75%
17.75%
19.25%
-
-
1 Mr Young commenced as an Executive KMP on 2 May 2022 and was not eligible for STIP arising from FY22.
2 Ms Suttell ceased to be an Executive KMP on 30 September 2021.
Managing Director Individual Performance
The Managing Director’s individual performance accounted for 25% of his STIP payment. Mr Maxwell’s FY22 individual
performance measures, weighting and outcomes are described below. The Board assessed the Managing Director’s
individual performance as 94.50% resulting in receiving 23.63% out of the possible 25% for individual performance.
Individual FY22
Performance
Measures
Assets and
Projects
(30% weighting)
Funding,
Stakeholders and
Sustainability
(20% weighting)
People, Culture
and Enablers (10%
weighting)
Health, Safety,
Environment,
Community (HSEC)
(20% weighting)
Company Values
(20% weighting)
FY22 Outcome
Performance Outcomes
Threshold
Threshold
Target
Target
Maximum
Maximum
Threshold
Threshold
Target
Target
Maximum
Maximum
Threshold
Threshold
Target
Target
Maximum
Maximum
• Commercial and technical solution for OGPP
• Safe delivery of Athena Gas Plant upgrade
• OP3D development
• BMG decommissioning project supported and funded
• Funding plans for acquisition, existing business,
abandonment, and growth projects
• External relationships maintained and grown to support
business activities
• Support for Company performance and strategy (including
Climate Action Policy)
• Company activities aligned to agreed strategy and key
business targets
• Organization including executive management, fit for
purpose and talent management in place
• Urgency and energy in place to deliver on FY22 scorecard
Threshold
Threshold
Target
Target
Maximum
Maximum
• HSEC discipline is embedded in all operational and
Threshold
Threshold
Target
Target
Maximum
Maximum
business activities
• HSEC supported by efficient and effective policies and
standards
• Cooper Energy Values instilled throughout the business
• Behaviours inconsistent with Values called out
• Clear and transparent communications in place
• Staff and contract personnel collaborating consistent with
‘one team’ ethos
• Strong leadership of Executive Leadership Team and team
development
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 32
8 7
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
When the Company Results are added to the Individual Results, Mr Maxwell was awarded 89.25% of his maximum STIP
payment for FY22. The full calculation is as follows:
Mr D Maxwell
Maximum Eligibility
% FAR
FY22 Result
FY22 Outcome
Corporate scorecard
Individual performance
FY22 STIP outcome as % of
maximum
75%
25%
100%
87.50%
94.50%
65.63%
23.63%
89.25%
Other Executive Key Management Personnel Individual Performance
STIP for other Executive KPMP has a 70% weighting on the corporate scorecard and 30% individual performance
weighting. Commentary on individual performance and FY22 STIP calculations follow:
Mr E Glavas
Mr A Haren
• HSEC result at super stretch, company values reinforced
• Lead role in successful OGPP acquisition
• Acting Investor Relations responsibility in H2 FY22
• New gas contracts unlocked increased value
• OP3D development activity slower than plan
• HSEC result at super stretch, company values reinforced
• People & Remuneration plan established and delivered
• New performance structure in place
• People processes and reporting improvement above target
• Talent management plans established
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
70.00%
82.25%
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
65.00%
80.75%
82.25%
80.75%
Mr M Jacobsen
Ms A Jalleh
• HSEC result at super stretch, company values reinforced
• Athena Gas Plant upgrade within schedule
• Lead technical role in OGPP acquisition
• BMG decommissioning project approved and funded
• Operational governance improving performance
• HSEC result at super stretch, company values reinforced
• Lead role in OGPP acquisition, legal and commercial
• Legal, governance and Company Secretary to high standard
• Insurance and risk management targets exceeded
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
70.00%
82.25%
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
100.00%
91.25%
82.25%
91.25%
Mr I MacDougall
Mr A Thomas
• HSEC result at super stretch, company values reinforced
• Net zero certification delivered
• Delivering sustainability initiatives
• Engineering systems enabling new business e.g. OGPP
• Strong environment performance and regulatory feedback
• HSEC result at super stretch, company values reinforced
• Increased 2C and Prospective Resources offset by 2P decline
• High graded Otway prospects
• New permit with key prospectivity added
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
70.00%
82.25%
Corporate scorecard
Individual performance
FY22 STIP outcome as % of maximum
87.50%
65.00%
80.75%
82.25%
80.75%
8 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 33
ANNUAL REPORT 202289.25% Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.6.4 LTIP Outcome
The Company’s RTSR compared to the peer group is set out below for the LTIP grant that vested in December 2021. The
base for the graph is December 2018, being the grant date of PRs and SARs that were made under the Company’s EIP. The
terms of the EIP are set out in section 4.4.5.
Share Price Performance of Cooper Energy Limited Vs Applicable Peer Group
12 December 2018 to 11 December 2021
Cooper Energy Limited
The vesting of the award in December 2021 was impacted by the performance of the Company’s share price against its
peers over the measurement period. Over the three-year measurement period from 12 December 2018 to 11 December
2021, Cooper Energy’s total shareholder return was -38% and it achieved a RTSR percentile rank of 11%. This resulted in a
vesting outcome of 0% of all performance rights and SARs that were granted in December 2018. The LTIP grant from 12
December 2018 is subject to re-testing on 12 December 2022. This will be the final re-testing under the LTIP.
In FY22, LTIP grants from 8 December 2017 were re-tested in December 2021. However, the percentile rank was below the
50th percentile and therefore no shares vested as a result of this re-testing.
4.7 Executive KMP Employment Contracts
Each Executive KMP has an ongoing employment contract. All Executive KMP have termination benefits that are within the
allowed limit in the Corporations Act 2001 without shareholder approval. Contracts include the treatment of entitlements
on termination in the event of resignation, with notice or for cause. The entitlements upon termination of the Managing
Director and other Executive KMPs have not changed between FY21 and FY22.
Key terms for each Executive KMP are set out below:
Executive
KMP
Notice by
Cooper
Energy
Notice by
Executive
KMP
Indemnity Agreement
Treatment on Termination
by Cooper Energy
David
Maxwell
12 months
6 months
Other
Executive
KMP
6 months
3 months
Company provides
Indemnity Agreement,
Directors and Officers
indemnity insurance and
access to Company
records.
Company provides
Indemnity Agreement,
Directors and Officers
indemnity insurance and
access to Company
records.
Where the Managing Director is not employed for the full
period of notice a payment in lieu may be made. A
payment in lieu of notice is based on Fixed Remuneration
(base salary and superannuation). Upon termination,
superannuation is not paid on accrued annual leave or long
service leave. Unused personal leave is not paid out and is
forfeited.
Where an Executive KMP is not employed for the full
period of notice a payment in lieu may be made. A
payment in lieu of notice is based on Fixed Remuneration
(base salary and superannuation). Upon termination,
superannuation is not paid on accrued annual leave or long
service leave. Unused personal leave is not paid out and is
forfeited.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 34
8 9
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.8 2022 Remuneration Outcomes for Executive KMP
4.8.1 Remuneration Realised by Executive KMP in 2022 and 2021 (not audited)
The Company believes that reporting remuneration realised by Executive KMP is useful to shareholders. It provides clear
and transparent disclosure of remuneration provided by the Company. The tables set out below show amounts paid to
Executive KMP and the cash value of equity awards which vested during the reporting period.
This information is non-IFRS and is in addition to and different from the disclosures required by the Corporations Act 2001
and Accounting Standards in the rest of the Remuneration Report and the tables in sections 4.8.2 and 4.9.3. The
information in this section 4.8.1 is not audited.
The total benefits delivered during the reporting period and set out in the table below comprise the following elements:
• FAR is base salary and superannuation (statutory and salary sacrifice).
• STIP cash payment made in October each year. The STIP paid in October 2021 (FY22) is included in the 2022 figure. The
STIP paid in October 2020 (FY2021) is included in the 2021 figure.
• LTIP realised based on the market value of PRs and SARs that vested in December 2020 and 2021 (granted in December
2017 and 2018 respectively).
• “Other” is the value of benefits including fringe benefits tax on accommodation, car parking and other benefits. In the
case of Mr Young, it includes a sign on bonus and relocation reimbursement. In the case of Ms Suttell, it includes
termination payments.
Executive KMP
Mr D. Maxwell
Mr E. Glavas
Mr A. Haren1
Mr M. Jacobsen
Ms A. Jalleh
Mr I. MacDougall
Mr A. Thomas
Mr D. Young2
Former Executive KMP
Ms V. Suttell3
Year
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
FAR
$
STIP
$
LTIP
$
Other
$
Total
$
916,874
-
-
915,000
439,200
347,704
453,761
36,497
-
425,000
98,175
95,075
301,469
134,019
469,468
12,526
-
35,535
-
-
-
460,000
102,293
106,484
401,719
390,000
461,874
47,678
87,210
35,535
-
-
-
460,000
98,325
106,484
471,874
40,361
-
470,000
108,570
106,484
86,667
-
-
-
124,590
41,220
-
-
-
67,523
29,231
6,284
6,011
1,750
196
476
508
6,284
6,011
6,284
6,011
6,284
6,011
90,742
-
984,397
1,731,135
496,542
624,261
315,745
134,215
505,479
669,285
455,681
483,221
503,693
670,820
518,519
691,065
177,409
-
28,074
193,884
480,000
110,880
103,948
6,011
700,839
1 Mr Haren commenced as an Executive KMP on 18 January 2021 and his entitlements for 2021 are prorated.
2 Mr Young commenced as an Executive KMP on 2 May 2022 and his FAR entitlement for 2022 are prorated.
3 Ms Suttell ceased to be an Executive KMP on 30 September 2021 and her entitlements for 2022 are prorated.
9 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 35
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.8.2 Table of Executive KMP Statutory Remuneration Disclosure for 2022 and 2021 financial years
Benefits
Short-term
Long-term
Post-
Employmentc
Share Based
Remuneration
e
Base salary
STIP a
Other Short-
term Benefits b
Long Service
Leave
Superannuatio
n d
LTIP
Total
Executive KMP
$
$
$
$
$
$
$
Mr D. Maxwell
2022
893,306
818,310
67,523
23,438
23,568
782,134
2,608,279
2021
893,306
-
29,231
23,293
21,694
739,698
1,707,222
Mr E. Glavas
2022
430,193
175,552
6,284
10,582
23,568
254,108
900,287
2021
403,306
36,497
6,011
10,653
21,694
233,449
711,610
Mr A. Harenf
2022
277,901
122,336
1,750
2021
123,367
12,526
Mr M. Jacobsen
2022
445,900
194,110
2021
438,306
35,535
Ms A. Jalleh
2022
378,151
184,781
2021
368,306
47,678
196
476
508
6,284
6,011
-
-
23,568
41,774
467,329
10,652
-
146,741
13,942
23,568
276,963
954,959
(15,211)
21,694
255,246
736,078
-
-
23,568
205,393
798,177
21,694
116,690
560,379
Mr I. MacDougall
2022
438,306
189,946
6,284
11,499
23,568
275,567
945,170
2021
438,306
35,535
6,011
11,601
21,694
255,246
768,393
Mr A. Thomas
2022
448,306
190,519
6,284
11,762
23,568
281,443
961,882
2021
448,306
40,361
6,011
11,618
21,694
259,730
787,720
Mr D. Youngg
2022
2021
82,739
-
Former Executive KMP
Ms V. Suttellh
2022
114,576
-
-
-
90,742
-
-
-
3,928
-
-
-
177,409
-
1,998
(48,282)
10,014
(166,612)
(88,306)
2021
458,306
41,220
6,011
12,591
21,694
263,153
802,975
Refer to 4.6.3 for STIP amount earned in FY22 which will be paid in FY23.
a)
b) Other short-term benefits include fringe benefits on accommodation, car parking and other benefits. In the case of Mr Young, it includes a sign on bonus
and relocation reimbursement. Other short term benefits such as short-term compensated absences, short-term cash profit-sharing and other bonuses
are not applicable to Executive KMP in FY22.
Superannuation is the only applicable post-employment benefit ie. no pension or similar benefits for Executive KMP.
c)
d) Superannuation includes the amounts required to be contributed by the Company and does not include amounts salary sacrificed.
e)
In accordance with the requirements of the Accounting Standards, remuneration includes a proportion of the value of the equity-linked compensation
determined as at the grant date of the PRs and progressively expensed over the vesting period. The amount allocated as remuneration is not relative to or
indicative of the actual benefit (if any) that may ultimately be realised should the equity instruments vest. The value of the PRs was determined in
accordance with AASB 2 Share-based Payments and is discussed in Section 4.8.3 below and in more detail in Note 27 of the Notes to the Financial
Statements.
f) Mr Haren commenced as an Executive KMP on 18 January 2021 and his entitlements for 2021 are prorated.
g) Mr Young commenced as an Executive KMP on 2 May 2022 and his entitlements for 2022 are prorated.
h) Ms Suttell ceased to be an Executive KMP on 30 September 2021 and her entitlements for 2022 are prorated.
No cash-settled share-based payment transactions or other forms of share-based payment compensation (including
hybrids) were made by the Company.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 36
9 1
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.8.3 Performance Rights and Share Appreciation Rights accounting for the reporting period.
The value of the PRs and SARs issued under the EIP is recognised as Share Based Payments in the Company’s statement of
comprehensive income and amortised over the vesting period. PRs and SARs were granted under the EIP on 9 December
2021. The PRs and SARs were granted for no consideration and the employee received no cash benefit at the time of
receiving the rights. The cash benefit will be received by the employee following the sale of the resultant shares, which can
only be achieved after the rights have been vested and the shares are issued.
PRs and SARs granted under the EIP were valued by an independent consultant who applied the Monte Carlo simulation
model to determine the probability of achievement of the RTSR against performance conditions.
The value of PRs and SARs shown in the tables below are the accounting fair values for grants in the reporting period:
Performance Rights
(Equity Incentive Plan)
Share Appreciation Rights
(Equity Incentive Plan)
No. of
rights
granted
during
period
Fair
value of
rights at
grant date
No. of
rights
vested
during
period
% of rights
vested to
30 June
2022
No. of
rights
granted
during
period
Fair
value of
rights at
grant date
No. of
rights
vested
during
period
% of rights
vested to
30 June
2022
Directors
Mr D. Maxwell
2,081,911
385,154
Executive KMP
Mr E. Glavas
678,500
125,523
Mr A. Haren
481,607
89,097
Mr M. Jacobsen
750,227
138,792
Ms A. Jalleh
643,732
119,090
Mr I. MacDougall
734,131
135,814
Mr A. Thomas
750,026
138,755
Mr D. Young1
Former Executive
KMP
Ms V. Suttell2
-
-
-
-
-
-
-
-
-
-
-
-
-
32% 6,549,098
543,575
28% 2,134,369
177,153
0% 1,515,000
125,745
8% 2,360,000
195,880
0% 2,025,000
168,075
31% 2,309,369
191,678
32% 2,359,369
195,828
-
11%
-
-
-
-
-
-
-
-
-
-
-
-
34%
30%
0%
9%
0%
34%
34%
-
-
13%
1 Mr Young commenced as an Executive KMP on 2 May 2022.
2 Ms Suttell ceased to be an Executive KMP on 30 September 2021.
The vesting date of the PRs granted on 9 December 2021 is 9 December 2024. The fair value of these rights is $0.185 per
right and the share price on grant date was $0.27. The performance period for these PRs commenced on 9 December
2021.
The vesting date of the SARs granted on 9 December 2021 is 9 December 2024. The fair value of these rights is $0.083 per
right and the share price on grant date was $0.27. The performance period for these SARs commenced on 9 December
2021.
9 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 37
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.8.4 Movement in Incentive Rights
The movement during the reporting period in the number of PRs granted but not exercisable over ordinary shares in
Cooper Energy held, directly, indirectly or beneficially, by each Executive KMP, including their related parties, is as follows:
Performance Rights (Equity
Incentive Plan)
Held at
1 July 2021
Granted
Lapsed
Vested &
Exercised
Held at
30 June 2022
3,987,257
2,081,911
939,798
1,244,404
678,500
256,976
-
1,362,281
619,377
1,362,281
1,384,522
-
481,607
750,227
643,732
734,131
750,026
-
-
287,813
-
287,813
287,813
-
1,054,509
-
-
-
-
-
-
-
-
-
5,129,370
1,665,928
481,607
1,824,695
1,263,109
1,808,599
1,846,735
-
344,638
Former Executive KMP
Ms V. Suttell
1,399,147
1 Mr Haren commenced as an Executive KMP on 18 January 2021.
2 Mr Young commenced as an Executive KMP on 2 May 2022.
SARs represent the right to receive a quantity of shares based on an amount equal to the difference in share price at grant
date and test date. The movement during the reporting period in the number of SARs granted but not exercisable over
ordinary shares in Cooper Energy held, directly, indirectly or beneficially, by each Executive KMP, including their related
parties, is as follows:
Share Appreciation Rights
(Equity Incentive Plan)
Held at
1 July 2021
Granted
Lapsed
Vested &
Exercised
Held at
30 June 2022
11,899,596
6,549,098
2,360,310
3,737,677
2,134,369
645,397
-
1,515,000
4,085,367
2,360,000
722,845
2,049,680
2,025,000
4,085,367
2,309,369
4,155,427
2,359,369
-
-
722,845
722,845
-
3,267,574
-
-
-
-
-
-
-
-
-
-
-
16,088,384
5,226,649
1,515,000
5,722,522
4,074,680
5,671,891
5,791,951
-
938,617
Former Executive KMP
Ms V. Suttell
4,206,191
1 Mr Haren commenced as an Executive KMP on 18 January 2021.
2 Mr Young commenced as an Executive KMP on 2 May 2022.
Directors
Mr D. Maxwell
Executive KMP
Mr E. Glavas
Mr A. Haren1
Mr M. Jacobsen
Ms A. Jalleh
Mr I. MacDougall
Mr A. Thomas
Mr D. Young2
Directors
Mr D. Maxwell
Executive KMP
Mr E. Glavas
Mr A. Haren1
Mr M. Jacobsen
Ms A. Jalleh
Mr I. MacDougall
Mr A. Thomas
Mr D. Young2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 38
9 3
COOPER ENERGY Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.9 Nature of Non-Executive Director remuneration
Non-Executive Directors are remunerated solely by way of fees and statutory superannuation. Their remuneration is
reviewed annually to ensure that the fees reflect their responsibilities and the demands placed on them. Non-Executive
Directors do not receive any performance-related remuneration.
4.9.1 Non-Executive Director Fee Structure
The maximum aggregate remuneration pool for Non-Executive Directors, as approved by shareholders at the Company’s
2018 Annual General Meeting, is $1.25 million. The Non-Executive Directors’ fee structure for the reporting period was as
follows:
Role
Chairman*
Member
Board Audit Committee
$240,000
$115,000
$20,000
$10,000
Risk &
Sustainability
Committee
$20,000
$10,000
People &
Remuneration
Committee
$20,000
$10,000
Governance &
Nomination
Committee
$0
$10,000
*Where the Chairman of the Board is a member of a committee, he will not receive any additional committee fees.
Remuneration paid to the Non-Executive Directors for the reporting period and for the previous reporting period is shown
in the table in Section 4.9.3.
The Company has entered into written letters of appointment with its Non-Executive Directors. The term of the
appointment of a Non-Executive Director is determined in accordance with the Company’s Constitution and is subject to
the provisions of the Constitution dealing with retirement, re-election and removal of Non-Executive Directors. The
Constitution provides that all Non-Executive Directors of the Company are subject to re-election by shareholders by
rotation every three years. The Company has entered into indemnity, insurance and access agreements with each of the
Non-Executive Directors under which the Company will, on the terms set out in the agreement, provide an indemnity,
maintain an appropriate level of Directors’ and Officers’ indemnity insurance and provide access to Company records.
Note that Ms Giselle Collins was appointed to the Board as a Non-Executive Director, effective 19 August 2021 (confirmed
by shareholders at the Company 2021 AGM).
4.9.2 Directors & Executives movement in shares
The movement during the reporting period in the number of ordinary shares in Cooper Energy held, directly, indirectly or
beneficially, by each KMP, including their related parties, is as follows:
Held at
1 July 2021
Purchases
Received on
vesting of PRs &
SARs
Sales
Held at
30 June 2022
Participation in the
Company’s 2-for-5
accelerated, non-
renounceable
entitlement offer
Ordinary Shares
Directors
Mr J. Conde AO
Mr D. Maxwell
Mr T. Bednall
Ms V. Binns
Ms G. Collins1
Ms E. Donaghey
Mr H. Gordon
Mr J. Schneider
Executive KMP
Mr E. Glavas
Mr A. Haren2
Mr M. Jacobsen
Ms A. Jalleh
859,093
20,000,086
132,499
322,857
-
580,000
1,746,138
1,016,594
1,424,203
-
297,283
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
859,093
20,000,086
132,499
322,857
-
580,000
1,746,138
1,016,594
1,424,203
-
297,283
-
3,474,127
5,147,308
-
-
2,895,944
53,000
129,142
-
232,000
61,224
406,638
22,212
-
115,7703
-
200,000
816,325
-
Mr I. MacDougall
3,474,127
5,147,308
Mr A. Thomas
4
Mr D. Young3
-
1 Ms Collins has been appointed to the Board as a Non-Executive Director, effective 19 August 2021
1 Ms Collins has been appointed to the Board as a Non-Executive Director, effective 19 August 2021
2 Mr Haren commenced as an Executive KMP on 18 January 2021.
2 Mr Haren commenced as an Executive KMP on 18 January 2021.
3 Corrected from amount disclosed on 22 August 2022
3 Mr Young commenced as an Executive KMP on 2 May 2022.
4 Mr Young commenced as an Executive KMP on 2 May 2022.
-
-
-
-
-
-
Options
No options were issued (or forfeited) during the year.
9 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 39
ANNUAL REPORT 2022 Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
4.9.3 Table of Directors’ remuneration for 2022 and 2021 financial years
Benefits
Short-term
Long-term
Post-
Employment
Share Based
Remuneration
d
Base Salary &
Fees
STIP a
Other Short-
Term Benefits
b
Long Service
Leave
Superannuation c
LTIP
Total
Directors
$
Mr J. Conde AO
2022
218,182
2021
219,178
$
-
-
$
-
-
$
-
-
$
21,818
20,822
$
-
-
$
240,000
240,000
Mr D. Maxwell
2022
893,306
818,310
67,523
23,438
23,568
782,134 2,608,279
Mr T. Bednall
Ms V. Binns
Ms G. Collinse
2021
2022
2021
2022
2021
2022
2021
893,306
132,417
130,137
133,015
138,204
106,562
-
Ms E. Donaghey
2022
132,417
2021
131,659
Mr H. Gordon
2022
131,818
2021
132,420
Mr J. Schneider
2022
132,417
2021
136,986
Ms A. Williams f
2022
-
2021
48,724
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
29,231
23,293
21,694
739,698
1,707,222
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
13,242
12,363
13,301
13,129
10,656
-
13,242
12,508
13,182
12,580
13,242
13,014
-
4,629
-
-
-
-
-
-
-
-
-
-
-
-
-
-
145,659
142,500
146,316
151,333
117,218
-
145,659
144,167
145,000
145,000
145,659
150,000
-
53,353
a)
The STIP values noted for 2021 include an under/over accrual representing the difference between the prior period accrual and what was actually paid in
respect of that year. Refer to 4.6.3 for STIP amount earned in FY22 which will be paid in FY23.
b) Other short-term benefits include fringe benefits on accommodation, car parking and other benefits.
c) Superannuation includes the amounts required to be contributed by the Company and does not include amounts salary sacrificed.
d)
In accordance with the requirements of the Accounting Standards, remuneration includes a proportion of the value of the equity-linked compensation
determined as at the grant date of the PRs and progressively expensed over the vesting period. The amount allocated as remuneration is not relative to or
indicative of the actual benefit (if any) that may ultimately be realised should the equity instruments vest. The value of the PRs was determined in
accordance with AASB 2 Share-based Payments and is discussed in Section 4.8.3 above and in more detail in Note 27 of the Notes to the Financial
Statements.
e) Ms Collins has been appointed to the Board as a Non-Executive Director, effective 19 August 2021
f) Ms Williams stepped down from the Board effective 12 November 2020.
End of remuneration report.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 40
9 5
COOPER ENERGY
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
Principal activities
5.
Cooper Energy is an upstream gas and oil exploration and production company whose primary purpose is to secure, find,
develop, produce and sell hydrocarbons. These activities are undertaken either solely or via unincorporated joint ventures.
There was no significant change in the nature of these activities during the year.
6. Operating and Financial Review
Information on the operations and financial position of Cooper Energy and its business strategies and prospects is set out
in the Operating and Financial Review.
7. Dividends
The Directors do not recommend the payment of a dividend and no amount has been paid or declared by way of dividends
since the end of the previous financial year, or to the date of this report.
Environmental regulation
8.
The Company is a party to various production, exploration and development licences or permits. In most cases, the
licence or permit terms specify the environmental regulations applicable to gas and oil operations in the respective
jurisdiction. The Group aims to ensure that it complies with the identified regulatory requirements in each jurisdiction in
which it operates. There have been no significant known breaches of the environmental obligations of the Group’s
licences or permits.
Likely developments
9.
Other than disclosed elsewhere in the Financial Report (including the Operating and Financial Review under the heading
“Outlook”), further information about likely developments in the operations of the Group and the expected results of
those operations in future financial years has not been included in this report because disclosure of the information would
likely result in unreasonable prejudice to the consolidated entity.
10. Directors’ interests
The relevant interest of each Director in ordinary shares and options over shares issued by the parent entity as notified by
the Directors to the Australian Stock Exchange in accordance with S205G(1) of the Corporations Act 2001, at the date of
this reports is as follows:
Ordinary Shares
Performance Rights
Share Appreciation Rights
Mr J. Conde AO
Mr D. Maxwell
Mr T. Bednall
Ms V. Binns
Ms G. Collins1
Ms E. Donaghey
Mr H. Gordon
Mr J. Schneider
859,093
22,896,030
185,499
451,999
Nil
812,000
1,807,362
1,423,232
Nil
5,129,370
Nil
Nil
Nil
Nil
Nil
Nil
Nil
16,088,384
Nil
Nil
Nil
Nil
Nil
Nil
1 Ms Collins was appointed to the Board as a Non-Executive Director, effective 19 August 2021.
11. Share options and rights
At the date of this report, there are no unissued ordinary shares of the parent entity under option.
At the date of this report, there are 26,086,626 outstanding PRs and 71,695,778 SARs under the Equity Incentive Plan
approved by shareholders at the 2019 AGM.
During the financial year no shares were issued as a result of PRs and SARs exercised. At the date of this report, no PRs have
vested and been exercised subsequent to 30 June 2022.
12. Events after financial reporting date
Refer to Note 30 of the Notes to the Financial Statements.
13. Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on
behalf of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking
responsibility on behalf of the Company for all or part of the proceedings.
9 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 41
ANNUAL REPORT 2022
Directors’ Statutory Report
Directors’ Statutory Report
For the year ended 30 June 2022
For the year ended 30 June 2022
14.
Indemnification and insurance of directors and officers
14.1
Indemnification
The parent entity has agreed to indemnify the current Directors and Officers, and past Directors and Officers, of the parent
entity and its subsidiaries, where applicable, against all liabilities (subject to certain limited exclusions) to persons (other
than the parent entity and its subsidiaries) which arise out of the performance of their normal duties as a Director or Officer,
unless the liability relates to conduct involving a lack of good faith. The parent entity has agreed to indemnify the Directors
and Officers against all costs and expenses (other than certain excluded legal costs) incurred in defending an action that
falls within the scope of the indemnity and any resulting payments.
14.2
Insurance premiums
During the financial year, the parent entity has paid insurance premiums in respect of Directors’ and Officers’ liability and
legal insurance contracts for current and former Directors and Officers of the parent entity. The insurance contracts relate
to costs and expenses incurred by the relevant Directors and Officers in defending proceedings, whether civil or criminal
and whatever their outcome and other liabilities that may arise from their position, with exceptions including conduct
involving a wilful breach of duty or improper use of information or position to gain a personal advantage. The insurance
contracts outlined above do not contain details of premiums paid in respect of individual Directors or Officers of the
parent entity.
Indemnification of auditors
15.
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its
audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount) except in
the case where the claim arises because of Ernst & Young's negligent, wrongful or wilful acts or omissions. No payment has
been made to indemnify Ernst & Young during or since the financial year.
16. Auditor’s independence declaration
The auditor’s independence declaration is set out on page 147 and forms part of the Directors’ report for the financial year
ended 30 June 2022.
17. Non-audit services
The amounts paid and payable to the auditor of the Group, Ernst & Young and its related practices for non-audit services
provided during the year was $347,100 (2021: $422,523). A portion of total fees paid to Ernst & Young was in relation to the
acquisition of the Orbost Gas Processing Plant. The directors are satisfied that the provision of non-audit services is
compatible with the general standard of independence for auditors imposed by the Corporations Act 2001. The nature
and scope of each type of non-audit service provided means that auditor independence was not compromised.
18. Rounding
The Group is of a kind referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191
dated 24 March 2016 and in accordance with that Legislative Instrument, amounts in the financial report have been
rounded to the nearest thousand dollars, unless otherwise stated.
This report is made in accordance with a resolution of the Directors.
Mr John C. Conde AO
Chairman
Dated at Adelaide 22 August 2022
Mr David P. Maxwell
Managing Director
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 42
9 7
COOPER ENERGY
Cooper Energy Limited
and its controlled entities
Financial Statements
For the year ended 30 June 2022
A N N U A L R E P O R T 2 0 2 2
Consolidated Statement of Comprehensive Income
Consolidated Statement of Comprehensive Income
For the year ended 30 June 2022
For the year ended 30 June 2022
Revenue from oil and gas sales
Cost of sales
Gross profit
Other income
Other expenses
Finance income
Finance costs
Loss before tax
Income tax benefit
Petroleum resource rent tax expense
Total tax benefit
Notes
2
2
2
2
19
19
3
3
2022
$’000
205,389
(157,628)
47,761
-
(56,857)
468
(14,099)
(22,727)
6,057
6,112
12,169
2021
$’000
131,734
(117,649)
14,085
7,181
(41,225)
542
(14,054)
(33,471)
9,158
(5,724)
3,434
Loss after tax for the period attributable to shareholders
(10,558)
(30,037)
Other comprehensive income/(expenditure)
Items that will not be reclassified subsequently to profit or loss
Fair value movement on equity instruments at fair value through other
comprehensive income
Other comprehensive income/(expenditure) for the period net of tax
20
(332)
(332)
688
688
Total comprehensive loss for the period attributable to shareholders
(10,890)
(29,349)
Basic loss per share
Diluted loss per share
4
4
Cents
(0.6)
(0.6)
Cents
(1.8)
(1.8)
The above Consolidated Statement of Comprehensive Income should be read in conjunction with the accompanying
notes.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 62
9 9
COOPER ENERGY
Consolidated Statement of Financial Position
Consolidated Statement of Financial Position
For the year ended 30 June 2022
As at 30 June 2022
Notes
2022
$’000
2021
$’000
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Prepayments
Inventory
Total Current Assets
Non-Current Assets
Other financial assets
Contract asset
Property, plant and equipment
Intangible assets
Right-of-use assets
Exploration and evaluation assets
Gas and oil assets
Deferred tax asset
Deferred petroleum resource rent tax asset
Total Non-Current Assets
Exploration assets classified as held for sale
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Provisions
Lease liabilities
Interest bearing loans and borrowings
Total Current Liabilities
Non-Current Liabilities
Provisions
Lease liabilities
Interest bearing loans and borrowings
Other financial liabilities
Deferred petroleum resource rent tax liability
Total Non-Current Liabilities
Liabilities directly associated with assets held for sale
Total Liabilities
Net Assets
Equity
Contributed equity
Reserves
Accumulated losses
Total Equity
5
6
7
8
21
2
11
12
17
13
14
3
3
10
9
16
17
18
16
17
18
21
3
10
20
20
247,012
30,467
12,854
841
291,174
484
2,062
59,232
1,360
7,520
164,909
595,347
63,563
12,763
907,240
91,308
32,105
11,893
950
136,256
10,964
-
33,217
2,059
8,625
159,443
570,178
55,993
-
840,479
1,558
1,807
1,199,972
978,542
32,752
29,867
1,251
37,000
100,870
446,754
9,612
121,000
3,285
19,118
599,769
34,374
10,453
1,141
60,000
105,968
356,093
10,863
158,000
3,582
17,083
545,621
908
1,157
701,547
652,746
498,425
325,796
478,261
197,625
(177,461)
498,425
477,675
14,118
(165,997)
325,796
The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.
1 0 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 63
ANNUAL REPORT 2022
Consolidated Statement of Changes in Equity
Consolidated Statement of Changes in Equity
For the year ended 30 June 2022
For the Year ended 30 June 2022
Issued Capital
Reserves
Accumulated
Losses
Total Equity
Notes
$’000
$’000
$’000
$’000
Balance at 1 July 2021
477,675
14,118
(165,997)
325,796
Loss for the period
Other comprehensive expenditure
Total comprehensive loss for the period
Transactions with owners in their capacity
as owners:
Equity issue
Share based payments
Transferred to retained earnings
Transferred to issued capital
Balance as at 30 June 2022
-
-
-
-
-
-
586
-
(10,558)
(10,558)
(332)
(332)
-
(332)
(10,558)
(10,890)
179,508
4,011
906
(586)
-
-
(906)
-
179,508
4,011
-
-
478,261
197,625
(177,461)
498,425
20
20
20
20
Balance at 1 July 2020
475,862
11,180
(135,960)
351,082
Loss for the period
Other comprehensive income
Total comprehensive loss for the period
Transactions with owners in their capacity
as owners:
Share based payments
Transferred to issued capital
Balance as at 30 June 2021
20
20
-
-
-
-
1,813
477,675
-
688
688
(30,037)
(30,037)
-
688
(30,037)
(29,349)
4,063
(1,813)
14,118
-
-
4,063
-
(165,997)
325,796
The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 64
1 0 1
COOPER ENERGY
Consolidated Statement of Cash Flows
Consolidated Statement of Cash Flows
For the year ended 30 June 2022
For the year ended 30 June 2022
Notes
Cash Flows from Operating Activities
Receipts from customers
Payments to suppliers and employees
Payments for restoration
Petroleum resource rent tax paid
Interest received
Interest paid
Net cash from operating activities
5
Cash Flows from Investing Activities
Payments for property, plant and equipment
Payments for intangibles
Payments for exploration and evaluation
Payments for gas and oil assets
Proceeds from sale of equity instruments
Net cash flows used in investing activities
Cash Flows from Financing Activities
Repayment of principal portion of lease liabilities
Proceeds from equity issue
Repayment of borrowings
Net cash flow from financing activities
Net (decrease)/increase in cash held
Net foreign exchange differences
Cash and cash equivalents at 1 July
Cash and cash equivalents at 30 June
2022
$’000
204,205
(130,156)
(6,123)
(925)
419
(9,638)
57,782
(6,119)
(493)
(5,120)
(9,149)
437
2021
$’000
119,075
(84,314)
(5,324)
(11,130)
548
(10,796)
8,059
(17,820)
(1,683)
(5,668)
(9,405)
-
(20,444)
(34,576)
(1,141)
178,000
(60,000)
116,859
154,197
1,507
91,308
247,012
(1,045)
-
(11,438)
(12,483)
(39,000)
(1,275)
131,583
91,308
5
20
5
5
The above Consolidated Statement of Cash Flows should be read in conjunction with the accompanying notes.
1 0 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 65
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Corporate information
The consolidated financial report of Cooper Energy Limited and its controlled entities (“Cooper Energy” or “the Group”) for
the year ended 30 June 2022 was authorised for issue on 22 August 2022 in accordance with a resolution of the Directors.
Cooper Energy Limited is a for profit company limited by shares incorporated and domiciled in Australia whose shares are
publicly traded on the Australian Securities Exchange.
The nature of the operations and principal activities of the Group are described in the Directors’ Statutory Report and Note
1.
Basis of preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements of
the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian
Accounting Standards Board (AASB) and International Financial Reporting Standards (IFRS) as issued by the International
Accounting Standards Board (IASB).
The financial report has also been prepared on a historical cost basis, except for equity instruments measured at fair value
through other comprehensive income and derivative financial instruments measured at fair value through profit and loss.
The financial report is presented in Australian dollars and under the option available to the Group under ASIC Corporations
(Rounding in Financial/Directors’ Reports) Instrument 2016/191, all values are rounded to the nearest thousand dollars
($’000), unless otherwise stated.
Australian dollars is the functional currency of Cooper Energy Limited and all of its subsidiaries. Transactions in foreign
currencies are initially recorded in the functional currency of the transacting entity at the exchange rates ruling at the date
of the transaction. Monetary assets and liabilities denominated in foreign currencies at the reporting date are translated at
the rates of exchange prevailing at that date. Exchange differences in the consolidated financial statements are taken to
the income statement.
Plant acquisition and funding activities
On 20 June 2022 the Company announced the signing of a binding asset sale agreement to acquire the Orbost Gas
Processing Plant (“OGPP”) from APA Orbost Gas Plant Pty Ltd, an entity controlled by APA Group (“APA”). Additionally, the
Company announced the following in relation to funding of the acquisition:
• the acquisition was subject to conditions including a successful equity raising (Note 30);
• the equity raising was fully underwritten to the value of $244.0 million comprising a 2-for-5 accelerated, non-
renounceable entitlement offer to all shareholders and a placement to institutional investors (Note 20 and Note 30);
and
• a new, fully underwritten $400.0 million senior secured revolving corporate reserves based loan facility and a $20.0
million working capital facility to refinance the existing syndicated debt facility and to fund future capital projects for
the Group (Note 30).
At the end of June 2022, funds of $179.5 million (net of $3.5 million after tax costs) were received in relation to the
institutional placement, with shares issued in July and the equity offering completed in July. The contractual completion of
the acquisition of the OGPP occurred on 28 July 2022 and the new debt financing facility was executed on 29 July 2022.
Going concern basis
The consolidated financial statements have been prepared on the basis that the Group is a going concern, which
contemplates continuity of normal operations and the realisation of assets and settlement of liabilities in the ordinary
course of business.
The directors have formed the view that there are reasonable grounds to believe that the Group will continue as a going
concern, having considered the matters set out above in the section titled Plant acquisition and funding activities and the
matters set out in note 30.
Basis of consolidation
The consolidated financial statements are those of the consolidated entity, comprising Cooper Energy Limited (“the
parent entity”) and its controlled entities (“Cooper Energy” or “the Group”).
The financial statements of subsidiaries are prepared for the same reporting period as the parent entity, using consistent
accounting policies. All inter-company balances and transactions, income and expenses and profit and losses arising
from intra-group transactions, have been eliminated in full.
Subsidiaries are consolidated from the date on which the Group gains control of the subsidiary and cease to be
consolidated from the date on which the Group ceases to control the subsidiary.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 66
1 0 3
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Significant accounting judgements, estimates and assumptions
In the process of applying the Group’s accounting policies, management is required to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Judgements, estimates and assumptions which
are material to specific notes of the financial statements are below:
Note 3
Note 14
Note 15
Note 16
Income tax
Gas and oil assets
Impairment
Provisions
Note 17
Note 22
Note 27
Leases
Interests in joint arrangements
Share based payments
Judgements, estimates and assumptions which are material to the overall financial statements are below:
Significant Accounting Judgements, Estimates and Assumptions
Determination of recoverable hydrocarbons
Estimates of recoverable hydrocarbons impact the asset impairment assessment, depreciation and amortisation rates
and decommissioning and restoration provisions.
Estimates of recoverable hydrocarbons are evaluated and reported by qualified petroleum reserves and resources
evaluators in accordance with the ASX Listing Rules and the Group’s Hydrocarbon Guidelines
(www.cooperenergy.com.au/our-company/corporate-governance-and-policies/hydrocarbon-reporting-policy). A
technical understanding of the geological and engineering processes enables the recoverable hydrocarbon estimates to
be determined by using forecasts of production, commodity prices, production costs, exchange rates, tax rates and
discount rates.
Recoverable hydrocarbon estimates may change from time to time if any of the forecast assumptions are revised.
Climate change
In preparing the financial report, management has considered the impact of climate change and current climate-related
legislation.
The focus of the Company’s strategy on conventional gas production, located in south-east Australia close to market, is
conducive to lower emissions intensity gas supply. The Company measures and reports its emissions and emissions
offsets to maintain its’ carbon neutral position as certified by Climate Active, a partnership between the Australian
Government and Australian businesses to drive voluntary climate action, whilst also seeking to reduce its gross emissions.
These results are published annually in the Company’s Sustainability Report and are aligned with the Financial Stability
Board’s Task Force for Climate-Related Financial Disclosures (TCFD) recommendations on climate-related financial
disclosures.
The Company continues to monitor climate-related policy and its impact on the financial report. The current impacts of
climate change include estimates of a range of economic and climate-related scenarios. This includes market supply and
demand profiles, carbon emissions profiles, legal impacts and technological impacts. These are factored into discount
rates, commodity price forecasts, and demand and supply profiles, all of which are impacted by the global demand profile
of the economy as a whole. The estimates and forecasts used by the Company are in accordance with current climate-
related legislation and policy.
The impact of climate change is considered in the significant judgements and key estimates in a number of areas in the
financial report including:
• asset carrying values (exploration and evaluation assets, oil and gas assets) through determination of valuations
considered for impairment – refer note 15;
• restoration obligations, including the timing of such activities – refer note 16; and
• deferred taxes, primarily related to asset carrying values and restoration obligations – refer note 3.
The Group continues to monitor climate-related policy and its impact on the Financial Report.
New accounting standards and interpretations
New standards, interpretations and amendments thereof, adopted by the Group
The Group has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting
Standards Board (the AASB) that are relevant to their operations and effective for the 2022 financial year.
No new accounting standards, amendments and interpretations applicable on 1 July 2021 have had a material impact on
the Group’s financial statements.
1 0 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 67
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Accounting standards and interpretations issued but not yet effective
The accounting standards and interpretations that have recently been issued or amended but are not yet effective and
have not been adopted by the Group for the annual reporting period ending 30 June 2022, are outlined below:
AASB 2021-5
Summary
Amendments to AASs – Deferred Tax related to Assets and
Liabilities arising from a Single Transaction
AASB 112 Income Taxes requires entities to account for income tax
consequences when economic transactions take place, and not
at the time when income tax payments or recoveries are made.
Accounting for such tax consequences means entities need to
consider the differences between tax rules and the accounting
standards.
This amendment requires entities to also recognise deferred tax
for all temporary differences related to leases, decommissioning,
restoration and similar liabilities at the beginning of the earliest
comparative period presented.
Application Date of the Standard
1 January 2023
Impact on Consolidated Financial Statements
The impact of this accounting standard amendment on the Group
is yet to be determined.
Notes to the financial statements
The notes include information which is required to understand the financial statements and is material and relevant to the
operations, financial position and performance of the Group. They include applicable accounting policies applied and
significant judgements, estimates and assumptions made. Specific accounting policies are disclosed in the respective
notes to the financial statements.
The notes are organised into the following sections:
Group performance
Provides additional information regarding financial statement lines that are most relevant to
explaining the Group’s operating performance during the period.
Working capital
Provides additional information regarding financial statement lines that are most relevant to
explaining the assets used to generate the Group’s operating performance during the period.
Capital employed
Funding and risk
management
Provides additional information regarding financial statement lines that are most relevant to
explaining the capital investments made that allows the Group to generate its operating result
during the period and liabilities incurred as a result.
Provides additional information regarding financial statement lines that are most relevant to
explaining the Group’s funding sources. This section also provides information relating to the
Group’s exposure to various financial risks, its impact on the financial position and
performance of the Group and how these risks are managed.
Group structure
Summarises how the group structure affects the financial position and performance of the
Group as a whole.
Other information
Includes other information that is disclosed to comply with relevant accounting standards and
other pronouncements, but is not directly related to the individual line items in the financial
statement.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 68
1 0 5
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Group Performance
1. Segment reporting
Identification of reportable segments and types of activities
The Group identifies its reportable segments to be South-East Australia, Cooper Basin (based on the nature and
geographic location of the assets), and Corporate and Other. This forms the basis of internal group reporting to the
Managing Director who is the chief operating decision maker for the purpose of assessing performance and allocating
resources between each segment. Revenue and expenses are allocated by way of their natural expense and income
category.
Other prospective opportunities are also considered from time to time and, if they are secured, will then be attributed to
the segment where they are located, or a new segment will be established.
The following are reportable segments:
South-East Australia
The South-East Australia segment primarily consists of the operated Sole and Casino Henry producing gas assets and
Athena Gas Plant. Revenue is derived from the sale of gas and condensate to five contracted customers and via spot
sales. The segment also includes exploration and evaluation and care and maintenance activities ongoing in the Otway
and Gippsland Basins.
Cooper Basin
This segment comprises production and sale of crude oil in the Group’s permits within the Cooper Basin, along with
exploration and evaluation of additional oil targets. Revenue is derived from the sale of crude oil to IOR Energy Pty Ltd and
a consortium of buyers made up of Santos Limited (and its subsidiaries), Delhi Petroleum Pty Ltd and Beach Energy
(Operations) Limited.
Corporate and Other
The Corporate segment includes the revenue and costs associated with the running of the business and includes items
which are not directly allocable to the other two segments.
Accounting policies and inter-segment transactions
The accounting policies used by the Group in reporting segments internally is the same as those contained in the financial
statements.
30 June 2022
Revenue from gas and oil sales to external customers
Total revenue
Segment result before interest, tax, depreciation,
amortisation and restoration, exploration and evaluation
expense and impairment
Restoration expense
Exploration and evaluation expense
Depreciation and amortisation
Net finance costs
Profit/(loss) before tax
Income tax benefit
Petroleum resource rent tax expense
Net profit/(loss) after tax
Segment assets
Segment liabilities
Additions of non-current assets
Exploration and evaluation assets
Gas and oil assets
Property, plant and equipment
Intangibles
South-East
Australia
$’000
Cooper
Basin
$’000
Corporate
and Other
$’000
Consolidated
$’000
188,139
188,139
17,250
17,250
205,389
205,389
-
69,179
11,045
(16,048)
64,176
(19,031)
(118)
(48,831)
(13,384)
(12,185)
-
6,112
-
(89)
(2,165)
(137)
8,654
-
-
-
(2)
(3,036)
(110)
(19,196)
6,057
-
(19,031)
(209)
(54,032)
(13,631)
(22,727)
6,057
6,112
(6,073)
8,654
(13,139)
(10,558)
547,431
521,080
23,964
5,996
628,577
174,471
1,199,972
701,547
3,499
73,738
28,302
-
1,927
874
-
-
-
-
4
494
498
5,426
74,612
28,306
494
108,838
Total additions of non-current assets
105,539
2,801
1 0 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 69
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
1. Segment reporting continued
30 June 2021
Revenue from gas and oil sales to external customers
Total revenue
Segment result before interest, tax, depreciation,
amortisation and restoration, exploration and evaluation
expense and impairment
Restoration income
Exploration and evaluation expense
Depreciation and amortisation
Impairment
Net finance costs
Profit/(loss) before tax
Income tax benefit
Petroleum resource rent tax expense
Net profit/(loss) after tax
Segment assets
Segment liabilities
Additions of non-current assets
Exploration and evaluation assets
Gas and oil assets
Property, plant and equipment
Intangibles
Total additions of non-current assets
South-East
Australia
$’000
Cooper
Basin
$’000
Corporate
and Other
$’000
Consolidated
$’000
119,498
119,498
12,236
12,236
-
-
131,734
131,734
32,043
5,331
(20,102)
17,272
7,175
(272)
(38,150)
-
(13,344)
(12,548)
-
(5,724)
(18,272)
782,167
405,776
2,634
(5,997)
17,663
-
14,300
-
(294)
(2,641)
(389)
(115)
1,892
-
-
-
(2,660)
-
(53)
(22,815)
9,158
-
7,175
(566)
(43,451)
(389)
(13,512)
(33,471)
9,158
(5,724)
1,892
(13,657)
(30,037)
15,016
7,159
181,359
239,811
978,542
652,746
493
988
-
-
1,481
-
(3)
157
1,683
1,837
3,127
(5,012)
17,820
1,683
17,618
In 2022, revenue from two customers amounted to $97.6 million; and $38.5 million respectively in the South-East Australia
segment. In 2021, revenue from two customers amounted to $71.1 million, and $21.5 million respectively in the South-East
Australia segment.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 70
1 0 7
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
2. Revenues and expenses
Revenues
Revenue from gas and oil sales
Revenue from contracts with customers
Gas revenue from contracts with customers
Oil revenue from contracts with customers
Total revenue from contracts with customers
Other revenue
Fair value movement on crude oil receivables
Total other revenue
Total revenue from gas and oil sales
Notes
2022
$’000
188,138
15,712
203,850
2021
$’000
119,499
12,141
131,640
1,539
1,539
94
94
205,389
131,734
Contract assets related to contracts with customers
The Group has recognised the following assets related to contracts with customers.
Notes
Opening balance
Contract assets recognised during the year
Closing balance
Other income
Restoration income
Other
Total other income
Expenses
Cost of sales
Production expenses
Royalties
Third-party product purchases
Amortisation of gas and oil assets
Depreciation of property, plant and equipment
Total cost of sales
Other expenses
Selling expense
General administration
Depreciation of property, plant and equipment
Amortisation of intangibles
Depreciation of right-of-use assets
Care and maintenance
Restoration expense
Exploration and evaluation expense
Impairment expense
OGPP reconfiguration and commissioning works
Other (including new ventures)
Total other expenses
15
2022
$’000
-
2,062
2,062
-
-
-
(80,362)
(1,594)
(24,678)
(49,443)
(1,551)
(157,628)
(637)
(14,729)
(740)
(1,193)
(1,105)
(2,808)
(19,031)
(209)
-
(15,084)
(1,321)
(56,857)
2021
$’000
-
-
-
7,175
6
7,181
(62,510)
(976)
(13,373)
(40,790)
-
(117,649)
(678)
(12,669)
(807)
(742)
(1,113)
(2,755)
-
(566)
(389)
(11,215)
(10,291)
(41,225)
1 0 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 71
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
2. Revenues and expenses continued
Employee benefits expense included in general administration
Director and employee benefits
Share based payments
Superannuation expense
Total employee benefits expense (gross)
Accounting Policy
Revenue from contracts with customers
(26,417)
(4,011)
(1,953)
(32,381)
(24,907)
(4,063)
(1,856)
(30,826)
Revenue from contracts with customers is recognised at the point in time when control of the natural gas, liquids or crude
oil is transferred to the customer, at an amount that reflects the consideration to which the Group expects to be entitled in
exchange for those goods. This is generally when the product is transferred to the delivery point specified in the individual
customer contract. The Group’s performance obligations are considered to relate only to the sale of the natural gas,
liquids or crude oil, with each GJ of natural gas or barrel of liquids or crude oil considered to be a separate performance
obligation under the contractual arrangements in place.
The Group has concluded that it is the principal in all of its revenue arrangements since it controls the goods before
transferring them to the customer. Under the terms of the relevant joint operating arrangements the Group is entitled to its
participating share in the natural gas, liquids or crude oil, based on the Group’s entitlement interest. Revenue from
contracts with customers is recognised based on the actual volumes sold to customers.
The Group’s sales of natural gas are predominantly based on contracted prices, while crude oil and liquids transactions are
priced based on crude oil market prices, adjusted for a quality differential.
The crude oil sales contain provisional pricing. Revenue from contracts with customers is recognised based on the
provisional pricing at the date of delivery, with the price estimate based on the forward curve. The difference between the
estimated price and the price ultimately achieved for the sale of the crude oil transaction is recognised as a movement in
the fair value of the receivable in accordance with AASB 9 Financial Instruments. This amount is presented as other revenue
in Note 2 as these movements are not within the scope of AASB 15 Revenue from Contracts with Customers.
Contract assets
A contract asset is recognised for gas contracts that have variable selling prices, which are allocated proportionately to all
the performance obligations over the life of the contract. Contract assets unwind as “revenue from contracts with
customers” with reference to the performance obligation.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 72
1 0 9
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
3.
Income tax
Consolidated Statement of Comprehensive Income
Current income tax
Current year
Deferred income tax
Origination and reversal of temporary differences
Recognition of tax losses
Income tax benefit
Current petroleum resource rent tax
Current year
Deferred petroleum resource rent tax
Origination and reversal of temporary differences
Petroleum resource rent tax expense
2022
$’000
2021
$’000
-
-
(2,309)
8,366
6,057
6,057
(4,616)
(4,616)
10,728
10,728
6,112
-
-
(22,166)
31,324
9,158
9,158
(5,589)
(5,589)
(135)
(135)
(5,724)
Total tax benefit
12,169
3,434
Reconciliation between tax expense and pre-tax net profit
Accounting loss before tax from continuing operations
Income tax using the domestic corporation tax rate of 30% (2021: 30%)
(Increase)/decrease in income tax expense due to:
Non-deductible expenditure
Recognition of royalty related income tax benefits
Other
Income tax benefit
Petroleum resource rent tax expense
Total tax benefit
Tax Consolidation
(22,727)
6,818
(1,241)
(2,487)
2,967
6,057
6,112
12,169
(33,471)
10,041
(2,945)
41
2,021
9,158
(5,724)
3,434
Cooper Energy Limited and its 100% owned Australian resident subsidiaries are consolidated for Australian income tax
purposes with Cooper Energy Limited being the head entity of the tax consolidated group. Members of the Group
entered into a tax sharing arrangement in order to allocate income tax expense to the wholly-owned subsidiaries. In
addition, the agreement provides for the allocation of income tax liabilities between the entities should the head entity
default on its tax payment obligations.
Members of the tax consolidated group have entered into a tax funding agreement. The tax funding agreement requires
members of the tax consolidated group to make contributions to the head company for tax liabilities and deferred tax
balances arising from transactions occurring after the implementation of tax consolidation. Contributions are payable
following the payment of the liabilities by Cooper Energy Limited. The assets and liabilities arising under the tax funding
agreement are recognised as inter-company assets and liabilities with a consequential adjustment to income tax expense
or benefit. In addition, the agreement provides for the allocation of income tax liabilities between the entities should the
head entity default on its tax payment obligations or upon leaving the Group. The current and deferred tax amounts are
measured in a systematic manner that is consistent with the broad principles in AASB 112 Income Taxes.
Unrecognised temporary differences
At 30 June 2022, there are no unrecognised temporary differences associated with the Group’s investments in
subsidiaries, as the Group has no liability for additional taxation should unremitted earnings be remitted (2021: $nil).
1 1 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 73
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
3.
Income tax continued
Franking Tax Credits
At 30 June 2022 the parent entity had franking tax credits of $42.9 million (2021: $42.9 million). The fully franked dividend
equivalent is $142.9 million (2021: $142.9 million).
Petroleum Resource Rent Tax
Cooper Energy Limited has recognised a deferred tax liability for petroleum resource rent tax (“PRRT”) of $19.1 million
(2021: $17.1 million) and a deferred tax asset for PRRT of $12.8 million (2021: $nil).
Income Tax Losses
(a) Revenue Losses
A deferred tax asset has been recognised for the year ended 30 June 2022 of $76.6 million (2021: $66.4 million).
(b) Capital Losses
Cooper Energy has not recognised a deferred tax asset for Australian income tax capital losses of $15.5 million (2021:
$15.5 million) on the basis that it is not probable that the carried forward capital losses will be utilised against future
assessable capital profits.
Deferred income tax from corporate tax
Deferred income tax at 30 June relates to:
Deferred tax liabilities
Trade and other receivables
Gas and oil assets
Exploration and evaluation
Other
Deferred tax assets
Leases
Provisions
Tax losses
Other
Deferred tax benefit
Consolidated Statement of
Financial Position
Consolidated Statement of
Comprehensive Income
2022
$’000
2021
$’000
2022
$’000
2021
$’000
5,994
49,533
21,921
1,977
79,425
3,259
57,760
76,595
5,374
142,988
5,917
45,876
19,116
239
71,148
3,601
50,121
66,390
7,029
127,141
(77)
(3,657)
(2,805)
(1,738)
(8,277)
(342)
7,639
10,205
(1,655)
15,847
7,570
(5,253)
(11,959)
(1,998)
83
(19,127)
(341)
(5,900)
31,324
3,202
28,285
9,158
Deferred tax asset from corporate tax
63,563
55,993
Deferred income tax from PRRT
Deferred income tax at 30 June relates to:
Deferred tax liabilities
Gas and oil assets
Deferred tax liability from PRRT
Deferred tax assets
Gas and oil assets
Deferred asset from PRRT
Total deferred tax from PRRT
19,118
19,118
12,763
12,763
17,083
17,083
-
-
(2,035)
(135)
-
12,763
-
10,728
-
-
-
(135)
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 74
1 1 1
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
3.
Income tax continued
Accounting Policy
Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered
from or paid to the taxation authorities, based on tax rates and tax laws that are enacted or substantively enacted by the
reporting date.
Deferred income tax is recognised on all temporary differences, except for:
• the initial recognition of an asset or liability that affects neither the accounting profit nor taxable profit or loss; or
• the taxable temporary difference is associated with investments in subsidiaries, associates or interests in joint ventures,
and the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets
and unused tax losses, to the extent that it is probable that future taxable profit will be available against which the
deductible temporary differences and the carry-forward of unused tax credits and unused tax losses can be utilised.
The carrying amount of deferred income tax assets is reviewed at each reporting date and reduced to the extent that it is
no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be
utilised. Unrecognised deferred income tax assets are reassessed at each reporting date and are recognised to the
extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.
Deferred income tax assets and liabilities are measured at the tax rates that were expected to apply to the year when the
asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted
by the reporting date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in profit or loss.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to offset current tax
assets against current tax liabilities and the deferred tax asset and liabilities relate to the same taxable entity and the same
taxation authority. Where allowable by initial recognition exemptions, deferred tax assets and deferred tax liabilities that
arise on acquisition are not recognised.
Petroleum Resource Rent Tax (PRRT)
For PRRT purposes, the impact of future augmentation on expenditure is included in the determination of future taxable
profits when assessing the extent to which a deferred tax asset can be recognised in the statement of financial position.
Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
Goods and Services Taxes (GST)
Revenues, expenses and assets are recognised net of the amount of GST. Receivables and payables are stated inclusive
of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the taxation authority
is included as part of receivables or payables in the Consolidated Statement of Financial Position. Commitments and
contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
Cash flows are included in the Cash Flow Statement on a net basis and the net GST component of cash flows arising from
investing and financing activities, which is recoverable from, or payable to, the taxation authority, are classified as
operating cash flows.
Significant Accounting Judgements, Estimates and Assumptions
The Group has a Tax Risk Management Framework which outlines how the direct and indirect tax obligations of Cooper
Energy Limited are met from an operational, governance and tax risk management perspective.
Management judgements are made in relation to the types of arrangements considered to be a tax on income, including
PRRT, in contrast to an operating cost.
Judgement is also made in assessing whether deferred tax assets and certain deferred tax liabilities are recognised on the
Consolidated Statement of Financial Position. Deferred tax assets, including those arising from un-recouped tax losses,
capital losses, and temporary differences arising from the petroleum resource rent tax legislation, are recognised only
where it is considered more probable they will be recovered, which is dependent on the generation of sufficient future
taxable profits. Future taxable profits are estimated by using Board approved internal budgets and forecasts.
Judgements are also required about the application of income tax legislation. These judgements and assumptions are
subject to risk and uncertainty, hence there is a possibility changes in circumstances will alter expectation, which may
impact the amount of deferred tax assets and deferred tax liabilities recognised on the Consolidated Statement of
Financial Position and the amount of other tax losses and temporary differences not yet recognised.
In such circumstances, some or all of the carrying amounts of recognised deferred tax assets and liabilities may require
adjustment, resulting in a corresponding credit or charge to the Consolidated Statement of Comprehensive Income.
1 1 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 75
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
4. Earnings per share
The following reflects the net (loss)/profit and share data used in the calculations of earnings per share:
Net loss after tax attributable to shareholders
Weighted average number of ordinary shares used in calculating basic earnings
per share
Dilutive performance rights and share appreciation rights1
Weighted average number of ordinary shares used in calculating dilutive earnings
per share
Basic loss per share for the period (cents per share)
Diluted loss per share for the period (cents per share)
1 The weighted average number of potentially dilutive shares at 30 June 2022 is 24.3 million (2021: 19.6 million)
2022
$’000
(10,558)
2021
$’000
(30,037)
2022
Thousands
2021
Thousands
1,646,285
1,629,017
-
-
1,646,285
1,629,017
(0.6)
(0.6)
(1.8)
(1.8)
At 30 June 2022 there exist performance rights and share appreciation rights that if vested, would result in the issue of
additional ordinary shares over the next three years. In the current period, these potential ordinary shares are considered
antidilutive as their conversion to ordinary shares would reduce the loss per share. Accordingly, they have been excluded
from the dilutive earnings per share calculation. There have been no other transactions involving ordinary shares or
potential ordinary shares between the reporting date and the date of completion of these financial statements.
Accounting Policy
Basic earnings per share are calculated as net profit attributable to shareholders divided by the weighted average number
of ordinary shares. Diluted earnings per share is calculated as net profit attributable to shareholders adjusted for the after
tax effect of dilutive potential ordinary shares that have been recognised as expenses during the period divided by the
weighted average number of ordinary shares and dilutive potential ordinary shares.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 76
1 1 3
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Working Capital
5. Cash and cash equivalents and term deposits
Current Assets
Cash at bank and in hand
Cash and cash equivalents
Reconciliation of net profit to net cash flows from operating activities
Net loss after tax
Add/(deduct) non-cash items:
Amortisation of gas and oil assets
Depreciation of property, plant and equipment
Amortisation of intangibles
Depreciation of right-of-use assets
Impairment expense
Exploration and evaluation expense
Restoration (income)/expense
Share based payments
Finance costs
Foreign exchange (gain)/loss
Other non-cash movements
Net cash from operating activities before changes in assets or liabilities
Add/(deduct) changes in operating assets or liabilities:
Increase in trade and other receivables
Decrease/(increase) in inventories
Increase in prepayments
Increase in deferred taxes
Increase in trade and other payables
Decrease in provisions
Net cash from operating activities
Reconciliation of liabilities arising from financing activities
2022
$’000
247,012
247,012
2022
$’000
(10,558)
2021
$’000
91,308
91,308
2021
$’000
(30,037)
49,443
40,790
2,291
1,193
1,105
-
209
19,031
4,011
4,461
(1,527)
22
69,681
(721)
109
(5,255)
(16,785)
13,545
(2,792)
57,782
807
742
1,113
389
566
(7,175)
4,063
3,255
1,275
756
16,544
(12,108)
(128)
(5,787)
(9,022)
26,475
(7,915)
8,059
Balance at beginning of period
Financing cash flows1
Balance at end of period
2022
$’000
218,000
(60,000)
158,000
Borrowings
2021
$’000
229,438
(11,438)
218,000
Lease Liabilities
2021
$’000
13,049
(1,045)
12,004
2022
$’000
12,004
(1,141)
10,863
1 Financing cash flows consist of the net amount of proceeds from borrowings and repayment of lease liabilities in the statement of cash flows.
Accounting Policy
Cash and cash equivalents in the Consolidated Statement of Financial Position comprise cash at bank and short-term
deposits for periods of up to three months or subject to insignificant changes in value. For the purposes of the Statement
of Cash Flows, cash and cash equivalents includes cash and term deposits as defined above, net of outstanding bank
overdrafts.
Cash held in escrow with associated restrictions, whereby the Group cannot use that cash for operational purposes as it
deems appropriate, is not included in cash and cash equivalents.
1 1 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 77
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
6. Trade and other receivables
Current Assets
Trade receivables
Accrued revenue
Interest receivable
2022
$’000
10,486
19,901
80
30,467
2021
$’000
12,380
19,694
31
32,105
Expected credit losses in respect of trade and other receivables is set out in Note 21.
Accounting Policy
Trade receivables are non-interest bearing and generally have 30 to 90 day terms. Trade receivables are initially
recognised at the transaction price as defined by AASB 15 Revenue from Contracts with Customers and subsequently
carried at amortised cost less any allowances for expected credit loss. An allowance for expected credit loss is
recognised using the simplified approach which permits the use of the lifetime expected loss provision for all trade
receivables. Bad debts are written off when identified.
7. Prepayments
Insurance
Prepaid cash calls to joint arrangements
Prepaid plant acquisition and debt refinancing costs (note 30)1
Other prepayments
2022
$’000
3,463
1,975
6,469
947
12,854
2021
$’000
3,396
8,265
-
232
11,893
1 Relates to transaction costs incurred to date associated with the acquisition of the OGPP which will be capitalised to property, plant and equipment
on completion and costs associated with the new corporate reserves based loan facility, which will be included in the initial measurement of the
resulting financial liability on completion.
8.
Inventory
Spares and parts
2022
$’000
841
2021
$’000
950
All inventory items are carried at cost in the current and previous financial years.
Accounting Policy
Inventories are carried at the lower of their cost or net realisable value. Inventories held by the Group are in respect of
spares and parts involved in drilling operations. Items held as insurance or capital spares are treated as part of property,
plant and equipment.
9. Trade and other payables
Trade payables
Accruals (capital and operating expenditure)
Accounting Policy
2022
$’000
10,506
22,246
32,752
2021
$’000
14,092
20,282
34,374
Trade payables are non-interest bearing and carried at amortised cost. The amounts represent liabilities for goods and
services provided during the financial year, but not yet settled at the balance sheet date. Accruals represent unbilled
goods or services.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 78
1 1 5
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
10. Exploration assets held for sale
A sale and purchase agreement for the sale to Bass Oil of the Company’s interests in several of its Cooper Basin
exploration and production licenses (PEL 93, PPL 207, PRL 237, PEL 100 and PEL 110) was announced on 12 July 2021 for a
total consideration of $0.7 million. This transaction completed on 2 August 2022, refer to Note 30. The assets and
associated liabilities are classified as held for sale and presented in separate lines in the Consolidated Statement of
Financial Position. The assets are included within the Cooper Basin segment, refer to Note 1. The net assets relating to the
above licenses have been written down to their Level 3 fair value less cost to sell, refer to Note 21.
Exploration assets held for sale
Total assets held for sale
Restoration provisions associated with assets held for sale
Total liabilities directly associated with assets held for sale
Net assets held for sale
Capital Employed
11. Property, plant and equipment
2022
$’000
1,558
1,558
(908)
(908)
650
Production assets
2021
$’000
2022
$’000
Corporate assets
2021
2022
$’000
$’000
2022
$’000
Reconciliation of carrying amounts at beginning
and end of period:
Carrying amount at beginning of period
Additions
Restoration
Depreciation
29,177
6,115
22,187
(1,551)
11,676
17,663
(162)
-
Carrying amount at end of period
55,928
29,177
4,040
4,690
33,217
4
-
(740)
3,304
157
-
(807)
6,119
22,187
(2,291)
4,040
59,232
33,217
2021
$’000
1,807
1,807
(1,157)
(1,157)
650
Total
2021
$’000
16,366
17,820
(162)
(807)
Cost
61,306
33,004
7,717
7,713
69,023
40,717
Accumulated depreciation
(5,378)
(3,827)
(4,413)
(3,673)
(9,791)
(7,500)
Carrying amount at end of period
55,928
29,177
3,304
4,040
59,232
33,217
Accounting Policy
Property, plant and equipment comprises office and IT equipment, leasehold improvements and the Athena Gas Plant,
and are stated at historical cost less accumulated depreciation and any accumulated impairment losses (refer to Note 15
for impairment policy). Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be
measured reliably. Repairs and maintenance are recognised in the Consolidated Statement of Comprehensive Income as
incurred.
Depreciation on property plant and equipment is calculated at between 7.5% and 37.5% per annum using the diminishing
value method over the respective asset’s estimated useful live. The assets’ residual values and useful lives are reviewed,
and adjusted if appropriate, at each reporting date.
An item of property, plant and equipment is derecognised upon disposal or when no further future economic benefits are
expected from its use. Any gains or losses arising on derecognition of the asset (calculated as the difference between the
net disposal proceeds and the net carrying amount of the asset) is included in the Consolidated Statement of
Comprehensive Income.
1 1 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 79
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
12. Intangible assets
Reconciliation of carrying amounts at beginning and end of period:
Carrying amount at beginning of period
Additions
Disposals/written off
Amortisation
Carrying amount at end of period
Cost
Accumulated amortisation
Carrying amount at end of period
Accounting Policy
2022
$’000
2,059
494
-
(1,193)
1,360
3,302
(1,942)
1,360
2021
$’000
1,878
1,683
(760)
(742)
2,059
2,808
(749)
2,059
Intangible assets comprise software and are stated at historical cost less accumulated amortisation and any accumulated
impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items.
Intangible assets are determined to have a finite useful life and are amortised over their useful lives and tested for
impairment whenever there is an indicator of impairment. Amortisation on intangibles is calculated at 20% per annum
using the straight line method. The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at
each reporting date.
13. Exploration and evaluation assets
Reconciliation of carrying amounts at beginning and end of period
Carrying amount at beginning of period
Additions1
Exploration and evaluation expense
Impairment
Exploration expenditure classified as held for sale
Carrying amount at end of period2
Notes
2022
$’000
2021
$’000
15
159,443
159,078
5,426
(209)
-
249
164,909
3,127
(566)
(389)
(1,807)
159,443
1Additions in 2022 relate to drilling two oil exploration wells in the Cooper Basin and completion of a 3D seismic survey in the Onshore Otway.
2 Recoverability is dependent on the successful development and commercial exploration or sale of the respective areas of interest.
Accounting Policy
Exploration and evaluation expenditure include costs incurred in the search for hydrocarbon resources and determining
the commercial viability in each identifiable area of interest. Exploration and evaluation expenditure is accounted for in
accordance with the successful efforts method and is capitalised to the extent that:
a. the rights to tenure of the areas of interest are current and the Group controls the area of interest in which the
expenditure has been incurred; and
i) such costs are expected to be recouped through successful development and exploration of the area of interest, or
alternatively by its sale; or
ii) exploration and evaluation activities in the area of interest have not at the reporting date:
b. reached a stage which permits a reasonable assessment of the existence or otherwise of economically recoverable
reserves; and
c. active and significant operations in, or in relation to, the area of interest are continuing.
An area of interest refers to an individual geological area where the potential presence of a natural gas or an oil field is
considered favourable or has been proven to exist, and in most cases, comprises an individual prospective gas or oil field.
Exploration and evaluation expenditure which does not satisfy these criteria is written off. Specifically, costs carried
forward in respect of an area of interest that is abandoned or costs relating directly to the drilling of an unsuccessful well
are written off in the year in which the decision to abandon is made or the results of drilling are concluded. The success or
otherwise of a well is determined by reference to the drilling objectives for that well. For successful wells, the well costs
remain capitalised on the Consolidated Statement of Financial Position as long as sufficient progress in assessing the
reserves and the economic and operating viability of the project is being made. Any appraisal costs relating to
determining commercial feasibility are also capitalised as exploration and evaluation assets. A regular review is
undertaken of each area of interest to determine the appropriateness of continuing to carry forward costs in relation to
that area of interest.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 80
1 1 7
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
13. Exploration and evaluation assets continued
Where facts and circumstances suggest that the carrying amount exceeds the recoverable amount, or where one of the
specific factors set out in i-iii above are no longer met, the Group will test for impairment in accordance with the
impairment policy stated in Note 15.
Where an ownership interest in an exploration and evaluation asset is exchanged for another, the transaction is recognised
by reference to the carrying value of the original interest. Any cash consideration paid, including transaction costs, is
accounted for as an acquisition of exploration and evaluation assets. Any cash consideration received, net of transaction
costs, is treated as a recoupment of costs previously capitalised with any excess accounted for as a gain on disposal of
non-current assets. Where a discovered gas or oil field enters the development phase, the accumulated exploration and
evaluation expenditure is tested for impairment and then transferred to gas and oil assets.
14. Gas and oil assets
Reconciliation of carrying amounts at beginning and end of period:
Notes
Carrying amount at beginning of period
Additions1
Amortisation
Carrying amount at end of period
Cost
Accumulated amortisation & impairment
Carrying amount at end of period
2022
$’000
570,178
74,612
(49,443)
595,347
834,134
(238,787)
595,347
2021
$’000
615,980
(5,012)
(40,790)
570,178
759,522
(189,344)
570,178
1 Updates to restoration provisions have resulted in $66.7 million additions to gas and oil assets. Refer to Note 16 for more information.
Accounting Policy
Gas and oil assets are carried at cost including construction, installation of infrastructure such as roads, pipelines or
umbilicals and the cost of development of wells. Any restoration assets arising as a result of recognition of a restoration
provision are also included in the carrying amount of oil and gas assets.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be
measured reliably. All other repairs and maintenance are charged to the Consolidated Statement of Comprehensive
Income as incurred.
Gas and oil assets are amortised on a units-of-production basis, using the latest approved estimate of proved and
probable (2P) reserves and future development cost estimates. Amortisation is charged only once production has
commenced. No amortisation is charged on areas under development where production has not commenced. Gas and
oil assets are subject to impairment testing, refer to Note 15.
Significant Accounting Judgements, Estimates and Assumptions
Estimation of gas and oil asset expenditure
Capitalised gas and oil assets for the construction of major projects or ongoing well construction activities include
accruals in relation to the value of work done. These remain estimates until the contractual arrangement is finalised,
including any rebates, credits and variations as part of the standard contractual process.
Amortisation of gas and oil assets
The amortisation of gas and oil assets are impacted by management’s estimates of reserves and future development
costs. Refer to the significant accounting judgements, estimates and assumptions section on page 104 in relation to
reserves. Future development cost estimates are costs necessary to develop an assets’ undeveloped 2P reserves. These
costs are subject to changes in technology, regulation and other external factors.
Significant accounting judgements, estimates and assumptions are also made in relation to the impairment of gas and oil
assets and recognition of restoration assets, refer to Note 15 and Note 16 respectively.
1 1 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 81
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
15. Impairment
Exploration and evaluation assets
2022
$’000
-
-
2021
$’000
389
389
During the year, the Group’s gas and oil assets were assessed for impairment indicators in accordance with AASB 136
Impairment of Assets. There were no impairment indicators present, therefore no impairment was recognised on gas and
oil assets.
In the previous financial year, the impairment losses recognised relate to the Group’s exploration licenses held for sale
being written down to their fair value less costs to sell; see also Note 10.
Accounting Policy
The carrying values of non-current assets, including, property, plant and equipment, capitalised exploration and evaluation
assets and gas and oil assets are assessed for indicators of impairment every six months. Where indicators of impairment
are present, an impairment test is performed.
An impairment loss is recognised for the amount by which the asset or cash generating unit’s (“CGU”) carrying amount
exceeds its recoverable amount. The recoverable amount of a non-current asset or CGU is the higher of value in use (“VIU”)
and fair value less costs of disposal (“FVLCD”). For the purposes of assessing impairment, assets are grouped at the
lowest levels for which there are separately identifiable cash flows (CGUs). In assessing VIU, the estimated future cash
flows are discounted to their present value using a pre-tax rate that reflects the risks specific to the asset. The estimated
future cash flows for the VIU calculation are based on estimates, the most significant of which are hydrocarbon reserves
and resources, future production profiles, commodity prices, operating costs including third-party gas purchases, and
any future development costs necessary to produce the reserves and resources. Where the recoverable amount is based
on the FVLCD, a discounted cash flow model is also used and the inputs are consistent with level 3 on the fair value
hierarchy. Under a FVLCD calculation, future cash flows are based on estimates of hydrocarbon reserves in addition to the
other relevant factors such as value attributable to additional resource and exploration opportunities beyond reserves
based on production plans. The estimated future cash flows are discounted to their present value using a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the asset that would be taken into
account by an independent market participant.
Significant Accounting Judgements, Estimates and Assumptions
Impairment of exploration and evaluation assets
The future recoverability of capitalised exploration and evaluation expenditure is dependent on a number of factors,
including whether the Group decides to exploit the related lease itself or, if not, whether it successfully recovers the
related exploration and evaluation asset through sale.
Management is required to make certain estimates and assumptions in applying this policy. Factors which could impact
the future recoverability include the level of gas and oil resources, future technological changes which could impact the
cost of extraction, future legal changes (including changes to environmental restoration obligations) and changes to
commodity prices. These estimates and assumptions may change as new information becomes available. To the extent
that capitalised exploration and evaluation expenditure is determined not to be recoverable in the future, this will reduce
profits and net assets in the period in which this determination is made.
In addition, exploration and evaluation expenditure is capitalised if activities in the area of interest have not yet reached a
stage which permits a reasonable assessment of the existence or otherwise of economically recoverable gas and oil
reserves or resources. To the extent that it is determined in the future that this capitalised expenditure should be written
off, this will reduce profits and net assets in the period in which this determination is made.
Impairment of gas and oil assets
The Group reviews the carrying amount of gas and oil assets at each reporting date, starting with analysis of any indicators
of impairment and, where relevant, may prepare trigger test modelling for certain CGUs to determine if any indicators of
impairment are present. Where indicators of impairment are present, the Group will test whether the CGU’s recoverable
amount exceeds its carrying amount with reference to formal impairment models where discounted cash flow models are
used to assess the recoverable amount.
Relevant items of working capital and property, plant and equipment are allocated to CGUs when testing for impairment.
The estimated expected cash flows used in the discounted cash flow model are based on management’s best estimate of
the future production of reserves and sales volumes, commodity prices, foreign exchange rates, development
expenditure in order to access the reserves, and operating expenditure. Estimates of future commodity prices are based
on the Group’s best estimate of future market prices with reference to external market analysts’ forecasts, current spot
prices and forward curves. Future commodity prices are reviewed at least annually. Where volumes are contracted, future
prices are based on the contracted price.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 82
1 1 9
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
16. Provisions
Current Liabilities
Employee benefits
Restoration provisions
Non-Current Liabilities
Employee benefits
Restoration provisions
Movement in carrying amount of the current restoration provision:
Carrying amount at beginning of period
Restoration expenditure incurred
Transferred from/(to) non-current provisions
Carrying amount at end of period
Movement in carrying amount of the non-current restoration provision:
Carrying amount at beginning of period
Changes in provisions1
Transferred (to)/from current provisions
Increase through accretion
Restoration expenditure classified as held for sale
Carrying amount at end of period
2022
$’000
2,910
26,957
29,867
395
446,359
446,754
2022
$’000
7,994
(3,095)
22,058
26,957
355,652
108,083
(22,058)
4,433
249
2021
$’000
2,459
7,994
10,453
441
355,652
356,093
2021
$’000
17,899
(8,445)
(1,460)
7,994
374,304
(22,198)
1,460
3,243
(1,157)
446,359
355,652
1 Changes in provisions arise from a combination of changes to estimates of the cost to undertake restoration activities, changes to the estimated
time periods during which restoration activity is forecast to occur, changes to assumed future rates of inflation to forecast future expected cost and
changes to assumed discount rates to discount future expected costs to derive the present value included here within the restoration provision.
Changes to estimates of the cost to undertake restoration activities arise from changes to the assumed scope of activity based on current planning
for abandonment and remediation work, changes in the regulatory requirements and also arise from the current cost environment which, in some
cases, have led to an increase to service costs.
The abandonment and remediation work on BMG is planned for FY2023, subject to rig availability and regulatory
approvals.
The discount rate used in the calculation of the provisions as at 30 June 2022 ranged from 2.38% to 3.87% (2021: 0.05% to
2.25%) reflecting a risk-free rate that aligns to the timing of restoration obligations. The movement in the risk-free rate
reflects the change in Australian government bond rates since the last assessment. Inflation rate assumptions applied in
the calculation of the provision as at 30 June 2022 ranged from 2.0% to 4.5% (2021: 2.0%).
Accounting Policy
Provisions are recognised when the Group has a legal or constructive obligation, as a result of past transactions or
other past events, and it is probable that a future sacrifice of economic benefits will be required and that a reliable
estimate can be made of the amount of the obligation.
Employee benefits
Liabilities for wages and salaries, including non-monetary benefits and annual leave are recognised in respect of
employees’ services up to the reporting date and are measured at the amount expected to be paid when the liabilities are
settled. Expenses for non-accumulating sick leave are recognised when the leave is taken and are measured at the rates
paid or payable.
The provision for long service leave is recognised and measured as the present value of expected future payments to be
made in respect of services provided by employees up to the reporting date using the projected unit credit method.
Consideration is given to expected future wage and salary levels, years of experience of departed employees, and
periods of service. Expected future payments are discounted using market yields at the reporting date based on high
quality corporate bonds with terms of maturity and currencies that match, as closely as possible, the estimated future
cash outflows. Employees’ accumulated long service leave is ascribed to individual employees at the rates payable as and
when they become entitled to long service leave.
1 2 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 83
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
16. Provisions continued
A provision for bonus is recognised and measured based upon the current wage and salary level and forms part of the
employee short term incentive plan. The basis for the bonus relating to Key Management Personnel is set out in the
Remuneration Report.
Restoration
The Group records a restoration provision for the present value of its share of the estimated cost to restore its sites. The
nature of restoration activities includes the obligations relating to the reclamation, waste site closure, plant closure,
production facility removal and other costs associated with the restoration of the site. Risks associated with climate change
are factored into forecast timing of restoration activities and will continue to be monitored.
A restoration provision is recognised upon commencement of construction and then reviewed every six months at each
reporting date. When the liability is recorded, the carrying amount of the production or exploration asset is increased by
the same amount and is depreciated over the remaining producing life of the asset. The movement is recorded as a
restoration expense when there is no asset recorded. Over time, the liability is increased for the change in the present
value based on a risk-free discount rate and the discount unwind is recorded as an accretion charge within finance costs.
Any changes in the estimate of the provision for restoration arising from changes in the gross cost estimate or changes in
the discount rate of the restoration provision are recorded by adjusting the provision and the carrying amount of the
production or exploration asset, to the extent that it is appropriate to recognise an asset under accounting standards, and
then depreciated over the remaining producing life of the asset. Where it is not appropriate to recognise an asset,
changes will go through profit or loss. Any change in assumptions is applied prospectively. These estimated costs are
based on current technology available, State, Federal and International legislation and or industry practice.
Significant Accounting Judgements, Estimates and Assumptions
Provisions for restoration costs
Decommissioning and restoration costs are a normal consequence of gas and oil extraction and the majority of this
expenditure is incurred at the end of a field’s life, many years in the future. In determining an appropriate level of provision,
assumptions are made as to the expected future costs to be incurred, the timing of these expected future costs (largely
dependent on the life of the field), and the estimated future level of inflation.
The ultimate cost of decommissioning and restoration is uncertain and these costs can vary in response to many factors.
These factors include the extent of restoration required due to changes to the relevant legal or regulatory requirements,
the emergence of new restoration techniques or experience at other fields, and prevailing service costs. The expected
timing of expenditure can also change, for example in response to changes in gas and oil reserves or to production rates.
Provisions for restoration costs are based on the Company’s best estimates based on the information available at the
time. Changes to any of the estimates could result in significant changes to the amount of the provision recognised, which
would in turn impact future financial results.
The Group’s restoration provision includes the following costs:
• for onshore projects, provision has been made for the demolition and removal of all onshore production facilities,
removal of contaminated soil and revegetation of the affected area. Other plant and equipment restoration may
include estimates for compensating landowners and the acquisition of land in line with the requirements of the relevant
regulatory authority;
• for offshore assets, provision has been made for the removal of subsea trees and manifolds and removal of flowlines
and umbilicals to a certain distance from shore and at a certain depth of water. This includes an assumption that all
offshore materials that are constructed using plastics are to be fully removed; and
• offshore pipelines that are constructed from steel and concrete are assumed to remain in-situ, where it can be
demonstrated that this will result in a net environmental benefit compared to full removal and where regulatory approval
is anticipated to be obtained. Offshore pipelines that are constructed from steel and concrete have previously been
accepted by the Australian regulator to be decommissioned in-situ where it has been demonstrated that this will result
in a net environmental benefit compared to full removal.
The Group estimates the future abandonment and restoration costs at different phases in an asset’s lifecycle, which in
many instances occurs many years into the future. The provisions reflect the Group’s best estimate based on current
knowledge and information, however further planning and technical analysis of the restoration activities for individual
assets will be performed near the end of field life and/or when detailed decommissioning plans are required to be
submitted to the relevant regulatory authorities. Actual abandonment and restoration costs can materially differ from the
current estimate as a result of changes in regulations and their application, service costs, site conditions, timing of
restoration and changes in removal technology. These uncertainties may result in abandonment and restoration costs
differing from amounts included in the provision recognised as at 30 June 2022.
In the event that the removal of all pipelines was required, the Group estimates the additional cost would lead to an
increase to the provision of approximately $60.0 – 100.0 million. The Group’s provision in respect of the Sole Gas Project
is based on estimated cessation of production of the fields and timing of abandonment activities is linked to NOPSEMA’s
restoration guidance. It is intended that existing infrastructure at Sole will be utilised in a future Manta development. This
would therefore extend the timing of these abandonment activities.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 84
1 2 1
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
17. Leases
The Group as a lessee
The Group has lease contracts for properties with lease terms of between 1-11 years and fixed monthly payments. The
Group also has certain leases with lease terms of 12 months or less and low value leases.
Right-of-use assets
Reconciliation of carrying amounts at beginning and end of period:
Carrying amount at beginning of period
Depreciation
Carrying amount at end of period
Cost
Accumulated depreciation
Carrying amount at end of period
Lease liabilities
Reconciliation of carrying amounts at beginning and end of period:
Carrying amount at beginning of period
Accretion of interest
Payments
Carrying amount at end of period
Current
Non-Current
2022
$’000
8,625
(1,105)
7,520
10,858
(3,338)
7,520
2022
$’000
12,004
546
(1,687)
10,863
1,251
9,612
2021
$’000
9,738
(1,113)
8,625
10,858
(2,233)
8,625
2021
$’000
13,049
598
(1,643)
12,004
1,141
10,863
Short-term and low-value lease asset exemptions
For the year ending 30 June 2022, the following expense has been recognised in the Statement of Comprehensive Income
for lease arrangements that have been classified as short-term leases or low-value assets
Short-term leases
Leases for low-value assets
Total expense recognised
2022
$’000
-
91
91
2021
$’000
100
167
267
The Group had total cash outflows for leases of $1.7 million in 2022, inclusive of leases for short-term leases and low-value
assets. The future cash outflows relating to leases that have not yet commenced are disclosed in Note 25.
1 2 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 85
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
17. Leases continued
Accounting Policy
The Group recognises right-of-use assets and corresponding lease liabilities at the commencement date of the lease (the
date the underlying asset is available for use). Right-of-use assets are initially measured at a value equal to the respective
lease liability, adjusted for any initial direct costs incurred, and lease payments made at or before the commencement
date, less any lease incentives received. Subsequently, right-of-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. Property right-of-use assets
are depreciated on a straight-line basis over the shorter of estimated useful life and the respective lease term. Right-of-
use assets are also allocated to CGUs when testing for impairment (refer to Note 15). Lease liabilities are excluded from
the carrying amount of a CGU.
At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease
payments to be made over the lease term. In calculating the present value of lease payments, the Group uses the
incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily
determinable. Subsequent to initial measurement, the amount of lease liabilities is increased to reflect the accretion of
interest and reduced for the lease payments made. The carrying amount of lease liabilities is remeasured if there is a
modification, a change in the lease term, a change in the fixed lease payments or a change in the assessment to purchase
the underlying asset.
The Group applies the short-term lease recognition exemption to its short-term leases (those leases that have a lease term
of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-
value assets recognition exemption to leases of office equipment that are considered of low value (below $10,000).
Lease payments on short-term leases and leases of low-value assets are recognised as an expense on a straight-line basis
over the lease term.
Significant Accounting Judgements, Estimates and Assumptions
Lease term of contracts with renewal options
The Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an
option to extend the lease, if the option is reasonably certain to be exercised. The Group has the option, under some of its
leases, to lease the assets for additional terms of three to five years. The Group applies judgement in evaluating whether it
is reasonably certain to exercise the option to renew. The Group continues to reassess the lease over its term to determine
if there is a significant event or change in circumstances that would impact the renewal decision. The Group has included
the renewal period as part of the lease term for its property leases.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 86
1 2 3
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Funding and Risk Management
18. Interest bearing loans and borrowings
Current bank debt
Non-current bank debt
2022
$’000
37,000
121,000
2021
$’000
60,000
158,000
In August 2017, Cooper Energy negotiated a senior secured $250.0 million reserves based lending facility, principally to
fund the Sole Gas Project, and a senior secured $15.0 million working capital facility. Cooper Energy was in compliance
with all covenants at 30 June 2022. A summary of the Group’s secured facilities is included below.
Facility
Currency
Limit1
Utilised amount
Effective interest rate
Maturity2
Facility
Currency
Limit
Utilised amount3
Accounting balance
Effective interest rate
Maturity
Reserves based senior secured lending facility
Australian dollars
$158.0 million (2021: $218.0 million)
$158.0 million (2021: $218.0 million)
4.39% floating
2021 – 2024
Working capital facility
Australian dollars
$15.0 million (2021: $15.0 million)
$7.1 million (2021: $8.8 million)
Nil (2021: Nil)
Nil
28 September 2022
1 As at 30 June 2022, $158.0 million of the facility limit of $250.0 million remains available.
2 Repayment profile based on the existing facility repayment schedule.
3 As at 30 June 2022, there have been no cash draw downs. $7.1 million has been utilised by way of bank guarantees.
The debt facility was refinanced on 11 August 2022 following execution of the new facility on 29 July 2022.
Accounting Policy
Borrowings are recognised initially at fair value net of directly attributable transaction costs. Subsequent to initial
recognition, borrowings are stated at amortised cost, with any difference between cost and redemption value being
recognised in profit or loss over the period of the borrowings on an effective interest basis. Transaction costs are
capitalised initially and included in the effective interest rate calculation and unwound over the expected term of the
facility.
Borrowings are classified as current liabilities unless the Group has a right to defer the settlement of the liability for at least
12 months after the end of the reporting period. Interest expense is recognised as interest accrues using the effective
interest rate and if not paid at balance date, is reflected in the balance sheet as a payable.
19. Net finance costs
Finance Income
Interest income
Finance Costs
Accretion of restoration provision
Accretion of success fee liability
Finance costs associated with lease liabilities
Interest expense
Total finance costs
Net finance costs
Accounting Policy
2022
$’000
2021
$’000
468
542
(4,433)
(28)
(546)
(9,092)
(14,099)
(13,631)
(3,243)
(12)
(598)
(10,201)
(14,054)
(13,512)
Interest earned is recognised in the Consolidated Statement of Comprehensive Income as finance income and is
recognised as interest accrues using the effective interest rate. This is the rate that exactly discounts estimated future
cash receipts through the expected life of the financial instrument to the net carrying amount of the financial asset.
Interest expense is capitalised to the cost of a qualifying asset during the development phase.
1 2 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 87
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
20. Contributed equity and reserves
For the purpose of the Group’s capital management, capital includes issued capital and all other equity reserves
attributable to the equity holders of the parent entity. The primary objective of the Group’s capital management strategy
is to maintain an appropriate capital profile to support its business activities and to maximise shareholder value. At 30 June
2022, the Group has utilised $158.0 million of its reserves based lending facility. The Group manages its capital structure
and makes adjustments in light of economic conditions and the requirements of the financial covenants. To maintain or
adjust the capital structure, the Group may adjust its dividend policy, return capital to shareholders, issue new shares or
draw on debt. No changes were made in the objectives, policies or processes during the current and prior period.
Share capital
Ordinary shares issued and fully paid
Movement in ordinary shares on issue
At 1 July
Issuance of shares for performance
rights and share appreciation rights
At 30 June
Accounting Policy
2022
$’000
478,261
Thousands
2022
$’000
Thousands
2021
$’000
477,675
2021
$’000
1,631,026
477,675
1,626,647
475,862
1,708
586
4,379
1,813
1,632,734
478,261
1,631,026
477,675
Issued and paid up capital is recognised as the fair value of the consideration received by the Group. The shares issued do
not have a par value and there is no limit on the authorised share capital of the Group. Fully paid ordinary shares carry one
vote per share, which entitles the holder to participate in the proceeds on winding up of the Company in proportion to the
number of, and amounts paid on, the shares held.
Any transaction costs arising on the issue of ordinary shares that would not have been incurred had ordinary shares not
been issued, are recognised directly in equity as a reduction of the share proceeds received.
Reserves
Consolidated
At 30 June 2020
Other comprehensive income/
(expenditure)
Transferred to issued capital
Share-based payments
At 30 June 2021
Other comprehensive income/
(expenditure)
Equity issue1
Transferred to retained earnings
Transferred to issued capital
Share-based payments
Share
capital
reserve
$’000
Consol.
Reserve
$’000
Share
based
payment
reserve
$’000
Option
premium
reserve
$’000
Equity
instrument
reserve
$’000
Total
$’000
-
-
-
-
-
-
179,508
-
-
-
(541)
12,830
25
(1,134)
11,180
-
-
-
-
(1,813)
4,063
(541)
15,080
-
-
-
-
-
-
-
-
(586)
4,011
-
-
-
25
-
-
-
-
-
688
-
-
(446)
(332)
-
906
-
-
688
(1,813)
4,063
14,118
(332)
179,508
906
(586)
4,011
At 30 June 2022
179,508
(541)
18,505
25
128
197,625
1At the end of June, the group raised $179.5 million (net of $3.5 million after tax costs) through an institutional placement, being one component of a
broader equity raising program which included a retail offering which completed in July. The institutional placement resulted in 747.1 million of shares
issued on 1 July 2022. Further information on this is included within Note 1 and Note 30.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 88
1 2 5
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
20. Contributed equity and reserves continued
Nature and purpose of reserves
Consolidation reserve
This reserve comprises the premium paid on acquisition of minority shareholdings in a controlled entity.
Share based payment reserve
This reserve is used to record the value of equity benefits provided to employees, contractors and executive directors as
part of their remuneration.
Option premium reserve
This reserve is used to accumulate amounts received from the issue of options. The reserve can be used to pay dividends
or issue bonus shares.
Share capital reserve
This reserve is used to record receipts from equity issue where the shares have not been formally issued. This will be
reclassified to share capital upon formal share issue.
Equity instruments reserve
This reserve is used to capture the fair value movement in the value of equity instruments designated at fair value through
Other Comprehensive Income. Items in this reserve are never recycled through profit or loss.
1 2 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 89
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
21. Financial risk management
The Group’s principal financial instruments comprise cash and short-term deposits (Note 5), receivables (Note 6),
payables (Note 9), borrowings (Note 18) and other financial assets and liabilities as disclosed in the below table.
Other financial assets – Non-Current
Equity instruments1
Escrow proceeds receivable
2022
$’000
483
1
484
1 The equity instruments consist of one investment. The Group has not received dividends during the financial year.
Other financial liabilities – Non-Current
Success fee financial liability
Movement in carrying amount of the success fee financial liability:
Carrying amount at 1 July
Accretion of success fee liability
Fair value adjustment
Carrying amount at 30 June
Fair value hierarchy
3,285
3,285
3,582
28
(325)
3,285
2021
$’000
1,252
9,712
10,964
3,582
3,582
3,642
12
(72)
3,582
Fair value is the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly
transaction between market participants at the measurement date. All financial instruments for which fair value is
recognised or disclosed are categorised within the fair value hierarchy, described as follows, and based on the lowest
level input that is significant to the fair value measurement as a whole:
Level 1 Quoted market prices in an active market (that are unadjusted) for identical assets or liabilities
Level 2 Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or
indirectly observable
Level 3 Valuation techniques for which the lowest level input that is significant to the fair value measurement is
unobservable
For financial instruments that are recognised at fair value on a recurring basis, the Group determines whether transfers
have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is
significant to the fair value measurement as a whole) at the end of each reporting period. Set out below are the carrying
amounts and fair values of financial instruments held by the Group:
Financial assets
Trade and other receivables
Equity instruments
Escrow proceeds receivable
Financial liabilities
Trade and other payables
Success fee financial liability
Interest bearing loans and borrowings
2
1
2
2
3
2
Level
Carrying amount
2021
$’000
2022
$’000
30,467
483
1
32,105
1,252
9,712
2022
$’000
30,467
483
1
Fair value
2021
$’000
32,105
1,252
9,712
32,752
3,285
34,374
3,582
158,000
218,000
32,752
3,285
161,088
34,374
3,582
216,802
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 90
1 2 7
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
21. Financial risk management continued
The following summarises the significant methods and assumptions used in estimating the fair values of financial
instruments.
Equity instruments
Equity instruments are not held for trading. They are measured at fair value through Other Comprehensive Income based
on an irrevocable election made at the inception of an instrument basis, and are initially recognised at fair value plus any
directly attributable transaction costs. After initial recognition, investments are remeasured to fair value determined by
reference to their quoted market price on a prescribed equity stock exchange at the reporting date, and hence at a Level 1
fair value measurement.
Changes in the fair value of equity investments are recognised as a separate component of equity and not recycled to
profit and loss at any stage. Any dividends received are reflected in profit or loss.
Escrow proceeds receivable
During the 2018 financial year, the Group completed the sale of OGPP to APA Group. A portion of proceeds from the sale
is held in escrow, to be released upon certain conditions being satisfied. Amounts held in escrow are measured at
amortised cost in the Consolidated Statement of Financial Position. During the period, a portion of these funds were used
to pay the Group’s share of OGPP reconfiguration and commissioning works. Upon completion of the OGPP acquisition,
this amount held in escrow will be returned to the Group.
Success fee financial liability
The success fee liability is the fair value of the Group’s liability to pay a $5.0 million success fee upon the commencement
of commercial production of hydrocarbons on the Group’s VIC/RL 13-15 assets acquired on 7 May 2014. The significant
unobservable level 3 valuation inputs for the success fee financial liability includes: a probability of 33% that no payment is
made and a probability of 67% the payment is made in 2024. The discount rate used in the calculation of the liability as at
30 June 2022 equalled 3.27% (June 2021: 0.52%). The financial liability is measured at fair value through profit and loss and
valued using a discounted cash flow model. The value is sensitive to changes in discount rate and probability of payment.
Significant changes in any of the significant unobservable inputs would result in significantly higher or lower fair value
measurement.
Risk Management
The Group manages its exposure to key financial risks in accordance with its risk management policy with the objective to
ensure that the financial risks inherent in gas and oil production and exploration activities are identified and then managed
or kept as low as reasonably practicable. The Group has a separate Risk & Sustainability Committee.
The main financial risks that arise in the normal course of business for the Group’s financial instruments are foreign currency
risk, commodity price risk, share price risk, credit risk, liquidity risk and interest rate risk. The Group uses different methods
to measure and manage different types of risks to which it is exposed. These include monitoring exposure to foreign
exchange risk and assessments of market forecasts for interest rates, foreign exchange rates and commodity prices.
Liquidity risk is monitored through the development of future rolling cash flow forecasts.
The Board’s policy is that no speculative trading in financial instruments be undertaken. The primary responsibility for the
identification and control of financial risks rests with the Managing Director and the Chief Financial Officer, under the
authority of the Board. The Board is apprised of these and other risks at Board meetings and agrees any policies that may
be implemented to manage any of the risks identified below.
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in
market prices. Market risk comprises four types of risk: foreign currency risk, commodity price risk, interest rate risk and
share price risk. Financial instruments affected by market risk include deposits, trade receivables, trade payables,
accrued liabilities and borrowings.
The sensitivity analyses in the following sections relate to the position as at 30 June 2022 and 30 June 2021. The sensitivity
analyses are intended to illustrate the sensitivity to changes in market variables on the Group’s financial instruments and
show the impact on profit or loss and shareholders’ equity, where applicable.
When calculating the sensitivity analyses, it is assumed that the sensitivity of the relevant profit before tax item and/or
equity is the effect of the assumed changes in respective market risks, with all other variables held constant.
The Group has transactional currency exposure arising from oil sales which are denominated in United States dollars, whilst
the great majority of costs are denominated in Australian dollars, with some costs incurred in Great British pounds and
United States dollars. Transaction exposures, where possible, are netted off across the Group to reduce volatility and
provide a natural hedge.
1 2 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 91
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
21. Financial risk management continued
a) Foreign currency risk
The Group may from time to time have cash denominated in United States (“US”) dollars.
Currently the Group has no foreign exchange hedge programmes in place. The Group manages the purchase of foreign
currency to meet expenditure requirements, which cannot be netted off against US dollar receivables.
The financial instruments which are denominated in US dollars are as follows:
Financial assets
Cash
Trade and other receivables
b) Commodity price risk
2022
$’000
25,631
2,313
2021
$’000
7,044
4,124
Commodity price risk arises from the sale of oil denominated in US dollars. The Group has provisional sales at 30 June 2022
of $2.3 million (2021: $4.1 million). From time to time, the Group will use oil price options to manage some of its oil price
exposures.
c) Interest rate risk
The Group has borrowings of $158.0 million at 30 June 2022 (2021: $218.0 million). Interest on borrowings is at variable
rates (refer to Note 18) and were capitalised while the Sole project was in development.
The Group has fixed rate term deposits that are not impacted by changes in the interest rate at the balance date.
d) Share price risk
Share price risk arises from the movement of share prices on a prescribed stock exchange. The Group has equity
instruments measured at fair value through Other Comprehensive Income the fair value of which fluctuates as a result of
movement in the share price.
The following table summarises the sensitivity of financial instruments held at the year end, to the market risks above, with
all other variables held constant.
If the Australian dollar were 10% higher at the balance date
If the Australian dollar were 10% lower at the balance date
If the Brent Average price were 10% higher at the balance date
If the Brent Average price were 10% lower at the balance date
If the interest rates were 100 basis points higher at the balance date
If the interest rates were 100 basis points lower at the balance date
If the share price were 10% higher at the balance date
If the share price were 10% lower at the balance date
2022
$’000
2021
$’000
Impact on after tax profit
(1,015)
(2,540)
3,105
254
(252)
(1,580)
1,580
1,241
452
(452)
(2,180)
2,180
Impact on reserve
125
(125)
48
(48)
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 92
1 2 9
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
21. Financial risk management continued
Credit risk
Credit risk arises from the financial assets of the Group which comprise cash and cash equivalents and trade and other
receivables including hedge settlement receivables, escrow proceeds receivable (disclosed as other financial assets),
and certain prepayments. The Group’s exposure to credit risk arises from potential default of the counterparty, with a
maximum exposure equal to the carrying amount of these instruments.
The Group trades only with recognised creditworthy third parties and has had no exposure to expected credit losses. The
Group has a concentration of credit risk with trade receivables due from a small number of entities which have traded with
the Group since 2003. Trade receivables are settled on 30 to 90 day terms. The Group has some exposure to credit loss
from other receivables and an amount of $4.5 million calculated on lifetime expected credit loss has been recognised in
respect of credit-impaired receivables.
Cash and cash equivalents and escrow proceeds receivable are held at two financial institutions that have a Standard &
Poor’s A credit rating or better.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The liquidity position
of the Group is managed to ensure sufficient liquid funds are available to meet all financial commitments in a timely and
cost-effective manner. The Managing Director and Chief Financial Officer review the liquidity position on a regular basis,
including cash flow forecasts, to determine the forecast liquidity position and maintain appropriate liquidity levels.
Any fluctuation of the interest rate either up or down will have only a very limited impact on the principal amount of the cash
on term deposit at the banks. The Group does not invest in financial instruments that are traded on any secondary market.
The table below summarises the maturity profile of the Group’s financial liabilities based on contractual undiscounted
payments:
At 30 June 2022
Trade and other payables
Lease liabilities
Interest bearing loans and borrowings
Success fee financial liability
At 30 June 2021
Trade and other payables
Lease liabilities
Interest bearing loans and borrowings
Success fee financial liability
Less than 3
months
$’000
32,752
303
12,149
-
3 to 12
months
$’000
-
948
32,671
-
45,204
33,619
34,372
275
9,394
-
-
864
59,722
-
44,041
60,586
1 to 5
years
$’000
Greater
than 5 years
$’000
-
7,377
128,079
5,000
140,456
-
7,459
168,955
5,000
181,414
-
2,235
-
-
2,235
-
3,406
-
-
3,406
Total
$’000
32,752
10,863
172,899
5,000
221,514
34,372
12,004
238,071
5,000
289,447
1 3 0
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 93
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Group Structure
22. Interests in joint arrangements
The Group has the following interests in joint arrangements involved in the exploration and/or production of oil and
gas in Australia:
Ownership Interest
Joint Arrangements in Australia in which Cooper Energy Limited is the Operator/manager
VIC/L24 & 30
VIC/P44
Gas exploration and production
Gas exploration
Athena Processing Plant
Gas processing services
Joint Arrangements in Australia in which Cooper Energy Limited is not the Operator/manager
PEL 931,2
PRL 2372
PRL 207-209 (Formerly PEL 100)2
PRL 183-190 (Formerly PEL 110)2
PEL 494
Oil and gas exploration and production
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration
19.165%
PEP 150
PEP 168
PEP 171
PRL 32
PEL 680
PRL 85-1041 (Formerly PEL 92)
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration
Oil and gas exploration and production
2022
50%
50%
50%
30%
20%
20%
30%
50%
50%
75%
30%
30%
25%
2021
50%
50%
50%
30%
20%
19.165%
20%
30%
50%
50%
75%
30%
30%
25%
1 Includes associated PPLs.
2 The assets and liabilities associated with these joint arrangements are held for sale as at 30 June 2022, refer to Note 10 and the transaction
completed on 2 August 2022, refer Note 30.
Accounting Policy
The Group has interests in arrangements that are controlled jointly. Joint control is the contractually agreed sharing of
control of an arrangement, which exists only when decisions about the relevant activities require the unanimous consent of
the parties sharing control. A joint arrangement is either a joint operation or a joint venture. The Group has several joint
arrangements which are classified as joint operations. A joint operation is a joint arrangement whereby the parties that
have joint control of the arrangement, have rights to the assets, and obligations for the liabilities, relating to the
arrangement.
In relation to its interests in joint operations, the Group recognises its:
• Assets, including its share of any assets held jointly
• Liabilities, including its share of any liabilities incurred jointly
• Revenue from the sale of its share of the output arising from the joint operation
• Expenses, including its share of any expenses incurred jointly
Significant Accounting Judgements, Estimates and Assumptions
Joint arrangements
Judgement is required to determine when the Group has joint control over an arrangement, which requires an assessment
of the relevant activities and when the decisions in relation to those activities require unanimous consent. The Group has
determined that the relevant activities for its joint arrangements are those relating to the operating and capital decisions
of the arrangement, such as approval of the capital expenditure program for each year and appointing, remunerating and
terminating the key management personnel or service providers of the joint arrangement. Where joint control does not
exist, the relationship is not accounted for as a joint arrangement. The considerations made in determining joint control are
similar to those necessary to determine control over subsidiaries.
Judgement is also required to classify a joint arrangement. Classifying the arrangement requires the Group to assess their
rights and obligations arising from the arrangement. Specifically, the Group considers:
• the structure of the joint arrangement – whether it is structured through a separate vehicle; and
• when the arrangement is structured through a separate vehicle, the rights and obligations arising from the legal form of
the separate vehicle, the terms of the contractual arrangement, and other facts and circumstances (when relevant).
This assessment often requires significant judgement, and a different conclusion on joint control and also whether the
arrangement is a joint operation or a joint venture, may materially impact the accounting.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 94
1 3 1
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
23. Investments in controlled entities
(a) Deed of Cross Guarantee
Pursuant to ASIC Corporations (Wholly-owned Companies) Instrument 2016/785 dated 29 September 2016, relief has
been granted to certain controlled entities of Cooper Energy Limited from the Corporations Act 2001 for preparation,
audit and lodgement of financial reports, and directors’ reports. As a condition of the Class Order, Cooper Energy Limited,
and the controlled entities subject to the Class Order, entered into a Deed of Cross Guarantee. The effect of the deed is
that Cooper Energy Limited has guaranteed to pay any deficiency in the event of the winding up of any member of the
Closed Group, and each member of the Closed Group has given a guarantee to pay any deficiency, in the event that
Cooper Energy Limited or any other member of the Closed Group is wound up.
(b) Schedule of controlled entities
The Group’s consolidated financial statements include the financial statements of Cooper Energy Limited and the
subsidiaries listed in the following table.
Ownership Interest
Name
Somerton Energy Limited
Essential Petroleum Exploration Pty Ltd
Cooper Energy (Australia) Pty Ltd
Cooper Energy (PBF) Pty Ltd
Cooper Energy (PB Pipelines) Pty Ltd
Cooper Energy (CH) Pty Ltd
Cooper Energy (TC) Pty Ltd
Cooper Energy (MF) Pty Ltd
Cooper Energy (MGP) Pty Ltd
Cooper Energy (IC) Pty Ltd
Cooper Energy (HC) Pty Ltd
Cooper Energy (EA) Pty Ltd
Cooper Energy (Sole) Pty Ltd
Cooper Energy (VO) Pty Ltd
Cooper Energy (Marketing) Pty Ltd
Cooper Energy (BMG) Pty Ltd
Cooper Energy (CB) Pty Ltd
Cooper Energy (Finance) Pty Ltd
Cooper Energy (AGP) Pty Ltd
Cooper Energy (CS) Pty Ltd
Cooper Energy (MS) Pty Ltd
Country of incorporation
Note
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
Australia
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
(a)
The parties that comprise the Closed Group are denoted by (a).
2022
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
2021
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
-
-
1 3 2
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 95
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
23. Investments in controlled entities continued
Accounting Policy
Business combinations are accounted for using the acquisition method. The consideration for an acquisition is measured
as the aggregate of the consideration transferred, measured at acquisition date fair value and the amount of any non-
controlling interest in the acquiree. For each business combination, the Group elects whether it measures the non-
controlling interest in the acquiree at fair value or at the proportionate share of the acquiree’s identifiable net assets.
Acquisition costs incurred are expensed and included in administrative expenses.
When the Group acquires a business, it assesses the financial assets and liabilities acquired for appropriate classification
and designation per AASB 9 Financial Instruments (AASB 9) in accordance with the contractual terms, economic
circumstances and pertinent conditions as at the acquisition date. If the business combination is achieved in stages, the
acquisition date fair value of the acquirers previously held equity interest in the acquiree is remeasured to fair value at the
acquisition date through profit or loss.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date.
Subsequent changes to the fair value of the contingent consideration that is deemed to be an asset or liability will be
recognised in accordance with AASB 9 and measured at fair value through profit and loss. If the contingent consideration
is classified as equity it will not be remeasured. Subsequent settlement is accounted for within equity. In instances where
the contingent consideration does not fall within the scope of AASB 9, it is measured in accordance with the appropriate
AASB.
An asset or group of assets that do not meet the definition of a business are accounted for as asset acquisitions. Under
this method, assets are initially recognised at cost based on their relative fair value at the date of acquisition. Under this
method transaction costs are capitalised to the asset and not expensed.
24. Parent entity information
Information relating to the parent entity, Cooper Energy Limited
Current Assets
Total Assets
Current Liabilities
Total Liabilities
Issued capital
Accumulated loss
Share capital reserve
Option premium reserve
Share based payment reserve
Total shareholders’ equity
Loss of the parent entity
Total comprehensive loss of the parent entity
2022
$’000
576,522
793,012
48,322
209,296
478,261
(92,583)
179,508
25
18,505
583,716
(30,927)
(30,927)
2021
$’000
405,709
616,747
17,695
185,623
477,675
(61,655)
-
25
15,079
431,124
(18,862)
(18,862)
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 96
1 3 3
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
Other Information
25. Commitments for expenditure
The Group has the following commitments for expenditure not provided for in the financial statements and payable.
Due within 1 year
Due within 1-5 years
Due later than 5 years
Total
Exploration capital
2022
$’000
31,360
32,735
-
2021
$’000
2,460
63,445
-
64,095
65,905
2022
$’000
-
-
-
-
Leases
20211
$’000
8,151
244,535
84,683
337,369
1 In 2021, a commitment was disclosed in relation to the OGPP lease, which had not commenced at that time. This lease commitment ended in 2022
to due to the completion of the OGPP acquisition.
From time to time through the ordinary course of business, Cooper Energy enters into contractual arrangements that may
give rise to negotiated outcomes.
As at 30 June 2022 the Parent entity has bank guarantees for $7.1 million (2021: $8.8 million), see also Note 18. These
guarantees are in relation to credit support for gas purchases and guarantees on office leases.
26. Contingent liabilities
Contingent liabilities arise in the ordinary course of business through commercial disputes or claims, including contractual
or third-party claims. These contingent liabilities are possible obligations whose existence will only be confirmed by the
occurrence or non-occurrence of uncertain future events. Because it is not probable that a future sacrifice of economic
benefits will be required or the amount of the obligation cannot be measured with sufficient reliability, the Group has not
provided for these amounts in the financial statements.
27. Share based payments
The Company’s amended Equity Incentive Plan (“EIP”) was approved by shareholders at the 2019 AGM. Performance rights
and share appreciation rights were issued for no consideration under the EIP. Issued rights vest as shares in the parent
entity, subject to performance hurdles being met.
A performance right is the right to acquire one fully paid share in the Company provided a specified hurdle is met and share
appreciation rights are rights to acquire shares in the Company to the value of the difference in the Company share price
between the grant date and vesting date.
Testing of the performance rights and share appreciation rights will occur at the end of the three year performance period.
Rights granted prior to the 2020 financial year may be retested once, 12 months after the original three year test date. At
the end of the three year measurement period, those rights that were tested and achieved will vest.
The vesting test is determined from the absolute total shareholder return of Cooper Energy’s share price ranked against
the absolute total shareholder returns of 12 peer companies listed on the Australian Securities Exchange. If Cooper Energy
is ranked lower than the 50th percentile, no rights will vest. If Cooper Energy is ranked in the 50th percentile, 30% of the
eligible rights will vest. If Cooper Energy is ranked greater than the 50th percentile, but less than the 90th percentile, the
amount of eligible rights vested will be based on a pro rata calculation. If Cooper Energy is ranked in the 90th percentile or
higher, 100% of the eligible rights will vest.
Performance rights are also granted as part of deferred awards under the short term incentive plan (“STIP”). Testing of
these rights will occur at the end of a 12 month performance period. Rights granted will vest if the employee remains
employed by the Company at the end of the performance period.
There are no participating rights or entitlements inherent in the rights and holders will not be entitled to participate in new
issues of capital offered to shareholders during the period of the rights. All rights are settled by physical delivery of shares.
1 3 4
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 97
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
27. Share based payments continued
Information with respect to the number of performance rights and share appreciation rights granted to employees is as
follows:
Date Granted
12 December 2018
11 December 2019
11 December 20191,2
10 December 2020
10 December 20202
9 December 2021
9 December 20212
Number of share
appreciation
rights (SARs)
granted
Number of
performance
rights granted
Average share
price at
commencement
date of grant
Average
contractual life of
rights at grant
date in years
Remaining
life of rights
in years
13,312,848
14,871,802
-
20,473,191
-
28,449,812
-
4,888,166
4,257,209
769,605
6,394,202
1,885,834
9,043,984
3,159,165
$0.435
$0.575
$0.575
$0.390
$0.390
$0.270
$0.270
3
3
1
3
1
3
1
0.5
0.5
-
1.5
-
2.5
0.5
1 Granted in December 2019 and exercised in December 2020.
2 Relates to deferred STIP performance rights granted.
The number of performance rights and share appreciation rights held by employees is as follows:
Balance at beginning of year
- granted
- vested
Number of Share
Appreciation Rights
Number of Performance
Rights1
2022
57,433,406
2021
48,280,025
2022
20,919,555
2021
17,862,629
28,449,812
20,473,191
12,203,149
8,280,036
-
(6,438,631)
(1,708,495)
(3,333,247)
- expired and not exercised
(14,187,440)
(4,881,179)
(5,327,583)
(1,889,863)
- forfeited following employee termination
-
-
-
-
Balance at end of year
Achieved at end of year
71,695,778
57,433,406
26,086,626
20,919,555
-
-
-
-
1 Includes deferred STIP issued as performance rights.
The fair value of services received in return for the performance rights granted are measured by reference to the fair value
of performance rights granted. The estimate of the fair value of the services received is measured based on the Black-
Scholes methodology to produce a Monte-Carlo simulation model that allows for the incorporation of market-based
performance hurdles that must be met before the shares vest to the holder.
Fair value assumptions
11 December
2019
10 December
2020
9 December
2021
Fair value of share appreciation rights at measurement date
15.8 cents
10.9 cents
8.3 cents
Fair value of performance rights at measurement date
37.7 cents
25.6 cents
18.5 cents
Share price
Risk free interest rate
Expected volatility
Dividend yield
57.5 cents
39.0 cents
27.0 cents
0.68%
40%
0%
0.11%
45%
0%
0.97%
48%
0%
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 98
1 3 5
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
27. Share based payments continued
Accounting Policy
The Group provides benefits to employees of the Group in the form of share-based payment transactions, whereby
employees render services in exchange for rights over shares (“equity-settled transactions”).
The cost of these equity-settled transactions with employees is measured by reference to the fair value at the date at
which they are granted and are recorded as an expense, with a corresponding increase in reserves, on a straight-line basis
over the vesting period of the related instrument.
The fair value is determined using the Black-Scholes methodology to produce a Monte-Carlo simulation model that takes
into account the exercise price, the vesting period, the vesting and performance criteria, the impact of dilution, the non-
tradable nature of the performance right or share appreciation right, the share price at grant date, the expected volatility
of the price of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the vesting
period. The fair value of the performance rights and share appreciation rights granted excludes the impact of any non-
market vesting conditions (for example, profitability and sales growth targets).
The volatility assumption is based on the actual volatility of Cooper Energy’s daily closing share price over the three-year
period to the valuation date.
The cost of equity-settled transactions is recognised, together with a corresponding increase in equity, over the period in
which the performance and/or service conditions are fulfilled, ending on the date on which the relevant employees
become fully entitled to the award (the vesting period).
The cumulative expense recognised for equity-settled transactions at each reporting date until vesting date reflects:
• the extent to which the vesting period has expired; and
• the Group’s best estimate of the number of equity instruments that will ultimately vest.
No adjustment is made for the likelihood of market performance conditions being met as the effect of these conditions is
included in the determination of fair value at grant date. The Consolidated Statement of Comprehensive Income charge
or credit for a period represents the movement in cumulative expense recognised as at the beginning and end of that
period.
No expense is recognised for awards that do not ultimately vest, except for awards where vesting is only conditional upon
a market condition.
If the terms of an equity-settled award are modified, as a minimum an expense is recognised as if the terms had not been
modified. In addition, an expense is recognised for any modification that increases the total fair value of the share-based
payment arrangement, or is otherwise beneficial to the employees as measured at the date of modification.
If an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation, and any expense not yet
recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled award and
designated as a replacement award on the date that it is granted, the cancelled and new award are treated as if they were
a modification of the original award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding performance rights and share appreciation rights is reflected as additional share
dilution in the computation of diluted earnings per share.
Significant Accounting Judgements, Estimates and Assumptions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by an external valuation expert using the
calculation criteria.
1 3 6
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 99
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
28. Related party disclosures
The Group has a related party relationship with its joint arrangements (Note 22), its subsidiaries (Note 23), and its key
management personnel (disclosure below).
The key management personnel’s remuneration included in General Administration (see Note 2) is as follows:
Short-term benefits
Other long-term benefits
Post-employment benefits
Performance rights and share appreciation rights
Termination benefits
Total
29. Remuneration of Auditors
The auditor of Cooper Energy Limited is Ernst & Young
Audit services
Amounts received or due and receivable by Ernst & Young Australia for:
Audit of statutory report of Cooper Energy Limited
Other services
Services in relation to one off transactions
Taxation and other services
Total fees to Ernst & Young
2022
$
6,509,385
22,941
277,601
1,950,770
26,076
8,786,773
2021
$
4,818,430
54,545
251,556
2,123,212
-
7,247,743
2022
$
2021
$
444,700
444,700
514,075
514,075
228,000
119,100
347,100
791,800
335,083
87,440
422,523
936,598
During the year, a portion of total fees paid to Ernst & Young was in relation to the acquisition of the OGPP.
30. Events after the reporting period
Plant acquisition
On 20 June 2022, the Company announced the signing of a binding asset sale agreement to acquire the OGPP from APA
for a total cash consideration of $270.0 million, comprising both upfront and deferred consideration. The acquisition was
subject to the successful equity raising (refer below). The acquisition of the plant contractually completed, i.e. financial
closing, on 28 July 2022. The Company also agreed to pay an additional up to $60.0 million of performance linked
payments to APA, linked to the plant’s average processing rate, achieved by APA during the interim period between the
financial closing of the asset transaction on 28 July 2022 and the date of transfer of the major facilities hazards license
(expected later in FY2023).
The upfront cash consideration is $210.0 million and this was paid at closing on 28 July 2022. In accordance with the terms
of the asset sale agreement, the deferred consideration is structured as follows:
• a fixed deferred payment of $40.0 million due 12 months after financial closing of the acquisition; and
• a fixed deferred payment of $20.0 million due 24 months after financial closing of the acquisition.
In addition, payment of the performance linked incentive amounts, if triggered, are deferred as follows:
• a variable deferred performance linked payment ranging from $0 to $20.0 million due 24 months after financial closing
of the acquisition; and
• a variable deferred performance linked payment ranging from $0 to $40.0 million due 36 months after financial closing
of the acquisition.
The acquisition will be accounted for as an asset acquisition. Purchase consideration, including capitalised transactions
costs, will be allocated against identifiable assets and liabilities acquired, based on their relative fair values determined on
the acquisition date of 28 July 2022.
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 100
1 3 7
COOPER ENERGY
Notes to the Consolidated Financial Statements
Notes to the Consolidated Financial Statements
For the year ended 30 June 2022
For the year ended 30 June 2022
30. Events after the reporting period continued
Completion of equity funding
As noted within the Basis of Preparation note on page 103, on 20 June 2022 the Company announced a $244.0 million fully
underwritten equity raise consisting of an accelerated non-renounceable entitlement offer to all shareholders and an
institutional placement offer. This equity raise was the key condition of the completion of the plant acquisition described
above.
On 30 June 2022, the institutional component of the equity raise was completed, raising $179.5 million (net of $3.5 million
after tax costs), with 747.1 million of shares formally issued on 1 July 2022.
On 12 July 2022, $59.8 million (net of $1.2 million of after tax costs) was raised via the retail entitlement offer with 248.6
million shares issued on 14 July 2022.
An estimated total of $239.3 million (net of costs and tax) was raised via the equity offer.
Completion of new corporate debt facility
As noted within the Basis of Preparation note on page 103, on 20 June 2022 the Company announced a fully underwritten
$400.0 million senior secured revolving corporate reserves based loan facility and a $20.0 million working capital facility
for the purpose of refinancing the existing syndicated debt facility and to fund future capital projects for the Group.
Financial close on the new facility was reached on 11 August 2022. As at the date of this report, the Company had drawn
down $158.0 million of the facility, together with $7.1 million of the working capital facility in the form of bank guarantees.
Completion of sale of Cooper Basin assets
As announced by Bass Oil Limited (ASX: BAS) on 12 July 2021, Cooper Energy divested its interest in the Worrior oil field (PPL
207), and several other Cooper Basin exploration permits for $0.65 million to Bass Oil. The transaction, comprising a 30%
interest in PRLs 231-233 and PPL 207, a 20% interest in PRLs 183-190 and PRL 237, and 19.165% interest in PRLs 207-209,
completed on 2 August 2022.
The sale of the Worrior oil field demonstrates Cooper Energy’s ongoing focus on portfolio optimisation and divesting of
assets considered non-core. This will continue, particularly in the context of Cooper Energy’s primary focus on
commercialising cost competitive gas resources for south-eastern Australia.
1 3 8
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 101
ANNUAL REPORT 2022
Notes to the Consolidated Financial Statements
Directors’ Declaration
For the year ended 30 June 2022
In accordance with a resolution of the Directors of Cooper Energy Limited, I state that:
In the opinion of the Directors:
(a) the financial statements and notes of the consolidated entity are in accordance with the Corporations Act 2001,
including:
(i) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2022 and of its performance
for the year ended on that date; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001;
(b) the financial statements and notes also comply with International Financial Reporting Standards as disclosed in the
Basis of Preparation; and
(c) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
This declaration has been made after receiving the declarations required to be made to the Directors in accordance
with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2022.
In the opinion of the Directors, as at the date of this declaration, there are reasonable grounds to believe that the
members of the closed group identified in Note 23 will be able to meet any obligations or liabilities to which they are, or
may become subject, by virtue of the Deed of Cross Guarantee between the Company and those members of the
Closed Group pursuant to ASIC Corporations (Wholly-owned Companies) Instrument 2016/785.
Signed in accordance with a resolution of the Directors.
Mr John C. Conde AO
Chairman
22 August 2022
Mr David P. Maxwell
Managing Director
Cooper Energy Limited and its Controlled Entities 2022 Annual Financial Report 102
1 3 9
COOPER ENERGY
Independent auditor’s report to the members of Cooper Energy Limited
Ernst & Young
Ernst & Young
121 King William Street
121 King William Street
Adelaide SA 5000 Australia
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
Independent audit or's report t o t he members of Cooper Energy Limit ed
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
Report on t he audit of t he financial report
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
Opinion
relation to the audit ;
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
We have audited the financial report of Cooper Energy Limited (the Company) and its subsidiaries
(collectively the Group), which comprises the consolidated statement of financial position as at 30 June
2022, the consolidated statement of comprehensive income, consolidated statement of changes in equity
and consolidated statement of cash flows for the year then ended, notes to the financial statements,
including a summary of significant accounting policies, and the directors' declaration.
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
giving a t rue and fair view of the consolidated financial position of the Group as at 30 June 2022
and of its consolidated financial performance for the year ended on that date; and
a)
b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
Ernst & Young
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting
Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants
(including Independence Standards) (t he Code) that are relevant to our audit of the financial report in
Australia. We have also fulfilled our other et hical responsibilities in accordance with the Code.
Darryn Hall
Partner
Adelaide
22 August 2022
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Key audit mat t ers
Key audit matters are those matters that, in our professional judgment, were of most significance in our
audit of the financial report of the current year. These matters were addressed in the context of our audit
of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate
opinion on these matters. For each matter below, our description of how our audit addressed the matter
is provided in that context.
We have fulfilled the responsibilities described in the Auditor’s Responsibilities for the Audit of the
Financial Report section of our report, including in relation to these matters. Accordingly, our audit
included the performance of procedures designed to respond to our assessment of the risks of material
misstatement of the financial report. The results of our audit procedures, including the procedures
performed to address the matters below, provide the basis for our audit opinion on the accompanying
financial report.
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ANNUAL REPORT 2022 Ernst & Young
121 King William Street
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
1. Acquisit ion of Orbost Gas Processing Plant (OGPP) and relat ed financing t ransact ions
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
Why significant
How our audit addressed t he key audit mat t er
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
Our procedures included:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit ;
On 20 June 2022, the Group announced the
execution of a binding asset sale agreement to
acquire the OGPP from t he APA Group, for tot al cash
consider ation of $270 million plus certain variable
performance payments. The acquisition was
accompanied by a series of financing transactions,
comprising a fully underwrit t en equit y raising, wit h
both institutional and retail components, a fully
underwritten $400 million senior secured, reserves-
based loan (RBL) facilit y and a $20 million working
capital facility. The details of these related
transactions are set out in Note 30.
relation to the audit.
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
•
c. No non-audit services provided that contravene any applicable code of professional conduct in
Obtaining and reading copies of the asset sale agreement
and related financing agreements, including under standing
the various conditions precedent in each arrangement.
Reading management’s position paper s detailing it s
assessment of the accounting for t he acquisition of the
OGPP and the timing of the recognition of the acquisition.
In conjunct ion wit h our t echnical account ing specialist s,
evaluating the reasonableness of management’s
accounting, including the appropriateness of key
judgements and compliance with Aust ralian Accounting
Standards.
•
•
•
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
The related t ransactions included several key
judgements which have a significant impact on the
resultant accounting and financial statement
presentation at 30 June 2022. These judgement s
include:
Testing the Group’s receipt of monies, before and after
balance date, from the equity raisings to the Group’s bank
accounts and other supporting documentation.
►
The timing of the completion of the OGPP
acquisition, given the existence of conditions
precedent outside of the control of the Group.
Ernst & Young
►
The treatment of the t ransaction as a business
combination or asset acquisition.
► Measurement of the cost of the acquisition given
it comprised both deferred and variable
consider ation.
The impact of the extinguishment of the
Development Agreement and Gas Processing
Agreement between the Group and APA Group
due to the acquisition of t he OGPP.
►
Darryn Hall
Partner
Adelaide
22 August 2022
►
The disclosure and measurement implications (if
any) on the Group’s existing RBL facility and
working capit al facilit y (refer Note 18) because
of the refinancing transaction, including the
impact on the Group’s going concern
assessment .
•
•
•
•
Testing the flow of funds associated with the settlement
and refinancing of the Group’s old and new senior secured
RBL facilities.
Testing the disbursement of monies, after balance dat e, to
the APA Group as part of the first t ranche of consideration
under the asset sale agreement.
Evaluating the Group’s basis for its going concern
assessment, including reviewing t he Group’s cash flow
forecasts which incorporat e the implications of refinancing
the senior secured RBL facility subsequent to balance
date.
Assessing t he adequacy of disclosure of the transaction in
notes 18 and 30 of the financial repor t.
As set out in Note 30, the Group concluded the
acquisition is to be accounted for as an asset
acquisition and the t ransaction settled when the
Group substantively satisfied the conditions
precedent and took control of t he asset in July 2022.
Given the size of the transactions, t he judgement in
determining their accounting consequence and timing
of recognition and the impact on the Group’s
assessment of its ability to continue as a going
concern, this was considered a key audit matter.
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COOPER ENERGY Ernst & Young
121 King William Street
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
2. Carrying value of gas and oil asset s and explorat ion and evaluat ion asset s
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
How our audit addressed t he key audit mat t er
Why significant
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
We evaluated whether there had been significant changes in the external or
internal fact ors considered by the Group in assessing whether indicator s of
impairment existed.
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
In respect of the Group’s gas and oil CGUs our procedures included:
Comparing the carrying amount of the Group’s gas and oil and
exploration and evaluation assets to the Group’s market capitalisation
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
Assessing t riggers for impairment, including comparing carrying
amounts to the preliminary t rigger testing models prepared.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
Assessing, in conjunction with our valuation specialists, the inputs used
in the preliminary trigger t esting models such as discount rates, foreign
exchange rates and commodity prices with reference to market prices
(where available), market research, market practice, market indices,
broker consensus and historical performance.
•
•
•
Australian Accounting Standards require
the Group to assess whether there are
any indicators that gas and oil Cash
Generating Units (CGUs) or exploration
and evaluation assets may be impaired. If
relation to the audit ;
an indicator exist s, the Group must
estimate the recoverable amount of the
asset.
In determining whether there was an
indicator of impairment for the Group’s
relation to the audit.
gas and oil CGUs, the Group considered
whether there was a significant change
in the external or internal factors as set
out in the financial report in Note 15. It
may include modelling a range of
assumptions or scenarios in preliminary
trigger testing models. The key
assumptions, judgement s and estimates
used in the Group’s assessment of
impairment triggers are disclosed, to the
extent relevant, in Note 15.
Ernst & Young
The impairment testing process for the
Group’s E&E asset s commences with an
assessment against indicators of
impairment under the Australian
Accounting Standard -AASB 6
Exploration for and Evaluation of Mineral
Resources. If there is an indication that
an E&E asset may be impaired, the Group
is required to estimate the recoverable
amount of the asset.
Darryn Hall
Partner
Adelaide
22 August 2022
At year end, t he Group concluded that
there were no impairment t riggers for
any of it s gas and oil CGUs or exploration
and evaluation (E&E) assets.
•
•
Testing the mathematical accuracy of the discount ed cash flow models
used for impairment trigger testing purposes. Considering, where
relevant, the input s used to determine future operating and capital
expenditure, such as current approved budgets, forecasts, cont ractual
arrangements and historical expenditure, and ensuring variations were
in accordance with our expectations based upon other information
obtained throughout the audit.
Using the work of the Group’s int ernal and external expert s with
respect to estimations of hydrocarbon reserves and resources. This
included assessing the qualifications, competence and objectivit y of the
Groups’ internal and external expert s involved in these estimation
processes, evaluating the adequacy of the experts’ work, and assessing
whether key economic assumptions used in the estimation of reserves
and resources volumes were consistent with those used by the Group in
impairment testing, where applicable.
For E&E asset s, we assessed the analysis prepared by the Group as to the
appropriateness of carrying forward capitalised exploration and evaluation
cost s with reference to the requirement s of AASB 6 Exploration for and
Evaluation of Mineral Resources, which included consideration of:
• The Group’s right to explore in the relevant exploration area;
• The Group’s intention to carry out substantive E&E activity in the
relevant exploration area, or plans to move the asset into development;
and
• The Group’s assessment of t he commercial viabilit y of result s relat ing t o
E&E activities carried out in the relevant license area.
For both gas and oil CGUs and E&E assets we considered t he adequacy of
the financial report disclosures regarding the assumptions, key estimates
and judgements applied by management for the Group’s assessment of
indicator s of impairment of non-current asset s as set out in Not e 15.
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ANNUAL REPORT 2022 Ernst & Young
121 King William Street
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GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
3. Rest orat ion obligat ions
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
Why significant
How our audit addr essed t he key audit mat t er
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
At 30 June 2022, the Group has recognised
provisions for rest oration obligations relating to
onshore and offshore assets of $473 million.
We assessed the restoration obligation provisions prepar ed by t he
Group, evaluating the assumptions and methodologies used and the
estimates made.
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit ;
►
Our audit procedures included:
As disclosed in Note 16, t he calculation of
restoration provisions is conducted by specialist
engineers and requires judgement al
assumptions to be made by the Group r egarding
removal date, compliance with environmental
legislation and regulations, the extent of
restoration activities required, the engineering
methodology for estimating cost, future removal
technologies in determining the removal cost,
inflation assumptions, and liability-specific
discount rates to det ermine the present value of
these cash flows.
Engaging our Climate Change and Sustainability Services
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
specialist s to assist in our audit process.
Evaluating the restoration cost estimates based on the
c. No non-audit services provided that contravene any applicable code of professional conduct in
relevant current legal and regulatory requirement s.
Assessing t he qualifications and expertise of external
specialist s engaged by the Group to assist in the formulation
of gross restoration cost estimates.
Assessing t he competence, capability and objectivity of the
Group’s internal experts used in the determination of the
restoration provision.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
►
financial year.
relation to the audit.
►
►
►
► Comparing the timing of the future cash out flows against the
anticipated end of field lives, cross-checking these dat es were
consistent to the Group’s reserves estimates and its
impairment trigger testing models.
Evaluating the appropriateness of the inflation and discount
rates used to calculate t he provision.
Evaluating the appropriateness of management’s
methodology for estimating future costs. For a sample of
locations within the Group, we assessed the reasonableness of
key assumptions in t he estimation of future costs.
Testing the mathematical accuracy of the restoration
provision calculations and the sensitivity analysis.
►
►
We also considered the adequacy and completeness of the financial
report disclosure of the assumptions, key estimates and judgements
applied by the Group.
Ernst & Young
The judgements and estimates in respect of
restoration provisions are based on conditions
exist ing at 30 June 2022 including key
assumptions related to certain items composed
of steel, or steel and concrete, with
hydrocarbons removed remaining in-situ.
Australian regulator approval for these items
remaining in-sit u will only be provided towards
the end of field life and accordingly at 30 June
2022, there is uncertainty whether the
Australian regulator will approve plans for t hese
items to be decommissioned in-situ.
Darryn Hall
Partner
Adelaide
22 August 2022
Significant assumptions and estimates outlined
above are inherently subjective. Changes in
these assumptions can lead t o significant
changes in the restoration provision. In this
context, the disclosures in the financial report
provide particularly important information about
the assumptions made in the calculation of the
restoration provision and uncertainties at 30
June 2022. As a result, we consider t he
restoration provision calculation and the related
disclosures in the financial report to be a key
audit matter. For the same reasons, we consider
it important to draw att ention to the information
in Note 16.
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COOPER ENERGY Ernst & Young
121 King William Street
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
Informat ion ot her t han t he financial report and audit or’s report t hereon
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
The directors are responsible for the other information. The other information comprises the information
included in the Company’s 30 June 2022 Annual Report other than the financial report and our auditor’s
report thereon. We obtained the Directors’ Report and the Overall Financial Review that are to be
included in the Annual Report, prior to the date of this auditor’s report, and we expect to obtain the
remaining sections of the Annual Report after the date of this auditor’s report.
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit ;
Our opinion on the financial report does not cover the other information and we do not and will not
express any form of assurance conclusion thereon, with the exception of the Remuneration Report and
our related assurance opinion.
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
In connection wit h our audit of the financial report, our responsibility is to read the other information and,
in doing so, consider whether the other information is materially inconsistent with the financial report or
our knowledge obtained in the audit or otherwise appears to be materially misstated.
relation to the audit.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
If, based on the work we have performed on the other information obtained prior to the date of this
auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilit ies of t he direct ors for t he financial report
Ernst & Young
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement , whether due to fraud or
error.
Darryn Hall
Partner
Adelaide
22 August 2022
In preparing the financial report, the directors are responsible for assessing the Group’s ability to
continue as a going concern, disclosing, as applicable, matters relating to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Audit or's r esponsibilit ies for t he audit of t he financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whet her due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material if,
individually or in the aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of this financial report.
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ANNUAL REPORT 2022 Ernst & Young
121 King William Street
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
As part of an audit in accordance wit h the Australian Auditing Standards, we exercise professional
judgment and maintain professional scepticism throughout the audit. We also:
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
► Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
Limit ed
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that
is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit ;
► Obtain an understanding of internal control relevant to t he audit in order to design audit procedures
that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Group’s internal control.
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
► Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
relation to the audit.
estimates and related disclosures made by the directors.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
► Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
financial year.
conditions that may cast significant doubt on the Group’s abilit y to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report
to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause the Group to cease to continue as a going
concern.
Ernst & Young
► Evaluate the overall presentation, st ructure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events in a
manner that achieves fair presentation.
► Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
Darryn Hall
Partner
Adelaide
22 August 2022
business activities within the Group to express an opinion on the financial report. We are responsible
for the direction, supervision and performance of the Group audit. We remain solely responsible for
our audit opinion.
We communicate wit h the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we
identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate
threats or safeguards applied.
From the matters communicated to the directors, we determine those matters that were of most
significance in the audit of the financial report of the current year and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
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COOPER ENERGY Ernst & Young
121 King William Street
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
ey.com/au
Report on t he audit of t he remunerat ion report
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
Opinion on t he Remunerat ion Report
We have audited the Remuneration Report included in pages 75 to 95 of the directors' report for the year
ended 30 June 2022.
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
In our opinion, the Remuneration Report of Cooper Energy Limited for the year ended 30 June 2022,
complies with section 300A of the Corporations Act 2001.
relation to the audit ;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
Responsibilit ies
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
Ernst & Young
Ernst & Young
Darryn Hall
Darryn Hall
Partner
Partner
Adelaide
Adelaide
22 August 2022
22 August 2022
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ANNUAL REPORT 2022 Auditor’s Independence Declaration to the Directors of Cooper Energy Limited
Ernst & Young
121 King William Street
Ernst & Young
Adelaide SA 5000 Australia
121 King William Street
GPO Box 1271 Adelaide SA 5001
Adelaide SA 5000 Australia
GPO Box 1271 Adelaide SA 5001
Tel: +61 8 8417 1600
Fax: +61 8 8417 1775
Tel: +61 8 8417 1600
ey.com/au
Fax: +61 8 8417 1775
ey.com/au
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Audit or’s Independence Declarat ion t o t he Direct or s of Cooper Energy
Limit ed
Limit ed
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
As lead auditor for the audit of the financial report of Cooper Energy Limited for the financial year
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
ended 30 June 2022, I declare to the best of my knowledge and belief, there have been:
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit ;
relation to the audit ;
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
b. No contraventions of any applicable code of professional conduct in relation to the audit; and
c. No non-audit services provided that contravene any applicable code of professional conduct in
c. No non-audit services provided that contravene any applicable code of professional conduct in
relation to the audit.
relation to the audit.
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
This declaration is in respect of Cooper Energy Limited and the entities it controlled during the
financial year.
financial year.
Ernst & Young
Ernst & Young
Darryn Hall
Darryn Hall
Partner
Partner
Adelaide
Adelaide
22 August 2022
22 August 2022
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
1 4 7
COOPER ENERGY Securities Exchange and Shareholder Information
SECURITIES EXCHANGE AND SHAREHOLDER INFORMATION
As at 31 August 2022
as at 31 August 2021
Listing
The company’s shares are quoted on the Australian Securities Exchange under the code of “COE”.
Number of Shareholders
There were 9,339 shareholders. All issued shares carry voting rights. On a show of hands every member at a meeting of
shareholders shall have one vote and upon a poll each share shall have one vote.
Distribution of Shareholding (at 31 August 2022)
Size of Shareholding
Number of holders
Number of Shares
% of issued capital
1,007
2,361
1,446
3,563
962
9,339
266,405
6,681,684
11,800,718
131,140,987
2,478,797,142
2,628,686,936
0.01
0.25
0.45
4.99
94.30
100.00
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - 9,999,999,999
Total
Unquoted Options on Issue
Nil
Unquoted Performance Rights
Number of Holders of Performance Rights
Total Performance Rights
79
21
Unmarketable Parcels
26,632,116 Performance Rights
74,295,778 Share Appreciation Rights
There were 1,629 members, representing 1,172,968 shares, holding less than a marketable parcel of 1,852 shares in the
company.
Twenty Largest Shareholders
Rank Name
1.
2.
3.
4.
5.
6.
7.
8.
9.
Citicorp Nominees Pty Limited
HSBC Custody Nominees (Australia) Limited - A/C 2
JP Morgan Nominees Australia Pty Limited
HSBC Custody Nominees (Australia) Limited
National Nominees Limited
McCusker Holdings Pty Ltd
BNP Paribas Noms Pty Ltd
BNP Paribas Nominees Pty Ltd
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