Delivering
on our vision
Annual Report 2018
1
Lundin Petroleum is one of the leading
independent oil and gas companies in
Europe with a strategic focus on Norway.
We create sustainable, long-term value
across the full spectrum of the oil and
gas value chain.
Report Highlights
Annual Report 2018
pages
10 -15
Production growth
The Johan Sverdrup development project in
combination with a pipeline of potential new
projects means that Lundin Petroleum has a
strong production growth trajectory for the
coming years.
pages
3 &17
Low carbon operations
Lundin Petroleum operates with one of the
lowest carbon emissions intensities in the
industry.
pages
4 & 40
Strong cash flow generation
Record free cash fl ow generation, resulting in a
proposed dividend for 2018 of USD 1.48 per share,
corresponding to MUSD 500
Strategic Report
Our business model
2018 performance
Management review
Operations
Responsibility
Risk management
Corporate Governance Report
Guiding principles
Board of Directors
Group management
Internal control over fi nancial reporting
Auditor’s report
2
4
6
8
16
18
22
27
33
38
39
Financial Report
40
Financial summary
42
Directors’ report
53
Financial statements of the Group
Accounting policies
58
Financial statements of the Parent Company 89
95
Board assurance
96
Auditor’s report
Additional Information
Key fi nancial data
Relevant reconcilliations of alternative
performance measured
Key ratio defi nitions
Five year fi nancial data
Reserve quantity information
Defi nitions and abbreviations
Share data
Shareholder information
101
102
103
104
105
106
107
108
Sustainabilty reporting 2018
Read more about Lundin Petroleum’s performance
and management approach on environmental,
governance and social issues in the Sustainability
Report available on www.lundin-petroleum.com.
This report constitutes the Annual Report for Lundin
Petroleum AB (publ), company registration number
556610-8055.
Lundin Petroleum AB (“Lundin Petroleum” or “the
Company”) is a Swedish public limited liability company
listed on Nasdaq Stockholm with ticker “LUPE”.
Lundin Petroleum Annual Report 2018
1
STRATEGIC REPORT | Our Business Model
Delivering on our vision
Our vision is to grow a profitable upstream exploration
and production company focused on organic growth, in
a safe and environmentally responsible manner for the
long-term benefit of our shareholders and society.
Innovative and responsible operator in Norway
Lundin Petroleum has grown to become one of the largest operated acreage
holders in Norway, with a proven track record of discovering, developing and
producing oil and gas resources efficiently and responsibly.
with a focus on organic growth
By actively pursuing new exploration acreage in core areas we secure access to
new reservoirs and plays. Our subsurface expertise, in combination with cutting-
edge technology, ensure an organic growth strategy that is sustainable and
successful.
delivering long-term sustainable value
Our active organic growth strategy has delivered a strong long-term production
profile and a pipeline of future growth opportunities. This gives us the capacity to
deliver increased free cash flows and a sustainable and progressive dividend.
2
Lundin Petroleum Annual Report 2018
and low carbon operations
The oil and gas industry must be part of the
solution for making global energy systems
sustainable for future generations. Thanks to
carbon mitigation technology and improved
emissions management, Lundin Petroleum
operates with one of the lowest carbon intensity
levels in the industry – about a quarter of the
industry world average.
Our low carbon performance is set to improve
further in the coming years, with power from
shore for Johan Sverdrup and Edvard Grieg.
In 2018, power supply from shore started for
Johan Sverdrup. This will help reduce emissions
by an estimated 460,000 tonnes per year,
equivalent to the emissions of 230,000 cars, and
will make Johan Sverdrup among the most
carbon efficient fields in the world.
Lundin Petroleum Annual Report 2018
3
STRATEGIC REPORT | Performance 2018
2018 Performance
Outstanding operational performance
at industry leading low operating cost
generated record high operating cash
flow and free cash flow for 2018.
4
Lundin Petroleum Annual Report 2018
I
L
A
N
O
T
A
R
E
P
O
Production
Operating cost
Reserves
81
Mboepd
3.66
USD/boe
745
net MMboe
I
L
A
C
N
A
N
F
I
Operating
cash flow
1848
MUSD
EBITDA
1916
MUSD
Free
cash flow
663
MUSD
Contingent
resources
225
net MMboe
Proposed
dividend
500
MUSD
E
L
B
A
N
A
T
S
U
S
I
Safe operations
Process safety
Environment
Zero
serious injuries
Zero
incidents
Zero
material incidents
Carbon intensity
Edvard Grieg
4.9
CO2e kg/boe
Lundin Petroleum Annual Report 2018
5
STRATEGIC REPORT | Management Review
“
Our industry leading cost
efficient growth and strong
financial outlook enables us
to distribute material and
sustainable dividends, while
continuing to deliver on our
successful organic growth
strategy.
Alex Schneiter
President and CEO
2018 was a standout year across all
areas of our business, with excellent
performance from our producing
assets, strong financial results
and success with the drill bit. This
success has been achieved while
maintaining an industry leading
low carbon intensity per produced
barrel, at about one quarter of the
industry world average.
Buoyed by stronger commodity prices, operating cost
below guidance and very strong production effi ciency, we
delivered a record high free cash fl ow in 2018. For the fi fth
consecutive year, we more than replaced our produced
barrels with reserves. In light of these results and our strong
fi nancial outlook for the next decade, I am pleased that the
Board of Directors has proposed an annual cash dividend of
USD 500 million, which we aim to increase as the business
continues to grow.
Maximising value from our production assets
Our production for 2018 was at the upper end of the
guidance for the year, supported by excellent performance
from Edvard Grieg and the Alvheim area. Plateau
production for Edvard Grieg has been further extended to
mid-2020 and the infi ll and tie-back opportunities identifi ed
in the area will allow us to keep the facilities full for many
years to come.
drilling and riser platforms have been successfully installed
offshore and the remaining topsides will be installed during
spring 2019. With the current progress, it is safe to say that we
are fi rmly on track for expected fi rst oil in November 2019.
When Phase 1 reaches plateau production in 2020, our
production is expected to reach over 150 Mboepd. At full
fi eld plateau production in 2023 our production will be over
170 Mboepd, with potential to reach over 200 Mboepd as our
successful organic growth strategy continues to deliver.
Production growth beyond Johan Sverdrup
We had signifi cant success in 2018 with new discoveries made
near our core areas on the Utsira High and the Alvheim area
and we matured our appraisal opportunities further towards
development. As a result, we now have seven potential new
projects in the pipeline. Complementing our organic growth
strategy, we also made strategic acquisitions to increase our
working interest in key assets such as Luno II, in order to bring
commercial and operational alignment with the Edvard Grieg
partnership, and in the licences containing the Rolvsnes oil
discovery and the Goddo prospect, an area that has potential
of over 250 MMboe gross resources.
2019 will be one of the most signifi cant years in Lundin
Petroleum’s history. It started with a record award in the 2018
APA licensing round, growing our acreage position in Norway
by about 70 percent since year-end 2017. Johan Sverdrup is on
schedule for production start and we will deliver our busiest
exploration programme to date, targeting over 750 MMboe of
additional net resources.
I would like to thank all of my colleagues for an outstanding
2018 and our shareholders and the Board for your continued
support. I look forward to another successful period of delivery
and growth for our Company.
Johan Sverdrup closer to start-up
The giant Johan Sverdrup fi eld is now less than a year
away from start-up and 2018 was a critical year of project
delivery. All four steel jackets and the topsides for the
Alex Schneiter
President and CEO
6
Lundin Petroleum Annual Report 2018
As a leading operator in Norway,
Lundin Petroleum is among the
best in class in terms of providing
responsible, cost efficient and
sustainable growth.
2018 was an outstanding year for our Company both from an
operational and fi nancial perspective. Based on this success
and the future growth prospects of the business, the Board of
Directors is proposing an annual cash dividend of USD 500
million, sustainable down to an oil price of below USD 50 per
barrel.
Energy efficiency will be key for a low carbon future
With our success, we take our responsibility toward society
and the environment seriously. Whilst we transition to a
lower carbon energy system, it is a fact that hydrocarbons
will remain a signifi cant component of the energy mix for
generations to come. There will be a continued demand
for oil and gas as an affordable energy source necessary to
maintain economic growth, reduce poverty and improve living
standards across the globe. We will however need affordable
energy which has a much lower impact on the environment.
Therefore, we have to become much smarter in how we
produce, store, transport and consume energy. The emergence
of renewables will certainly be a key factor in reducing carbon
emissions but energy effi ciency may play an even more
important role.
Operating with industry leading low carbon intensity
At Lundin Petroleum, we are committed to produce oil and
gas in the most effi cient way possible with minimum impact
on the environment. We are very proud to be best in class in
this area with a carbon intensity per produced barrel of oil
that is among the lowest in our industry. When the Johan
Sverdrup fi eld comes onstream, the carbon emissions will drop
even further, as power required to run the platforms will be
supplied from hydropower generated onshore. This solution
will make Johan Sverdrup one of the most carbon effi cient
fi elds in the world.
Ensuring continued growth
The Utsira High in the North Sea is the backbone of the
Company and will ensure sustainable growth for decades to
come. However, we will not stop there and I am excited about
our exploration and appraisal campaign for 2019 which is our
most ambitious programme so far. We are active in all areas
on the Norwegian Continental shelf, from the south to the
very north, and are pushing the frontiers of technology always
further in cooperation with our service providers.
The Board of Directors continuously monitors the challenges
for our industry and I am pleased that in 2018 we formed a
special committee to ensure that we continue to stay on top of
all health, safety and environmental issues. Responsibility in
all we do is key to our current and future success.
On behalf of the Board, I would like to extend my deepest
gratitude and thanks to the people who make it possible for
our Company to continue delivering success for the benefi t of
all our shareholders and stakeholders.
Ian H. Lundin
Chairman of the Board
Lundin Petroleum Annual Report 2018
7
STRATEGIC REPORT | Operations
Outstanding operational
performance
Edvard Grieg
production efficiency
98%
2P reserves replacement ratio
163%
Johan Sverdrup Phase 1
~85% complete
Organic growth
4 appraisal successes
2 new discoveries
8
Lundin Petroleum Annual Report 2018
“
2018 was another year of strong operational
delivery meeting all of our key targets. With
Johan Sverdrup on track for production start-
up in November 2019 and a pipeline of seven
potential new projects, we have a significant
production growth trajectory ahead of us.
Nick Walker
Chief Operating Officer
Lundin Petroleum Annual Report 2018
9
STRATEGIC REPORT | Operations
Strong production
driven by excellent
reservoir and facilities
performance
2018 production exceeded guidance
Lundin Petroleum’s average production rate for 2018 was
81.1 Mboepd. This strong performance was at the upper end of
the guidance range for the year, driven by the continued excellent
reservoir and facilities performance from both the Edvard Grieg fi eld
and the Alvheim area.
Focus on production growth beyond Johan Sverdrup
Lundin Petroleum’s production growth trajectory for the coming
years is among the strongest in the industry. Once the Johan
Sverdrup full fi eld development is completed, Lundin Petroleum is
set to more than double 2018 production levels.
The outlook for continued growth beyond Johan Sverdrup looks
promising, following the exploration and appraisal success in 2018.
Seven potential new projects, in combination with a quality asset
base and an active exploration drilling programme, will ensure that
Lundin Petroleum continues to deliver strong production growth for
many more years to come.
Further
organic
growth
Target
>200 Mboepd
upsides and
new projects
>170
Mboepd
>150
Mboepd
75–95
Mboepd
Long-term
production
Johan Sverdrup
Phase 1 plateau
Johan Sverdrup
full field plateau
2019
2020
2023
Significantly extending plateau
production at Edvard Grieg
Lundin Petroleum’s key operated asset, the Edvard Grieg fi eld,
continues to exceed expectations on both reservoir and facility
performance. Edvard Grieg achieved a strong production
effi ciency of 98 percent for 2018.
opportunities to keep the Edvard Grieg facilities full for even
longer have been identifi ed in the area. An infi ll drilling
programme is planned to commence in 2020 and the nearby
Luno II and Rolvsnes discoveries are planned as subsea tie-
backs to the Edvard Grieg facilities, projects that are set to be
sanctioned in 2019 and implemented in parallell.
The PDO development drilling programme was completed
during the year, with all development well results in line with or
better than prognosis. Water production build-up is signifi cantly
slower than expected, which has resulted in further extending
the fi eld’s plateau production to mid-2020. A pipeline of future
The 4D seismic survey that was acquired over the Edvard Grieg
fi eld in 2018 indicates that the water injection fl ood front is
further away from the main production wells than predicted
by the current reservoir models. This information is still under
review and has not been incorporated into the reservoir models
used to support the year end 2018 reserves estimate.
10
Lundin Petroleum Annual Report 2018
>1 billion boe resource
base through the drill bit
Reserves Summary
End 2017
2018 production
Revisions
Reserves end 2018
Reserves replacement ratio
Proved plus
Probable
(2P reserves)
Proved plus
Probable
plus Possible
(3P reserves)
726.3
-30.1
+49.2
745.4
163%
895.5
-30.1
+35.4
900.9
118%
Track record of reserves replacement exceeding
production
Reserves were increased in 2018 with a 2P reserves replacement
ratio of 163 percent and it was the fi fth consecutive year that
Lundin Petroleum has more than replaced produced barrels with
reserves. Oil and natural gas liquids (NGL) represent 96 percent
of the 2P reserves and all reserve estimates are independently
audited by ERC Equipoise Ltd. (ERCE).
The main reason for the increase in 2018 relates to the
Johan Sverdrup fi eld, driven by positive well results from the
development drilling in combination with the Phase 2 PDO
sanction of full fi eld water alternating gas injection (WAG) for
enhanced recovery, which has resulted in associated contingent
resources being promoted to reserves.
During 2019, sanctioning of the Edvard Grieg infi ll well
programme, the Luno II project and the Rolvsnes extended
well test are expected to continue the trend of 2P reserves
replacement exceeding production.
Contingent resource increase from successful
exploration and appraisal drilling
Lundin Petroleum’s contingent resources at year end 2018
amounted to 225 MMboe, which represents an increase of
40 MMboe from year end 2017, before projects matured to
reserves.
New discoveries on Frosk in the Alvheim area and Lille Prinsen
in the Utsira High area and positive results from the appraisal
wells on Luno II, Rolvsnes and Gekko, together with the
acquisition of an additional 15 percent interest in Luno II were
the main drivers for the increase.
2P reserves end 2018
745 MMboe
Edvard Grieg
116
Alvheim Area
23
Ivar Aasen
2
Johan Sverdrup
605
Contingent resources
end 2018
225 MMboe
Other
26
Johan Sverdrup
30
Edvard Grieg
10
Alvheim Area
9
Luno II
42
Rolvsnes
22
Alta/Gohta
87
i
Lundin Petroleum reports all of its reserves in working
interest barrels of oil equivalent.
Definitions of reserves and resources can be found on
page 106.
Lundin Petroleum Annual Report 2018
11
STRATEGIC REPORT | Operations
Johan Sverdrup is one of the most important
industrial projects in Norway over the next
50 years
It has been an important year of installation
on the Johan Sverdrup project
2018 has been a key installation year for the Johan Sverdrup project. With the installation
of three jackets, two topsides, one bridge, over 400 km of pipelines and 200 km of cables for
power from shore, it has likely been the busiest installation campaign ever for a project on the
Norwegian continental shelf. The remaining two topsides for the process and living quarter
platforms will be installed in spring 2019 and with the good progress that is being made on the
project, Phase 1 remains fi rmly on track for expected fi rst oil in November 2019.
Phase 2 will involve the installation of an additional processing platform at the fi eld centre and
will see gross production capacity increase to 660 Mbopd. First oil for Phase 2 is planned during
the fourth quarter of 2022.
12
Lundin Petroleum Annual Report 2018
“
Johan Sverdrup is quite simply a fantastic
story for us. The discovery we made back
in 2010 is set to start production later in
2019 and will create value for society for
generations to come.
Kristin Færøvik
Managing Director, Lundin Norway
Gross resources
2.2–3.2
billion boe
Costs reduced
~50%
since PDO
including foreign exchange gains
Phase 1 start-up
November 2019
Phase 2 start-up
Q4 2022
Production capacity
440 Mbopd
Production capacity
660 Mbopd
Lundin Petroleum Annual Report 2018
13
STRATEGIC REPORT | Operations
A pipeline of future
organic growth opportunities
Our organic growth strategy continues to deliver more
development opportunities across our seven core areas.
Seven potential new projects
2018 was all about progressing contingent resources towards commercialisation. Through
an active exploration and appraisal campaign, new discoveries were made and appraisal
opportunities were matured further towards development. Together with the infi ll
drilling programme at Edvard Grig, set to be sanctioned in 2019, Lundin Petroleum
has seven potential new projects in the pipeline.
Southeastern Trend
Loppa High
Alta/Gohta
Through appraisal drilling and test production, the commercial potential of
the unique Alta and Rolvsnes discoveries was signifi cantly de-risked in 2018.
The long-term production behavior from the Rolvsnes reservoir needs to be
understood better and the next step is to conduct an extended well test
via a subsea tie-back of the suspended appraisal well to the Edvard Grieg
platform. The extended well test will be sanctioned in the fi rst quarter
of 2019 with implementation in parallel with the Luno II development
project and is expected to come online in mid-2021.
A plan for development will be submitted in the fi rst quarter of
2019 for the Luno II discovery, scheduled to come on-stream in
2021 as a subsea tie-back to the nearby Edvard Grieg platform.
The Gekko appraisal well was successfully completed in
October 2018 and options for the economic development of
the fi eld are being assessed.
The Frosk and Lille Prinsen discoveries will be further
appraised in 2019, including a long-term production
test on Frosk through the Bøyla subsea facilities
into Alvheim. It is expected that Lille Prinsen will
be economic to develop and an appraisal well is
planned for 2019.
Frøya High/
Froan Basin
Harstad
Northern North
Sea Area
Norway
Frosk
Gekko
Alvheim Area
Utsira High Area
Oslo
Edvard Grieg Infills
Luno II
Lille Prinsen
Rolvsnes
Mandal High
14
Lundin Petroleum Annual Report 2018
i
More information on Lundin Petroleum’s
operations can be found in the Directors’ Report
on pages 43–46.
Delivering on our organic growth strategy
Through licensing rounds and strategic transactions, Lundin Petroleum actively renewed and diversifi ed
its exploration portfolio in 2018, including adding the Northern North Sea as a new core area. Following
the record award in the APA 2018 licensing round, Lundin Petroleum holds 82 licences in Norway,
which is an increase in acreage position by about 70 percent since year-end 2017.
In 2019, Lundin Petroleum plans to drill a total of 17 exploration and appraisal wells out of which
15 are exploration wells targeting over 750 MMboe of net unrisked resources. The 2019 exploration
programme will target prospects in all seven core exploration areas and is the largest and most diverse
exploration programme for Lundin Petroleum to date.
The Alta/Gohta discovery-
pioneering production
from karstified carbonate
reservoirs
Active appraisal programme
The appraisal well and the extended production
test on the Alta discovery in the southern Barents
Sea were successfully completed in September
2018. The results exceeded expectations,
demonstrating sustainable fl ow rates and excellent
reservoir productivity and connectivity to a large
volume of oil. Through these positive results, the
understanding of this complex carbonate reservoir
has been signifi cantly advanced, the development
of which would be a fi rst on the Norwegian
Continental shelf.
Studies for commercialising Alta and Gohta
are being progressed to determine additional
appraisal drilling requirements and development
options. The current development concept for
Alta is a subsea fi eld development connected to a
standalone fl oating production and storage vessel.
The adjacent Gohta discovery is also considered a
possible joint development opportunity.
The large amount of new information from the
positive results from the Alta extended well test
and latest generation 3D seismic survey (Topseis)
over the entire Alta and Gohta area is under
evaluation. The contingent resources for the Alta
and Gohta discoveries are therefore unchanged
from year-end 2017 and will be updated during
2019 when the future appraisal plans for the area
is defi ned and all the additional data has been
processed.
Lundin Petroleum Annual Report 2018
15
STRATEGIC REPORT | Responsibility
Responsible operations
Lundin Petroleum’s sustainability
approach is to develop and produce
oil and gas resources efficiently and
responsibly.
Responsible conduct and business success go hand in hand.
Our business model rests on our commitment to carry out our
activities in an effi cient and responsible manner for the long-
term benefi t of shareholders and society.
In line with this commitment, a thorough review of our
Code of Conduct was completed in 2018 to ensure that the
core principles governing our responsible business conduct
fully refl ect our operational context. The Code of Conduct
provides guidance to all employees, contractors and partners
on how to conduct activities in an economically, socially and
environmentally responsible way. To highlight and emphasise
the importance of these guiding principles and everyone’s
commitment to abide by them, a ceremony attended by the
Board’s CR/HSE Committee, management and employees was
held to sign the updated Code of Conduct. New policies were
also adopted in the areas of diversity, security (relating to the
General Data Protection Regulation, GDPR) and transparent
tax reporting to better refl ect current practice in relation to
these important areas. The e-learning tool was further revised
to ensure that all employees are familiar with these governing
documents and the new formal requirements.
Improving energy effi ciency and reducing carbon emissions
remain a core focus for Lundin Petroleum and we can again
report one of the lowest carbon emission intensity levels in
the industry. We also intensifi ed our engagement to address
climate change with key stakeholders, through support to
research and development, sharing of best practice within the
industry and by participating in the global dialogue.
In line with our commitment to actively support the
Sustainable Development Goals (the SDGs), we joined a
campaign initiated by the UN, in collaboration with Reuters
and The Business Debate. The initiative aims to promote
how global businesses and organisations work to achieve
economic development in an environmentally sustainable
manner. Climate change requires unprecedented action and
collaboration between various societal actors and through
this initiative, we had the opportunity to illustrate how our
Company can contribute to achieving the SDG goals. We do this
by providing society with affordable energy while addressing
the climate change challenge through our industry leading
work in developing and producing oil and gas resources
effi ciently and responsibly with a low carbon footprint.
Sustainability Reporting
Read more about Lundin Petroleum’s management and performance approach
on environmental, social and governance issues in our 2018 Sustainability
Report, available on www.lundin-petroleum.com.
The Sustainability Report provides comprehensive information on how Lundin
Petroleum integrates sustainability issues into its business model to create long-
term sustainable value for all stakeholders. The Sustainability Report conforms to
the new Global Reporting Initiative (GRI) standards and constitutes our disclosure
on non-fi nancial reporting required under Swedish law implementing the EU
Directive 2014/95/EU. It also constitutes our Communication on Progress (COP) to
the UN Global Compact.
The Sustainability Report is a tool for stakeholders to assess our sustainability
approach and performance and we welcome this engagement as a means to
improve how we address key sustainability issues within the industry.
16
Lundin Petroleum Annual Report 2018
“
Our commitment to safe and responsible
practices and low carbon operations is
fundamental to delivering on our business
model to create long-term sustainable value.
Christine Batruch
Vice President Corporate Responsibility
Health, safety and environment
Our people are our key asset and reducing health and
safety risks throughout our operations is our highest
priority. We continue to foster an open culture to learn
from incidents and improve how we address health
and safety concerns. Our highly skilled workforce
actively assess potential risks and contributes to develop
and implement mitigation strategies. Our emergency
preparedness is tested on a regular basis to ensure full
readiness in the event of an incident. Together these
measures help to ensure that we provide a safe working
environment and protect the environment wherever we
operate.
Our robust health and safety culture is refl ected in our
2018 performance as there were no serious personal
injuries or process safety incidents during the year. The
Lost Time Incident Rate (LTIR) was 0.5 per million hours
worked and the Total Recordable Incident Rate (TRIR) was
1.0 per million hours worked. There were no material
incidents with impact on the environment.
Low carbon performance
Lundin Petroleum operates with one of the lowest carbon
emissions intensity levels in the industry. Work to further reduce
carbon emissions from our operations continued in 2018 and
reduction targets were achieved. The carbon emission level from
the operated Edvard Grieg platform was 4.9 kg CO2 equivalent per
barrel in 2018.
Lundin Petroleum supports the commitments set out in the
Paris Agreement to address global climate change and actively
participates in industry initiatives that aim to reduce carbon
emissions, such as the Norwegian oil and gas roadmap for 2030
and 2050.
Carbon emissions intensity
kgCO2e/boe
~20
~10
~5
~0.7
Power from
shore 2022
World
Norway Edvard
Grieg
Johan
Sverdrup
Lundin Petroleum Annual Report 2018
17
STRATEGIC REPORT | Risk Management
Key risk areas
Lundin Petroleum’s risks fall into three key areas:
operational, financial and strategic, including external
risks that could impact the Company’s business
operations or reputation.
Operational
Risk
Financial
Risk
Strategic
Risk
18
Lundin Petroleum Annual Report 2018
Managing risk
A standardised risk management methodology is used to perform quantitative
and qualitative risk assessments to prioritise control activities and enable the
Company to deal effectively with both potential opportunities and threats.
Operational Risk
Concentration of operations
Reserves and resources
Risk
The majority of production comes from the Edvard Grieg fi eld
and the Alvheim area. This concentration of operations increases
the vulnerability for long-term production shutdowns.
Risk
Uncertainty in estimates of economically recoverable reserves
and inability to bring estimates into resources and reserves.
Response
Highly skilled and experienced operational teams are employed
throughout the organisation and critical spares are held in
inventory. Insurance covering the fi nancial liquidity impact
from a loss of production is subscribed for the Edvard Grieg
fi eld, reducing the fi nancial impact of any unexpected long-term
shutdowns.
Response
Reserves and resource evaluations are performed according to
international industry standards and undergo a comprehensive
internal peer review in addition to an annual reserves audit
process by an external independent reserves auditor.
Delay of development projects
Security / Cyber Security
Risk
Delay in delivery of development projects due to safety incidents,
installation schedules or missed targets. The risk of cost overruns
and a delay in production that could affect liquidity.
Risk
Security risks are of serious concern in the oil and gas industry
and range from personnel security to attacks on physical assets,
including information data loss and system intrusions.
Response
Lundin Petroleum has a proven track record of safe work systems
and successfully delivering development projects. The large
Johan Sverdrup project is progressing ahead of schedule and has
achieved signifi cant cost savings compared to original estimates.
Response
Security risks are regularly monitored and audited. The risk
level in Norway is assessed as low but high levels of awareness
are nonetheless maintained. Business continuity plans are
in place, networks are monitored to prevent and remedy any
external attacks and training on cyber risk awareness is being
implemented.
Health, Safety and Environment (HSE)
Risk
Operational incidents such as a signifi cant fi re, process
safety, major accidents involving impact on people and the
environment, collision or well control issues are a signifi cant risk
within the oil and gas industry.
Response
Lundin Petroleum has a strong HSEQ (Health, Safety,
Environmental and Quality) management system to reduce the
risk of such incidents, which is subject to incident investigations
and audits. The Company maintains a robust HSE culture
throughout the organisation to ensure safety and security for
people and the environment.
i
This summary gives an overview of Lundin
Petroleum’s risk universe, however other risks
may also exist or arise.
More information on how Lundin Petroleum
works to address risks related to maintaining a
sustainable and ethical business can be found
in the Sustainability Report.
Lundin Petroleum Annual Report 2018
19
STRATEGIC REPORT | Risk Management
Financial Risk
Asset retirement
Risk
Incorrect fi nancial estimates of future decommissioning costs for
fi elds at the end of the economic life cycle could lead to fi nancial
and tax impact, liability and other implications of abandonment
and reclamation.
Response
Decommissioning cost estimates are reviewed on an annual basis
throughout an asset’s life cycle, including in the development
phase, according to the Company’s policy on asset retirement
liability.
Liquidity and funding
Risk
Investments and costs overrunning budgets or production
underperformance leading to the Company being unable to fund
its fi nancial commitments from cash fl ow, debt or equity.
Response
Lundin Petroleum strives to maintain a good asset management
strategy to ensure continued asset integrity to maximise cash
fl ow and borrowing capacity. Access to debt capital markets is
achieved through a proactive banking relationship strategy to
ensure optimal debt availability. Access to the equity capital
markets is achieved through an active investor relations strategy.
Financial reporting
Market conditions
Risk
Delayed or inaccurate fi nancial reporting impacting external
reporting requirements. Risk of regulatory action, shareholder
law suits and loss of investor confi dence.
Risk
Volatility in the oil price could affect fi nancial earnings, cash
fl ow generation and the overall investment and liquidity
position.
Response
Lundin Petroleum maintains robust internal controls and
reporting processes to mitigate this risk. Financial reporting is
subject to internal controls, a monthly management reporting
process and is verifi ed by internal and external audits.
Response
Lundin Petroleum updates the asset business plan regularly
throughout the year, a process that includes stress testing the
business for a prolonged period of lower oil prices. If such a
scenario demonstrates a liquidity shortfall, the Company will
consider a number of options including reducing investment
levels, raising additional debt or entering into oil price hedging.
Interest and currency
Risk
As a result of the Company carrying debt, a rise in interest rates
carries a risk of impacting the Company’s earnings and free
cash fl ow potential. A foreign exchange risk exists in relation
to market fl uctuations of foreign currencies, given that the
underlying value of the Company’s assets is predominantly USD
denominated whilst certain costs are denominated in other
currencies.
Response
The exposure to interest rate and currency risk is continuously
assessed and monitored. Hedging instruments are used to manage
this risk, which is also subject to robust internal controls.
20
Lundin Petroleum Annual Report 2018
Strategic Risk
Climate change
Risk
Negative perception of the oil and gas industry, leading to the
risk of reduced access to licences. Failure to adapt to climate
legislation.
Response
Lundin Petroleum operates with one of the lowest carbon
emissions intensities in the industry and in a country with world-
leading environmental governance. Carbon footprint and energy
effi ciency of operations are reviewed on an ongoing basis and
greenhouse gas emissions are disclosed regularly.
Legal process in Sweden
Risk
Reputational risk and potential loss of stakeholder and investor
confi dence through potential criminal trial and fi nancial
penalties in relation to the preliminary investigation in Sweden
into the Company’s past operations in Sudan during 1997–2003.
Response
Lundin Petroleum is actively defending its interests through the
Swedish legal process and maintains a transparent and effective
engagement with its various stakeholders to ensure an open
and informed dialogue. More information on the preliminary
investigation led by the Swedish Prosecution Authority can be
found on page 34.
Ethical business conduct
Shareholder value creation
Risk
Risk of non-compliance with ethical business practices, fraud,
bribery and corruption. Non-compliance could lead to investigations
and litigation and loss of legal or social licence to operate.
Risk
Inability to meet stakeholder expectations and create
shareholder value either through current business strategy or
due to market conditions. Failure to sustain the organic growth
strategy.
Response
Lundin Petroleum creates sustainable shareholder value by
investing in an active organic growth strategy in Norway,
supported by excellent resource potential, highly skilled
employees as well as attractive fi scal terms for a full cycle
strategy.
Response
Lundin Petroleum operates according to the highest level of
ethical standards, ensured through the consistent application
of its Code of Conduct and policies and procedures. Internal
awareness training is conducted to communicate expectations
of ethical business conduct to staff and reference to the Code of
Conduct is integrated into business supplier contracts.
Laws and regulations
Risk
Breach of applicable laws and regulations or complexity and
changes to regulation that could negatively affect the Company.
May lead to investigations, litigation, negative fi nancial impact,
reputational damage and cancellation or modifi cation of
contractual rights.
Response
Lundin Petroleum adheres to applicable laws and regulations
and has a robust corporate governance framework in place to
ensure it acts in accordance with good oilfi eld practice and high
standards of corporate citizenship. Lundin Petroleum operates
in Norway, a country with a world-leading regulatory framework
for oil and gas activities.
Lundin Petroleum Annual Report 2018
21
GOVERNANCE | Corporate Governance Report 2018
Corporate Governance Report 2018
Guiding principles
Shareholders’ meetings
External auditors of the Company
Nomination Committee
Board of Directors
Board committees
Group management
Policy on Remuneration
Internal control over fi nancial reporting
Auditor’s report
22
25
25
26
27
30
33
35
38
39
This Corporate Governance Report has been
prepared in accordance with the Swedish
Companies Act (SFS 2005:551), the Annual
Accounts Act (SFS 1995:1554) and the Swedish
Corporate Governance Code and has been subject
to a review by the Company’s statutory auditor.
Lundin Petroleum reports one deviation from the
Corporate Governance Code in 2018 in respect of
the composition of the Nomination Committee
as further described on page 26. There were no
infringements of applicable stock exchange rules
during the year, nor any breaches of good practice
on the securities market.
Lundin Petroleum AB (publ), company registration
number 556610-8055, has its corporate head offi ce
at Hovslagargatan 5, 111 48 Stockholm, Sweden
and the registered seat of the Board of Directors
is Stockholm, Sweden. The Company’s website is
www.lundin-petroleum.com.
2019 Annual General Meeting
The 2019 Annual General Meeting (AGM)
will be held on 29 March 2019 at 1 p.m.
in Vinterträdgården at Grand Hôtel, Södra
Blasieholmshamnen 8, in Stockholm. Shareholders
who wish to attend the meeting must be recorded
in the share register maintained by Euroclear
Sweden on Saturday 23 March 2019 (please
note that since the record date is on a Saturday,
shareholders must be registered in the share
register on Friday 22 March 2019, at the latest)
and must notify the Company of their intention to
attend the AGM no later than 25 March 2019.
Further information about registration to the AGM,
as well as voting by proxy, can be found in the
notice of the AGM, available on the Company’s
website.
22
Lundin Petroleum Annual Report 2018
Corporate Governance
Lundin Petroleum’s corporate governance
framework seeks to ensure that its business
is conducted efficiently and responsibly,
that responsibilities are allocated in a
clear manner and that the interests of
shareholders, management and the Board of
Directors remain fully aligned.
Guiding principles of corporate governance
Since its creation in 2001, Lundin Petroleum has been guided
by general principles of corporate governance, which form an
integral part of Lundin Petroleum’s business model. Lundin
Petroleum’s business is to explore for, develop and produce oil
and gas. The Company aims to create value for its shareholders
through exploration and organic growth, while operating in an
economically, socially and environmentally responsible way for
the benefi t of all stakeholders. By tying the corporate governance
framework to its sustainability profi le, Lundin Petroleum has
managed to achieve the high goals set out in the sustainability
strategy. To achieve such sustainable value creation, Lundin
Petroleum applies a governance structure that favours
straightforward decision making processes, with easy access
to relevant decision makers, while nonetheless providing the
necessary checks and balances for the control of the activities,
both operationally and fi nancially. Lundin Petroleum’s principles
of corporate governance seek to:
· Protect shareholder rights
· Provide a safe and rewarding working environment to
all employees
· Ensure compliance with applicable laws and best industry
practice
· Ensure activities are carried out competently and sustainably
· Sustain the well-being of local communities in areas
of operation
As a Swedish public limited company listed on Nasdaq
Stockholm, Lundin Petroleum is subject to the Rule Book for
Issuers of Nasdaq Stockholm, which can be found on
www.nasdaqomxnordic.com. In addition, the Company abides
by principles of corporate governance found in a number
of internal and external documents. Abiding to corporate
governance principles builds trust in Lundin Petroleum, which
results in increased shareholder value. By ensuring the business
is conducted in a responsible manner, the corporate governance
structure ultimately paves the way to increased effi ciency.
“
Our corporate governance structure
ensures safe, responsible and efficient
operations and is fundamental to our past
and future operational success.
Ian H. Lundin
Chairman of the Board
Lundin Petroleum – Governance Structure
External
Audit
Shareholders’ Meeting
Nomination
Committee
Board of Directors
Audit
Committee
Compensation
Committee
CR/HSE
Committee
Internal
Audit
CEO and Group Management
Independant
Qualified
Reserves Auditor
Main external rules and regulations for
corporate governance at Lundin Petroleum
Main internal rules and regulations for corporate
governance at Lundin Petroleum
· Swedish Companies Act
· Swedish Annual Accounts Act
· NASDAQ Stockholm Rule Book for Issuers
· Swedish Code of Corporate Governance
· The Articles of Association
· The Code of Conduct
· Policies, Procedures and Guidelines
· The HSEQ Leadership Charter
· The Rules of Procedure of the Board,
instructions to the CEO and for the financial
reporting to the Board and the terms of
reference of the Board Committees and the
Investment Committee
· Code of Internal Audit Activity
· Nomination Committee process
Highlights 2018
Torstein Sanness
appointed as a new
Board member at the
AGM held on 3 May
2018.
A new CR/HSE Committee
was established building
on the work of the
previous CR/HSE Board
representative.
The AGM resolved to
declare an inaugural cash
dividend of SEK 4.00 per
share.
Adoption of an updated
Code of Conduct to
better refl ect the
operating context of the
Company.
Lundin Petroleum Annual Report 2018
23
GOVERNANCE | Corporate Governance Report 2018
Corporate Governance Rules and Regulations
Swedish Corporate Governance Code
The Corporate Governance Code is based on the tradition of
self- regulation and the principle of “comply or explain”. It acts
as a complement to the corporate governance rules contained in
the Swedish Companies Act, the Annual Accounts Act, EU rules
and other regulations such as the Rule Book for Issuers and good
practice on the securities market. The Corporate Governance
Code can be found on www.bolagsstyrning.se.
Lundin Petroleum’s Articles of Association
The Articles of Association contain customary provisions
regarding the Company’s governance and do not contain any
limitations as to how many votes each shareholder may cast at
Shareholders’ Meetings, nor any special provisions regarding the
appointment and dismissal of Board members or amendments
to the Articles of Association. The Articles of Association are
available on the Company’s website.
Lundin Petroleum’s Code of Conduct
Lundin Petroleum’s Code of Conduct is a set of principles
formulated by the Board to give overall guidance to employees,
contractors and partners on how the Company is to conduct
its activities in an economically, socially and environmentally
responsible way, for the benefi t of all stakeholders, including
shareholders, employees, business partners, host and home
governments and local communities. The Company applies
the same standards to all of its activities to satisfy both
its commercial and ethical requirements and strives to
continuously improve its performance and to act in accordance
with good oilfi eld practice and high standards of corporate
citizenship. The Code of Conduct is an integral part of the
Company’s contracting procedures and any violations of
the Code of Conduct will be the subject of an inquiry and
appropriate remedial measures. In addition, performance
under the Code of Conduct and Corporate Responsibility (CR) is
regularly reported to the Board. An updated Code of Conduct
was issued in 2018 to better refl ect the operating context of the
Company. The Code of Conduct is available on the Company’s
website.
Lundin Petroleum’s policies, procedures, guidelines and
HSEQ Leadership Charter
Corporate policies, procedures and guidelines have been
developed to outline specifi c rules and controls, to increase
effi ciency and improve performance by facilitating compliance.
They cover areas such as Operations, Accounting and Finance,
Health and Safety, Environment, Anti-Corruption, Human
Rights, Stakeholder Relations, Legal, Information Systems,
Insurance & Risk Management, Human Resources, Inside
Information and Corporate Communications. During 2018,
new corporate policies adopted include a Diversity Policy,
Security Policy, Market Risk Policy and Tax Policy. All policies,
procedures and guidelines are continuously reviewed and
updated as and when required and have been integrated into
local management systems.
In 2018 Lundin Petroleum adopted a Corporate HSEQ (Health,
Safety, Environmental and Quality) Leadership Charter, which
sets out the governance framework as well as operational
governance for managing the business in accordance with the
highest standards. The Charter sets out four core foundation
themes: leadership, risk and opportunity management,
continuous improvement and implementation and is applicable
across the organisation. It further details how these themes are
to be operationalised.
CR and HSE related policies are available on the Company’s
website.
Lundin Petroleum’s Rules of Procedure of the Board
The Rules of Procedure of the Board contain the fundamental
rules regarding the division of duties between the Board, the
Committees, the Chairman of the Board and the Chief Executive
Offi cer (CEO). The Rules of Procedure also include instructions
to the CEO, instructions for the fi nancial reporting to the Board
and the terms of reference of the Board Committees and the
Investment Committee. The Rules of Procedure are reviewed and
approved annually by the Board.
Share capital and shareholders
The shares of Lundin Petroleum are listed on Nasdaq Stockholm.
The total number of shares is 340,386,445 shares with a quota
value of SEK 0.01 each (rounded-off), representing a registered
share capital of SEK 3,478,713. All shares of the Company carry
the same voting rights and the same rights to a share of the
Company’s assets and earnings. The Board has been authorised
by previous Annual General Meetings (AGMs) to decide upon
repurchases and sales of the Company’s own shares as an
instrument to optimise the Company’s capital structure and
to secure the Company’s obligations under its incentive plans.
During 2018, the Company purchased 640,000 own shares at
an average purchase price of SEK 186.77 and held as per 31
December 2018 1,873,310 own shares in total.
Lundin Petroleum had at the end of 2018 a total of 28,801
shareholders listed with Euroclear Sweden, which represents
a decrease of 690 compared to the end of 2017, i.e. a decrease
of approximately two percent. Shares in free fl oat amounted
to 51.8 percent and exclude shares held by an entity associated
with the Lundin family and by Equinor.
The 10 largest shareholders
as at 31 December 2018
Number
of shares
Percent
(rounded)
Nemesia1
Equinor
Vanguard
JP Morgan Asset Management
BlackRock
USS Investment Management
Norges Bank
State Street Global Advisors
Credit Suisse
Nordea Fonder
Other shareholders
Total
95,478,606
68,417,676
6,959,519
5,741,518
5,733,873
4,950,000
4,102,761
4,058,739
4,047,202
3,500,205
137,396,346
340,386,445
28.1
20.1
2.0
1.7
1.7
1.5
1.2
1.2
1.2
1.0
40.4
100
1 An investment company wholly owned by a Lundin family trust.
Source: Q4 Inc.
24
Lundin Petroleum Annual Report 2018
members, except for the Chief Executive Offi cer, and SEK
165,000 to each Committee Chair and SEK 110,000 to other
Committee members and SEK 165,000 to the CR/HSE Board
representative with the total fees for Committee work,
including fees for the Committee Chairs and CR/HSE Board
representative fees, not to exceed SEK 1,155,000.
· Approval of the remuneration of the statutory auditor.
· Approval of the Company’s 2018 Policy on Remuneration for
Group management.
· Approval of LTIP 2018 for members of Group management and
a number of key employees.
· Authorisation for the Board to issue new shares and/or
convertible debentures corresponding to in total not more
than 34 million new shares, with or without the application of
the shareholders pre-emption rights.
· Authorisation for the Board to decide on repurchases and sales
of the Company’s own shares on Nasdaq Stockholm, where the
number of shares held in treasury from time to time shall not
exceed ten percent of all outstanding shares of the Company.
An electronic system with voting devices was used for the two
last items requiring a qualifi ed majority. The minutes of the
2018 AGM and all AGM materials, in Swedish and English, are
available on the Company’s website, together with the CEO’s
address to the AGM.
External auditors of the Company
Statutory auditor
Lundin Petroleum’s statutory auditor audits annually the
Company’s fi nancial statements, the consolidated fi nancial
statements, the Board’s and the CEO’s administration of the
Company’s affairs and reports on the Corporate Governance
Report. The auditor also reviews the Sustainability Report to
confi rm that it contains the required information. In addition,
the auditor performs a review of the Company’s half year report
and issues a statement regarding the Company’s compliance
with the Policy on Remuneration approved by the AGM. The
Board meets at least once a year with the auditor without any
member of Group management present at the meeting. In
addition, the auditor participates regularly in Audit Committee
meetings, in particular in connection with the Company’s half
year and year end reports. Group entities outside of Sweden are
audited in accordance with local rules and regulations.
Dividend Policy
Lundin Petroleum’s objective is to create attractive
shareholder returns by investing through the business
cycle with capital investments allocated to exploration,
development and production assets. The Company’s
expectation is to create shareholder returns both
through share price appreciation and by distributing
a sustainable yearly dividend - paid in quarterly
instalments and denominated in USD - with the plan of
maintaining or increasing the dividend over time in line
with the Company’s fi nancial performance and being
sustainable below an oil price of USD 50 per barrel. The
dividend shall be sustainable in the context of allowing
the Company to continue to pursue its organic growth
strategy and to develop its contingent resources whilst
maintaining a conservative gearing ratio and retaining
an appropriate liquidity position within its available
credit lines.
Lundin Petroleum Annual Report 2018
25
Shareholders’ Meetings
The Shareholders’ Meeting is the highest decision-making body
of Lundin Petroleum where the shareholders exercise their
voting rights and infl uence the business of the Company. The
AGM is held each year before the end of June at the seat of the
Board in Stockholm. The notice of the AGM is announced in
the Swedish Gazette (Post- och Inrikes Tidningar) and on the
Company’s website no more than six and no less than four
weeks prior to the meeting. The documentation for the AGM is
provided on the Company’s website in Swedish and in English
at the latest three weeks before the AGM and all proceedings are
simultaneously translated from Swedish to English and from
English to Swedish.
2018 AGM
The 2018 AGM was held on 3 May 2018 at Grand Hôtel in
Stockholm. The AGM was attended by 801 shareholders,
personally or by proxy, representing 68.91 percent of the
share capital. The Chairman of the Board, all Board members
including the CEO were present, as well as the Company’s
auditor and the majority of the members of the Nomination
Committee for the 2018 AGM. The members of the Nomination
Committee for the 2018 AGM were Hans Ek (SEB Investment
Management AB), Filippa Gerstädt (Nordea Funds), Åsa Nisell
(Swedbank Robur Fonder) and Ian H. Lundin (Nemesia S.à.r.l.,
and Landor Participations Inc., as well as non-executive
Chairman of the Board of Lundin Petroleum).
The resolutions passed by the 2018 AGM include:
· Election of advokat Klaes Edhall as Chairman of the AGM.
· Re-election of Peggy Bruzelius, C. Ashley Heppenstall, Ian
H. Lundin, Lukas H. Lundin, Grace Reksten Skaugen, Cecilia
Vieweg, Alex Schneiter and Jakob Thomasen as Board
members and election of Torstein Sanness as a new Board
member.
· Re-election of Ian H. Lundin as Chairman of the Board.
· Discharge of the Board and the CEO from liability for the
administration of the Company’s business for 2017.
· Adoption of the Company’s income statement and balance
sheet and the consolidated income statement and balance
sheet for 2017 and resolving to declare a dividend of SEK 4.00
per share with a record date of 7 May 2018.
· Re-election of the registered accounting fi rm
PricewaterhouseCoopers AB as the Company’s statutory
auditor until the 2019 AGM, authorised public accountant
Johan Rippe being the designated auditor in charge.
· Approval of the remuneration of SEK 1,100,000 to the
Chairman of the Board and SEK 525,000 to other Board
GOVERNANCE | Corporate Governance Report 2018
Nomination Committee for the 2019 AGM
Member
Appointed by
Hans Ek
SEB Investment
Management AB
Filippa Gerstädt Nordea Funds
Åsa Nisell
Ian H. Lundin
Swedbank Robur
Fonder
Nemesia S.à.r.l
and non-executive
Chairman of the Board
of Lundin Petroleum
Meeting
attendance
Shares
represented
as at 1 Aug 2018
Shares
represented as
at 31 Dec 2018
Independent of the
Company and Group
management
Independent of the
Company’s major
shareholders
3/3
3/3
2/21
3/3
0.6 percent
0.5 percent
1.0 percent
1.0 percent
1.3 percent
0.5 percent
27.7 percent
28.1 percent
Yes
Yes
Yes
Yes
Yes
Yes
Yes
No2
Total 30.6 percent Total 30.0
percent
(rounded)
1 Åsa Nisell was a member of the Nomination Committee until 9 January 2019 but stepped down as a result of Swedbank Robur Fonder no
longer being a larger shareholder of the Company.
2 For details, see schedule on pages 28–29.
The Company’s external auditor is the registered accounting
fi rm PricewaterhouseCoopers AB, which was fi rst elected as
the Company’s statutory auditor in 2001. The auditor’s fees
are described in the notes to the fi nancial statements, see Note
30 on page 88 and Note 7 on page 93. The auditor’s fees also
detail payments made for assignments outside the regular audit
mandate. Such assignments are kept to a minimum to ensure
the auditor’s independence towards the Company and require
prior approval of the Company’s Audit Committee.
Independent qualifi ed reserves auditor
Lundin Petroleum’s independent qualifi ed reserves auditor
certifi es annually the Company’s oil and gas reserves and
certain contingent resources, i.e. the Company’s core assets,
although such assets are not included in the Company’s balance
sheet. The current auditor is ERC Equipoise Ltd. For further
information regarding the Company’s reserves and resources,
see the Operations Review on pages 8–15.
Nomination Committee
The Nomination Committee is formed in accordance with
the Company’s Nomination Committee Process approved at
the 2014 AGM. According to the Process, the Company shall
invite four of the larger shareholders of the Company based on
shareholdings as per 1 August each year to form the Nomination
Committee, however, the members are, regardless of how
they are appointed, required to promote the interests of all
shareholders of the Company.
The tasks of the Nomination Committee include making
recommendations to the AGM regarding the election of the
Chairman of the AGM, election of Board members and the
Chairman of the Board, remuneration of the Chairman and
other Board members, including remuneration for Board
Committee work, election of the statutory auditor and
remuneration of the statutory auditor. Shareholders may submit
proposals to the Nomination Committee by e-mail to
nomcom@lundin-petroleum.com.
Nomination Committee for the 2019 AGM
The members of the Nomination Committee for the 2019 AGM
were announced and posted on the Company’s website on 3
September 2018. Equinor ASA was invited to join but declined
the invitation.
Ian H. Lundin was unanimously elected as Chairman of the
Nomination Committee. The fact that he is the Chairman
of the Nomination Committee and Chairman of Lundin
Petroleum constitutes a deviation from rule 2.4 in the Corporate
Governance Code, however this deviation was considered
justifi ed as Ian H. Lundin represents the major shareholder of
the Company.
The Nomination Committee has held three meetings during
its mandate so far. To prepare the Nomination Committee for
its tasks and duties and to familiarise the members with the
Company, the Chairman of the Board, Ian H. Lundin, who is
also the Chairman of the Nomination Committee, commented
at the meetings on the Company’s business operations and
future outlook, as well as on the oil and gas industry in general.
Summary of the Nomination Committee’s work during their
mandate:
· Considering the recommendation received through the
Company’s Audit Committee regarding the election of
statutory auditor at the 2019 AGM.
· Considering Board and statutory auditor remuneration issues
and proposals to the 2019 AGM.
· Considering a proposal to appoint an external independent
Chairman for the 2019 AGM.
· Considering amendments to the Nomination Committee
Process and that no changes should be proposed.
· Considering the size and composition of the Board in light of
the diversity recommendations in the Corporate Governance
Code, including gender balance, age, educational and
professional backgrounds and the proposed Board members’
individual and collective qualifi cations, experiences and
capabilities in respect of the Company’s current position and
expected development.
· Considering the results of the annual assessment of the Board
and the functioning of its work.
· Members of the Nomination Committee, who are independent
of the Company’s major shareholders, met and had discussions
with current Board members Peggy Bruzelius, Jakob Thomasen
and Torstein Sanness to discuss the work and functioning of
the Board.
The full Nomination Committee report, including the fi nal
proposals to the 2019 AGM, is available on the Company’s website.
26
Lundin Petroleum Annual Report 2018
Board of Directors
The Board of Directors of Lundin Petroleum is responsible for the
organisation of the Company and management of the
Company’s operations. The Board is to manage the Company’s
affairs in the interests of the Company and all shareholders with
the aim of creating long-term shareholder value. To achieve this,
the Board should at all times have an appropriate and diverse
composition considering the current and expected development
of the operations, with Board members from a wide range of
backgrounds that possess both individually and collectively the
necessary experience and expertise.
Composition of the Board
The Board of Lundin Petroleum shall, according to the Articles of
Association, consist of a minimum of three and a maximum of ten
directors with a maximum of three deputies, and the AGM decides
the fi nal number each year. The Board members are elected for a
period of one year. There are no deputy members and no members
appointed by employee organisations. In addition, the Board is
supported by a corporate secretary, the Company’s Vice President
Legal Henrika Frykman, who is not a Board member.
The Nomination Committee for the 2018 AGM considered that
a Board size of nine members would be appropriate taking into
account the nature, size, complexity and geographical scope of the
Company’s business. The Nomination Committee considered that
the Board as proposed and elected by the 2018 AGM is a broad and
versatile group of knowledgeable and skilled individuals who are
motivated and prepared to undertake the tasks required of the
Board in today’s challenging international business environment.
The Board members possess substantial expertise and experience
relating to the oil and gas industry internationally and specifi cally
Norway, being Lundin Petroleum’s core area of operation, public
company fi nancial matters, Swedish practice and compliance
matters and CR/HSE matters. The Nomination Committee
considered that the proposed Board fulfi lled the requirements
regarding independence in relation to the Company, Group
management and the Company’s major shareholders.
Gender balance was specifi cally discussed and the Nomination
Committee noted that 33 percent of the proposed Board members
were women. The Company aims to promote diversity at all levels
of the Company, and the Nomination Committee applies the
diversity requirements of the Corporate Governance Code. The
recommendation of the Swedish Corporate Governance Board
is that larger listed Swedish companies should strive to achieve
35 percent female Board representation by 2018, which had
been achieved by the Company during 2015–2018. Whilst the
percentage of women on the proposed Board was slightly lower
than in the past, the Nomination Committee considered that the
experience of the Board members, and in particular the signifi cant
Norwegian experience of the new proposed Board member
Torstein Sanness, outweighed the slight decline. The Nomination
Committee supports the ambition of the Swedish Corporate
Governance Board regarding levels and timing of achieving gender
balance and believes that it is important to continue to strive for
gender balance when future changes in the composition of the
Board are considered.
Board meetings and work in 2018
The Chairman of the Board, Ian H. Lundin, is responsible for
ensuring that the Board’s work is well organised and conducted
in an effi cient manner. He upholds the reporting instructions for
management, as drawn up by the CEO and as approved by the
Board, however, he does not take part in the day-to-day decision-
making concerning the operations of the Company. The Chairman
maintains close contacts with the CEO to ensure the Board is at
all times suffi ciently informed of the Company’s operations and
fi nancial status.
To continue developing the Board’s knowledge of the Company
and its operations, at least one Board meeting per year is held
in an operational location and is combined with visits to the
operations, industry partners and other business interests. In
October 2018, the Board visited the Lundin Petroleum operated
Edvard Grieg platform in the Norwegian Sea and the Kvaerner
Yard at Stord where Johan Sverdrup accomodation platform
topsides were being built, and an executive session with Group
management was held in connection with the Board meeting.
Group management also attended Board meetings during the
year to present and report on specifi c questions, and a monthly
operational report was circulated to the Board, as well as a
quarterly CR/HSE report.
Principal tasks of the Board of Directors
· Establishing the overall goals and strategy of the Company.
· Making decisions regarding the supply of capital.
· Appointing, evaluating and, if necessary, dismissing the CEO.
· Ensuring that there is an effective system for follow-up and control of the
Company’s operations and the risks to the Company that are associated
with its operations.
· Ensuring that there is a satisfactory process for monitoring the
Company’s compliance with laws and other regulations relevant to the
Company’s operations, as well as the application of internal guidelines.
· Defi ning necessary guidelines to govern the Company’s conduct in
society, with the aim of ensuring its long- term value creation capability.
· Ensuring that the Company’s external communications are characterised
by openness, and that they are accurate, reliable and relevant.
· Ensuring that the Company’s organisation in respect of accounting,
management of funds and the Company’s fi nancial position in general
include satisfactory systems of internal control.
· Continuously evaluating the Company’s and the Group’s economic
situation, including its fi scal position.
Lundin Petroleum Annual Report 2018
27
GOVERNANCE | Corporate Governance Report 2018
Board of Directors:
Ian H. Lundin
Alex Schneiter
Peggy Bruzelius
C. Ashley Heppenstall
Chairman (since
2002), member of the
Compensation Committee
President & Chief Executive
Offi cer, Director
Director, Chair of the Audit
Committee
Director, member of the
Audit Committee
2001
1960
2016
1962
B.Sc. Petroleum
Engineering from the
University of Tulsa.
M.Sc. Geophysics and
degree in Geology from the
University of Geneva.
2013
1949
M.Sc. Economics and
Business from the
Stockholm School of
Economics.
2001
1962
B.Sc. Mathematics from the
University of Durham.
Function
Elected
Born
Education
Experience
CEO of International
Petroleum Corp. 1989–
1998.
CEO of Lundin Oil AB
1998–2001.
CEO of Lundin Petroleum
2001–2002.
Various positions within
Lundin related companies
since 1993.
COO of Lundin Petroleum
2001–2015.
CEO of Lundin Petroleum
since 2015.
Managing Director of ABB
Financial Services AB 1991-
1997.
Head of the asset
management division of
Skandinaviska Enskilda
Banken AB 1997-1998.
Other board duties
Member of the board of
Etrion Corporation and
Bukowski Auktioner AB.
–
Chair of the board of
Lancelot Asset Management
AB, member of the board of
Akzo Nobel NV and
Skandia Liv.
Shares as at
31 December 2018
Attendance
Board
Audit Committee
Compensation Committee
CR/HSE Committee
Remuneration1
Nil2
9/9
–
5/5
–
Board and Committee work
SEK 1,210,000
Special assignments
outside the directorship
Independent of the
Company and Group
management
Independent of major
shareholders
SEK 1,000,000
Yes
No2
208,000
8,000
9/9
6/6
–
–
9/9
–
–
–
Nil
Nil
No3
Yes
SEK 690,000
SEK 635,000
Nil
Yes
Yes
SEK 5,328,000
No4
No4
1 See also note 28 on pages 84–85.
2 Ian H. Lundin is in the Nomination Committee’s and the Company’s opinion not deemed independent of the Company’s major shareholder as Ian H. Lundin is a
member of the Lundin family that holds, through a family trust, Nemesia S.à.r.l., which holds 95,478,606 shares in the Company.
3 Alex Schneiter is in the Nomination Committee’s and the Company’s opinion not deemed independent of the Company and Group management since he is the
President and CEO of Lundin Petroleum.
28
Lundin Petroleum Annual Report 2018
Various positions within
Lundin related companies
since 1993.
CFO of Lundin Oil AB
1998–2001.
CFO of Lundin Petroleum
2001–2002.
CEO of Lundin Petroleum
2002–2015.
Chairman of the board
of Africa Energy Corp.
and member of the board
of Lundin Gold Inc.,
Filo Mining Corp. and
International Petroleum
Corp.
Nil4
9/9
6/6
–
–
Lukas H. Lundin
Grace Reksten Skaugen
Torstein Sanness
Jakob Thomasen
Cecilia Vieweg
Director
2001
1958
Director, Chair of the CR/
HSE Committee, member
of the Compensation
Committee
Director, member of the
CR/HSE Committee
Director, member of the
Audit Committee and the
CR/HSE Committee
Director, Chair of the
Compensation Committee
2015
1953
2018
1947
2017
1962
2013
1955
Graduate from the New
Mexico Institute of
Mining, Technology and
Engineering.
Various key positions within
companies where the
Lundin family has a major
shareholding.
M.Ba. from the BI Norwegian
School of Management,
B.Sc. Honours Physics and
Doctoreate laser physics
from Imperial College of
Science and Technology at
the University of London.
Former Director of
Corporate Finance with SEB
Enskilda Securities in Oslo.
Board member/deputy chair
of Statoil ASA 2002 –2015.
Member of HSBC European
Senior Advisory Council.
Chairman of the board
of Lundin Mining Corp.,
Lucara Diamond Corp.,
NGEx Resources Inc.,
Lundin Gold Inc., Filo
Mining Corp., International
Petroleum Corp. and Lundin
Foundation, member of
the board of Bukowski
Auktioner AB.
Deputy Chair of the
board of Orkla ASA and
member of the board of
Investor AB and Euronav
NV, founder and board
member of the Norwegian
Institute of Directors and
council member of the
International Institute for
Strategic Studies in London.
M.Sc. Engineering in
geology, geophysics and
mining engineering from
the Norwegian Institute of
Technology in Trondheim.
Managing Director of
Lundin Norway AS
2004–2015.
Managing Director of Det
Norske Oljeselskap AS
2000–2004.
Various positions in Saga
Petroleum 1972–2000.
Chairman of the board of
Magnora ASA and member
of the board of
International Petroleum
Corp., Panoro Energy ASA
and TGS Nopec ASA.
Graduate of the University
of Copenhagen, Denmark,
M.Sc. in Geoscience and
completed the Advanced
Strategic Management
programme at IMD,
Switzerland.
Former CEO of Maersk
Oil and a member of the
Executive Board of the
Maersk Group 2009 - 2016.
L.L.M. from the University
of Lund.
General Counsel and
member of the Executive
Management of AB
Electrolux 1999–2016.
Senior positions in AB Volvo
Group 1990-1998.
Lawyer in private practice.
Chairman of the DHI Group,
ESVAGT and Falck Safety
Services and member of
the board of University of
Copenhagen.
–
788,3315
5,000
93,310
8,820
3,500
9/9
–
–
–
9/9
–
5/5
2/2
6/66
–
–
2/2
9/9
6/6
–
2/2
9/9
–
5/5
–
SEK 525,000
SEK 717,500
SEK 317,500
SEK 690,000
SEK 690,000
Nil
Yes
No5
Nil
Yes
Yes
Nil
No6
Yes
Nil
Yes
Yes
Nil
Yes
Yes
4 C. Ashley Heppenstall holds 1,542,618 shares in Lundin Petroleum AB through an investment company, Rojafi . C. Ashley Heppenstall is in the Nomination
Committee’s and the Company’s opinion not deemed independent of the Company and Group management since he was the President and CEO of Lundin
Petroleum until 2015, and not of the Company’s major shareholders since he is a director of several companies in which entities associated with the Lundin family
are major shareholders.
5 Lukas H. Lundin is in the Nomination Committee’s and the Company’s opinion not deemed independent of the Company’s major shareholder as Lukas H. Lundin is
a member of the Lundin family that holds, through a family trust, Nemesia S.à.r.l., which holds 95,478,606 shares in the Company.
6 Torstein Sanness is a member of the Board of Directors as of 3 May 2018. Torstein Sanness is in the Nomination Committee’s and the Company’s opinion not deemed
independent of the Company and Group management since he was the Managing Director of Lundin Norway AS, a subsidiary of the Company, until 2015.
Lundin Petroleum Annual Report 2018
29
GOVERNANCE | Corporate Governance Report 2018
Board committees
To maximise the effi ciency of the Board’s work and to ensure
a thorough review of specifi c issues, the Board has established
a Compensation Committee, an Audit Committee and in 2018,
a new CR/HSE Committee. Considering the importance of CR/
HSE matters for the Company, the Board considered it was
suitable to establish a full Board Committee to replace and
build on the previous work of the CR/HSE Board representative.
The tasks and responsibilities of the Committees are detailed in
the terms of reference of each Committee, which are annually
adopted as part of the Rules of Procedure of the Board. Terms of
reference were adopted in 2018 also for the CR/HSE Committee.
Minutes are kept at Committee meetings and matters discussed
are reported to the Board. In addition, informal contacts take
place between ordinary meetings as and when required by the
operations.
Compensation Committee
The Compensation Committee assists the Board in Group
management remuneration matters and receives information
and prepares the Board’s and the AGM’s decisions on matters
relating to the principles of remuneration, remunerations
and other terms of employment of Group management. The
objective of the Committee in determining compensation for
Group management is to provide a compensation package
that is based on market conditions, is competitive and takes
into account the scope and responsibilities associated with the
position, as well as the skills, experience and performance of
the individual. The Committee’s tasks also include monitoring
and evaluating programmes for variable remuneration, the
application of the Policy on Remuneration as well as the current
remuneration structures and levels in the Company. The
Compensation Committee may request advice and assistance of
external reward consultants. For further information regarding
Group remuneration matters, see the remuneration section of
this report on pages 35–37.
Compensation Committee work during 2018:
· Ongoing review of the Performance Management Process
through various work sessions across the year.
· Discussions and recommendations to the Board in
remuneration matters.
· Review of the performance of the CEO and Group
management as per the Performance Management Process.
· Preparing a report regarding the Board’s evaluation of
remuneration in 2017.
· Continuous monitoring and evaluation of remuneration
structures, levels, programmes and the Policy on
Remuneration.
· Preparing a proposal for the 2018 Policy on Remuneration for
Board and AGM approval.
· Consultation and meetings with Company stakeholders,
including institutional investors, regarding the proposed LTIP
2018.
· Preparing a proposal for LTIP 2018 for Board and AGM
approval through various work sessions and preparation
discussions.
· Review of fulfi lment of LTIP 2015 performance conditions and
confi rmation of vesting.
· Review and approval of the CEO’s proposals for the principles
of compensation of other employees.
· Review and approval of the CEO’s proposals for 2018 LTIP
awards.
· Undertaking a remuneration benchmark study and various
contacts and ongoing reviews in relation thereto during year.
· Frequent contacts, ongoing dialogue and decisions by email
outside of formal meetings to provide oversight and approvals
for remuneration and severance terms as presented by Group
management.
Audit Committee
The Audit Committee assists the Board in ensuring that the
Company’s fi nancial reports are prepared in accordance with
International Financial Reporting Standards (IFRS), the Swedish
Annual Accounts Act and accounting practices applicable
to a company incorporated in Sweden and listed on Nasdaq
Stockholm. The Audit Committee supervises the Company’s
fi nancial reporting and gives recommendations and proposals
to ensure the reliability of the reporting. The Committee also
supervises the effi ciency of the Company’s fi nancial internal
controls, internal audit and risk management in relation to
the fi nancial reporting and provides support to the Board in
the decision making processes regarding such matters. The
Committee monitors the audit of the Company’s fi nancial
reports and also reports thereon to the Board. In addition,
the Committee is empowered by the Committee’s terms of
reference to make decisions on certain issues delegated to it,
such as review and approval of the Company’s fi rst and third
quarter reports on behalf of the Board. The Audit Committee
also regularly liaises with the Group’s statutory auditor as part
of the annual audit process and reviews the audit fees and the
auditor’s independence and impartiality. The Audit Committee
further assists the Company’s Nomination Committee in the
preparation of proposals for the election of the statutory auditor
at the AGM.
The Audit Committee members have extensive experience
in fi nancial, accounting and audit matters. Peggy Bruzelius’
current and previous assignments include high level
management positions in fi nancial institutions and companies
and she has chaired Audit Committees of other companies.
C. Ashley Heppenstall is the Company’s previous CFO and CEO
and Jakob Thomasen was previously CEO of Maersk Oil, and
both have extensive experience in fi nancial matters.
Audit Committee work during 2018:
· Assessment of the 2017 year end report and the 2018 half year
report for completeness and accuracy and recommendation for
approval to the Board.
· Assessment and approval of the fi rst and third quarter reports
2018 on behalf of the Board.
· Evaluation of accounting issues in relation to the assessment
of the fi nancial reports.
· Follow-up and evaluation of the results of the internal audit
and risk management of the Group.
· Three meetings with the statutory auditor to discuss the
fi nancial reporting, internal controls, risk management, etc.
· Evaluation of the audit performance and the independence
· Preparing a proposal for remuneration and other terms of
and impartiality of the statutory auditor.
employment for the CEO for Board approval.
· Review of the CEO’s proposals for remuneration and other
terms of employment of the other members of Group
management for Board approval.
· Review and approval of statutory auditor’s fees.
· Assisting the Nomination Committee in its work to propose a
statutory auditor for election at the 2019 AGM.
30
Lundin Petroleum Annual Report 2018
Board’s yearly work cycle
· Adoption of the budget and work programme
· Consideration of the Board self-evaluation to
be submitted to the Nomination Committee
· Audit Committee report regarding the third
quarter report
· Performance assessment of the CEO
· Consideration of the performance review of
Group management and Compensation
Committee remuneration proposals
· Executive session with Group management
· Detailed discussion of strategy issues
· In-depth analysis of the Company’s business
· Adoption of the half year report, reviewed by
the statutory auditor
Q4 Q1
Q3
Q2
· Approval of the year end report
· Consideration of recommendation to the AGM to declare
a dividend
· Approval of remuneration proposals regarding
variable remuneration
· Approval of the Annual Report
· Review of the auditor’s report
· Approval of the Policy on Remuneration for submission
to the AGM
· Approval of the remuneration report
· Determination of the AGM details and approval of
the AGM materials
· Audit Committee report regarding the first quarter report
· Annual CR/HSE management report and performance
assessment
· Meeting with the auditor without management present
to discuss the audit process, risk management and
internal controls
· Review of the Rules of Procedure
· Statutory meeting following the AGM to confirm Board
fees, Committee compensation, signatory powers,
appointment of Corporate Secretary and adoption of
the Rules of Procedure
Board of Directors work 2018
Nine board meetings were held in 2018 and in addition to the topics covered by the Board as per its yearly work cycle, the following
signifi cant matters were addressed by the Board during the year.
· Discussing in detail the Company’s performance in 2017 and resolving to propose to the AGM that an inaugural cash dividend of SEK 4 per
share be paid to the shareholders.
· Review and approval of the updated Code of Conduct mirroring the new corporate identity following the Company’s spin off of the non-
Norwegian assets.
· Resolving to constitute a new CR/HSE Committee and preparing and approving the Committee terms of reference.
· Discussing in detail the fi nancing of the Company, including the Company’s fi nancial risk management, cash fl ows, sources of funding,
foreign exchange movements, hedging strategy and liquidity position and reviewing and approving an Amendment and Restatement
Agreement with signifi cantly improved terms in relation to the Company’s USD 5 billion reserve-based credit facility.
· Discussions regarding the Company’s risk management.
· Discussions regarding investor relations matters.
· Review and approval of the Company’s new Diversity Policy.
· Approval of the Company’s sale of shares in ShaMaran Corporation.
· Considering the Company’s production performance, forecasts and future outlook.
· Considering and discussing in detail the well advanced Johan Sverdrup development project and remaining project risks, time schedule,
operator performance and cost reductions and expectations.
· Discussing the Company’s increased licence position and approving several licence acquisitions and divestments to optimise the
Company’s acreage position and ensure future organic growth opportunities.
· Considering several business acquisition opportunities in Norway, as well as options for the Morskaya asset in Russia.
· Approval of the permanent cessation of production at the Brynhild fi eld.
· Approval of a share repurchases, as per AGM authorisation, to optimise the Company’s capital structure and secure the Company’s
obligations under its incentive programs.
· Assessing the Company’s oil and gas reserves and resources positions.
· Discussing the Swedish Prosecution Offi ce’s on-going preliminary investigation into alleged complicity in violations of international
humanitarian law in Sudan during 1997–2003, including the potential corporate fi ne of SEK 3 million and forfeiture of economic benefi ts
of SEK 3.3 billion that the Prosecution Offi ce aims to claim in case of a potential trial, as well as the preliminary investigation into alleged
instigation of interference in a judicial matter.
· Considering and discussing CR matters, including operations in the Barents Sea, climate change and the Company’s efforts to reduce its
environmental impact, the Company’s partnership with the Lundin Foundation and CR trends and initiatives.
· Considering and discussing the Company’s HSE performance, HSE assurance activities, including audits, and the new HSEQ Leadership
Charter.
· Considering the proposal for a performance based LTIP 2018, following the same principles as the previous LTIPs approved by the
2014–2017 AGMs, including continued stakeholder engagement discussions, revising the applicable peer group, approving participants,
allocating individual awards and approving the detailed plan rules, subject to 2018 AGM approval.
Lundin Petroleum Annual Report 2018
31
GOVERNANCE | Corporate Governance Report 2018
CR/HSE Committee
The CR/HSE Committee assists the Board to monitor the
performance and key risks that the Company faces in relation to
corporate responsibility and health, safety and environmental
matters. The CR/HSE Committee’s responsability is to oversee
the Company’s conduct and performance on CR/HSE matters, to
inform the Board and make whatever recommendations to the
Board it deems appropriate on any area within its remit where
action or improvement is needed. The CR/HSE Committee’s tasks
further include reviewing and monitoring CR/HSE policies and
the effectiveness of CR compliance, as well as considering CR
issues, risks, strategies and responses to climate change issues.
The CR/HSE Committee reviews Group management’s proposals
on HSE targets and goals, monitors the appropriateness of
HSEQ audit strategies and plans, the execution and results of
such plans and reviews and makes recommendations to the
Board in relation to the Company’s sustainability report. More
information about the Company’s CR/HSE activities can be
found in the Responsibility section on pages 16–17 and in the
Sustainability Report available on the Company’s website.
CR/HSE Committee work during 2018:
· Review and approval of CR/HSE Committee terms of reference.
· Review of policies and conduct of the Company in respect of
CR matters.
· Review of the effectiveness of the compliance to the Lundin
Petroleum Code of Conduct.
· Review of major CR issues or risks of public concern and the
Company strategy to address them.
· Review the Company’s strategy and response to climate change
issues.
· Review the standards, policies and conduct of the Company
relating to the application of the HSEQ Leadership Charter,
Health and Safety Policy and Environmental Policy.
· Review of HSE performance and monitoring of potential and/
or large reputational risk for the Company with particular
focus on corrective actions.
· Monitor the appropriateness of HSEQ audit strategies and
plans, and the execution and results of such plans.
· Review of the cyber risks and awareness programme.
· Review of 2019 HSEQ plan.
· Discussing ESG assessments of Lundin Petroleum.
32
Lundin Petroleum Annual Report 2018
Remuneration of Board members
The remuneration of the Chairman and other Board members
follows the resolution adopted by the AGM. The Board
members, with the exception of the CEO, are not employed by
the Company, do not receive any salary from the Company and
are not eligible for participation in the Company’s incentive
programmes. The Policy on Remuneration approved by the
AGM also comprises remuneration paid to Board members for
work performed outside the directorship.
The Board has implemented a policy for share ownership by
Board members and each Board member is expected to own,
directly or indirectly, at least 5,000 shares of the Company.
The level shall be met within three years of appointment and
during such period, Board members are expected to allocate at
least 50 percent of their annual Board fees towards purchases
of the Company’s shares.
The remuneration of the Board, including for work performed
outside the directorship, is detailed further in the schedule on
pages 28–29 and in the notes to the fi nancial statements, see
Note 28 on pages 84–85.
Evaluation of the Board’s work
A formal review of the work of the Board was conducted in
September 2018 through a questionnaire submitted to all
Board members, with the objective of ensuring that the Board
functions in an effi cient manner and to enable the Board to
improve on matters which may be raised.
The overall feedback from the members of the Board was
positive and showed that the Board functions well. The
different backgrounds, knowledge and qualifi cations of the
individual members of the Board complement each other
and the meetings are constructive with good discussions and
feedback from Board members and management. The diversity
and wide spectrum of qualifi cations and experience of the
Board members are considered as benefi cial and the Board is
viewed as competent for addressing actual and potential issues
facing the Company.
The size of the Board was considered appropriate, however,
individual feedback received noted that there was room for
additional directors, whilst a too large composition could
make the Board less effi cient. The Board members considered
that their knowledge of the Company and the oil and gas
industry in general had increased during the year and that
Board members are well prepared for the meetings. The
need for a retirement policy was considered, however, the
Board acknowledged that there was already a natural process
of renewing the Board as the Company adapts to the new
environment. Visits to operational locations were appreciated
and considered very useful for the understanding of the
business. Committee work was believed to function well, with
well appreciated Committee Chairs, and the composition
of the Committees in general was deemed appropriate.
Individual feedback received noted that management reports
were excellent and that Board meetings were well prepared.
The results of the Board evaluation were presented to the
Nomination Committee.
i
More information on the Board members can be
found on www. lundin-petroleum.com
Group management
Alex Schneiter
President and Chief
Executive Offi cer
Nick Walker
Chief Operating
Offi cer
Teitur Poulsen
Christine Batruch
Chief Financial
Offi cer
Vice President
Corporate
Responsibility
Alex Budden
Vice President
Corporate Affairs
Henrika Frykman
Vice President Legal
Sean Reddy
Vice President
Human Resources
and Shared Services
Edward Westropp
Vice President
Investor Relations
Major topics addressed by Group management in 2018
· Consideration of the fi nancing of the Company, including different sources of funding, and negotiation of an Amendment and
Restatement Agreement with signifi cantly improved terms in relation to the Company’s USD 5 billion reserve-based credit facility.
· Consideration of a sustainable dividend policy in view of the development of the Company’s activities.
· Management of the Norwegian acreage position, including pursuing new core areas of operation and solidifying existing core areas,
through active licence acquisition and divestment management to optimise the Norwegian licence portfolio, including acquisitions of
working interests in several discoveries.
· Management of the on-going exploration activities, development projects, appraisal activities and production operations.
· Continued focus on cost control measures and maximising operational effi ciency and performance.
· Consideration of organisational changes and improvements as well as considering new ventures and opportunities.
· Development and adoption of a new Tax Policy and ongoing review of the Company’s transfer pricing policies and BEPS compliance.
· Ongoing analysis of climate change implications to the business and adaptation of the Company’s business model to address this issue
from a risk and opportunity perspective.
· Defence of the Swedish Prosecution Offi ce’s on-going preliminary investigation into alleged complicity in violations of international
humanitarian law in Sudan during 1997–2003, including in respect of the potential corporate fi ne of SEK 3 million and forfeiture of
economic benefi ts of SEK 3.3 billion that may become due upon the conclusion of a potential trial.
Management
Management structure
Lundin Petroleum’s Group and local management consists of
highly experienced individuals with extensive worldwide oil
and gas experience. The Company’s CEO, Alex Schneiter, is
responsible for the management of the day-to-day operations of
Lundin Petroleum. He is appointed by, and reports to, the Board.
He in turn appoints the other members of Group management,
who assist the CEO in his functions and duties, and in the
implementation of decisions taken and instructions given by
the Board, with the aim of ensuring that the Company meets its
strategic objectives and continues to deliver responsible growth
and long-term shareholder value.
The Company’s Investment Committee consists of, in addition
to the CEO, the Chief Operating Offi ce (COO), Nick Walker, who
is responsible for Lundin Petroleum’s exploration, development
and production operations and HSE, and the Chief Financial
Offi cer (CFO), Teitur Poulsen, who is responsible for the fi nancial
reporting, internal control, risk management, treasury function
and economics. The Investment Committee assists the Board
in discharging its responsibilities in overseeing the Company’s
investment portfolio. The role of the Investment Committee
is to determine that the Company has a clearly articulated
investment policy, to develop, review and recommend to the
Board investment strategies and guidelines in line with the
Company’s overall policy, to review and approve investment
transactions and to monitor compliance with investment
strategies and guidelines. The responsibilities and duties include
considering annual budgets, supplementary budget approvals,
investment proposals, commitments, relinquishment of licences,
disposal of assets and performing other investment related
functions as the Board may designate.
Lundin Petroleum Annual Report 2018
33
GOVERNANCE | Corporate Governance Report 2018
In addition to the members of the Investment Committee,
Lundin Petroleum’s Group management comprises:
· The Vice President Corporate Responsibility, Christine Batruch,
who is responsible for the Group’s CR strategy, the Vice
President Corporate Affairs, Alex Budden, who is responsible
for corporate affairs and strategic communications within
the Group, the Vice President Legal, Henrika Frykman, who is
responsible for all legal and tax matters within the Group, the
Vice President Human Resources and Shared Services, Sean
Reddy, who is responsible for human resources and shared
services and the Vice President Investor Relations Edward
Westropp, who is responsible for investor relations and
fi nancial communications within the Group.
· Local management, who are responsible for the day-to-day
operational activities.
Group management tasks and duties
The tasks of the CEO and the division of duties between the
Board and the CEO are defi ned in the Rules of Procedure and
the Board’s instructions to the CEO. In addition to the overall
management of the Company, the CEO’s tasks include ensuring
that the Board receives all relevant information regarding
the Company’s operations, including profi t trends, fi nancial
position and liquidity, as well as information regarding
important events such as signifi cant disputes, agreements and
developments in important business relations. The CEO is also
responsible for preparing the required information for Board
decisions and for ensuring that the Company complies with
applicable legislation, securities regulations and other rules
such as the Corporate Governance Code. Furthermore, the CEO
maintains regular contacts with the Company’s stakeholders,
including shareholders, the fi nancial markets, business partners
and public authorities. To fulfi l his duties, the CEO works closely
with the Chairman of the Board to discuss the Company’s
operations, fi nancial status, up-coming Board meetings,
implementation of decisions and other matters.
Under the leadership of the CEO, Group management is
responsible for ensuring that the operations are conducted
in compliance with the Code of Conduct, all Group policies,
procedures and guidelines and the HSEQ Leadership Charter
in a professional, effi cient and responsible manner. Regular
management meetings are held to discuss all commercial,
technical, CR/HSE, fi nancial, legal and other issues within the
Group to ensure the established short- and long-term business
objectives and goals will be met. A detailed weekly operations
report is circulated to Group management summarising
the operational events, highlights and issues of the week in
question. Group management also travels frequently to oversee
the ongoing operations, seek new business opportunities and
meet with various stakeholders, including business partners,
suppliers and contractors, government representatives and
fi nancial institutions. In addition, Group management liaises
continuously with the Board, and in particular the Board
Committees, in respect of ongoing matters and issues that
may arise, and meets with the Board at least once a year at the
executive session held in connection with a Board meeting in
one of the operational locations.
Internal Audit
The Internal Audit function is responsible for providing
independent and objective assurance on internal control,
governance and risk management. This work includes regular
audits performed in accordance with an annual risk based
internal audit plan, which is approved by the Audit Committee.
The audit plan is derived from an independent risk assessment
conducted by the Internal Audit function and is designed to
address the most signifi cant risks identifi ed associated with the
Company’s operations and processes. The audits are executed
using a methodology for evaluating the design and effectiveness
of internal controls to ensure that risks are adequately addressed
and processes are operated effectively. Opportunities for
improving the effi ciency of the internal control, governance,
and risk management processes which have been identifi ed
through the audits are reported to management for action.
The Internal Audit Manager has a direct reporting line to the
Audit Committee and submits regularly reports on fi ndings
identifi ed in the audits together with updates on the status of
management’s implementation of agreed actions.
Sudan
In 2010, the Swedish Prosecution Authority began a preliminary investigation into alleged complicity in violations of international
humanitarian law in Sudan during 1997– 2003. The Company has cooperated extensively and proactively with the investigation by
providing information regarding its operations in Block 5A in Sudan during the relevant time period and strongly believes that it was
a force for development in Sudan. Ian H. Lundin and Alex Schneiter have been interviewed by the Swedish Prosecution Authority
and have been notifi ed of the suspicions that are the basis for the investigation. In 2018, the Company was notifi ed by the Swedish
Prosecution Authority that the Company may be liable to a corporate fi ne of SEK 3 million and forfeiture of economic benefi ts from the
alleged offense in the amount of SEK 3,282 million, based on the profi t of the sale of the Block 5A asset in 2003 of SEK 720 million. Any
potential corporate fi ne or forfeiture could only be imposed after the conclusion of a trial, should one occur.
In 2018, the Swedish Prosecution Authority began a preliminary investigation into alleged interference in a judicial matter as a result
of allegations of witness harassment. The Company and its representatives are not aware of any details of the alleged actions, despite
several requests for details thereof, and reject any knowledge of, or involvement in, any wrongdoing. Ian H. Lundin and Alex Schneiter
have been interviewed by the Swedish Prosecution Authority and have been notifi ed of the suspicions that are the basis for the
investigation.
Neither investigation entails that charges have been, or will be, brought against any individuals or the Company. Lundin Petroleum
remains convinced that there are absolutely no grounds for any allegations of wrongdoing by the Company or any Company
representatives in respect of any of these allegations. More information regarding the past operations in Sudan during 1997–2003 can
be found on www.lundinhistoryinsudan.com.
34
Lundin Petroleum Annual Report 2018
Remuneration
Group principles of remuneration
Lundin Petroleum aims to offer all employees compensation
packages that are competitive and in line with market
conditions. These packages are designed to ensure that
the Group can recruit, motivate and retain highly skilled
individuals and reward performance that enhances
shareholder value.
The Group’s compensation packages consist of four elements,
being (i) base salary; (ii) yearly variable remuneration; (iii)
long-term incentive plan (LTIP); and (iv) other benefi ts. As part
of the yearly assessment process, a Performance Management
Process has been established to align individual and team
performance to the strategic and operational goals and
objectives of the overall business. Individual performance
measures are formally agreed and key elements of variable
remuneration are clearly linked to the achievement of such
stated and agreed performance measures.
To ensure compensation packages within the Group
remain competitive and in line with market conditions, the
Compensation Committee undertakes yearly benchmarking
studies. For each study, a peer group of international oil
and gas companies of similar size and operational reach is
selected, against which the Group’s remuneration practices
are measured. The levels of base salary, yearly variable
remuneration and long-term incentives are set at the median
level, however, in the event of exceptional performance,
deviations may be authorised. As the Group continuously
competes with the peer group to retain and attract the very
best talent in the market, both at operational and executive
level, it is considered important that the Group’s compensation
packages are determined primarily by reference to the
remuneration practices within this peer group.
Policy on Remuneration for Group management
The remuneration of Group management follows the
principles that are applicable to all employees, however, these
principles must be approved by the shareholders at the AGM.
The Compensation Committee therefore prepares yearly for
approval by the Board and for submission for fi nal approval to
the AGM, a Policy on Remuneration for Group management.
Based on the approved Policy on Remuneration, the
Compensation Committee subsequently proposes to the Board
for approval the remuneration and other terms of employment
of the CEO. The CEO, in turn, proposes to the Compensation
Committee, for approval by the Board, the remuneration and
other terms of employment of the other members of Group
management.
The yearly variable remuneration for Group management
is assessed against annual performance targets that refl ect
the key drivers for value creation and growth in shareholder
value. These annual performance targets include delivery
against specifi c production, reserves and resource replacement,
fi nancial, HSE, CR and strategic targets. Each member of Group
management is set different performance weightings against
each of the specifi c targets refl ecting their infl uence on the
performance outcome. The performance target structure and
specifi c targets are reviewed annually by the Compensation
Committee to ensure that it aligns with the strategic direction
and risk appetite of the Company and the performance target
structure and specifi c targets are approved by the Board.
Within the Policy on Remuneration, the Board of Directors
may approve yearly variable remuneration in excess of
twelve months base salary in circumstances or in respect of
performance which it considers to be exceptional. To have this
discretion is important to accommodate the uncertainties and
cyclical nature of the oil and gas industry.
LTIP 2018
The 2018 AGM resolved to approve a performance based
LTIP 2018, that follows the same principles as the previously
approved LTIPs 2014–2017, for Group management and a
number of key employees of Lundin Petroleum, which gives
the participants the possibility to receive shares in Lundin
Petroleum subject to the fulfi lment of a performance condition
under a three year performance period commencing on 1
July 2018 and expiring on 30 June 2021. The performance
condition is based on the share price growth and dividends
(Total Shareholder Return) of the Lundin Petroleum share
compared to the Total Shareholder Return of a peer group of
companies.
At the beginning of the performance period, the participants
were granted awards which, provided that among others
the performance condition is met, entitle the participant
to be allotted shares in Lundin Petroleum at the end of the
performance period. The number of performance shares that
may be allotted to each participant is limited to a value of
three times his/her annual gross base salary for 2018 and the
total LTIP award made in respect of 2018 was 278,917.
The Board of Directors may reduce (including reduce to zero)
the allotment of performance shares at its discretion, should it
consider the underlying performance not to be refl ected in the
outcome of the performance condition, for example, in light
of operating cash fl ow, reserves and HSE performance. The
participants will not be entitled to transfer, pledge or dispose
of the LTIP awards or any rights or obligations under LTIP
2018, or perform any shareholders’ rights regarding the LTIP
awards during the performance period.
The LTIP awards entitle participants to acquire already existing
shares. Shares allotted under LTIP 2018 are further subject to
certain disposition restrictions to ensure participants build
towards a meaningful shareholding in Lundin Petroleum.
The level of shareholding expected of each participant is
either 50 percent or 100 percent (200 percent for the CEO)
of the participant’s annual gross base salary based on the
participant’s position within the Group.
Performance monitoring and review
The Board is responsible for monitoring and reviewing on a
continuous basis the work and performance of the CEO and
shall carry out at least once a year a formal performance
review. In 2018, the Compensation Committee undertook on
behalf of the Board a review of the work and performance
of Group management, including the CEO. The results were
presented to the Board, together with proposals regarding
the compensation of the CEO and other members of Group
management. Neither the CEO nor other members of Group
management were present at the Board meetings when such
discussions took place.
The tasks of the Compensation Committee also include
monitoring and evaluating the general application of the
Lundin Petroleum Annual Report 2018
35
GOVERNANCE | Corporate Governance Report 2018
Policy on Remuneration, as approved by the AGM, and
the Compensation Committee prepares in connection
therewith a yearly report, for approval by the Board, on
the application of the Policy on Remuneration and the
evaluation of remuneration of Group management. As part
of its review process, the statutory auditor of the Company
also verifi es on a yearly basis whether the Company has
complied with the Policy on Remuneration. Both reports are
available on the Company’s website.
Board’s Proposal for Remuneration to Group management
to the 2019 AGM
For information regarding the Board’s proposal for
remuneration to Group management to the 2019 AGM,
including a new LTIP, see the Directors’ report, pages
50–51.
POLICY ON REMUNERATION FOR GROUP
MANAGEMENT AS APPROVED BY THE 2018 AGM
Application of the Policy
In this Policy on Remuneration, the term “Group
Management” refers to the President and Chief Executive
Offi cer, the Chief Operating Offi cer, the Chief Financial
Offi cer and Vice President level employees. Group
Management is expected to be comprised of seven executives
in 2018.
This Policy on Remuneration also comprises remuneration
paid to members of the Board of Directors for work
performed outside the directorship.
Objectives of the Policy
It is the aim of Lundin Petroleum to recruit, motivate and
retain high calibre executives capable of achieving the
objectives of the Group, and to encourage and appropriately
reward performance that enhances shareholder value.
Accordingly, the Group operates this Policy on Remuneration
to ensure that there is a clear link to business strategy and
a close alignment with shareholder interests and current
best practice, and aims to ensure that Group Management
is rewarded fairly for its contribution to the Group’s
performance.
Compensation Committee
The Board of Directors of Lundin Petroleum has established
the Compensation Committee to, among other things,
administer this Policy on Remuneration. The Compensation
Committee is to receive information and prepare the Board
of Directors’ and the Annual General Meeting’s decisions
on matters relating to the principles of remuneration,
remunerations and other terms of employment of Group
Management. The Compensation Committee meets regularly
and its tasks include monitoring and evaluating programmes
for variable remuneration for Group Management and the
application of this Policy on Remuneration, as well as the
current remuneration structures and levels in the Company.
The Compensation Committee may request the advice
and assistance of external reward consultants, however, it
shall ensure that there is no confl ict of interest regarding
other assignments that such consultants may have for the
Company and Group Management.
Elements of remuneration
There are four key elements to the remuneration of the Group
management:
a) base salary;
b) yearly variable salary;
c) long-term incentive plan; and
d) other benefi ts.
Base salary
The executive’s base salary shall be based on market conditions,
shall be competitive and shall take into account the scope
and responsibilities associated with the position, as well as
the skills, experience and performance of the executive. The
executive’s base salary, as well as the other elements of the
executive’s remuneration, shall be reviewed annually to ensure
that such remuneration remains competitive and in line with
market conditions. As part of this assessment process, the
Compensation Committee undertakes yearly benchmarking
studies in respect of the Company’s remuneration policy and
practices.
Yearly variable salary
The Company considers that yearly variable salary is an
important part of the executive’s remuneration package
where associated performance targets refl ect the key drivers
for value creation and growth in shareholder value. Through
its Performance Management Process, the Company sets
predetermined and measurable performance criteria for each
executive, aimed at promoting long-term value creation for the
Company’s shareholders.
The yearly variable salary shall, in the normal course of
business, be based upon a predetermined limit, being within
the range of one to twelve monthly salaries (if any). The cost of
yearly variable salary for 2018 is estimated to range between
no payout at minimum level and MSEK 22.1 (excluding social
costs) at maximum level, based on the current composition of
Group Management. However, the Compensation Committee
may recommend to the Board of Directors for approval yearly
variable salary outside of this range in circumstances or in
respect of performance, which the Compensation Committee
considers to be exceptional.
Long-term Incentive Plan
The Company believes that it is appropriate to structure its
long-term incentive plans (LTIP) to align Group Management’s
incentives with shareholder interests. Remuneration which
is linked to the share price results in a greater personal
commitment to the Company. Therefore, the Board believes that
the Company’s LTIP for Group Management should be related to
the Company’s share price.
Information on the principal conditions of the proposed 2018
LTIP for Group Management, which follows the same principles
as the LTIP approved by the 2014 - 2017 Annual General
Meetings, is available as part of the documentation for the
Annual General Meeting on www.lundin-petroleum.com.
The cost at grant of the proposed 2018 LTIP is estimated to
range between no cost at minimum level and MSEK 48.7
(excluding social costs) at maximum level, based on the current
composition of Group Management.
36
Lundin Petroleum Annual Report 2018
Other Benefi ts
Other benefi ts shall be based on market terms and shall
facilitate the discharge of each executive’s duties. Such benefi ts
include statutory pension benefi ts comprising a defi ned
contribution scheme with premiums calculated on the full base
salary. The pension contributions in relation to the base salary
are dependent upon the age of the executive.
Severance arrangements
A mutual notice period of between one and twelve months
applies between the Company and executives, depending on the
duration of the employment with the Company. In addition,
severance terms are incorporated into the employment contracts
for executives that give rise to compensation, up to two years’
base salary, in the event of termination of employment due to
a change of control of the Company. The Board of Directors is
further authorised, in individual cases, to approve severance
arrangements, in addition to the notice periods and the
severance arrangements in respect of a change of control of the
Company, where employment is terminated by the Company
without cause, or otherwise in circumstances at the discretion
of the Board. Such severance arrangements may provide for
the payment of up to one year’s base salary; no other benefi ts
shall be included. Severance payments in aggregate (i.e. for
notice periods and severance arrangements) shall be limited to a
maximum of two years’ base salary.
Remuneration to members of the Board
In addition to Board’s fees resolved by the AGM, remuneration
as per prevailing market conditions may be paid to members of
the Board for work performed outside the directorship.
Authorisation for the Board
The Board of Directors is authorised to deviate from the Policy
on Remuneration in accordance with Chapter 8, Section 53 of
the Swedish Companies Act in case of special circumstances in a
specifi c case.
Outstanding Remunerations
Remunerations outstanding to Group Management comprise
awards granted under the Company’s previous LTIP programs
and include 203,553 LTIP Awards under the 2015 Performance
Based Incentive Plan, 242,057 LTIP Awards under the 2016
Performance Based Incentive Plan, 258,619 LTIP Awards under
the 2017 Performance Based Incentive Plan, 1,700 unit bonus
awards under the 2015 Unit Bonus Plan, 4,662 unit bonus
awards under the 2016 Unit Bonus Plan, 4,119 unit bonus
awards under the 2017 Unit Bonus Plan. Further information
about these plans is available in note 29 of the Company’s
Annual Report 2017.
Lundin Petroleum Annual Report 2018
37
GOVERNANCE | Corporate Governance Report 2018
Internal control over
financial reporting
The control environment is the
foundation of Lundin Petroleum’s
system for internal control over
financial reporting
Introduction
According to the Swedish Companies Act and the Corporate
Governance Code, the Board has overall responsibility for
establishing and monitoring an effective system for internal
control. The purpose of this report is to provide shareholders and
other parties with an understanding of how internal control is
organised at Lundin Petroleum.
Lundin Petroleum’s system for internal control over fi nancial
reporting is based on the Integrated Framework (2013) issued
by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). The fi ve components of this framework
are control environment, risk assessment, control activities,
information and communication and monitoring activities.
1
Control environment
The control environment is the foundation of Lundin Petroleum’s
system for internal control over fi nancial reporting and is
characterised by the fact that the main part of the Group’s
operations is located in Norway where the Company has carried
out operations for many years using well established processes.
The control environment is defi ned by the Company’s policies
and procedures, guidelines and codes as well as its responsibility
and authority structure. The business culture established within
the Group is also fundamental to ensure highest level of ethics,
morals and integrity.
2
Risk assessment
Risks relating to fi nancial reporting are evaluated and monitored
by the Board through the Audit Committee. The Group’s risk
assessment process is used as a means to monitor that risks are
managed and consists in identifying and evaluating risks and
also determining the potential impact on the fi nancial reporting.
Regular reviews on local level as well as on Group level are made
to assess any changes made in the Group that may affect internal
control.
3
Control activities
Control activities range from high level reviews of fi nancial
results in management meetings to detailed reconciliation of
accounts and day to day review and authorisation of payments.
The monthly review and analysis of the fi nancial reporting
made on Company level and Group level are important control
activities performed to ensure that the fi nancial reporting does
not contain any signifi cant errors and also to prevent fraud. In
addition, it is common in the oil and gas industry that projects
are organised through joint ventures, where the partners have
audit rights over the joint venture. Regular audits control that
costs are allocated and accounted for in accordance with the joint
operating agreement.
4
Information and communication
Lundin Petroleum has processes in place aiming to ensure
effective and correct information in regards to fi nancial
reporting, both internally within the organisation as well
as externally to the public. All information regarding the
Company’s policies, procedures and guidelines is available
on the Group’s intranet and any updates and changes to
reporting and accounting policies are issued via email and at
regular fi nance meetings. In addition, the Communication and
Investor Relations Policy ensures that the public is provided
with accurate, timely and relevant information.
5
Monitoring
Monitoring of control activities is made at different levels
of the organisation and involves both formal and informal
procedures performed by management, process owners
or control owners. In addition, the Group’s Internal Audit
function maintains test plans and performs independent
testing of selected controls to identify any weaknesses and
opportunities for improvement. The results from the testing
are presented to the external auditors who determine to what
extent they can rely on this testing for the Group audit.
The Internal Audit Manager has a direct reporting line to the
Audit Committee and submits regularly reports on fi ndings
identifi ed in the audits together with updates on the status of
management’s implementation of agreed actions. The Audit
Committee assists the Board in their role to ensure that steps
are taken to address any weaknesses revealed in internal and
external audits and to implement proposed actions.
Control
Environment
Risk
Assessment
1
5
financial
reporting
objectives
Monitoring
INTERNAL
CONTROL
PROCESS
2
4
3
Control
Activities
Information and
Communication
Joint venture audits
It is common in the oil and gas industry that projects are
organised through joint ventures with production licences
awarded to a group of companies forming a joint venture.
When entering into an exploration licence there is no
guarantee that oil or gas will be found and in a joint venture
the risk is shared between the partners. One partner is
appointed to be the operator and is responsible for managing
the operations, including the accounting for the joint venture.
All partners have audit rights over the joint venture to ensure
that costs are incurred in accordance with the joint operating
agreement and that accounting procedures are followed.
38
Lundin Petroleum Annual Report 2018
Stockholm, 1 March 2019
The Board of Directors of Lundin Petroleum AB (publ)
Auditor’s report on the Corporate Governance Statement
To the general meeting of the shareholders in Lundin Petroleum AB (publ), Corporate Identity Number 556610-8055
Engagement and responsibility
It is the board of directors who is responsible for the corporate governance statement for the year 2018 on pages 22–38 and that it
has been prepared in accordance with the Annual Accounts Act.
The scope of the audit
Our examination has been conducted in accordance with FAR’s auditing standard RevU 16 The auditor’s examination of the corporate
governance statement. This means that our examination of the corporate governance statement is different and substantially less in
scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in
Sweden. We believe that the examination has provided us with suffi cient basis for our opinions.
Opinions
A corporate governance statement has been prepared. Disclosures in accordance with chapter 6 section 6 the second paragraph points
2–6 the Annual Accounts Act and chapter 7 section 31 the second paragraph the same law are consistent with the annual accounts
and the consolidated accounts and are in accordance with the Annual Accounts Act.
Stockholm, 4 March 2019
PricewaterhouseCoopers AB
Johan Rippe
Authorised Public Accountant
Lead Partner
Johan Malmqvist
Authorised Public Accountant
Lundin Petroleum Annual Report 2018
39
FINANCIAL REPORT
“
The strong free cash flow outlook
for the next decade has resulted in
us implementing an attractive and
sustainable new dividend policy
Teitur Poulsen
Chief Financial Officer
Financial Report
2018 has been a milestone year for Lundin Petroleum with our high
quality asset base generating record high operating cash flow and
EBITDA, with free cash flow of MUSD 663.
This fi nancial performance has enabled signifi cant debt repayment, with a year-end 2018 net debt to EBITDA
ratio of less than 1.8 times. The Company’s fi nancial strength has improved markedly over the last two years and
with a healthy outlook of continued free cash fl ow generation, the Company’s fi nancial position has allowed
for a signifi cantly increased dividend for 2018 of MUSD 500 and the Company is well positioned to grow this
dividend over time, even at low oil prices.
Financial summary
Production in Mboepd
Revenue and other income in MUSD
Operating cash f low in MUSD
EBITDA in MUSD
Free cash f low in MUSD
Net result in MUSD
Earnings/share in USD1
Net debt
2018
81.1
2,617.4
1,847.8
1,916.2
663.0
222.1
0.66
3,398.2
2017
86.1
1,997.0
1,530.0
1,501.5
203.7
380.9
1.13
3,883.6
The numbers included in the table above for 2017 are based on continuing operations.
1 Based on net result attributable to shareholders of the Parent Company
40
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT | Contents
Financial Report 2018
Directors’ report
Consolidated income statement
Consolidated statement of comprehensive income
Consolidated balance sheet
Consolidated statement of cash fl ow
Consolidated statement of changes in equity
Accounting policies
Notes to the fi nancial statements of the Group
- Note 1 – Revenue
- Note 2 – Production costs
- Note 3 – Segment information
- Note 4 – Finance income
- Note 5 – Finance costs
- Note 6 – Share in result of associated company
- Note 7 – Income tax
- Note 8 – Loss from sale of assets
- Note 9 – Discontinued operations
- Note 10 – Oil and gas properties
- Note 11 – Other tangible assets
- Note 12 – Goodwill
- Note 13 – Financial assets
- Note 13.1 – Other shares and participations
- Note 14 – Inventories
- Note 15 – Trade and other receivables
- Note 16 – Cash and cash equivalents
- Note 17 – Equity
- Note 17.1 – Share capital and share premium
- Note 17.2 – Other reserves
- Note 17.3 –Earnings per share
- Note 18 – Financial liabilities
- Note 19 – Provisions
- Note 20 – Trade and other payables
- Note 21 – Financial assets and liabilities
42
53
54
55
56
57
58
64
64
64
64
66
66
66
66
68
68
69
71
71
71
72
72
72
72
73
73
73
74
74
75
76
76
- Note 22 – Changes in liabilities with cash fl ow
movements from fi nancing activities
- Note 23 – Financial risks, sensitivity analysis and
derivative instruments
- Note 24 – Pledged assets
- Note 25 – Contingent liabilities and assets
- Note 26 – Related party transactions
- Note 27 – Average number of employees
- Note 28 – Remuneration to the Board of Directors,
Group management and other employees
- Note 29 – Long-term incentive plans
- Note 30 – Remuneration to the Group’s auditors
- Note 31 – Subsequent events
Annual accounts of the Parent Company
Parent Company income statement
Parent Company comprehensive income statement
Parent Company balance sheet
Parent Company statement of cash fl ow
Parent Company statement of changes in equity
78
78
82
82
82
83
84
86
88
88
89
90
90
91
92
92
Notes to the fi nancial statements of the Parent Company 93
93
- Note 1 – Finance income
93
- Note 2 – Finance costs
93
- Note 3 – Income taxes
93
- Note 4 – Other receivables
- Note 5 – Accrued expenses and prepaid income
93
- Note 6 – Pledged assets, contingent liabilities and assets 93
- Note 7 – Remuneration to the auditor
93
- Note 8 – Proposed disposition of unappropriated
earnings
- Note 9 – Shares in subsidiaries
93
94
Board assurance
Auditor’s report
95
96
Lundin Petroleum Annual Report 2018
41
FINANCIAL REPORT
Directors’ Report
Lundin Petroleum AB (publ) Reg No. 556610-8055
The address of Lundin Petroleum AB’s registered offi ce is
Hovslagargatan 5, Stockholm, Sweden.
Lundin Petroleum is an independent oil and gas exploration and
production company with operations focused on Norway.
The Group invested MUSD 12.5 in research and development
(R&D) in 2018. The main goal for the R&D is to maximise the
value of the existing assets, improve operational preparedness
in new areas of operation and developing platforms for
future business opportunities. This means improvement of
subsurface understanding which benefi ts both exploration and
development activities. A large portion of the R&D investments
have been used to focus on protection of the natural
environment in the southern Barents Sea.
The Parent Company has no foreign branches.
Changes in the Group
The Morskaya licence in Russia has been relinquished during
the year.
On 24 April 2017, Lundin Petroleum completed the spin-off of
its assets in Malaysia, France and the Netherlands (the IPC assets)
into International Petroleum Corporation (IPC) by distributing
the IPC shares, on a pro-rata basis, to Lundin Petroleum
shareholders. The results of the IPC business are included in the
Lundin Petroleum fi nancial statements until the completion of
the spin-off and are shown as discontinued operations in the
comparative periods and are detailed in Note 9.
Operational review
All the reported numbers and updates in the operational review
relate to the fi nancial year ended 31 December 2018 unless
otherwise specifi ed.
Corporate Structure as at 31 December 2018
Lundin Petroleum AB (S)
Lundin Petroleum Holding BV (N)
Lundin Petroleum SA (Sw)
Lundin Norway AS (No)
Lundin Russia BV (N)
Lundin Petroleum
Marketing SA (Sw)
Lundin Petroleum
Services BV (N)
Jurisdiction
(N)
(No)
(S)
(Sw)
Netherlands
Norway
Sweden
Switzerland
Lundin Lagansky BV (N)
Note: The Group structure shows significant subsidiaries only.
See the Parent Company Financial Statements Note 9 for full legal
names and all subsidiaries.
42
Lundin Petroleum Annual Report 2018
Norway
Reserves and resources
Lundin Petroleum has 745.4 million barrels of oil equivalent
(MMboe) of proved plus probable net reserves and 900.9 MMboe
of proved plus probable plus possible net reserves as at
31 December 2018 as certifi ed by an independent third
party. Lundin Petroleum also has discovered oil and gas
resources which classify as contingent resources and which
are not yet classifi ed as reserves. The best estimate contingent
resources net to Lundin Petroleum amounted to 225 MMboe
as at 31 December 2018. The proved plus probable reserves
replacement ratio for 2018 was 163 percent.
Production
Production was 81.1 thousand barrels of oil equivalent per day
(Mboepd) (compared to 86.1 Mboepd for 2017) which was at
the upper end of the updated guidance for the year of between
78 and 82 Mboepd and 4 percent above the mid-point of the
original production guidance of between 74 and 82 Mboepd.
This performance is due to strong facilities and reservoir
performance at both the Edvard Grieg fi eld and the Alvheim
area. The 2019 production guidance is between 75 and 95
Mboepd.
Operating cost, including netting off tariff income, was USD 3.66
per barrel which was below the revised full year guidance of
less than USD 3.80 per barrel and 12 percent below the original
guidance of USD 4.15 per barrel. This performance is due to a
combination of reduced costs, increased production volumes
and the termination of production from the Brynhild fi eld
during the year. The 2019 operating cost guidance, including
netting off tarriff income, is USD 4.25 per barrel.
Production in Mboepd
2018
2017
Norway
Crude oil
Gas
Total production
Production in
Mboepd
Edvard Grieg
Ivar Aasen
Alvheim
Volund
Bøyla
Brynhild
Gaupe
WI1
65%
1.385%
15%
35%
15%
51%2
40%
Quantity in Mboepd
1 Lundin Petroleum’s working interest (WI)
2 WI 90% up to 30 November 2017
71.9
9.2
81.1
77.6
8.5
86.1
2018
2017
63.6
0.9
9.3
6.5
0.7
0.0
0.1
81.1
66.7
0.7
12.4
3.9
1.1
1.2
0.2
86.1
Production from the Edvard Grieg fi eld was above forecast,
supported by continued strong production effi ciency at
98 percent. The PDO development drilling programme was
completed in the middle of the year with all development well
results in line with or better than prognosis and the overall
drilling programme was completed below budget. Edvard
Grieg reservoir performance continues to exceed expectations
with signifi cantly slower build-up of water production than
anticipated, leading to around a six month extension of plateau
production to mid-2020. The 4D seismic survey that has been
acquired over the Edvard Grieg fi eld as part of the reservoir
monitoring programme, indicates that the water injection fl ood
front is further away from the main production wells than
predicted by the current reservoir models. This information
is still under review and has not been incorporated into the
reservoir models used to support the year end 2018 reserves
estimate. An infi ll drilling programme is being planned at
Edvard Grieg commencing in 2020 and sanction of this project
is anticipated during 2019. Operating cost for the Edvard Grieg
fi eld, including netting off tariff income, was USD 3.95 per
barrel.
Production from the Ivar Aasen fi eld was slightly below forecast.
During the second quarter 2018, two new water injection wells
were successfully drilled to improve pressure support to the
eastern area of the fi eld.
Production from the Alvheim area, consisting of the Alvheim,
Volund and the Bøyla fi elds, was slightly ahead of forecast,
supported by the strong reservoir performance and continued
strong production effi ciency for the Alvheim FPSO of 97 percent.
The results of the infi ll well in the Kameleon area of the
Alvheim fi eld were in line with expectations and the well was
brought on line ahead of schedule during the fourth quarter
2018. Combined with the two infi ll wells in the Boa area of the
fi eld, brought on line at the beginning of the year, this largely
offsets the natural production decline from the area. Operating
cost for the Alvheim area was USD 4.96 per barrel.
For the Brynhild fi eld, the decision has been taken to
permanently shut-in production and work on a cessation
plan is ongoing, which will be submitted in due course to the
authorities for approval. The remaining book value for the fi eld
was written off at year end 2017.
Despite no remaining reserves being attributable to the Gaupe
fi eld, the fi eld has produced intermittently subject to favourable
economic conditions. As it is no longer economic to continue
with Gaupe fi eld production, the decision was taken in October
2018 to cease production from the fi eld.
Lundin Petroleum Annual Report 2018
43
FINANCIAL REPORT | Directors’ Report
Development
Johan Sverdrup
Phase 1 of the Johan Sverdrup project is on schedule with
approximately 85 percent completed. With the good progress,
the expected schedule for Phase 1 fi rst oil is November 2019.
2018 was a key installation year for Phase 1 of the project and
the programme for the year was completed as planned. All
of the four steel jackets have now been successfully installed
offshore, as well as the topsides for the drilling platform and
the riser platform. The power from shore cable has been
installed and power supply from shore to the offshore facilities
commenced in October 2018. Installation of the oil and gas
export pipelines has been completed. Two accommodation units
are located offshore and at peak approximately 800 personnel
have been working on the hook-up of the installed offshore
facilities, which is progressing on schedule.
Of the last two remaining topsides, the process platform topside
sailed away from the Samsung Heavy Industries yard in South
Korea in December 2018 and arrived at the Kværner Stord yard
in Norway in February 2019. Construction of the living quarters
topside at the Kværner yard has been completed and both these
topsides are on schedule for installation in spring 2019.
Pre-drilling operations were completed signifi cantly ahead of
schedule with a total of eight pre-drilled producers and twelve
water injectors completed. In December 2018, the drilling
platform commenced tie-back operations on the eight pre-
drilled production wells.
The latest capital expenditure estimate for Phase 1 is gross
NOK 86 billion (nominal) compared to the Phase 1 PDO estimate
in 2015 of gross NOK 123 billion (nominal), representing a
saving of over 30 percent, excluding additional foreign exchange
rate savings in US dollar terms. The gross production capacity of
Phase 1 is estimated at 440 Mbopd.
The Phase 2 PDO was submitted to the Norwegian Ministry
of Petroleum and Energy in August 2018, with Phase 2 fi rst
oil scheduled in the fourth quarter 2022. Phase 2 involves an
additional processing platform bridge linked to the Phase 1
fi eld centre, additional subsea facilities to allow the tie-in of
additional wells to access the Avaldsnes, Kvitsøy and Geitungen
satellite areas of the fi eld and implementation of full fi eld water
alternating gas injection (WAG) for enhanced recovery. 28 new
wells are planned to be drilled in connection with the Phase
2 development. These additional facilities will take the gross
plateau production capacity to 660 Mbopd. With the inclusion
of WAG, the gross resource range has been further increased to
between 2.2 and 3.2 billion boe.
The Phase 2 capital expenditure is estimated at gross NOK 41
billion (nominal), which represents over a 50 percent saving
from the original estimate in the phase 1 PDO, and is due to a
combination of market conditions and optimisation of the Phase
2 facilities. The major topsides contracts and the jacket contract
for the Phase 2 facilities have been awarded and detailed
engineering is progressing to plan. Full fi eld breakeven oil price
is estimated at below 20 USD per barrel.
Appraisal
All four wells in the 2018 appraisal drilling and testing
programme were successful. Combined with two new
exploration discoveries that were made during 2018, this means
that Lundin Petroleum has six potential projects being moved
through the appraisal phase. These positive results contributed
to increasing the booked contingent resources at year end 2018.
The Luno II appraisal well in PL359 on the Utsira High was
successfully completed in March 2018 and encountered a gross
oil column of 22 metres in Triassic sandstones with very good
reservoir quality, which was signifi cantly better than expected.
Following the positive well results, the gross resource range for
the Luno II discovery has been increased to between 40 and
100 MMboe. The development concept for Luno II is a subsea tie-
back to the nearby Edvard Grieg platform. Phase 1 of the Luno
II development project is expected to be sanctioned and the PDO
submitted in the fi rst quarter of 2019. To create commercial
and operational alignment between the Edvard Grieg and
Luno II partnerships, Lundin Petroleum has acquired Equinor’s
15 percent interest in Luno II, increasing the working interest to
65 percent.
Appraisal drilling and production testing operations on the
Rolvsnes basement oil discovery in PL338C in the Utsira High
area of the North Sea were completed in August 2018. The
horizontal well confi rmed good productivity from fractured
and weathered basement reservoirs and achieved a constrained
production rate of 7,000 bopd. The successful well and testing
operations have led to a substantial increase in gross resources
for Rolvsnes to between 14 and 78 MMboe from previously
3 to 16 MMboe. The long-term production behavior from this
reservoir needs to be understood better and the next step is
to conduct an extended well test via a subsea tie-back of the
suspended appraisal well to the Edvard Grieg platform. It is
expected that the extended well test will be sanctioned in the
fi rst quarter of 2019 and implementation will be in parallel
with the Luno II development project. The positive well result
at Rolvsnes de-risks the similar on-trend prospectivity on the
adjacent PL815 licence where an exploration well will be drilled
on the Goddo prospect in 2019. The combined Rolvsnes and
Goddo prospective area is estimated to contain gross potential
resources of more than 250 MMboe.
Development
Field
WI
Operator
PDO Approval
Estimated gross
reserves
Production start
expected
Johan Sverdrup
22.6%
Equinor
August 2015
2.2–3.2 billion boe
November 2019
Expected
gross plateau
production
660 Mbopd
44
Lundin Petroleum Annual Report 2018
2018 appraisal well programme
Licence
Operator
PL359
Lundin Norway
PL338C
Lundin Norway
PL609
PL203
Lundin Norway
Aker BP
WI
65%
50%
40%
15%
Well
Luno II
Rolvsnes
Alta
Gekko
Spud Date
Status
February 2018
Completed March 2018
April 2018
April 2018
Completed August 2018
Completed September 2018
September 2018
Completed October 2018
The extended production testing on the Alta discovery in the
southern Barents Sea was successfully completed in September
2018. The well was produced over a period of about two months
with a maximum production rate of 18,000 bopd constrained by
the surface facilities and with a total of approximately 660,000
barrels of oil produced to a tanker. The results were better than
expected, demonstrating excellent reservoir productivity and
connectivity to a large volume of oil. The large amount of new
information from the positive results from the Alta extended
production test and latest generation 3D seismic survey (Topseis)
over the entire Alta and Gohta area is still being evaluated. The
contingent resources for the Alta and Gohta discoveries are
therefore unchanged from year end 2017 and will be updated
during 2019 when the future appraisal plans for the area is
defi ned and all the additional data has been processed.
The Gekko appraisal well located to the southeast of the
Alvheim fi eld was successfully completed in October 2018.
The objective of the two branch well was to test the potential
for improved reservoir quality away from the Gekko discovery
well and determine the thickness of the oil column. Both well
branches encountered good quality Heimdal sands with an
approximately 6 metre oil rim below gas. Following the positive
well results, the gross resource range for the Gekko discovery
is between 28 and 52 MMboe. Options for the economic
development of Gekko are being assessed.
Exploration
The 2018 exploration drilling programme was impacted by
changing rig schedules and priorities, which resulted in a
number of wells moving into 2019. Five exploration wells
were completed in 2018 resulting in two potential commercial
discoveries, Frosk and Lille Prinsen. Exploration and appraisal
expenditure in 2018 was MUSD 311.
In February 2018, the Frosk prospect in the North Sea, located
northwest of the Bøyla fi eld, proved an oil discovery. The
discovery is estimated to contain gross resources of between
30 and 60 MMboe, which is signifi cantly more than the pre-
drill estimates and has a positive impact on the assessment of
further exploration potential in the area. Two follow-up wells
on the Froskelår Main and Rumpetroll prospects in the adjacent
PL869 will be drilled in the fi rst half of 2019. The fi rst of these
wells, Froskelår Main, was drilled in February 2019 resulting
in an oil and gas discovery with resources within the pre-drill
estimate of 45 to 153 MMboe gross of which part may straddle
the UK-Norwegian boundary in the North Sea. Operations are
continuing at Froskelår Main with the drilling of two appraisal
sidetracks. Additionally, a production test well on the Frosk
discovery, to be tied into the Bøyla subsea facilities, will be
drilled in the fi rst half of 2019.
In May 2018, the Svanefjell prospect in PL659 in the southern
Barents Sea proved a minor, non-commercial gas discovery.
In June 2018, the Lille Prinsen prospect in the North Sea, located
northeast of the Ivar Aasen fi eld, proved an oil discovery. The
discovery is estimated to contain gross resources of between
15 and 35 MMboe and with signifi cant appraisal upside
potential of over 100 MMboe. It is expected that Lille Prinsen
will be economic to develop and an appraisal well is planned for
2019.
2018 exploration well programme
Licence
Operator
PL340
PL167
PL659
PL830
PL860
PL857
PL767
PL869
PL857
Aker BP
Equinor
Aker BP
Lundin Norway
MOL
Equinor
Lundin Norway
AkerBP
Equinor
WI
15%
20%
20%
40%
40%
20%
50%
20%
20%
Well
Frosk
Spud Date
Result
January 2018
Oil discovery
Lille Prinsen
April 2018
Oil discovery
Svanefjell
May 2018
Minor gas discovery
Silfari
October 2018
Driva/Oppdal
November 2018
Gjøkåsen Shallow
December 2018
Pointer/Setter
January 2019
Dry
Dry
Dry
Dry
Froskelår Main
January 2019
Oil and gas discovery
Gjøkåsen Deep
January 2019
Ongoing
Lundin Petroleum Annual Report 2018
45
FINANCIAL REPORT | Directors’ Report
In December 2018, the Silfari prospect in PL830 located in the
Froan Basin area of the Norwegian Sea encountered good quality
Jurassic reservoir sands but with no hydrocarbon indications and
the second Permian carbonate target encountered no reservoir
intervals or hydrocarbons. The potential of the undrilled,
adjacent Frøya High area is unaffected by the Silfari result.
In January 2019, the Driva/Oppdal dual target prospect in
PL860 located in the Mandal High area of the North Sea was
drilled and was dry. While the well encountered Paleocene and
Rotliegendes reservoirs there were no hydrocarbons present. The
second Mandal High area dual target well, Vinstra/Otta on the
adjacent PL539 licence, will be drilled in 2019.
The Gjøkåsen prospect in PL857 located in the southern Barents
Sea is a large, multi-horizon structure, remote from well control
and as the deeper reservoir targets offset the shallow targets,
it requires two wells to fully test the prospect. In February
2019, the Gjøkåsen Shallow prospect was drilled and was dry.
The result of the Gjøkåsen Shallow well has no impact on the
prospectivity of the Gjøkåsen Deep target which is currently
drilling.
In February 2019, the Pointer/Setter prospect in PL767 in the
southern Barents Sea was drilled and was dry. Drilling was
conducted by the Leiv Eiriksson rig which is under a fl exible
contract with suffi cient option slots to meet the Company’s
operated 2019 drilling programme.
Licence awards and transactions
Lundin Petroleum continues to grow its exploration acreage
position through licence rounds. In January 2018, the Company
was awarded 14 licences in the 2017 APA licensing round, of
which six as operator. In June 2018, the Company was awarded
three licences in the 24th licensing round, of which one as
operator. In January 2019, the Company was awarded 15
licences in the 2018 APA licensing round, of which 9 as operator.
Currently, the Company holds 82 licences in Norway, compared
to 49 licences at the beginning of January 2018, which is an
increase of approximately 70 percent.
In January 2018, Lundin Petroleum acquired a 10 percent
working interest in each of PL539 and PL860 and a 30 percent
working interest in each of PL820S and PL825 from Fortis
Petroleum and also acquired a 20 percent working interest in
PL860 from Equinor, increasing Lundin Petroleum’s working
interest in PL860 to 40 percent and in PL539 to 20 percent.
In May 2018, Lundin Petroleum concluded a licence swap with
DNO to create an initial entry position in the Tampen/Horda
Platform area of the Norwegian North Sea. Lundin Petroleum
received a 10 percent working interest in each of PL926 and
PL929 and 15 percent in each of PL921 and PL924 in exchange
for DNO receiving 10 percent working interests in each of PL825,
PL767, PL902 and PL950.
In June 2018, Lundin Petroleum concluded a licence swap with
Edison in the southern Barents Sea where Lundin Petroleum
received a 10 percent working interest in PL850, in exchange
for Edison receiving a 10 percent working interest in PL952. In
October 2018, Lundin Petroleum acquired a further 20 percent
working interest in PL850 from Lime Petroleum, increasing the
Company’s working interest in PL850 to 30 percent.
In October 2018, Lundin Petroleum acquired Equinor’s 15
percent working interest in PL359 containing the Luno II
oil discovery. The transaction involved a cash consideration
payable to Equinor as well as Lundin Petroleum transferring its
remaining interest in PL825 to Equinor.
In January 2019, Lundin Petroleum entered into a sales
and purchase agreement involving the acquisition of Lime
Petroleum’s 30 percent working interest in each of PL338C and
PL338E and 20 percent working interest in PL815, which contain
the Rolvsnes oil discovery and Goddo prospect. The transaction
will increase the Company’s working interest in each of
PL338C and PL338E to 80 percent and in PL815 to 60 percent.
The transaction involves a cash consideration payable to Lime
Petroleum and is subject to customary government approvals.
Russia
Lundin Petroleum has previously written down the entire
contingent resources and book value for the Morskaya oil
discovery as it was deemed unlikely that the discovery could
commercially be developed in the foreseeable future. Having
reviewed potential options, the partnership concluded that it is
not possible for the partnership to create value from the asset
and consequently the Morskaya licence has been relinquished.
Health, safety and environment
During the year, one lost time incident and one medical
treatment incident occurred, resulting in a Lost Time Incident
Rate of 0.5 per million hours worked and a Total Recordable
Incident Rate of 1.0 per million hours worked. There were no
material safety or environmental incidents.
Financial review
Result
The operating profi t from continuing operations for the
fi nancial year amounted to MUSD 1,402.4 (MUSD 812.4). The
increase compared to the comparative period was mainly driven
by higher oil prices in combination with lower production
costs and depletion costs, somewhat offset by lower production
volumes.
The net result from continuing operations for the year
amounted to MUSD 222.1 (MUSD 380.9) and included a foreign
currency exchange loss of MUSD 164.9 (gain of MUSD 255.3).
The net result from continuing operations excluding
foreign currency exchange results amounted to MUSD 387.0
(MUSD 125.6). The increase compared to the comparative period
was mainly driven by higher oil prices in combination with
lower production costs and depletion costs, somewhat offset by
lower production volumes and an after tax accounting gain of
MUSD 98.1 as a result of the re-negotiated improved borrowing
terms for the reserve-based credit facility that unwinds to the
income statement over the remaining period of the facility.
46
Lundin Petroleum Annual Report 2018
The net result from continuing operations attributable to
shareholders of the Parent Company for the year amounted to
MUSD 222.1 (MUSD 384.7) representing earnings per share of
USD 0.66 (USD 1.13).
Earnings before interest, tax, depletion and amortisation
(EBITDA) from continuing operations for the year amounted to
MUSD 1,916.2 (MUSD 1,501.5) representing EBITDA per share
of USD 5.65 (USD 4.41). Operating cash fl ow from continuing
operations for the year amounted to MUSD 1,847.8 (MUSD
1,530.0) representing operating cash fl ow per share of USD 5.46
(USD 4.50).
Revenue and other income
Revenue and other income for the year amounted to
MUSD 2,617.4 (MUSD 1,997.0) and was comprised of net sales of
oil and gas, change in under/over lift position and other revenue
as detailed in Note 1.
Net sales of oil and gas for the year amounted to MUSD 2,607.9
(MUSD 1,958.3). The average price achieved by Lundin
Petroleum for a barrel of oil equivalent from own production
amounted to USD 67.89 (USD 51.63) and is detailed in the
following table. The average Dated Brent price for the year
amounted to USD 71.31 (USD 54.25) per barrel.
Net sales of oil and gas from own production for the year are
detailed in Note 3 and were comprised as follows:
Sales from own production
Average price per boe expressed in USD
2018
2017
Crude oil sales
Norway
– Quantity in Mboe
– Average price per boe
Gas and NGL sales
Norway
– Quantity in Mboe
– Average price per boe
Total sales
– Quantity in Mboe
– Average price per boe
26,834.7
69.97
28,106.9
53.37
3,682.0
52.74
3,943.1
39.23
30,516.7
67.89
32,050.0
51.63
The table above excludes crude oil revenue from third party activities.
Net sales of crude oil from third party activities for the year
amounted to MUSD 536.1 (MUSD 303.5) and mainly consisted
of Grane Blend crude oil purchased from outside the Group by
Lundin Petroleum Marketing SA and sold to the market.
Sales of oil and gas are recognised when the risk of ownership
is transferred to the purchaser. Sales quantities in a period can
differ from production quantities as a result of permanent and
timing differences. Timing differences can arise due to under/
over lift of entitlement, inventory, storage and pipeline balances
effects. The change in under/over lift position amounted to an
expense of MUSD 23.3 (income of MUSD 13.8) in the year due to
the timing of the cargo liftings compared to production.
Other income for the year amounted to MUSD 32.8 (MUSD 24.9)
and included a quality differential compensation on Alvheim
blended crude and tariff income of MUSD 29.4 (MUSD 21.7)
which is due to net income from Ivar Aasen tariffs paid to
Edvard Grieg.
Production costs
Production costs including inventory movements for the year
amounted to MUSD 145.4 (MUSD 164.2) and are detailed in
Note 2. The total production cost per barrel of oil equivalent
produced is detailed in the table below:
Production costs
2018
2017
Cost of operations
– In MUSD
– In USD per boe
Tariff and transportation expenses
– In MUSD
– In USD per boe
Operating costs
– In MUSD
– In USD per boe 1
Change in inventory position
– In MUSD
– In USD per boe
Other
– In MUSD
– In USD per boe
Production costs
– In MUSD
– In USD per boe
102.5
3.46
35.2
1.19
137.7
4.65
0.6
0.02
7.1
0.24
145.4
4.91
117.3
3.73
37.9
1.21
155.2
4.94
-0.4
-0.02
9.4
0.30
164.2
5.22
Note: USD per boe is calculated by dividing the cost by total production
volume for the period.
1 The numbers in this table are excluding tariff income netting. Lundin
Petroleum’s operating cost for the year of USD 4.65 (USD 4.94) per barrel
is reduced to USD 3.66 (USD 4.25) when tariff income is netted off.
The total cost of operations for the year amounted to
MUSD 102.5 (MUSD 117.3). The total cost of operations
excluding operational projects amounted to MUSD 93.0
(MUSD 105.9). The reduction compared to the comparative
period is the result of the termination of production from the
Brynhild fi eld during the year.
Lundin Petroleum Annual Report 2018
47
FINANCIAL REPORT | Directors’ Report
The cost of operations per barrel for the year amounted
to USD 3.46 (USD 3.73) including operational projects and
USD 3.14 (USD 3.37) excluding operational projects.
Finance income
Finance income for the year amounted to MUSD 192.2
(MUSD 256.7) and is detailed in Note 4.
Tariff and transportation expenses for the year amounted to
MUSD 35.2 (MUSD 37.9) or USD 1.19 (USD 1.21) per barrel.
Other costs for the year amounted to MUSD 7.1 (MUSD 9.4) and
related to the business interruption insurance. The comparative
period also included the operating cost share arrangement on
the Brynhild fi eld whereby the amount of operating cost varied
with the oil price until the end of May 2017. This arrangement
was being marked-to-market against the oil price curve.
Depletion and decommissioning costs
Depletion and decommissioning costs for the year amounted
to MUSD 458.0 (MUSD 567.3) at an average rate of USD 15.46
(USD 18.05) per barrel and are detailed in Note 10. The lower
depletion costs for the year compared to the comparative period
is due to the lower depletion rate per barrel for the Edvard Grieg
fi eld as a result of the increased reserves per year end 2017 and
lower production volumes.
Exploration costs
Exploration costs expensed in the income statement for the
year amounted to MUSD 53.2 (MUSD 73.1) and are detailed in
Note 10. Exploration and appraisal costs are capitalised as they
are incurred. When exploration drilling is unsuccessful, the
capitalised costs are expensed. All capitalised exploration costs
are reviewed on a regular basis and are expensed where their
recoverability is considered highly uncertain.
Impairment costs of oil and gas properties
Impairment costs in the income statement for the year
amounted to MUSD – (MUSD 30.6) and are detailed in note 10.
The impairment costs in the comparative period were triggered
by the partial sale of the Brynhild fi eld in PL148 where a
39 percent working interest was divested.
Loss from sale of assets
Loss from sale of assets in the income statement for the
year amounted to MUSD – (MUSD 14.4) and related in the
comparative period to the after tax result on the divestment
of a 39 percent working interest in the Brynhild fi eld and are
detailed in Note 8.
Purchase of crude oil from third parties
Purchase of crude oil from third parties for the year amounted
to MUSD 533.8 (MUSD 303.3) and related mainly to Grane
Blend crude oil purchased from outside the Group by Lundin
Petroleum Marketing SA.
General, administrative and depreciation expenses
The general administrative and depreciation expenses for the
year amounted to MUSD 24.6 (MUSD 31.7) which included
a charge of MUSD 3.9 (MUSD 4.3) in relation to the Group’s
long-term incentive plans (LTIP), see also Note 29. Fixed asset
depreciation expenses for the year amounted to MUSD 2.6
(MUSD 2.5).
During the year the reserve-based credit facility was successfully
re-negotiated resulting in the interest rate margin over LIBOR
being reduced from 3.15 percent to a current rate of 2.25
percent effective as of 1 June 2018. The amendment of the
interest rate margin has resulted in an accounting gain of
MUSD 183.7 (MUSD –) in accordance with IFRS 9. When a
fi nancial liability, measured at amortised cost, is modifi ed
without this resulting in derecognition, a gain or loss should
be recognised in the income statement based on IFRS 9. The
gain or loss is calculated as the difference between the original
contractual cash fl ows and the modifi ed cash fl ows discounted
at the original effective interest rate.
Other fi nancial income amounted to MUSD 3.3 (MUSD 0.4) and
included the change in fair value under IFRS 9 of the shares held
in ShaMaran. The shares held in ShaMaran were sold during the
year at the prevailing market price.
Finance costs
Finance costs for the year amounted to MUSD 345.4
(MUSD 186.6) and are detailed in Note 5.
The net foreign currency exchange loss for the year amounted to
MUSD 164.9 (gain of MUSD 255.3). Foreign exchange movements
occur on the settlement of transactions denominated in foreign
currencies and the revaluation of working capital and loan
balances to the prevailing exchange rate at the balance sheet
date where those monetary assets and liabilities are held in
currencies other than the functional currencies of the Group’s
reporting entities. Lundin Petroleum has hedged certain foreign
currency capital expenditure amounts against the US Dollar
and for the year, the net realised exchange gain on these
settled foreign exchange hedges amounted to MUSD 5.2 (loss of
MUSD 1.8).
The US Dollar strengthened against the Euro during the year
resulting in a net foreign currency exchange loss on the US
Dollar denominated external loan, which is borrowed by a
subsidiary using Euro as functional currency. In addition,
the Norwegian Krone weakened against the Euro in the
year, generating a net foreign currency exchange loss on an
intercompany loan balance denominated in Norwegian Krone.
Interest expenses for the year amounted to MUSD 88.7
(MUSD 115.0) and represented the portion of interest charged
to the income statement. An additional amount of interest
of MUSD 87.6 (MUSD 63.5) associated with the funding of the
Norwegian development projects was capitalised in the year.
The total interest expense is slightly lower compared to the
comparative period mainly due to lower drawn debt under the
reserve-based credit facility offset by higher interest rates. The
result on interest rate hedge settlements amounted to a gain
of MUSD 3.5 (loss of MUSD 17.4) and is reported as fi nancial
income.
48
Lundin Petroleum Annual Report 2018
The amortisation of the deferred fi nancing fees for the year
amounted to MUSD 17.8 (MUSD 17.5) and related to the fees
incurred in establishing the reserve-based credit facility. The fees
are being expensed over the expected life of the facility.
Loan facility commitment fees for the year amounted to
MUSD 13.0 (MUSD 11.1) with the increase compared to the
comparative period being the result of the lower drawn debt
under the reserve-based credit facility somewhat offset by
a lower margin for commitment fees as agreed through the
amendment of the facility effective as of 1 June 2018.
The loan modifi cation fees for the year amounted to MUSD 17.3
(MUSD –) and related to the fees incurred for the re-negotiated
reserve-based credit facility resulting in the interest rate margin
over LIBOR being reduced from 3.15 percent to a current rate
of 2.25 percent effective as of 1 June 2018. The net accounting
gain when offsetting these loan modifi cation fees against the
reported loan modifi cation gain amounted to MUSD 166.4. The
associated deferred taxes amounted to MUSD 68.3 resulting in
an after tax accounting gain of MUSD 98.1 that unwinds to the
income statement over the remaining period of the facility.
The unwinding of the loan modifi cation gain for the year
amounted to MUSD 26.1 (MUSD –) and related to the expensing
of the accounting gain from the re-negotiated improved
borrowing terms for the reserve-based credit facility over the
period of usage of the facility.
The Group operates in various countries and fi scal regimes
where corporate income tax rates are different from the
regulations in Sweden. Corporate income tax rates for the
Group vary between 12.5 and 78 percent. The effective tax rate
for the year is affected by items which do not receive a full
tax credit such as the reported net foreign currency exchange
results, Norwegian fi nancial items and by the uplift allowance
applicable in Norway for development expenditures against the
offshore tax regime.
Non-controlling interest
The net result attributable to non-controlling interest for the
year amounted to MUSD – (MUSD -3.8) and related in the
comparative period to the non-controlling interest’s share in
Mintley Caspian Ltd., which is the holding company of Lundin
Petroleum´s investment in Russia, which was fully consolidated
up to the end of the third quarter 2017. The investment in
Mintley Caspian Ltd. was deconsolidated at the end of the third
quarter 2017 and the results are now reported as share in result
of associated company.
Balance sheet
Non-current assets
Oil and gas properties amounted to MUSD 5,341.1
(MUSD 4,937.1) and are detailed in Note 10.
Development, exploration and appraisal expenditure incurred
for the year was as follows:
Share in result of associated company
Share in result of associated company for the year amounted
to MUSD -1.3 (MUSD -0.4) and related to the share in the result
of the investment in Mintley Caspian Ltd and are detailed in
Note 6.
Development expenditure
in MUSD
Norway
Development expenditures
2018
701.9
701.9
2017
950.0
950.0
Tax
The overall tax charge for the year amounted to MUSD 1,025.8
(MUSD 501.2) and is detailed in Note 7.
Development expenditure of MUSD 701.9 (MUSD 950.0) was
incurred in Norway during the year, primarily on the Johan
Sverdrup and Edvard Grieg fi elds. In addition an amount of
MUSD 87.6 (MUSD 63.5) of interest was capitalised.
The current tax charge for the year amounted to MUSD 90.4
(MUSD -0.5) of which MUSD 89.0 (MUSD -1.5) related to Norway.
The current tax charge for Norway related to Corporate Tax only
with no current tax charge to the income statement in relation
to the Special Petroleum Tax (SPT) as the Company continues
to be sheltered from SPT tax losses. The paid tax installments
in Norway during the year amounted to MUSD 14.8 which has
resulted in an increase in current tax liabilities compared to the
comparative period.
The deferred tax charge for the year amounted to MUSD 935.4
(MUSD 501.7) and related to Norway. The deferred tax amount
arises primarily where there is a difference in depletion for tax
and accounting purposes.
Exploration and appraisal expenditure
in MUSD
Norway
Russia
Exploration and appraisal expenditure
2018
310.6
–
310.6
2017
227.1
1.1
228.2
Exploration and appraisal expenditure of MUSD 310.6
(MUSD 227.1) was incurred in Norway during the year, primarily
for the appraisal wells Luno II in PL359, Rolvsnes in PL338C and
Alta in PL609, the exploration wells Frosk in PL340, Svanefjell
in PL659, Lille Prinsen in PL167, Silfari in PL830 and Driva/
Oppdal in PL860 as well as for Phase 2 of the Johan Sverdrup
project. The income associated with the oil produced during
the extended production test of the Alta appraisal well in PL609
during the third quarter was offset against the capitalised
appraisal expenditure in the year.
Lundin Petroleum Annual Report 2018
49
FINANCIAL REPORT | Directors’ Report
Other tangible fi xed assets amounted to MUSD 13.6 (MUSD 13.2)
and are detailed in Note 11.
Goodwill associated with the accounting for the Edvard Grieg
transaction during 2016 amounted to MUSD 128.1 (MUSD 128.1)
and is detailed in Note 12.
Financial assets amounted to MUSD 0.4 (MUSD 6.7) and are
detailed in Note 13. The comparative period included the shares
held in ShaMaran which were sold during the year to a related
party as mentioned in Note 26.
Derivative instruments amounted to MUSD 2.7 (MUSD 26.5) and
related to the marked-to-market gain on the outstanding interest
rate and currency hedge contracts due to be settled after twelve
months and are detailed in Note 21.
Current assets
Inventories amounted to MUSD 36.5 (MUSD 33.7) and included
both well supplies and hydrocarbon inventories and are detailed
in Note 14.
Trade and other receivables amounted to MUSD 219.3
(MUSD 304.4) and are detailed in Note 15. Trade receivables,
which are all current, amounted to MUSD 153.7 (MUSD 202.7)
and included invoiced cargoes. Underlift amounted to MUSD 4.6
(MUSD 29.4) and was attributable to an underlift position on
the producing fi elds. Joint operations debtors relating to various
joint venture receivables amounted to MUSD 17.0 (MUSD 15.6).
Prepaid expenses and accrued income amounted to MUSD 26.9
(MUSD 29.3) and represented mainly prepaid operational and
insurance expenditure. Other current assets amounted to
MUSD 17.1 (MUSD 27.4) and included a short-term receivable
from IPC in relation to certain working capital balances
following the IPC spin-off amounting to MUSD 14.0 and other
miscellaneous receivable balances.
Derivative instruments amounted to MUSD 34.0 (MUSD 7.7) and
related to the marked-to-market gain on the outstanding interest
rate and currency hedge contracts due to be settled within
twelve months and are detailed in Note 21.
Cash and cash equivalents amounted to MUSD 66.8 (MUSD 71.4).
Cash balances are held to meet ongoing operational funding
requirements.
Non-current liabilities
Financial liabilities amounted to MUSD 3,262.0 (MUSD 3,880.0)
and are detailed in Note 18. Bank loans amounted to
MUSD 3,465.0 (MUSD 3,955.0) and related to the outstanding
loan under the reserve-based credit facility. Capitalised
fi nancing fees relating to the establishment of the facility
amounted to MUSD 54.1 (MUSD 75.0) and are being amortised
over the expected life of the facility. The closing balance
associated with the capitalised loan modifi cation gain amounted
to MUSD 148.9 (MUSD –) and is being amortised over the
expected life of the facility.
Provisions amounted to MUSD 489.1 (MUSD 420.6) and are
detailed in Note 19. The provision for site restoration amounted
to MUSD 483.9 (MUSD 414.6) and related to the long-term
portion of the future decommissioning obligations. The increase
mainly refl ects the additional liability for Edvard Grieg and for
the Johan Sverdrup development project. The short-term portion
of the future decommissioning obligations was classifi ed as
current liabilities.
Deferred tax liabilities amounted to MUSD 2,103.0
(MUSD 1,302.2) and are detailed in Note 7. The provision mainly
arises on the excess of book value over the tax value of oil and
gas properties. Deferred tax assets are netted off against deferred
tax liabilities where they relate to the same jurisdiction.
Derivative instruments amounted to MUSD 64.9 (MUSD 3.1) and
related to the marked-to-market loss on outstanding interest
rate and currency hedge contracts due to be settled after twelve
months and are detailed in Note 21.
Current liabilities
Trade and other payables amounted to MUSD 204.6
(MUSD 259.0) and are detailed in Note 20. Overlift amounted
to MUSD 5.4 (MUSD 12.8) and was attributable to an overlift
position in relation to the Edvard Grieg fi eld. Joint operations
creditors and accrued expenses amounted to MUSD 147.4
(MUSD 188.9) and related to activity in Norway. Other accrued
expenses amounted to MUSD 17.6 (MUSD 19.5) and other
current liabilities amounted to MUSD 7.6 (MUSD 7.7).
Derivative instruments amounted to MUSD 20.0 (MUSD 6.4) and
related to the marked-to-market loss on outstanding interest rate
and currency hedge contracts due to be settled within twelve
months and are detailed in Note 21.
Current tax liabilities amounted to MUSD 70.4 (MUSD 0.6) and
related mainly to Corporate Tax due in Norway as detailed in
Note 7.
Current provisions amounted to MUSD 12.5 (MUSD 7.7) and
are detailed in Note 19. The short-term portion of the future
decommissioning obligations amounted to MUSD 6.6 (MUSD –)
and the current portion of the provision for Lundin Petroleum’s
Unit Bonus Plan amounted to MUSD 5.9 (MUSD 7.7).
Annual General Meeting
The Annual General Meeting will be held in Stockholm on
29 March 2019.
Board’s Proposal for Remuneration to Group
Management
The intention of the Board of Directors is to propose to the
2019 AGM the adoption of a Policy on Remuneration for 2019
that follows in essence the same principles as applied in 2018
and that contains similar elements of remuneration for Group
management as the 2018 Policy on Remuneration being base
salary, yearly variable remuneration, Long-term Incentive Plan
(LTIP) and other benefi ts.
50
Lundin Petroleum Annual Report 2018
The Board will propose that the AGM also resolve on a long-
term, performance-based incentive plan in respect of Group
management and a number of key employees of Lundin
Petroleum, which follows similar principles as the LTIPs
approved by the 2014 - 2018 Annual General Meetings. LTIP
2019 gives the participants the possibility to receive shares in
Lundin Petroleum subject to the fulfi lment of a performance
condition under a three year performance period commencing
on 1 July 2019 and expiring on 30 June 2022. The performance
condition is based on the share price growth and dividends
(Total Shareholder Return) of the Lundin Petroleum share
compared to the Total Shareholder Return of a peer group
of companies. At the beginning of the performance period,
the participants will be granted awards free of charge which,
provided that the performance condition is met, entitle the
participant to be allotted free of charge shares in Lundin
Petroleum at the end of the performance period.
The number of performance shares upon allotment is limited
to a value of three times each participant’s annual gross base
salary for 2019. The total number of performance shares that
may be allotted under LTIP 2019 is 500,000, corresponding to
approximately 0.15 percent of the total number of outstanding
shares in Lundin Petroleum. The Board of Directors may reduce
(including reduce to zero) allotment of performance shares at its
discretion, should it consider the underlying performance not
to be refl ected in the outcome of the performance condition, for
example, in light of operating cash fl ow, reserves, and health
and safety performance.
The participants will not be entitled to transfer, pledge or
dispose of the LTIP awards or any rights or obligations under
LTIP 2019, or perform any shareholders’ rights regarding the
LTIP awards during the performance period. The LTIP awards
entitle participants to acquire already existing shares. The
Board of Directors will consider means to secure the Company’s
expected fi nancial exposure related to LTIP 2019. One method
would be to enter into an equity swap agreement with a third
party on terms in accordance with market practice, whereby
the third party in its own name shall be entitled to acquire and
transfer shares in Lundin Petroleum to the participants.
The details of the proposal are available on
www.lundin-petroleum.com.
Remuneration as per prevailing market conditions may further
be paid to members of the Board of Directors for work
performed outside the directorship.
In addition, as in previous years, the Board of Directors will
further seek authorisation to deviate from the Policy on
Remuneration in case of special circumstances in a specifi c case.
For a detailed description of the Policy on Remuneration applied
in 2018, see the Corporate Governance report on pages 36–37.
The remuneration to Board and Group management is detailed
in Notes 28 and 29.
Share information
For the number of shares outstanding and the repurchases of
own shares, see Note 17.1.
For the AGM resolution on the authorisation to issue new shares,
see page 25, Corporate Governance Report.
Dividend
In accordance with the updated dividend policy, the Board of
Directors propose that the Annual General Meeting resolves
on a dividend for 2018 of USD 1.48 per share, corresponding
to USD 500 million (rounded off), to be paid in quarterly
instalments of USD 0.37 per share, corresponding to USD 125
million (rounded off). Before payment, each quarterly dividend
of USD 0.37 per share shall be converted into a SEK amount,
and paid out in SEK, based on the USD to SEK exchange rate
published by Sweden’s central bank (Riksbanken) four business
days prior to each record date (rounded off to the nearest whole
SEK 0.01 per share). The fi nal USD equivalent amount received
by the shareholders may therefore slightly differ depending
on what the USD to SEK exchange rate is on the date of the
dividend payment. The SEK amount per share to be distributed
each quarter will be announced in a press release four business
days prior to each record date.
The fi rst dividend payment is expected to be paid around
5 April 2019, with an expected record date of 2 April 2019 and
expected ex-dividend date of 1 April 2019. The second dividend
payment is expected to be paid around 8 July 2019, with an
expected record date of 3 July 2019 and expected ex-dividend
date of 2 July 2019. The third dividend payment is expected
to be paid around 7 October 2019, with an expected record
date of 2 October 2019 and an expected ex-dividend date of
1 October 2019. The fourth dividend payment is expected to be
paid around 9 January 2020, with an expected record date of
3 January 2020 and an expected ex-dividend date of 2 January
2020.
In order to comply with Swedish company law, a maximum
total SEK amount shall be pre-determined to ensure that the
dividend distributed does not exceed the available distributable
reserves of the Company and such maximum amount for the
2018 dividend has been set to a cap of SEK 7.665 billion (i.e.,
SEK 1.916 billion per quarter). If the total dividend would exceed
the cap of SEK 7.665 billion, the dividend will be automatically
adjusted downwards so that the total dividend corresponds to
the cap of SEK 7.665 billion.
For details of the updated dividend policy, see page 25.
Lundin Petroleum Annual Report 2018
51
FINANCIAL REPORT | Directors’ Report
Proposed disposition of unappropriated earnings
The 2019 Annual General Meeting has an unrestricted equity at
its disposal of MSEK 54,256.0, including the net result for the
year of MSEK 1,657.8.
Changes in Board of Directors
At the 2019 AGM, all the current members of the Board of
Directors will be proposed for re-election by the Nomination
Committee.
Based on the proposed dividend, the Board of Directors propose
that the Annual General Meeting dispose of the unrestricted
equity as follows:
MSEK
The Board of Directors proposes that the
shareholders are paid a dividend of USD 1.48 per
share 1
Brought forward
Unrestricted equity
Financial statements
The result of the Group’s operations and fi nancial position at
the end of the fi nancial year are shown in the following income
statement, statement of comprehensive income, balance sheet,
statement of cash fl ow, statement of changes in equity and
related notes, which are presented in US Dollars.
4,666.0
49,590.0
54,256.0
The Parent Company’s income statement, balance sheet,
statement of cash fl ow, statement of changes in equity and
related notes presented in Swedish Krona can be found on pages
89–94.
1 The amount is based on the USD to SEK exchange rate published by
Sweden’s central bank (Riksbanken) as at 25 February 2019. The amount
is based on the number of shares in circulation on 25 February 2019 and
the total dividend amount may change by the record dates as a result
of repurchases of own shares or as a result of issue of new shares. The
dividend is USD denominated, fl uctuations in the USD to SEK exchange
rate between 25 February 2019 and approval of the dividend proposal by
the Annual General Meeting will have an impact on the total dividend
amount reported in SEK. If the dividend proposal is approved by the
Annual General Meeting, the dividend will be recorded as a liability in
USD on the date of the Annual General Meeting and the SEK equivalent
of the USD liability will fl uctuate until the fourth tranche is converted
from USD to SEK.
Based on a comprehensive review of the fi nancial position of
the Company and the Group as a whole, as well as the proposed
authorisation to repurchase shares, the Board of Directors is of
the opinion that the proposed dividend is justifi able in view of
the requirements that the nature and scope of, and risks involved
in the Company’s operations, place on the size of the Company’s
and Group’s equity, as well as their consolidation needs, liquidity
and position in other respects. The Board of Directors considered
that there is negative equity at Group level, however such equity
is based on historical accounting determinations of book value,
depreciations and foreign exchange results, and does not take
into account the fair market value of the assets held by the
Group. The Board of Directors’ full statement in accordance with
Chapter 18, Section 4 of the Swedish Companies Act is available
on www.lundin-petroleum.com.
Subsequent events
Subsequent events are detailed in Note 31.
Risk management
For a detailed description of risk management, see the Strategic
report on pages 18–21.
Corporate Governance Report
Lundin Petroleum has issued a Corporate Governance report,
which is separate from the Financial Statements. The Corporate
Governance report is included in this document, on pages
22–38.
Sustainability Report
Lundin Petroleum has issued a Sustainability Report, which
is separate from the Financial Statements. The Sustainability
Report is available on www.lundin-petroleum.com.
Report on Payments to Government
Lundin Petroleum has issued a Report on Payments to
Government, which is separate from the Financial Statements.
The Report on Payments to Government is available on
www.lundin-petroleum.com.
52
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Consolidated Income Statement
for the Financial Year Ended 31 December
Expressed in MUSD
Revenue and other income
Revenue
Other income
Cost of sales
Production costs
Depletion and decommissioning costs
Exploration costs
Impairment costs of oil and gas properties
Loss from sale of assets
Other cost of sales
Gross profi t
General, administration and depreciation expenses
Operating profi t
Net fi nancial items
Finance income
Finance costs
Share in result of associated company
Profi t before tax
Income tax
Net result from continuing operations
Discontinued operations
Net result – IPC
Net result
Attributable to:
Shareholders of the Parent Company
Non-controlling interest
Earnings per share – USD1
From continuing operations
From discontinued operations
Earnings per share – fully diluted – USD1
From continuing operations
From discontinued operations
1 Based on net result attributable to shareholders of the Parent Company.
Note
2018
1
2
10
10
10
8
3
4
5
6
7
9
17.3
17.3
2,607.9
9.5
2,617.4
-145.4
-458.0
-53.2
–
–
-533.8
1,427.0
-24.6
1,402.4
192.2
-345.4
-153.2
-1.3
1,247.9
-1,025.8
222.1
–
222.1
222.1
–
222.1
0.66
–
0.65
–
2017
1,958.3
38.7
1,997.0
-164.2
-567.3
-73.1
-30.6
-14.4
-303.3
844.1
-31.7
812.4
256.7
-186.6
70.1
-0.4
882.1
-501.2
380.9
46.5
427.4
431.2
-3.8
427.4
1.13
0.14
1.13
0.14
Lundin Petroleum Annual Report 2018
53
FINANCIAL REPORT
Consolidated Statement of Comprehensive Income
for the Financial Year Ended 31 December
Expressed in MUSD
Net result
Items that may be subsequently reclassifi ed to profi t or loss:
Exchange differences foreign operations
Cash fl ow hedges
Available-for-sale fi nancial assets
Other comprehensive income
Total comprehensive income
Attributable to:
Shareholders of the Parent Company
Non-controlling interest
2018
222.1
1.5
-74.1
–
-72.6
149.5
149.5
–
149.5
2017
427.4
-96.2
76.4
4.9
-14.9
412.5
416.3
-3.8
412.5
54
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Consolidated Balance Sheet
for the Financial Year Ended 31 December
Expressed in MUSD
ASSETS
Non-current assets
Oil and gas properties
Other tangible fi xed assets
Goodwill
Financial assets
Derivative instruments
Total non-current assets
Current assets
Inventories
Trade and other receivables
Derivative instruments
Cash and cash equivalents
Total current assets
TOTAL ASSETS
EQUITY AND LIABILITIES
Equity
Share capital
Additional paid in capital
Other reserves
Retained earnings
Net result
Total equity
Liabilities
Non-current liabilities
Financial liabilities
Provisions
Deferred tax liabilities
Derivative instruments
Total non-current liabilities
Current liabilities
Trade and other payables
Derivative instruments
Current tax liabilities
Provisions
Total current liabilities
Total liabilities
TOTAL EQUITY AND LIABILITIES
Note
2018
2017
10
11
12
13
21
14
15
21
16
17.1
17.1
17.2
18
19
7
21
20
21
7
19
5,341.1
13.6
128.1
0.4
2.7
5,485.9
36.5
219,3
34.0
66.8
356.6
4,937.1
13.2
128.1
6.7
26.5
5,111.6
33.7
304.4
7.7
71.4
417.2
5,842.5
5,528.8
0.5
339.7
-518.3
-428.0
222.1
-384.0
3,262.0
489.1
2,103.0
64.9
5,919.0
204.6
20.0
70.4
12.5
307.5
6,226.5
5,842.5
0.5
527.9
-445.7
-864.7
431.2
-350.8
3,880.0
420.6
1,302.2
3.1
5,605.9
259.0
6.4
0.6
7.7
273.7
5,879.6
5,528.8
Lundin Petroleum Annual Report 2018
55
FINANCIAL REPORT
Consolidated Statement of Cash Flow
for the Financial Year Ended 31 December
Expressed in MUSD
Note
Cash fl ows from operating activities
Net result
Adjustments for:
Exploration costs
Depletion, depreciation and amortisation
Impairment of oil and gas properties
Current tax
Deferred tax
Impairment of other shares
Long-term incentive plans
Foreign currency exchange gain/loss
Interest expense
Loan modifi cation gain
Loan modifi cation fees
Unwinding of loan modifi cation gain
Capitalised fi nancing fees
Other
Interest received
Interest paid
Income taxes paid/received
Changes in working capital:
Changes in inventories
Changes in underlift position
Changes in receivables
Changes in overlift position
Changes in liabilities
Total cash fl ows from operating activities
Cash fl ows from investing activities
Investment in oil and gas properties
Investment in other fi xed assets
Investment in other shares and participations1
Decommissioning costs paid
Disposal of fi xed assets2
Other
Total cash fl ows from investing activities
Cash fl ows from fi nancing activities
Changes in long-term liabilities
Financing fees paid
Cash funded from/to discontinued operations
Dividends paid
Purchase of own shares
Total cash fl ows from fi nancing activities
Changes in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Currency exchange difference in cash and cash equivalents
Cash and cash equivalents of deconsolidated operations
Cash and cash equivalents at the end of the year
22
2018
222.1
53.2
460.6
–
90.4
935.4
–
14.6
162.5
88.7
-183.7
17.3
26.1
17.8
12.8
1.1
-176.0
-15.8
-2.8
24.8
57.4
-7.4
-80.8
1,718.3
-1,060.1
-3.2
9.3
-1.3
–
–
-1,055.3
-490.0
-17.3
–
-153.1
-14.3
-674.7
-11.7
71.4
7.1
–
66.8
2017
380.9
73.1
570.9
30.6
-0.5
501.7
11.2
12.7
-258.0
115.0
–
–
–
17.5
26.4
1.0
-177.3
82.2
-3.8
-2.0
126.9
-17.1
-192.1
1,299.3
-1,178.2
-1.6
-1.3
-0.4
93.7
-7.8
-1,095.6
-188.7
–
31.7
–
-28.0
-185.0
18.7
56.1
-3.2
-0.2
71.4
1 Cash received on the sale of the shares held in ShaMaran
2 Cash received on the divestment of a 39 percent working interest in the Brynhild fi eld on closing including settlement of net working capital.
The effects of currency exchange differences due to the translation of foreign group companies have been excluded as these effects do
not affect the cash fl ow. Cash and cash equivalents comprise cash and short-term deposits maturing within less than three months.
56
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Consolidated Statement of Changes in Equity
for the Financial Year Ended 31 December
Expressed in MUSD
Balance at 1 January 2017
Comprehensive income
Net result
Currency translation difference
Cash fl ow hedges
Available-for-sale fi nancial assets
Total comprehensive income
Transactions with owners
Change in consolidation
Distribution of IPC assets
Purchase of own shares
Spin off IPC
Share based payments 3
Value of employee services 4
Total transactions with owners
Balance at 31 December 2017
Comprehensive income
Net result
Currency translation difference
Cash fl ow hedges
Total comprehensive income
Transactions with owners
Cash distributions
Purchase of own shares
Share based payments 3
Value of employee services 4
Total transactions with owners
Balance at 31 December 2018
Attributable to owners of the Parent Company
Share
capital1
Additional
paid-in-
capital
Other
reserves2
Retained
earnings
0.5
979.1
-430.8
-787.4
–
–
–
–
–
–
–
–
–
–
–
–
0.5
–
–
–
–
–
–
–
–
–
0.5
–
–
–
–
–
–
-410.0
-28.0
–
-13.2
–
-451.2
527.9
–
–
–
–
-153.1
-14.3
-20.8
–
-188.2
339.7
–
-96.2
76.4
4.9
-14.9
–
–
–
–
–
–
–
431.2
–
–
–
431.2
-82.0
–
–
–
–
4.7
-77.3
-445.7
-433.5
–
1.5
-74.1
-72.6
–
–
–
–
–
222.1
–
–
222.1
–
–
–
5.5
5.5
-518.3
-205.9
Non-
controlling
interest
Total
equity
-113.6
-352.2
-3.8
427.4
–
–
–
-96.2
76.4
4.9
-3.8
412.5
117.1
–
–
0.3
–
–
117.4
–
–
–
–
–
–
–
–
–
–
–
35.1
-410.0
-28.0
0.3
-13.2
4.7
-411.1
-350.8
222.1
1.5
-74.1
149.5
-153.1
-14.3
-20.8
5.5
-182.7
-384.0
Total
-238.6
431.2
-96.2
76.4
4.9
416.3
-82.0
-410.0
-28.0
–
-13.2
4.7
-528.5
-350.8
222.1
1.5
-74.1
149.5
-153.1
-14.3
-20.8
5.5
-182.7
-384.0
1 Lundin Petroleum AB’s issued share capital described in detail in Note 17.1.
2 Other reserves are described in detail in Note 17.2.
3 Represents the cost to hedge the equity-settled share-based long-term incentive plan as described in Note 29.
4 Represents the fair value at the date of grant of the equity-settled share-based long-term incentive plan that is recognised over the vesting period as
described in Note 29.
Lundin Petroleum Annual Report 2018
57
FINANCIAL REPORT
Accounting Policies
Basis of preparation
Lundin Petroleum’s annual report has been prepared in
accordance with prevailing International Financial Reporting
Standards (IFRS) and International Financial Reporting
Interpretation Committee (IFRIC) interpretations adopted by
the EU Commission and the Swedish Annual Accounts Act
(1995:1554). In addition, RFR 1 “Supplementary Rules for Groups”
has been applied as issued by the Swedish Financial Reporting
Board. The Parent Company applies the same accounting
policies as the Group, except as specifi ed in the Parent Company
accounting policies on page 89.
asset and lease liability, while lease payments are to be refl ected
as interest expense and a reduction of lease liability. Effective
from 1 January 2019, the Group has made the following transition
choices in relation to IFRS 16: (a) application of the modifi ed
retrospective method, (b) right of use assets will be measured at
an amount equal to the lease liability and (c) leases with a less
than 12 months remaining lease term at year end 2018 will not be
refl ected as leases. The Group has made the following application
policy choice: short-term leases (less than 12 months) and leases of
low value assets will not be refl ected in the balance sheet, but will
be expensed as incurred.
The preparation of fi nancial statements in conformity with IFRS
requires the use of certain critical accounting estimates and also
requires management to exercise its judgement in the process
of applying the Group’s accounting policies. The areas involving
a higher degree of judgement or complexity, or areas where
assumptions and estimates are signifi cant to the consolidated
fi nancial statements are disclosed under the headline “Critical
accounting estimates and judgements”. The consolidated
fi nancial statements have been prepared under the historical cost
convention, except for items that are required to be accounted
for at fair value as detailed in the Group’s accounting policies.
Intercompany transactions and balances have been eliminated.
Accounting standards, amendments and interpretations
As from 1 January 2018, Lundin Petroleum has applied the
following new accounting standards:
Lundin Petroleum has assessed the impact of IFRS 16 on the
fi nancial statements of the Group and only identifi ed one relevant
contract containing a lease with no material impact on the
fi nancial statements of the Group.
Principles of consolidation
Subsidiaries
Subsidiaries are all entities over which the Group has control.
The Group controls an entity when it is exposed to, or has rights
to, variable returns from its involvement with the entity and
has the ability to affect those returns through its power over the
entity. The existence and effect of potential voting rights that
are currently exercisable or convertible are considered when
assessing the Group’s control. Subsidiaries are fully consolidated
from the date on which control is transferred to the Group and
are de-consolidated from the date that control ceases.
IFRS 9 Financial instruments, the standard addresses the
classifi cation, measurement and recognition of fi nancial assets
and fi nancial liabilities, introduces new rules for hedge accounting
and a new impairment model for fi nancial assets. Based on
this standard, the investment in ShaMaran Petroleum Corp.
(ShaMaran) was booked at fair value of the shares with movements
in the fair value of the shares being directly recognised in the
consolidated income statement. The ShaMaran shares were sold
during the year. The Group applies the new rules retrospectively
from 1 January 2018 and the comparatives are not restated.
The Group applies the acquisition method to account for
business combinations. The consideration transferred for
the acquisition of a subsidiary is the fair values of the assets
transferred, the liabilities incurred to the former owners of
the acquiree and the equity interests issued by the Group. The
consideration transferred includes the fair value of any asset or
liability resulting from a contingent consideration arrangement.
Identifi able assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured
initially at their fair values at the acquisition date.
Based on IFRS 9, a net accounting gain of MUSD 166.4 was
recognised during the reporting period as a result of the re-
negotiated improved borrowing terms for the reserve-based credit
facility taking effect as of 1 June 2018.
IFRS 15 Revenue from contract with customers, the standard
addresses revenue recognition and establishes principles for
reporting useful information to users of fi nancial statements.
Based on this standard, certain transactions are no longer reported
as revenue but as other revenue instead. The Group applies the
new rules using the full retrospective approach which means that
the comparatives have been restated.
The Group has not adopted the following standards and
interpretations that are not mandatory for the fi nancial year 2018.
The Group has assessed the impact on the Group’s consolidated
fi nancial statements for the standards with an effective date of
1 January 2019.
IFRS 16 Leases will replace IAS 17. The new standard requires
recognition in the balance sheet for each contract, with some
exceptions, that meets the defi nition of a lease as a right of use
The non-controlling interest in a subsidiary represents the
portion of the subsidiary not owned by the Group. The equity
of the subsidiary relating to the non-controlling shareholders is
shown as a separate item within equity for the Group. The Group
recognises any non-controlling interest on an acquisition-by-
acquisition basis, either at fair value or at the non-controlling
interest’s proportionate share of the recognised amounts of the
acquiree’s identifi able net assets.
Inter-company transactions, balances, income and expenses
on transactions between group companies are eliminated.
Profi ts and losses resulting from intercompany transactions are
also eliminated. Accounting policies of subsidiaries have been
changed where necessary to ensure consistency with the policies
adopted by the group.
Joint arrangements
Oil and gas operations are conducted by the Group as co-licences
in unincorporated joint operations with other companies, These
joint operations are a type of joint arrangement whereby the
parties have joint control. The Group’s fi nancial statements
account for the production, capital costs, operating costs and
58
Lundin Petroleum Annual Report 2018
current assets and liabilities relating to its working interests in
joint arrangements.
Information about incorporated joint arrangements is available
on www.lundin-petroleum.com/operations/
Associated companies
An investment in an associated company is an investment in
an undertaking where the Group exercises signifi cant infl uence
but not control, generally accompanying a shareholding of at
least 20 percent but not more than 50 percent of the voting
rights. Such investments are accounted for in the consolidated
fi nancial statements in accordance with the equity method
and are initially recognised at cost. The difference between
the acquisition cost of shares in an associated company and
the net fair value of the assets, liabilities and contingent
liabilities of the associated company recognised at the date of
acquisition is recognised as goodwill. The goodwill is included
within the carrying amount of the investment and is assessed
for impairment as part of the investment. The Group’s share
in the post-acquisition results of the associated company is
recognised in the income statement and the Group’s share in
post-acquisition movements in other comprehensive income
of the associated company are recognised directly in other
comprehensive income of the Group. When the Group’s
accumulated share of losses in an associated company equals or
exceeds its interest in the associated company, the Group does
not recognise further losses, unless it has incurred obligations or
made payments on behalf of the associate.
Unrealised gains on transactions between the Group and its
associates are eliminated to the extent of the Group’s percentage
in the associates. Unrealised losses are also eliminated unless
the transaction provides evidence of an impairment of the asset
transferred.
Foreign currencies
Items included in the fi nancial statements of each of the
Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (functional
currency). The consolidated fi nancial statements are presented
in US Dollars, which is the currency the Group has elected to
use as the presentation currency.
Transactions and balances
Monetary assets and liabilities denominated in foreign
currencies are translated at the rates of exchange prevailing
at the balance sheet date and foreign exchange currency
differences are recognised in the income statement. Transactions
in foreign currencies are translated at exchange rates prevailing
at the transaction date. Exchange differences are included in
fi nance income/costs in the income statement except deferred
exchange differences on qualifying cash fl ow hedges which are
recorded in other comprehensive income.
Presentation currency
The balance sheets and income statements of foreign Group
companies are translated for consolidation purposes using the
current rate method. All assets and liabilities are translated at
the balance sheet date rates of exchange, whereas the income
statements are translated at average rates of exchange for the
year, except for transactions where it is more relevant to use the
rate of the day of the transaction. The translation differences
which arise are recorded directly in the foreign currency
translation reserve within other comprehensive income. Upon
disposal of a foreign operation, the translation differences
relating to that operation will be transferred from equity to the
income statement and included in the result on sale. Translation
differences arising from net investments in subsidiaries, used for
fi nancing exploration activities, are recorded directly in other
comprehensive income.
For the preparation of the annual fi nancial statements, the
following currency exchange rates have been used.
31 December 2018
31 December 2017
Average Period end
Average Period end
1 USD equals NOK
8.1329
8.6885
8.2712
1 USD equals EUR
0,8464
0,8734
0.8855
1 USD equals SEK
8.6921
8.9562
8.5481
8.2050
0.8338
8.2080
Classification of assets and liabilities
Non-current assets, long-term liabilities and provisions consist
of amounts that are expected to be recovered or paid more than
twelve months after the balance sheet date. Current assets and
current liabilities consist solely of amounts that are expected
to be recovered or paid within twelve months after the balance
sheet date.
Oil and gas properties
Oil and gas properties are recorded at historical cost less
depletion. All costs for acquiring concessions, licences or
interests in production sharing contracts and for the survey,
drilling and development of such interests are capitalised on a
fi eld area cost centre basis.
Costs directly associated with an exploration well are capitalised.
If it is determined that a commercial discovery has not been
achieved, these exploration costs are charged to the income
statement. During the exploration and development phases,
no depletion is charged. The fi eld will be transferred from the
non-production cost pool to the production cost pool within oil
and gas properties once production commences, and accounted
for as a producing asset. Routine maintenance and repair costs
for producing assets are expensed as production costs when they
occur.
Net capitalised costs to reporting date, together with anticipated
future capital costs for the development of the proved and
probable reserves determined at the balance sheet date price
levels, are depleted based on the year’s production in relation
to estimated total proved and probable reserves of oil and gas,
in accordance with the unit of production method. Depletion of
a fi eld area is charged to the income statement through cost of
sales once production commences.
Proved reserves are those quantities of petroleum which, by
analysis of geological and engineering data, can be estimated
with reasonable certainty to be commercially recoverable, from
a given date forward, from known reservoirs and under current
economic conditions, operating methods and governmental
regulations. Proved reserves can be categorised as developed
Lundin Petroleum Annual Report 2018
59
FINANCIAL REPORT | Accounting Policies
or undeveloped. If deterministic methods are used, the term
reasonable certainty is intended to express a high degree of
confi dence that the quantities will be recovered. If probabilistic
methods are used, there should be at least a 90 percent
probability that the quantities actually recovered will equal or
exceed the estimates.
Probable reserves are those unproved reserves which analysis
of geological and engineering data indicate are less likely to be
recovered than Proved reserves but more certain to be recovered
than Possible reserves. It is equally likely that actual remaining
quantities recovered will be greater than or less than the sum of
the estimated Proved plus Probable reserves (2P). In this context,
when probabilistic methods are used, there should be at least a
50 percent probability that the actual quantities recovered will
equal or exceed the 2P estimate.
Proceeds from the sale or farm-out of oil and gas concessions in
the exploration stage are offset against the related capitalised
costs of each cost centre, with any excess of net proceeds over
the costs capitalised included in the income statement. In the
event of a sale in the exploration stage, any defi cit is included in
the income statement.
Impairment tests are performed annually or when there are
facts and circumstances that suggest that the carrying value
of an asset capitalised costs within each fi eld area less any
provision for site restoration costs, royalties and deferred
production or revenue related taxes is higher than the
anticipated future net cash fl ow from oil and gas reserves
attributable to the Group’s interest in the related fi eld areas.
Capitalised costs cannot be carried unless those costs can be
supported by future cash fl ows from that asset. Provision
is made for any impairment, where the net carrying value,
according to the above, exceeds the recoverable amount, which
is the higher of value in use and fair value less costs to sell,
determined through estimated future discounted net cash fl ows
using prices and cost levels used by Group management in their
internal forecasting. If there is no decision to continue with a
fi eld specifi c exploration programme, the costs will be expensed
at the time the decision is made.
Other tangible assets
Other tangible assets are stated at cost less accumulated
depreciation. Depreciation is based on cost and is calculated on
a straight line basis over the estimated economic life of 20 years
for real estate and three to fi ve years for offi ce equipment and
other assets.
Additional costs to existing assets are included in the assets’ net
book value or recognised as a separate asset, as appropriate, only
when it is probable that future economic benefi ts associated
with the item will fl ow to the Group and the cost of the item can
be measured reliably. The net book value of any replaced parts
is written off. Other additional expenses are deemed to be repair
and maintenance costs and are charged to the income statement
when they are incurred.
The net book value is written down immediately to its
recoverable amount when the net book value is higher. The
recoverable amount is the higher of an asset’s fair value less cost
to sell and value in use.
60
Lundin Petroleum Annual Report 2018
Goodwill
Goodwill is initially measured as the excess of the aggregate
of the consideration transferred and the fair value of non-
controlling interest over the net identifi able assets acquired and
liabilities assumed. If this consideration is lower than the fair
value of the net assets acquired, the difference is recognised in
profi t or loss.
Goodwill is also recognised as the offsetting accounting entry to
the deferred tax liability booked on the difference between the
assigned fair value of an asset and the related tax base acquired
in a business combination.
Impairment of assets including goodwill
At each balance sheet date the Group assesses whether there
is an indication that an asset may be impaired. Where an
indicator of impairment exists or when impairment testing for
an asset is required, the Group makes a formal assessment of
the recoverable amount. Where the carrying value of an asset
exceeds its recoverable amount the asset is considered impaired
and is written down to its recoverable amount.
The recoverable amount is the higher of fair value less costs to
sell and value in use. Value in use is calculated by discounting
estimated future cash fl ows to their present value using a
discount rate that refl ects current market assessments of the
time value of money and the risks specifi c to the asset. When
the recoverable amount is less than the carrying value an
impairment loss is recognised with the expensed charge to the
income statement. If indications exist that previously recognised
impairment losses no longer exist or are decreased, the
recoverable amount is estimated. When a previously recognised
impairment loss is reversed the carrying amount of the asset
is increased to the estimated recoverable amount but the
increased carrying amount may not exceed the carrying amount
after depreciation that would have been determined had no
impairment loss been recognised for the asset in prior years.
Financial assets and liabilities
Assets and liabilities are recognised initially at fair value plus
transaction costs and subsequently measured at amortised cost
unless stated otherwise. Financial assets are derecognised when
the rights to receive cash fl ows from the investments have
expired, or have been transferred and the Group has transferred
substantially all risks and rewards of ownership.
Lundin Petroleum recognises the following fi nancial assets and
liabilities:
Financial Assets at Amortised Cost
Financial assets that are held for collection of contractual
cash fl ows where those cash fl ows represent solely payments
of principal and interest are measured at amortised cost. The
Group’s loans and receivables consist of fi xed or determined
cash fl ows related solely to principal and interest amounts
or contractual sales of oil and gas. The Group’s intent is to
hold these receivables until cash fl ows are collected. Loans
and receivables are recognised initially at fair value, net of
any transaction costs incurred and subsequently measured at
amortised cost.
Financial assets at Fair Value through Profi t or Loss (FVTPL)
Financial assets measured at FVTPL are assets which do not
qualify as fi nancial assets at amortised cost or at fair value
through other comprehensive income.
Financial Liabilities at Amortised Cost
Financial liabilities are measured at amortised cost, unless they
are required to be measured at FVTPL, or the Group has opted
to measure them at FVTPL. Borrowings and accounts payable
are recognised initially at fair value, net of any transaction costs
incurred, and subsequently at amortised cost using the effective
interest method.
Financial Liabilities at FVTPL
Financial liabilities measured at FVTPL are liabilities which
include embedded derivatives and cannot be classifi ed as
amortised cost.
Impairment of Financial Assets
The measurement of impairment of fi nancial assets is based
on the expected credit losses model. For the trade and other
receivables, the Group applies the simplifi ed approach which
requires the use of the lifetime expected loss provision for
all trade receivables. In estimating the lifetime expected loss
provision, the Group considered historical industry default
rates as well as credit ratings of major customers. Additional
disclosure related to the Group’s fi nancial assets is included in
Note 21.
Derivatives used for hedging
Derivative fi nancial instruments are used to manage economic
exposure to market risks relating to foreign currency exchange
rates and interest rates. Policies and procedures are in place
with respect to required documentation and approvals for the
use of derivative fi nancial instruments. Derivative fi nancial
instruments are initially recognised at fair value on the date
a derivative contract is entered into and are subsequently
remeasured at their fair value. Where specifi c fi nancial
instruments are executed, The Group assesses, both at the time
of purchase and on an ongoing basis, whether the fi nancial
instrument used in the particular transaction is effective in
offsetting changes in fair values or cash fl ows of the transaction.
The Group has only cash fl ow hedges which qualify for hedge
accounting. The effective portion of changes in the fair value
of derivatives that qualify as cash fl ow hedges are recognised
in other comprehensive income. The gain or loss relating
to the ineffective portion, if any, is recognised immediately
in the income statement. Amounts accumulated in other
comprehensive income are transferred to the income statement
in the period when the hedged item will affect the income
statement. When a hedging instrument no longer meets the
requirements for hedge accounting, expires or is sold, any
accumulated gain or loss recognised in other comprehensive
income remains in shareholders’ equity until the forecast
transaction no longer is expected to occur, at which point it is
transferred to the income statement
Inventories
Inventories of consumable well supplies are stated at the lower
of cost and net realisable value, cost being determined on a
weighted average cost basis. Net realisable value is the estimated
selling price in the ordinary course of business, less applicable
variable selling expenses. Inventories of hydrocarbons are
stated at the lower of cost and net realisable value. Under or
overlifted positions of hydrocarbons are valued at market prices
prevailing at the balance sheet date. An underlift of production
from a fi eld is included in the current receivables and valued
at the reporting date spot price or prevailing contract price
and an overlift of production from a fi eld is included in the
current liabilities and valued at the reporting date spot price or
prevailing contract price.
Cash and cash equivalents
Cash and cash equivalents include cash at bank, cash in hand
and interest bearing securities with original maturities of three
months or less.
Equity
Share capital consists of the registered share capital for the
Parent Company. Share issue costs associated with the issuance
of new equity are treated as a direct reduction of proceeds.
Excess contribution in relation to the issuance of shares is
accounted for in the item additional paid-in-capital.
Where any Group company purchases the Company’s equity
share capital (treasury shares), the consideration paid, including
any directly attributable incremental costs (net of income taxes)
is deducted from equity attributable to the Company’s equity
holders until these shares are cancelled or sold. Where these
shares are subsequently sold, any consideration received, net
of any directly attributable incremental transaction costs and
related income tax effects, is included in equity attributable to
the Company’s equity holders.
The change in fair value of hedging instruments which qualify
for hedge accounting is accounted for in the hedge reserve.
Upon settlement of the hedge instrument, the hedged item will
be transferred to the income statement. The currency translation
reserve contains unrealised translation differences due to the
conversion of the functional currencies into the presentation
currency.
Retained earnings contain the accumulated results attributable
to the shareholders of the Parent Company.
Provisions
A provision is reported when the Company has a legal or
constructive obligation as a consequence of an event and
when it is more likely than not that an outfl ow of resources is
required to settle the obligation and a reliable estimate can be
made of the amount.
Provisions are measured at the present value of the expenditures
expected to be required to settle the obligation using a discount
rate that refl ects current market assessments of the time value
of money and the risks specifi c to the obligation. The increase
in the provision due to passage of time is recognised as fi nance
costs.
Lundin Petroleum Annual Report 2018
61
FINANCIAL REPORT | Accounting Policies
On fi elds where the Group is required to contribute to site
restoration costs, a provision is recorded to recognise the future
commitment. An asset is created, as part of the oil and gas
property, to represent the discounted value of the anticipated
site restoration liability and depleted over the life of the fi eld on
a unit of production basis. The corresponding accounting entry
to the creation of the asset recognises the discounted value of
the future liability. The discount applied to the anticipated
site restoration liability is subsequently released over the life
of the fi eld and is charged to fi nancial expenses. Changes in
site restoration costs and reserves are treated prospectively and
consistent with the treatment applied upon initial recognition.
Borrowings
Borrowings are recognised initially at fair value, net of
transaction costs incurred. Borrowings are subsequently stated
at amortised costs using the effective interest method, with
interest expense recognised on an effective yield basis.
The effective interest method is a method of calculating the
amortised cost of a fi nancial liability and of allocating interest
expense over the relevant period. The effective interest rate is
the rate that exactly discounts estimated future cash payments
through the expected life of the fi nancial liability, or a shorter
period where appropriate.
Revenue
Revenues from the sale of oil and gas are recognised in the
income statement net of royalties taken in kind. Sales of oil
and gas are recognised upon delivery of products and customer
acceptance. Incidental revenues from the production of oil and
gas are offset against capitalised costs of the related cost centre
until quantities of proven and probable reserves are determined
and commercial production has commenced.
Lifting or offtake arrangements for oil and gas produced in
certain of the Group’s jointly owned operations are such that
each participant may not receive and sell its precise share of
the overall production in each period. The resulting imbalance
between cumulative entitlement and cumulative production
after permanent differences less stock is underlift or overlift.
Underlift and overlift are valued at market value and included
within receivables and payables respectively. Movements during
an accounting period are refl ected through the change in under/
overlift position as part of other income.
Service income, generated by providing technical and
management services to joint operations, is recognised upon
performance of services and is recognised as other income.
Borrowing costs
Borrowing costs attributable to the acquisition, construction or
production of qualifying assets are added to the cost of those
assets. Qualifying assets are assets that take a substantial period
of time to complete for their intended use or sale. Investment
income earned on the temporary investment of specifi c
borrowings pending to be used for the qualifying asset, is
deducted from the borrowing costs eligible for capitalisation.
This applies on the interest on borrowings to fi nance fi elds
under development which is capitalised within oil and gas
properties until production commences. All other borrowing
costs are recognised in the income statement in the period
in which they occur. Interest on borrowings to fi nance the
acquisition of producing oil and gas properties is charged to the
income statement as incurred.
Employee benefits
Short-term employee benefi ts
Short-term employee benefi ts such as salaries, social premiums
and holiday pay, are expensed when incurred.
Pension obligations
Pensions are the most common long-term employee benefi ts.
The pension schemes are funded through payments to insurance
companies. The Group’s pension obligations consist mainly of
defi ned contribution plans. A defi ned contribution plan is a
pension plan under which the Group pays fi xed contributions.
The Group has no further payment obligations once the
contributions have been paid. The contributions are recognised
as an expense when they are due.
The Group has one obligation under a defi ned benefi t plan.
The relating liability recognised in the balance sheet is valued
at the discounted estimated future cash outfl ows as calculated
by an external actuarial expert. Actuarial gains and losses are
recognised in other comprehensive income. The Group does not
have any designated plan assets.
Share-based payments
Cash-settled share-based payments are recognised in the
income statement as expenses during the vesting period and
as a liability in relation to the long-term incentive plan. The
liability is measured at fair value and revalued using the Black
& Scholes pricing model at each balance sheet date and at the
date of settlement, with any change in fair value recognised in
the income statement for the period. Equity-settled share-based
payments are recognised in the income statement as expenses
during the vesting period and as equity in the Balance Sheet.
The option is measured at fair value at the date of grant using an
options pricing model and is charged to the income statement
over the vesting period without revaluation of the value of the
option.
Income taxes
The components of tax are current and deferred. Tax is
recognised in the income statement, except to the extent that it
relates to items recognised in other comprehensive income or
directly in equity, in which case it is matched.
Current tax is tax that is to be paid or received for the year
in question and also includes adjustments of current tax
attributable to previous periods.
Deferred income tax is a non-cash charge provided, using the
liability method, on temporary differences arising between
the tax bases of assets and liabilities and their carrying
values. Temporary differences can occur, for example, where
investment expenditure is capitalised for accounting purposes
but the tax deduction is accelerated, or where site restoration
costs are provided for in the fi nancial statements but not
deductible for tax purposes until they are actually incurred.
However, the deferred income tax is not accounted for if it arises
62
Lundin Petroleum Annual Report 2018
from initial recognition of an asset or liability in a transaction
other than a business combination that at the time of the
transaction affects neither accounting nor taxable profi t nor
loss. Deferred income tax is provided on temporary differences
arising on investments in subsidiaries and associates, except
where the timing of the reversal of the temporary difference is
controlled by the Group and it is probable that the temporary
difference will not reverse in the foreseeable future. Deferred
income tax is determined using tax rates (and laws) that have
been enacted or substantively enacted by the balance sheet date
and are expected to apply when the related deferred income tax
asset is realised or the deferred income tax liability is settled.
Deferred income tax assets are recognised to the extent that it
is probable that future taxable profi t will be available against
which the temporary differences can be utilised.
corporate assumptions. Lundin Petroleum carried out its annual
impairment tests in conjunction with the annual reserves
audit process. The calculation of the impairment requires the
use of estimates. For the purpose of determining a potential
impairment the assumptions that management uses to estimate
the future cash fl ows to calculate the recoverable amounts are
future oil and gas prices and expected production volumes.
These assumptions and judgements of management that are
based on them are subject to change as new information
becomes available. Changes in economic conditions can also
affect the rate used to discount future cash fl ow estimates and
the discount rate applied is reviewed throughout the year.
Goodwill relating to acquisitions of oil and gas properties forms
part of the impairment testing of oil and gas properties and is
tested at least once a year.
Deferred tax assets are offset against deferred tax liabilities in
the balance sheet where they relate to the same jurisdiction.
Segment reporting
Operating segments are reported in a manner consistent with
the internal reporting provided to the chief operating decision
maker being Group management, which, due to the unique
nature of each country’s operations, commercial terms or fi scal
environment, is at a country level. Information for segments
is only disclosed when applicable. Segmental information is
presented in Note 3, Note 7 and Note 10.
Critical accounting estimates and judgements
The management of Lundin Petroleum has to make estimates
and judgements when preparing the fi nancial statements of the
Group. Uncertainties in the estimates and judgements could
have an impact on the carrying amount of assets and liabilities
and the Group’s result. The most important estimates and
judgements in relation thereto are:
Estimates in oil and gas reserves
Estimates of oil and gas reserves are used in the calculations
for impairment tests and accounting for depletion and site
restoration. Standard recognised evaluation techniques are used
to estimate the proved and probable reserves. These techniques
take into account the future level of development required to
produce the reserves. An independent reserves auditor reviews
these estimates, see page 105 Reserve Quantity Information.
Changes in estimates of oil and gas reserves, resulting in
different future production profi les, will affect the discounted
cash fl ows used in impairment testing, the anticipated date of
site decommissioning and restoration and the depletion charges
in accordance with the unit of production method. Changes
in estimates in oil and gas reserves could for example result
from additional drilling, observation of long-term reservoir
performance or changes in economic factors such as oil price
and infl ation rates.
Information about the carrying amounts of the oil and gas
properties and the amounts charged to income, including
depletion, exploration costs, and impairment costs is presented
in Note 10.
Impairment of oil and gas properties
Key assumptions in the impairment models relate to prices
and costs that are based on forward curves and the long-term
Information about the carrying amounts of the oil and gas
properties and impairment of oil and gas properties is presented
in Note 3 and Note 10.
Provision for site restoration
Amounts used in recording a provision for site restoration are
estimates based on current legal and constructive requirements
and current technology and price levels for the removal of
facilities and plugging and abandoning of wells. Due to changes
in relation to these items, the future actual cash outfl ows in
relation to the site decommissioning and restoration can be
different. To refl ect the effects due to changes in legislation,
requirements and technology and price levels, the carrying
amounts of site restoration provisions are reviewed on a regular
basis.
The effects of changes in estimates do not give rise to prior year
adjustments and are treated prospectively over the estimated
remaining commercial reserves of each fi eld. While the Group
uses its best estimates and judgement, actual results could differ
from these estimates.
Information about the carrying amounts of the Provision for site
restoration is presented in Note 19.
Income tax
A tax liability is recognised when a future payment, in
application of a tax regulation, is considered probable and can
be reasonably estimated. The exercise of judgment is required to
assess the impact of new events on the amount of the liability.
Deferred tax assets are recognised for unused tax losses to the
extent that it is probable that future taxable profi ts will be
available against which the losses can be utilised. Estimation
and judgement is required to determine the value of the
deferred tax asset, based upon the timing and level of future
taxable profi ts.
Events after the balance sheet date
All events up to the date when the fi nancial statements were
authorised for issue and which have a material effect in the
fi nancial statements have been disclosed. Subsequent events are
presented in Note 31.
Lundin Petroleum Annual Report 2018
63
FINANCIAL REPORT
Notes to the Financial Statements
of the Group
Note 1 Revenue and Other Income
MUSD
2018
2017
Revenue
Crude oil from own production
Crude oil from third party activities
Condensate
Gas
Net sales of oil and gas
Other income
Change in under/over lift position
Other revenue
Other income
Revenue and other income
1,877.6
536.1
41.8
152.4
2,607.9
-23.3
32.8
9.5
2,617.4
For further information on revenue, see the Directors Report on page 47.
Note 2 Production Costs
MUSD
Cost of operations
Tariff and transportation expenses
Change in inventory position
Other production costs
Production costs
2018
102.5
35.2
0.6
7.1
145.4
For further information on production costs, see the Directors Report on pages 47–48.
Note 3 Segment Information
1,500.2
303.5
43.0
111.6
1,958.3
13.8
24.9
38.7
1,997.0
2017
117.3
37.9
-0.4
9.4
164.2
The Group operates within several geographical areas with a focus on Norway following the IPC spin-off during 2017. Operating segments are
reported at country level which is consistent with the internal reporting provided to Group management.
The following tables present segment information regarding; revenue and other income, production costs, depletion and decommissioning
costs, exploration costs, impairment costs of oil and gas properties, loss from sale of assets, other cost of sales, gross profi t/loss and certain asset
and liability information regarding the Group’s business segments. In addition segment information is reported in Note 7 and Note 10.
Revenues are derived from various external customers. There were no intercompany sales or purchases in the year or in the previous year
other than to Lundin Petroleum Marketing SA which performs marketing activities for Norway. These intercompany transactions are reported
into segment Norway and therefore there are no reconciling items towards the amounts stated in the income statement. Within each segment,
revenues from transactions with a single external customer amount to ten percent or more of revenue for that segment. Approximately 34
percent of the total revenue is contracted with one customer. The Parent Company is included in Other in the table below.
MUSD
Norway
Crude oil from own production
Condensate
Gas
Net sales of oil and gas
Change in under/over lift position
Other revenue
Revenue and other income
Production costs
Depletion and decommissioning costs
Exploration costs
Impairment costs of oil and gas properties
Loss from sale of assets
Gross profi t
64
Lundin Petroleum Annual Report 2018
2018
2017
1,877.6
41.8
152.4
2,071.8
-23.3
32.8
2,081.3
-145.4
-458.0
-53.2
–
–
1,424.7
1,500.2
43.0
111.6
1,654.8
13.8
24.4
1,693.0
-164.2
-567.3
-72.0
-30.6
-14.4
844.5
Note 3 continued
MUSD
Other
Crude oil from third party activities
Net sales of oil and gas
Other revenue
Revenue and other income
Exploration costs
Other cost of sales
Gross profi t/loss
2018
536.1
536.1
–
536.1
–
-533.8
2.3
2017
303.5
303.5
0.5
304.0
-1.1
-303.3
-0.4
MUSD
2018
2017
Total from continuing operations
Crude oil from own production
Crude oil from third party activities
Condensate
Gas
Net sales of oil and gas
Change in under/over lift position
Other revenue
Revenue and other income
Production costs
Depletion and decommissioning costs
Exploration costs
Impairment costs of oil and gas properties
Loss from sale of assets
Other cost of sales
Gross profi t
MUSD
Norway
Sweden
Other
Corporate
Intercompany balance elimination
Assets/liabilities per country
Shareholders’ equity
Total equity for the Group
1,877.6
536.1
41.8
152.4
2,607.9
-23.3
32.8
2,617.4
-145.4
-458.0
-53.2
–
–
-533.8
1,427.0
2018
5,762.7
3.9
104.8
2,596.8
-2,625.7
5,842.5
N/A
N/A
1,500.2
303.5
43.0
111.6
1,958.3
13.8
24.9
1,997.0
-164.2
-567.3
-73.1
-30.6
-14.4
-303.3
844.1
Assets
Equity and Liabilities
2017
2018
5,427.7
1.5
170.3
3,237.4
-3,308.1
5,528.8
N/A
N/A
5,206.2
3.7
104.2
3,538.1
-2,625.7
6,226.5
-384.0
-384.0
2017
4,998.4
23.7
185.7
3,979.9
-3,308.1
5,879.6
-350.8
-350.8
5,528.8
Total consolidated
5,842.5
5,528.8
5,842.5
For detailed information of the oil and gas properties per country, see also Note 10.
For further information on revenue and other income, production costs, depletion and decommissioning costs, exploration costs, impairment
costs of oil and gas properties, loss from sale of assets and other cost of sales, see the Directors Report on pages 47–48.
Lundin Petroleum Annual Report 2018
65
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 4 Finance Income
MUSD
Foreign currency exchange gain, net
Loan modifi cation gain
Interest income
Gain on interest rate hedge settlement
Fair value change of other shares
Guarantee fees
Finance income
2018
–
183.7
1.7
3.5
3.3
–
192.2
For further information on fi nance income, see the Directors Report on page 48.
Note 5 Finance Costs
MUSD
Foreign currency exchange loss, net
Interest expense
Loss on interest rate hedge settlement
Unwinding of site restoration discount
Amortisation of deferred fi nancing fees
Loan facility commitment fees
Loan modifi cation fees
Unwinding of loan modifi cation gain
Impairment of other shares
Other
Finance costs
2018
164.9
88.7
–
16.4
17.8
13.0
17.3
26.1
–
1.2
345.4
2017
255.3
–
1.0
–
–
0.4
256.7
2017
–
115.0
17.4
13.7
17.5
11.1
–
–
11.2
0.7
186.6
Exchange rate variations result primarily from fl uctuations in the value of the USD currency against a pool of currencies which mainly
includes, amongst others, EUR and NOK. Lundin Petroleum has USD denominated debt recorded in subsidiaries using a functional currency
other than USD. For further information on the foreign exchange movement, see the Directors Report on page 48.
For further information on fi nance costs, see the Directors Report on pages 48–49.
Note 6 Share in Result of Associated Company
MUSD
Group´s share of net result
Total result from share in result of associated company
2018
1.3
1.3
2017
0.4
0.4
The result from share in associated company consisted of the 70 percent non-controlling equity share of the result of Mintley Caspian Ltd
owned by Lundin Petroleum. The results of Mintley Caspian Ltd have been fully consolidated into the Lundin Petroleum consolidated accounts
until 30 September 2017.
Note 7 Income Taxes
Tax charge
MUSD
Current tax
Norway
Russia
Switzerland
Current tax
Deferred tax
Norway
Deferred tax
Total tax
2018
89.0
–
1.4
90.4
935.4
935.4
1,025.8
2017
-1.5
0.1
0.9
-0.5
501.7
501.7
501.2
For further information on income taxes, see the Directors Report on page 49.
66
Lundin Petroleum Annual Report 2018
Note 7 continued
The tax on the Group’s profi t before tax differs from the theoretical amount that would arise using the tax rate of Sweden as follows:
MUSD
Profi t before tax
Tax calculated at the corporate tax rate in Sweden 22% (22%)
Effect of foreign tax rates
Tax effect of expenses non-deductible for tax purposes
Tax effect of uplift on expenses
Tax effect of income not subject to tax
Tax effect of utilisation of unrecorded tax losses
Tax effect of creation of unrecorded tax losses
Adjustments to prior year tax assessments
Tax credit
2018
1,247.9
-274.5
-815.2
-63.6
103.1
31.2
–
-5.7
-1.1
-1,025.8
2017
882.1
-194.1
-398.7
-76.3
108.4
69.4
1.1
-12.4
1.4
-501.2
The tax rate in Norway is 78 percent and is the primary reason for the effect of foreign tax rates in the table above. The effect of non-deductible
expenses mainly relates to non-deductible foreign currency exchange losses. The uplift on expenses relates to uplift on development expenses
for oil and gas assets in Norway. The effect of non-taxable income mainly relates to the reported loan modifi cation gain.
There is no tax charge/credit relating to components of other comprehensive income.
Corporation tax liability - current and deferred
MUSD
Norway
Switzerland
Russia
Total
Current
Deferred
2018
69.5
0.9
–
70.4
2017
2018
–
0.3
0.3
0.6
2,103.0
–
–
2,103.0
2017
1,302.2
–
–
1,302.2
For further information on tax liabilities, see the Directors Report on page 50.
Specifi cation of deferred tax assets and tax liabilities 1
MUSD
Deferred tax assets
Unused uplift/tax loss carry forwards
Other deductible temporary differences
Deferred tax liabilities
Accelerated allowances
Deferred tax on excess values
2018
184.9
14.4
199.3
2,301.6
0.7
2,302.3
2017
526.7
18.4
545.1
1,846.4
0.9
1,847.3
1 The specifi cation of deferred tax assets and tax liabilities does not agree to the face of the balance sheet due to the netting off of balances in the balance
sheet when they relate to the same jurisdiction.
The deferred tax asset is primarily relating to unused uplift carry forward in Norway for an amount of MUSD 184.9 (MUSD 391.4) and tax loss
carried forwards in Norway of MUSD – (MUSD 135.3). Deferred tax assets in relation to uplift/tax loss carry forwards are only recognised in so
far that there is a reasonable certainty as to the timing and the extent of their realisation.
The deferred tax liability arises mainly on accelerated allowances, being the difference between the book and the tax value of oil and gas
properties in Norway. The deferred tax liability will be released over the life of the assets as the book value is depleted for accounting purposes.
Unrecognised tax losses
The Group has Dutch tax loss carry forwards of approximately MUSD 34 (MUSD 29). The tax losses can be carried forward and utilised for up
to 9 years. The related deferred tax asset has not been recognised due to the uncertainty of the timing and extent of the utilisation of the tax
losses.
The Group also has Swedish tax loss carry forwards of approximately MUSD 83 (MUSD 73). The related deferred tax asset has not been
recognised due to the uncertainty of the timing and extent of the utilisation of the tax losses.
Lundin Petroleum Annual Report 2018
67
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 8 Loss from Sale of Assets
On 30 November 2017, Lundin Petroleum completed the divestment of a 39 percent working interest in the Brynhild fi eld to CapeOmega
with an effective date of 1 January 2017. The transaction involved a consideration of MUSD 93.7, including historical tax and uplift balances.
The transaction resulted in a net after tax accounting loss of MUSD 14.4 arising from the difference between the consideration received and
the book value of the associated assets being divested. The after tax accounting loss is reported as loss from sale of assets as detailed in the
following table. There are no losses from sale of assets in 2018.
MUSD
Assets
Oil and gas properties
Deferred tax
Total assets divested
Liabilities
Site restoration provision
Working capital
Total liabilities divested
Net assets divested
Consideration received
Net after tax accounting loss
2017
–
143.9
143.9
32.0
3.8
35.8
108.1
93.7
14.4
Note 9 Discontinued Operations
On 24 April 2017, Lundin Petroleum completed the spin-off of its assets in Malaysia, France and The Netherlands (the IPC assets) into a newly
formed company called International Petroleum Corporation (IPC) by distributing the IPC shares, on a pro-rata basis to Lundin Petroleum
shareholders. The results of the IPC business are included in the Lundin Petroleum fi nancial statements until the spin-off date and are shown
as discontinued operations. There are no results from discontinued operations in 2018.
MUSD
Revenue and other income
Cost of sales
Production costs
Depletion and decommissioning costs
Depletion of other assets
Exploration costs
Impairment costs of oil and gas properties
Gross profi t/loss
Sale of assets
General, administration and depreciation expenses
Operating profi t/loss
Net fi nancial items
Finance income
Finance costs
Profi t/loss before tax
Income tax
Gain on distribution of assets
Net result from discontinued operations
68
Lundin Petroleum Annual Report 2018
2017
69.1
-17.4
-19.1
-10.4
0.1
–
22.3
–
-2.3
20.0
–
-24.1
-24.1
-4.1
11.2
-5.3
51.8
46.5
Note 10 Oil and Gas Properties
MUSD
Production cost pools
Non-production cost pools
2018 production cost pools
MUSD
Cost
1 January
Additions
Change in estimates
Currency translation difference
31 December
Depletion
1 January
Depletion charge for the year
Currency translation difference
31 December
Net book value
2017 production cost pools
MUSD
Cost
1 January
Additions
Spin off IPC
Change in estimates
Currency translation difference
31 December
Depletion
1 January
Depletion charge for the year
Spin off IPC
Impairment
Currency translation difference
31 December
Net book value
31 December
2018
31 December
2017
1,759.3
3,581.8
5,341.1
2,169.7
2,767.4
4,937.1
Norway
4,892.0
161.5
-15.4
-286.8
4,751.3
-2,722.3
-451.7
182.0
-2,992.0
1,759.3
Norway
France
Netherlands
Malaysia
Total
4,351.6
290.6
–
26.6
223.2
4,892.0
-2,016.2
-568.4
–
-30.6
-107.1
-2,722.3
2,169.7
306.3
0.9
-328.6
–
21.4
–
-142.2
-4.6
162.2
–
-15.4
–
119.2
0.6
-124.1
–
4.3
–
-107.3
-1.9
113.1
–
-3.9
–
423.8
1.3
-425.1
–
–
–
-293.4
-12.6
306.0
–
–
–
5,200.9
293.4
-877.8
26.6
248.9
4.892.0
-2,559.1
-587.5
581.3
-30.6
-126.4
-2,722.3
–
–
–
2,169.7
Depletion from continuing operations amounted to MUSD 451.7 (MUSD 568.4) and is included within the depletion and decommissioning costs
line in the income statement. Depletion from discontinued operations amounted to MUSD – (MUSD 19.1) and is included within the net result
from discontinued operations line in the income statement.
Lundin Petroleum Annual Report 2018
69
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 10 continued
2018 non-production cost pools
MUSD
1 January
Additions
Expensed exploration costs
Change in estimates
Currency translation difference
31 December
2017 non-production cost pools
MUSD
1 January
Additions
Expensed exploration costs
Spin off IPC
Change in estimates
Currency translation difference
31 December
Norway
2,767.4
1,087.4
-53.2
-6.7
-213.1
3,581.8
Norway
France Netherlands
Russia
Malaysia
Total
1,720.6
1,028.3
-72.0
–
-2.4
92.9
2,767.4
6.9
0.1
–
-7.2
–
0.2
–
7.1
0.1
–
-7.5
–
0.3
–
–
1.1
-1.1
–
–
–
–
–
-0.1
0.1
–
–
–
–
1,734.6
1,029.5
-73.0
-14.7
-2.4
93.4
2,767.4
Expensed exploration costs from continuing operations amounted to MUSD 53.2 (MUSD 73.1) and are included within the exploration costs
line in the income statement. Expensed exploration costs from discontinued operations amounted to MUSD – (MUSD -0.1) and is included
within the net result from discontinued operations line in the income statement.
Impairment
Lundin Petroleum carried out its impairment testing at 31 December 2018 on an asset basis in conjunction with the annual reserves audit
process. In the assessment Lundin Petroleum used a combination of the oil price forward curve at year end and the price deck as used by ERCE
for the year-end 2018 reserves certifi cation process as a basis for its price forecast, a future cost infl ation factor of 2% (2%) per annum and a
discount rate of 8% (8%) to calculate the future post-tax cash fl ows.
Non-cash impairment costs amounted to MUSD – (MUSD 30.6) with the impairment costs in the comparative period relating to the Brynhild
fi eld in PL148.
Capitalised borrowing costs
During 2018, MUSD 87.6 (MUSD 63.5) of capitalised interest costs were added to oil and gas properties and relate to Norwegian development
projects. The interest rate for capitalised borrowing costs is calculated at the external facility borrowing rate of LIBOR plus a margin of 3.15%
per annum until May 2018 and LIBOR plus a margin of 2.25% from June 2018.
Development expenditure commitments
The Group is contractually committed to development projects with a remaining commitment as at 31 December 2018 of approximately
USD 1.9 billion, mainly relating to the Johan Sverdrup project and excluding the Luno II project and the Rolvsnes extended well test.
Exploration and appraisal expenditure commitments
The Group participates in joint operations with third parties in oil and gas exploration and appraisal activities. The Group is contractually
committed under various concession agreements to complete certain exploration and appraisal programmes. The commitments as at
31 December 2018 are estimated to be MUSD 118.1 (MUSD 52.8) of which third parties who are joint operations partners will contribute
approximately MUSD 82.2 (MUSD 31.1).
70
Lundin Petroleum Annual Report 2018
Note 11 Other Tangible Assets
MUSD
Cost
1 January
Additions
Spin off IPC
Change in consolidation
Currency translation difference
31 December
Depreciation
1 January
Depreciation charge for the year
Spin off IPC
Change in consolidation
Currency translation difference
31 December
Net book value
2018
Real
estate
Other
Total
FPSO
2017
Real
estate
Other
Total
10.6
–
–
–
–
10.6
-1.2
–
–
–
–
-1.2
9.4
30.4
3.2
–
–
-1.6
32.0
-26.6
-2.6
–
–
1.4
-27.8
41.0
3.2
–
–
-1.6
42.6
-27.8
-2.6
–
–
1.4
-29.0
4.2
13.6
204.8
–
-205.5
–
0.7
–
-54.8
-10.4
65.2
–
–
–
–
11.2
–
–
-0.6
–
10.6
-1.8
–
–
0.6
–
-1.2
9.4
36.5
1.6
-8.6
-0.4
1.3
30.4
-29.8
-2.8
6.8
0.3
-1.1
-26.6
252.5
1.6
-214.1
-1.0
2.0
41.0
-86.4
-13.2
72.0
0.9
-1.1
-27.8
3.8
13.2
The depreciation charge for the year is based on cost and an estimated useful life of three to fi ve years for offi ce equipment and other
assets. Real estate is depreciated using an estimated useful life of 20 years and taking into account its residual value. Depreciation from
continuing operations amounted to MUSD 2.6 (MUSD 2.5) and is included within the general, administration and depreciation line in the
income statement. Depreciation from discontinued operations amounted to MUSD – (MUSD 0.3) and is included within the net result from
discontinued operations line in the income statement.
Note12 Goodwill
MUSD
1 January
Change
31 December
2018
128.1
–
128.1
2017
128.1
–
128.1
The Group’s goodwill arose from the acquisition of a further 15 percent interest in the Edvard Grieg fi eld in 2016. Goodwill was included in
the Group’s impairment testing as per 31 December 2018 and will be tested for impairment annually as part of the annual impairment testing
of oil and gas properties.
Note 13 Financial Assets
MUSD
Other shares and participations
Other
31 December
2018
31 December
2017
–
0.4
0.4
6.3
0.4
6.7
Lundin Petroleum Annual Report 2018
71
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 13.1 Other Shares and Participations
ShaMaran Petroleum Corp.
31 December 2018
Number of shares
–
Share %
–
Book amount
MUSD
31 December 2017
Book amount
MUSD
–
–
6.3
6.3
The shares held in ShaMaran Petroleum Corp. were sold during the year based on the quoted market share price of ShaMaran, amounting to
MUSD 9.3.
The fair value of ShaMaran was calculated using the quoted share price at the Toronto Stock Exchange at the balance sheet date and is detailed
below.
ShaMaran Petroleum Corp.
MUSD
1 January
Additions
Fair value movement
Disposals
Currency translation difference
31 December
Note 14 Inventories
MUSD
Hydrocarbon stocks
Drilling equipment and consumable materials
Note 15 Trade and Other Receivables
MUSD
Trade receivables
Underlift
Joint operations debtors
Prepaid expenses and accrued income
IPC working capital
Other
2018
6.3
–
3.3
-9.3
-0.3
–
2017
8.9
1.4
-6.2
–
2.2
6.3
31 December
2018
31 December
2017
3.3
33.2
36.5
4.1
29.6
33.7
31 December
2018
31 December
2017
153.7
4.6
17.0
26.9
14.0
3.1
219.3
202.7
29.4
15.6
29.3
23.5
3.9
304.4
The trade receivables relate mainly to hydrocarbon sales to a limited number of independent customers from whom there is no recent history
of default. The trade receivables balance is current and the provision for bad debt is nil.
The IPC working capital relates to a residual receivable from IPC for working capital balances following the IPC spin-off which is due by mid-
2019.
Note 16 Cash and Cash Equivalents
Cash and cash equivalents include only cash at hand or on bank. No short-term deposits are held as at 31 December 2018.
72
Lundin Petroleum Annual Report 2018
Note 17 Equity
Note 17.1 Share Capital and Share Premium
Share capital
Additional paid
in capital
MUSD
Number of shares
Par value
MSEK
Par value
MUSD
31 December 2016
340,386,445
Distributions
Purchase of own shares
Share based payments
Movements
–
–
–
–
31 December 2017
340,386,445
Distributions
Purchase of own shares
Share based payments
Movements
–
–
–
–
31 December 2018
340,386,445
3.5
–
–
–
–
3.5
–
–
–
–
3.5
0.5
–
–
–
–
0.5
–
–
–
–
0.5
MUSD
979.1
-410.0
-28.0
-13.2
-451.2
527.9
-153.1
-14.3
-20.8
-188.2
339.7
Included in the number of shares issued at 31 December 2018 are 1,873,310 shares (1,233,310 shares) which Lundin Petroleum holds in its own
name. During 2017, Lundin Petroleum purchased 1,233,310 of its own shares at an average price of SEK 186.14 based on the approval granted
at the AGM 2017. During 2018, Lundin Petroleum purchased an additional 640,000 of its own shares at an average price of SEK 186.77 based
on the approval granted at the AGM 2018 resulting in 1,873,310 of its own shares held at the end of the year.
The AGM of Lundin Petroleum held on 3 May 2018 in Stockholm approved an inaugural cash dividend distribution for the year 2017 of
SEK 4.00 per share and the dividend was distributed on 11 May 2018. Based on the number of shares outstanding, excluding own shares held
by the Company, the dividend distribution amounted to MSEK 1,354.1, equaling MUSD 153.1 based on the exchange rate on the date of AGM
approval.
Note 17.2 Other Reserves
MUSD
1 January 2017
Total comprehensive income
31 December 2017
Total comprehensive income
31 December 2018
Available-for-
sale reserve
Hedge reserve
Currency translation
reserve
-4.9
4.9
–
–
–
-76.7
76.4
-0.3
-74.1
-74.4
-349.2
Total
-430.8
-96.2
-14.9
-445.4
-445.7
1.5
-72.6
-443.9
-518.3
Lundin Petroleum Annual Report 2018
73
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 17.3 Earnings Per Share
Earnings per share are calculated by dividing the net result attributable to shareholders of the Parent Company by the weighted average
number of shares for the year.
Net result attributable to shareholders of the Parent Company, USD
From continuing operations
From discontinued operations
Weighted average number of shares for the year
Earnings per share, USD
From continuing operations
From discontinued operations
2018
2017
222,148,241
–
222,148,241
384,692,005
46,460,065
431,152,070
338,592,250
340,237,772
0.66
–
0.66
1.13
0.14
1.27
Weighted average diluted number of shares for the year
339,513,634
341,380,316
Earnings per share, USD
From continuing operations
From discontinued operations
Earnings per share fully diluted, USD
Note 18 Financial Liabilities
MUSD
Bank loans
Capitalised fi nancing fees
Capitalised loan modifi cation gain
31 December
2018
31 December
2017
3,465.0
-54.1
-148.9
3,262.0
3,955.0
-75.0
–
3,880.0
0.65
–
0.65
1.13
0.14
1.27
Capitalised fi nancing fees amounted to MUSD 54.1 (MUSD 75.0) and related to the establishment costs of the reserve-based credit facility. The
capitalised fi nancing fees are being amortised over the duration of the facility.
Capitalised loan modifi cation gain amounted to MUSD 148.9 (MUSD –) and related to the re-negotiated improved borrowing terms for the
reserve-based credit facility. The capitalised loan modifi cation gain is being amortised over the duration of the facility.
For further information, see Note 21
74
Lundin Petroleum Annual Report 2018
Note 19 Provisions
MUSD
1 January 2018
Additions
Changes in estimates
Payments
Unwinding of discount
Currency translation difference
31 December 2018
Non-current
Current
Total
MUSD
1 January 2017
Additions
Changes in estimates
Disposals
Payments
Unwinding of discount
Spin off IPC
Currency translation difference
31 December 2017
Non-current
Current
Total
Site
Restoration
414.6
101.3
-15.9
-1.3
16.4
-24.6
490.5
483.9
6.6
490.5
LTIP
10.1
7.7
–
–
-8.1
–
–
–
9.7
2.8
6.9
9.7
LTIP
9.7
10.3
–
-10.8
–
-0.9
8.3
2.4
5.9
8.3
Pension
provision
Other
1.2
0.1
–
-0.1
–
–
1.2
1.2
–
1.2
2.8
0.3
–
-1.5
–
–
1.6
1.6
–
1.6
Farm in
payment
Pension
provision
Other
5.0
–
–
–
–
–
-5.2
0.2
–
–
–
–
1.2
0.1
–
–
-0.1
–
–
–
1.2
1.2
–
1.2
3.5
0.9
–
–
-0.3
–
-1.4
0.1
2.8
2.0
0.8
2.8
Site
Restoration
407.1
78.3
24.2
-32.0
-3.8
13.7
-91.1
18.2
414.6
414.6
–
414.6
Total
428.3
112.0
-15.9
-13.7
16.4
-25.5
501.6
489.1
12.5
501.6
Total
426.9
87.0
24.2
-32.0
-12.3
13.7
-97.7
18.5
428.3
420.6
7.7
428.3
Site Restoration provision
In calculating the present value of the site restoration provision, a pre-tax discount rate of 3.5 percent (3.5 percent) was used which is based
on long-term risk-free interest rate projections. The additions in 2018 mainly relate to the liability associated with Norwegian development
projects. Based on the estimates used in calculating the site restoration provision as at 31 December 2018, approximately 85 percent of the
total amount is expected to be settled after more than 15 years.
LTIP provision
For more information on the Group’s LTIP, see Note 29.
Pension provision
In May 2002, the Compensation Committee recommended to the Board of Directors, and the Board of Directors approved, a pension to be paid
to Adolf H. Lundin upon his resignation as Chairman of the Board of Directors and his appointment as Honorary Chairman. It was further
agreed that upon the death of Adolf H. Lundin, the monthly payments would be paid to his wife, Eva Lundin, for the duration of her life.
Pension payments totalling an annual amount of TCHF 138 (TCHF 138) are payable to Eva Lundin. The Company may, at its option, buy out the
obligation to make the pension payments through a lump sum payment in the amount of TCHF 1,800 (TCHF 1,800).
Lundin Petroleum Annual Report 2018
75
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 20 Trade and Other Payables
MUSD
Trade payables
Overlift
Joint operations creditors and accrued expenses
Other accrued expenses
Other
31 December
2018
31 December
2017
26.6
5.4
147.4
17.6
7.6
204.6
30.1
12.8
188.9
19.5
7.7
259.0
Note 21 Financial Assets and Liabilities
Financial assets and liabilities by category
The accounting policies for fi nancial assets and liabilities have been applied to the line items below:
31 December 2018
MUSD
Other non-current fi nancial assets
Derivative instruments
Joint operations debtors
Other current receivables1
Cash and cash equivalents
31 December 2018
MUSD
Financial liabilities
Derivative instruments
Joint operations creditors
Other current liabilities
31 December 2017
MUSD
Other shares and participations
Other non-current fi nancial assets
Derivative instruments
Joint operations debtors
Other current receivables1
Cash and cash equivalents
Loan receivables and
other receivables at
amortised cost
Financial assets
at amortised cost
Fair value
recognised in
profi t/loss
Derivatives used
for hedging
–
–
17.0
170.8
66.8
254.6
0.4
–
–
–
–
0.4
–
–
–
4.6
–
4.6
–
36.7
–
–
–
36.7
Other liabilities at
amortised cost
Financial liabilities
at amortised cost
Fair value
recognised in
profi t/loss
Derivatives used
for hedging
–
–
147.4
104.6
252.0
3,262.0
–
–
–
3,262.0
–
–
–
12.8
12.8
–
84.9
–
–
84.9
Loan receivables and
other receivables at
amortised cost
Financial assets
at amortised cost
Assets at
fair value
in OCI2
Fair value
recognised in
profi t/loss
Derivatives
used for
hedging
–
–
–
15.6
230.1
71.4
317.1
–
0.4
–
–
–
–
0.4
6.3
–
–
–
–
–
6.3
–
–
–
–
29.4
–
29.4
–
–
34.2
–
–
–
34.2
Total
0.4
36.7
17.0
175.4
66.8
296.3
Total
3,262.0
84.9
147.4
110.0
3,604.3
Total
6.3
0.4
34.2
15.6
259.5
71.4
387.4
76
Lundin Petroleum Annual Report 2018
Note 21 continued
31 December 2017
MUSD
Financial liabilities
Derivative instruments
Joint operations creditors
Other current liabilities
Other liabilities at
amortised cost
Financial liabilities
at amortised cost
Fair value
recognised in
profi t/loss
Derivatives used
for hedging
–
–
188.9
38.4
227.3
3,880.0
–
–
–
3,880.0
–
–
–
12.8
12.8
–
9.5
–
–
9.5
Total
3,880.0
9.5
188.9
51.2
4,129.6
1 Prepayments are not included in other current assets, as prepayments are not deemed to be fi nancial instruments.
2 Other comprehensive income.
The fair value of loan receivables and other receivables is a fair approximation of the book value.
For fi nancial assets and liabilities measured at fair value in the balance sheet, the following fair value measurement hierarchy is used:
– Level 1: based on quoted prices in active markets;
– Level 2: based on inputs other than quoted prices as within level 1, that are either directly or indirectly observable;
– Level 3: based on inputs which are not based on observable market data.
Based on this hierarchy, fi nancial assets and liabilities measured at fair value can be detailed as follows:
31 December 2018
MUSD
Assets
Derivative instruments – non-current
Derivative instruments – current
Underlift
Liabilities
Derivative instruments – non-current
Derivative instruments – current
Overlift
31 December 2017
MUSD
Assets
Other shares and participations
Derivative instruments – non-current
Derivative instruments – current
Underlift
Liabilities
Derivative instruments - non-current
Derivative instruments - current
Overlift
Level 1
Level 2
Level 3
–
–
4.6
4.6
–
–
5.4
5.4
2.7
34.0
–
36.7
64.9
20.0
–
84.9
–
–
–
–
–
–
–
–
Level 1
Level 2
Level 3
6.3
–
–
29.4
35.7
–
–
12.8
12.8
–
26.5
7.7
–
34.2
3.1
6.4
–
9.5
–
–
–
–
–
–
–
–
–
Lundin Petroleum Annual Report 2018
77
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 21 continued
The outstanding derivative instruments can be specifi ed as follows:
Fair value of outstanding derivative instruments in
the balance sheet
MUSD
31 December 2018
31 December 2017
Assets
Liabilities
Assets
Liabilities
Interest rate swap
Currency hedge
Total
Non-current
Current
Total
36.7
–
36.7
2.7
34.0
36.7
8.1
76.8
84.9
64.9
20.0
84.9
28.3
5.9
34.2
26.5
7.7
34.2
6.7
2.8
9.5
3.1
6.4
9.5
The fair value of the interest rate swap is calculated using the forward interest rate curve applied to the outstanding portion of the swap
transaction. The effective portion of the interest rate swap as at 31 December 2018 amounted to a net receivable of MUSD 28.6 (MUSD 21.6).
The fair value of the currency hedge is calculated using the forward exchange rate curve applied to the outstanding portion of the outstanding
currency hedging contracts. The effective portion of the currency hedge as at 31 December 2018 amounted to a net payable of MUSD 76.8
(receivable of MUSD 3.1).
Note 22 Changes in Liabilities with Cash Flow Movements from Financing Activities
The changes in liabilities whose cash fl ow movements are disclosed as part of fi nancing activities in the cash fl ow statement are as follows.
At 1 January
2018
Cash
fl ows
Loan
modifi cation
gain
Amortisation
of deferred
fi nancing fees
Unwinding of
loan modifi cation
gain
Foreign
exchange
movement
At 31
December
2018
Non-cash changes
Financial liabilities
3,880.0
-490.0
-183.7
17.8
26.1
11.8
3,262.0
Financial liabilities
Other non-current liabilities
At 1 January
2017
4,048.3
33.8
4,082.1
Cash
fl ows
-190.0
1.3
-188.7
Amortisation
of deferred
fi nancing fees
Spin off
IPC
Change in
consolidation
Foreign
exchange
movement
At 31
December
2017
17.5
–
17.5
8.6
–
8.6
–
-35.1
-35.1
-4.4
–
–
3,880.0
–
3,880.0
Non-cash changes
Note 23 Financial Risks, Sensitivity Analysis and Derivative Instruments
As an international oil and gas exploration and production company, Lundin Petroleum is exposed to fi nancial risks such as currency risk,
interest rate risk, credit risks, liquidity risks as well as the risk related to the fl uctuation in the oil price. The Group seeks to control these risks
through sound management practice and the use of internationally accepted fi nancial instruments, such as oil price, interest rate and foreign
exchange hedges. Lundin Petroleum uses fi nancial instruments solely for the purpose of minimising risks in the Group’s business.
For further information on risks in the fi nancial reporting, see the section Internal Control over fi nancial reporting in the Corporate
Governance report on page 38 and Risk Management on pages 18–21.
Capital management
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern and to meet its committed
work programme requirements in order to create shareholder value. The Group may put in place new credit facilities, repay debt, or other
such restructuring activities as appropriate. Group management continuously monitors and manages the Group’s net debt position in order
to assess the requirement for changes to the capital structure to meet objectives and to maintain fl exibility. Lundin Petroleum is not subject to
any externally imposed capital requirements.
78
Lundin Petroleum Annual Report 2018
Note 23 continued
Apart from the updated dividend policy, no signifi cant changes were made to the objectives, policies or processes during 2018.
Lundin Petroleum monitors capital on the basis of net debt and fi nancial agreements. Net debt is calculated as bank loans as shown in the
balance sheet less cash and cash equivalents.
MUSD
31 December 2018
31 December 2017
Bank loans
Cash and cash equivalents
Net debt
3,465.0
-66.8
3,398.2
3,955.0
-71.4
3,883.6
The decrease in net debt compared to 2017 is mainly due to the positive free cash fl ow generated during 2018.
Interest rate risk
Interest rate risk is the risk to the earnings due to uncertain future interest rates.
Lundin Petroleum is exposed to interest rate risk through the reserve-based credit facility, see also Liquidity risk below. The interest rate for
capitalised borrowing costs is calculated at the reserve-based credit facility borrowing rate of LIBOR plus a margin of 2.25% per annum (margin
of 3.15% per annum decreased to 2.25% per annum from June 2018). Lundin Petroleum will assess the benefi ts of interest rate hedging on
borrowings on a continuous basis. If the hedging contract provides a reduction in the interest rate risk at a price that is deemed acceptable to
the Group, then Lundin Petroleum may choose to enter into an interest rate hedge.
The total interest expense for 2018 amounted to MUSD 176.3 which included MUSD 87.6 of capitalised interest related to borrowings for the
Group’s development activities. A 100 basis point shift in the interest rate would have resulted in a change in the total interest expense for the
year of MUSD 7.8, taking into account the Group’s interest rate hedges for 2018.
The Group has entered into interest rate hedging as follows:
Borrowings
MUSD
Fixing of fl oating LIBOR
Rate per annum
3,000
2,000
2,000
2,000
1.42%
2.15%
2.67%
2.74%
Settlement period
Jan 2019 – Dec 2019
Jan 2020 – Dec 2020
Jan 2021 – Dec 2021
Jan 2022 – Dec 2022
Currency risk
Lundin Petroleum is a Swedish company which is operating globally and therefore attracts substantial foreign exchange exposure, both on
transactions as well as on the translation from functional currency for entities to the Group’s presentational currency of the US Dollar. The
main functional currencies of Lundin Petroleum’s subsidiaries are Norwegian Krone (NOK) and Euro (EUR), as well as US Dollar, making
Lundin Petroleum sensitive to fl uctuations of these currencies against the US Dollar.
Transaction exposure
Lundin Petroleum’s policy on currency rate hedging is, in case of currency exposure, to consider setting the rate of exchange for known
costs in non-US Dollar currencies to US Dollars in advance so that future US Dollar cost levels can be forecasted with a reasonable degree
of certainty. The Group will take into account the current rates of exchange and market expectations in comparison to historic trends and
volatility in making the decision to hedge.
Lundin Petroleum Annual Report 2018
79
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 23 continued
The Group has entered into currency hedging contracts fi xing the rate of exchange from US Dollar into NOK to meet part of its future NOK
capital requirements relating to the Johan Sverdrup fi eld development and to meet part of its future NOK Corporate Tax requirements as
summarised in the table below.
Buy
MNOK 3,822.4
MNOK 2,405.0
MNOK 2,130.0
MNOK 1,200.0
MNOK 410.0
Sell
MUSD 464.0
MUSD 306.0
MUSD 272.7
MUSD 158.2
MUSD 51.0
Average contractual
exchange rate
Settlement
period
NOK 8.24:USD 1
NOK 7.86:USD 1
NOK 7.81:USD 1
NOK 7.59:USD 1
NOK 8.04:USD 1
Jan 2019 – Dec 2019
Jan 2020 – Dec 2020
Jan 2021 – Dec 2021
Jan 2022 – Dec 2022
Jan 2023 – Dec 2023
Under IAS 39, subject to hedge effectiveness testing, all of the hedges are treated as effective and changes to the fair value are refl ected in
other comprehensive income. At 31 December 2018, a net current receivable of MUSD 14.0 (MUSD 1.3) and a net non-current receivable of
MUSD -62.2 (MUSD 23.4) have been recognised representing the fair value of the outstanding currency and interest rate hedges.
Foreign exchange exposure
The following table summarises the effect that a change in these currencies against the US Dollar would have on operating profi t through the
conversion of the income statements of the Group’s subsidiaries from functional currency to the presentation currency US Dollar for the year
ended 31 December 2018.
Operating result in the fi nancial statements, MUSD
1,402.4
1,402.4
Shift of currency exchange rates
EUR/USD
SEK/USD
NOK/USD
Total effect on operating result, MUSD
Average rate 2018
0.8464
8.6921
8.1329
10% USD weakening
0.7695
7.9019
7.3935
-49.0
10% USD strengthening
0.9310
9.5613
8.9462
44.5
The foreign currency risk to the Group’s income and equity from conversion exposure is not hedged.
As described in the Directors’ report on page 48, the foreign exchange result in the income statement is mainly impacted by foreign exchange
movements on the revaluation of the loan and working capital balances. A 10 percent strengthening in the US Dollar currency rate against the
other Group currency rates would result in an additional MUSD 314.9 reported foreign exchange loss in the income statement.
The impact on the foreign exchange result from a change in the US Dollar currency compared to the other Group currencies is mainly due to
the bank loan denominated in US Dollar.
Price of oil and gas
Price of oil and gas are affected by the normal economic drivers of supply and demand as well as the fi nancial investors and market
uncertainty. Factors that infl uence these include operational decisions, natural disasters, economic conditions, political instability or confl icts
or actions by major oil exporting countries. Price fl uctuations can affect Lundin Petroleum’s fi nancial position.
The table below summarises the effect that a change in the oil price would have had on the net result and equity at 31 December 2018:
Net result in the fi nancial statements, MUSD
Possible shift
Total effect on net result, MUSD
222.1
-10%
-45.6
222.1
10%
45.6
The impact on the net result from a change in oil price is reduced due to the 78 percent tax rate in Norway.
Lundin Petroleum’s policy is to adopt a fl exible approach towards oil price hedging, based on an assessment of the benefi ts of the hedge
contract in specifi c circumstances. Based on analysis of the circumstances, Lundin Petroleum will assess the benefi ts of forward hedging
monthly sales contracts for the purpose of establishing cash fl ow. If it believes that the hedging contract will provide an enhanced cash fl ow
then it may choose to enter into an oil price hedge.
For the year ended 31 December 2018, the Group did not enter into oil price hedging contracts and there are no oil price hedging contracts
outstanding as at 31 December 2018.
80
Lundin Petroleum Annual Report 2018
Note 23 continued
Credit risk
Lundin Petroleum’s policy is to limit credit risk by limiting the counter-parties to major banks and oil companies. Where it is determined
that there is a credit risk for oil and gas sales, the policy is to require an irrevocable letter of credit for the full value of the sale. The policy on
joint operations parties is to rely on the provisions of the underlying joint operating agreements to take possession of the licence or the joint
operations partner’s share of production for non-payment of cash calls or other amounts due.
As at 31 December 2018, the Group’s trade receivables amounted to MUSD 153.7 (MUSD 202.7). There is no recent history of default and there
are no expected losses. Other long-term and short-term receivables are considered recoverable and no provision for bad debt was accounted for
as at 31 December 2018. Cash and cash equivalents are maintained with banks having strong long-term credit ratings.
Liquidity risk
Liquidity risk is defi ned as the risk that the Group could not be able to settle or meet its obligations on time or at a reasonable price. Group
treasury is responsible for liquidity, funding as well as settlement management. In addition, liquidity and funding risks and related processes
and policies are overseen by Group management.
In February 2016, Lundin Petroleum entered into a committed seven year senior secured reserve-based credit facility of USD 5.0 billion. The
facility was amended during the second quarter of 2018 resulting in the interest rate margin over LIBOR being reduced from 3.15 percent to a
current rate of 2.25 percent. The facility is secured against certain cash fl ows generated by the Group. The amount available under the facility
is recalculated every twelve months based upon the calculated cash fl ow generated by certain producing fi elds and fi elds under development
at an oil price and economic assumptions agreed with the banking syndicate providing the facility. The facility is secured by a pledge over the
shares of certain Group companies, a pledge over the Company’s working interest in some production licences and a charge over some of the
bank accounts of the pledged companies.
The amendment of the interest rate margin has resulted in an accounting gain of MUSD 183.7 in accordance with IFRS 9. When a fi nancial
liability, measured at amortised cost, is modifi ed without this resulting in derecognition, a gain or loss should be recognised in the income
statement based on IFRS 9. The gain or loss is calculated as the difference between the original contractual cash fl ows and the modifi ed cash
fl ows discounted at the original effective interest rate. The net accounting gain when offsetting against the incurred loan modifi cation fees
of MUSD 17.3 amounted to MUSD 166.4. The associated deferred taxes amounted to MUSD 68.3 resulting in a post-tax accounting gain of
MUSD 98.1.
The facility agreement provides that an “event of default” occurs where the Group does not comply with certain material covenants or
where certain events occur as specifi ed in the agreement, as are customary in fi nancing agreements of this size and nature. Two of the
main covenants are the net debt to EBITDA and the EBITDA to fi nancial charges testing the ability to repay debt. If such an event of default
occurs and subject to any applicable cure periods, the external lenders may take certain specifi ed actions to enforce their security, including
accelerating the repayment of outstanding amounts under the facility.
The table below analyses the Group’s fi nancial liabilities into relevant maturity groupings based on the remaining period at the balance sheet
date to the contractual maturity date. Loan repayments are made based upon a net present value calculation of the assets’ future cash fl ows.
No loan repayments are currently forecast under this calculation.
MUSD
31 December 2018
31 December 2017
Non-current
Repayment within 1–2 years:
– Derivative instruments
Repayment within 2–5 years:
– Bank loans
– Derivative instruments
Current
Repayment within 6 months:
– Trade payables
– Overlift
– Tax liabilities
– Joint operations creditors
– Other current liabilities
– Derivative instruments
Repayment after 6 months:
– Tax liabilities
– Derivative instruments
19.3
3,465.0
45.6
3,529.9
26.6
5.4
14.8
147.4
7.6
9.0
55.6
11.0
277.4
–
3,955.0
3.1
3,958.1
30.1
12.8
0.6
188.9
7.7
3.2
–
3.2
246.5
Lundin Petroleum Annual Report 2018
81
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 24 Pledged Assets
In February 2016, Lundin Petroleum entered into a committed seven year senior secured reserve-based credit facility of USD 5.0 billion with
the terms being successfully re-negotiated during 2018 as mentioned in note 23. The facility is a reserve-based credit facility secured against
certain cash fl ows generated by the Group. The amount available under the facility is recalculated every twelve months based upon the
calculated cash fl ow generated by certain producing fi elds and fi elds under development at an oil price and economic assumptions agreed
with the banking syndicate providing the facility. The facility is secured by a pledge over the shares of certain Group companies, a pledge over
the Company’s working interest in some production licences and a charge over some of the bank accounts of the pledged companies. The
pledged assets at 31 December 2018 amounted to MUSD 6,154.3 (MUSD 6,715.3) and represented the carrying value of the pledge of the Group
companies whose shares are pledged as described in the Parent Company section on page 93.
Note 25 Contingent Liabilities and Assets
The Swedish Prosecution Authority issued a notifi cation of a corporate fi ne and forfeiture of economic benefi ts against Lundin Petroleum in
relation to past operations in Sudan from 1997 to 2003. The notifi cation indicated that the Prosecutor might seek a corporate fi ne of MSEK
3 and forfeiture of economic benefi ts from the alleged offense in the amount of MSEK 3,282, based on the profi t of the sale of the Block 5A
asset in 2003 of MSEK 720. Any potential corporate fi ne or forfeiture would only be imposed after the conclusion of a trial, should one occur.
The investigation is in its ninth year and Lundin Petroleum remains convinced that there are absolutely no grounds for any allegations of
wrongdoing by any Company representative and the Company will fi rmly contest any corporate fi ne or forfeiture of economic benefi ts. The
Company considers this to be a contingent liability and therefore no provision has been recognised.
As part of the IPC spin-off that was completed on 24 April 2017, the Company has indemnifi ed IPC for certain legal proceedings related to
the period before spin-off. The Company has not provided for any costs in relation hereto as per 31 December 2018 as it does not believe the
proceedings will lead to any liability for the Company.
Note 26 Related Party Transactions
Lundin Petroleum recognises the following related parties: associated companies, jointly controlled entities, key management personnel and
members of their close family or other parties that are partly, directly or indirectly, controlled by key management personnel or of its family or
of any individual that controls, or has joint control or signifi cant infl uence over the entity.
During the year, the Group has entered into transactions with related parties on a commercial basis and the material transactions are described
below:
MUSD
Sale of oil and related products
Purchases of oil and related products
Sale of services
Purchase of services
Interest income
2018
879.5
296.2
4.2
1.8
0.5
2017
176.2
–
3.4
1.9
–
Equinor (previously Statoil) is a related party as Equinor’s holding in Lundin Petroleum amounts to 20.1 percent. The Group has sold oil and
related products to the Equinor group on an arm’s-length basis amounting to MUSD 879.5 for the year (MUSD 176.2). The Group has purchased
oil and related products from the Equinor group on an arm’s-length basis amounting to MUSD 296.2 for the year (MUSD –).
The Group has acquired from the Equinor group a 15 percent working interest in PL359 containing the Luno II oil discovery. The transaction
involved a cash consideration payable to Equinor as well as Lundin Petroleum transferring its 20 percent working interest in PL825 to Equinor.
The transaction completed in December 2018.
The related party transactions concern other parties that are controlled by key management personnel. Key management personnel include
members of the Board of Directors and Group management. The remuneration to the Board of Directors and Group management is disclosed
in Note 28.
As at the date of the IPC spin-off, the Group had a residual receivable for working capital from IPC of MUSD 27.4 which has been reduced to
MUSD 14.0 (MUSD 23.5). This receivable is reported as current asset as it is due by mid-2019.
The Group has sold the shares in ShaMaran to Zebra Holdings and Investments (Guernsey) Ltd. based on the quoted market share price of
ShaMaran amounting to MUSD 9.3.
82
Lundin Petroleum Annual Report 2018
Note 27 Average Number of Employees
Average number of employees per country
Parent Company in Sweden
Subsidiaries abroad
Norway
Switzerland
Netherlands
Russia 1
Total subsidiaries abroad
Total
2018
2017
Total
employees
of which men
Total
employees
of which men
2
370
35
1
–
406
408
1
2
273
20
1
–
294
295
354
34
1
16
405
407
1
266
21
1
10
298
299
1 The Russian business has been fully consolidated into the Lundin Petroleum consolidated accounts until 30 September 2017 and as such, there is no
number of employees reported for 2018 as the Russian business is an associated company since 30 September 2017.
Board members and Group management
Parent Company in Sweden
Board members1
Subsidiaries abroad
Group management
Total Group
2018
2017
Total at
year end
of which men
Total at
year end
of which men
8
8
16
5
6
11
7
7
14
4
5
9
1 Alex Schneiter, Chief Executive Offi cer (CEO) and Board Member is only included in Group management.
Lundin Petroleum Annual Report 2018
83
106
178
1,325
20,910
22,519
8,822
Total
2018
255
79
5,332
60
82
79
79
36
6,002
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 28 Remuneration to the Board of Directors, Group Management and Other Employees
2017
Social security
costs
Salaries and other
remuneration
Social security
costs
Salaries, other remuneration and social security costs
TUSD
Parent Company in Sweden
Board members
Employees
Subsidiaries abroad
Group management
Other employees
Total
of which pension costs
2018
Salaries
and other
remuneration
628
386
11,802
94,773
107,589
122
222
1,584
22,240
24,168
8,758
569
314
10,625
84,730
96,238
Salaries and other
remuneration for the
Board members and
Group management 1
TUSD
Parent Company in
Sweden
Board members
Ian H. Lundin
Peggy Bruzelius
C. Ashley Heppenstall
Lukas H. Lundin
Grace Reksten Skaugen
Jakob Thomasen
Cecilia Vieweg
Torstein Sanness
Total Board members
Subsidiaries abroad
Group management
Alex Schneiter
Other 3
Total Group
management
Fixed Board
remuneration/
base salary
Other
benefi ts1
Short-term
variable
remuneration 2
Performance
based
incentive plan
Remuneration
for Committee
work
Remuneration
for special
assignments
outside of
directorship Pension
127
60
60
60
60
60
60
30
517
855
2,410
3,265
–
–
–
–
–
–
–
–
–
42
396
438
–
–
–
–
–
–
–
–
–
855
1,905
2,760
–
–
4,646
–
–
–
–
–
4,646
2,926
2,413
5,339
13
19
13
–
22
19
19
6
111
–
–
–
115
–
613
–
–
–
–
–
728
–
–
–
–
–
–
–
–
–
–
–
–
175
441
4,853
7,565
616
12,418
1 Other benefi ts include school fees and health insurance for Group management.
2 This column shows bonuses awarded for achievements in 2018 based on the Policy on Remuneration for Group management, see page 35.
3 Comprises Chief Financial Offi cer, Chief Operating Offi cer, Vice President Corporate Responsibility, Vice President Legal, Vice President Corporate
Affairs, Vice President Investor Relations and Vice President Human Resources and Shared Services.
Note: The performance based incentive plan that was awarded in 2015 when C. Ashley Heppenstall was the CEO of the Company vested in 2018. The
amount mentioned in the table above relates to this award and does not relate to his work as Board Member. No further awards to C. Ashley Heppenstall
are outstanding.
84
Lundin Petroleum Annual Report 2018
Note 28 continued
Salaries and other
remuneration for the
Board members and
Group management1
TUSD
Parent Company in
Sweden
Board members
Ian H. Lundin
Peggy Bruzelius
C. Ashley Heppenstall
Lukas H. Lundin
Grace Reksten Skaugen
Jakob Thomasen
Magnus Unger
Cecilia Vieweg
Total Board members
Subsidiaries abroad
Group management
Alex Schneiter
Other3
Total Group
management
Fixed Board
remuneration/
base salary
Other
benefi ts1
Short-term
variable
remuneration 2
Performance
based
incentive plan
Remuneration
for Committee
work
Remuneration
for special
assignments
outside of
directorship
Pension
Total
2017
126
60
60
60
60
31
29
60
486
772
2,048
2,820
–
–
–
–
–
–
–
–
–
19
269
288
–
–
–
–
–
–
–
–
–
965
1,601
2,566
–
–
3,516
–
–
–
–
–
3,516
2,183
2,768
4,951
12
18
12
–
12
6
6
17
83
–
–
–
175
–
609
–
–
–
18
–
802
–
–
–
–
–
–
–
–
–
–
–
–
313
78
4,197
60
72
37
53
77
4,887
176
404
4,115
7,090
580
11,205
¹ Other benefi ts include school fees and health insurance for Group management.
2 This column shows bonuses awarded for achievements in 2017, including a discretionary award to the CEO and some other members of Group
management.
3 Comprises nine persons as part of Group management moved to IPC following the IPC spin-off. Comprises Chief Financial Offi cer (both pre and post
IPC spin-off), Chief Operating Offi cer, Vice President Corporate Responsibility, Vice President Legal (both pre and post IPC spin-off), Vice President
Communications and Investor Relations, Vice President Corporate Finance and Vice President Human Resources and Shared Services.
Note: The performance based incentive plan that was awarded in 2014 when C. Ashley Heppenstall was the CEO of the Company vested in 2017. The
amount mentioned in the table above relates to this award and does not relate to his work as Board Member.
Board members
There are no severance pay agreements in place for any non-executive directors and such directors are not eligible to participate in any of the
Group’s incentive programmes.
Group management
The pension contribution for Group management is between 15 percent and 18 percent of the qualifying income for pension purposes. The
Company provides for 60 percent of the pension contribution and the employee for the remaining 40 percent. Qualifying income is defi ned as
annual base salary and short-term variable remuneration and is capped at approximately TCHF 846 (TCHF 846). The normal retirement age for
the CEO is 65 years.
A mutual termination period of between three months and twelve months applies between the Company and Group management, depending
on the duration of the employment with the Company. In addition, severance terms are incorporated into the employment contracts for
executives that give rise to compensation, up to two years’ base salary, in the event of termination of employment due to a change of control
of the Company. The Board of Directors is further authorised, in individual cases, to approve severance arrangements, in addition to the notice
periods and the severance arrangements in respect of a change of control of the Company, where employment is terminated by the Company
without cause, or otherwise in circumstances at the discretion of the Board. Such severance arrangements may provide for the payment
of up to one year’s base salary; no other benefi ts shall be included. Severance payments in aggregate (i.e. for notice periods and severance
arrangements) shall be limited to a maximum of two years’ base salary.
See page 35–37 of the Corporate Governance report for further information on the Group’s principles of remuneration and the Policy on
Remuneration for the Group management for 2018.
Lundin Petroleum Annual Report 2018
85
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 29 Long-term Incentive Plans
The Company maintains the long-term incentive plans (LTIP) described below.
Unit Bonus Plan
In 2008, Lundin Petroleum implemented an LTIP scheme consisting of a Unit Bonus Plan which provides for an annual grant of units that
will lead to a cash payment at vesting. The LTIP has a three year duration whereby the initial grant of units vested equally in three tranches:
one third after one year; one third after two years; and the fi nal third after three years. The cash payment is conditional upon the holder of
the units remaining an employee of the Group at the time of payment. The share price for determining the cash payment at the end of each
vesting period will be the average of the Lundin Petroleum closing share price for the fi ve trading days prior to and following the actual vesting
date adjusted for any dividend payments between grant date and vesting date. The exercise price at vesting date 31 May 2018 was SEK 279.67.
LTIPs that follow the same principles as the 2008 LTIP have subsequently been implemented each year.
The following table shows the number of units issued under the LTIPs, the amount outstanding as at 31 December 2018 and the year in which
the units will vest.
Unit Bonus Plan
Outstanding at the beginning of the period
Awarded during the period
Forfeited during the period
Exercised during the period
Outstanding at the end of the period
Vesting date
31 May 2019
31 May 2020
31 May 2021
Outstanding at the end of the period
2015
135,902
–
-2,980
-132,922
–
–
–
–
–
2016
224,043
–
-5,544
-110,705
107,794
107,794
–
–
107,794
Plan
2017
288,216
–
-6,120
-94,032
188,064
94,032
94,032
–
188,064
2018
–
226,389
–
–
226,389
75,463
75,463
75,463
226,389
Total
648,161
226,389
-14,644
-337,659
522,247
277,289
169,495
75,463
522,247
The costs associated with the Unit Bonus Plan are as given in the following table.
Unit Bonus Plan
MUSD
2014
2015
2016
2017
2018
2018
–
3.4
2.1
2.9
1.9
10.3
2017
1.5
1.9
2.4
1.7
–
7.5
LTIP awards are recognised in the fi nancial statements pro rata over their vesting period. The total carrying amount for the provision for the
Unit Bonus Plan including social costs at 31 December 2018 amounted to MUSD 8.3 (MUSD 9.7). The provision is calculated based on Lundin
Petroleum’s share price at the balance sheet date. The closing share price at 31 December 2018 was SEK 221.40.
Performance Based Incentive Plan
The 2014–2018 AGMs resolved a long-term performance based incentive plan in respect of Group management and a number of key
employees.
The 2018 plan is effective from 1 July 2018 and the 2018 award has been accounted for from the second half of 2018. The awards made in
respect of 2018 vest over three years from 1 July 2018 subject to certain performance conditions being met. Each award was fair valued at the
date of grant at SEK 167.10 using an option pricing model.
The 2017 plan is effective from 1 July 2017 and vests over three years from 1 July 2017 subject to certain performance conditions being met.
Each award was fair valued at the date of grant at SEK 100.10 using an option pricing model.
86
Lundin Petroleum Annual Report 2018
Note 29 continued
The 2016 plan is effective from 1 July 2016 and vests over three years from 1 July 2016 subject to certain performance conditions being met.
The outstanding number of awards increased compared to the original number of awards as a result of the dividend distribution of the IPC
business as per the plan rules. Each original award was fair valued at the date of grant at SEK 89.30 using an option pricing model. Awards
given to employees now employed by IPC following the IPC spin-off have been pro-rated until the spin-off date 24 April 2017.
The 2015 plan was effective from 1 July 2015 and vested on 30 June 2018. The number of awards increased compared to the original number
of awards as a result of the dividend distribution of the IPC business as per the plan rules. Each original award was fair valued at the date of
grant at SEK 91.40 using an option pricing model. Awards given to employees employed by IPC following the IPC spin-off have been pro-rated
until the spin-off date 24 April 2017. Based on the performance conditions of the 2015 plan, the 2015 plan vested in full in 2018 with Lundin
Petroleum’s total shareholder return (TSR) ranking well above the upper quartile level as 3rd of 16 peers. The TSR movements of peers that
were taken over were measured by the acquiring companies post acquisition.
The 2014 plan was effective from 1 July 2014 and vested on 30 June 2017. The number of awards increased compared to the original number
of awards as a result of the dividend distribution of the IPC business as per the plan rules. Each original award was fair valued at the date of
grant at SEK 81.40 using an option pricing model. Awards given to employees employed by IPC following the IPC spin-off have been pro-rated
until the spin-off date 24 April 2017. Based on the performance conditions of the 2014 plan, the 2014 plan vested in full in 2017 with Lundin
Petroleum’s total shareholder return (TSR) ranking well above the upper quartile level as 3rd of 16 peers. The TSR movements of peers that
were taken over were measured by the acquiring companies post acquisition.
The following table shows the number of units issued under the LTIPs, the amount outstanding as at 31 December 2018 and the year in which
the awards will vest.
Performance Based Incentive Plan
Outstanding at the beginning of the period
Awarded during the period
Forfeited during the period 1
Exercised during the period
Outstanding at the end of the period
Vesting date
30 June 2019
30 June 2020
30 June 2021
Outstanding at the end of the period
2015
646,503
–
2,791
-649,294
–
–
–
–
–
2016
406,902
–
2,441
–
409,343
409,343
–
–
409,343
Plan
2017
355,954
–
–
–
355,954
–
355,954
–
355,954
2018
–
278,917
–
–
278,917
–
–
278,917
278,917
Total
1,409,359
278,917
5,232
-649,294
1,044,214
409,343
355,954
278,917
1,044,214
1 The increase in outstanding awards reported as forfeited during the period relates to an adjustment for the reported number on this line in 2017.
The costs associated with the Performance Based Incentive Plan are as given in the following table.
Performance Based Incentive Plan
MUSD
2018
2017
2014
2015
2016
2017
2018
–
0.6
1.3
1.4
0.7
4.0
0.8
1.5
1.4
0.7
–
4.4
LTIP awards are recognised in the fi nancial statements pro rata over their vesting period. The total effect on equity for the Performance Based
Incentive Plan at 31 December 2018 amounted to MUSD 6.0 (MUSD 7.3). The effect on equity is calculated based on the fair value at date of grant.
Lundin Petroleum Annual Report 2018
87
FINANCIAL REPORT | Notes to the Financial Statements of the Group
Note 30 Remuneration to the Group’s Auditors
TUSD
2018
2017
PwC
Audit fees
Out of which to PricewaterhouseCoopers AB
Audit related
Out of which to PricewaterhouseCoopers AB
Tax advisory services
Out of which to PricewaterhouseCoopers AB
Other fees
Out of which to PricewaterhouseCoopers AB
Total PwC
Out of which to PricewaterhouseCoopers AB
Remuneration to other auditors than PwC
Total audit fees excluding fees for IPC spin-off
Out of which to PricewaterhouseCoopers AB
Fees PwC for IPC spin-off
Out of which to PricewaterhouseCoopers AB
Total audit fees
Out of which to PricewaterhouseCoopers AB
448
201
33
23
45
–
69
55
595
279
65
660
279
–
–
660
279
501
242
44
20
23
–
18
7
586
269
79
665
269
471
–
1,136
269
Audit fees include the review of the 2018 half year report. Audit related costs include special assignments such as licence audits and PSC
audits.
Note 31 Subsequent Events
In January 2019, Lundin Petroleum entered into a sales and purchase agreement involving the acquisition of Lime Petroleum’s 30 percent
working interest in each of PL338C and PL338E and 20 percent working interest in PL815, which contain the Rolvsnes oil discovery and
Goddo prospect. The transaction will increase the Company’s working interest in each of PL338C and PL338E to 80 percent and in PL815 to
60 percent. The transaction involves a cash consideration payable to Lime Petroleum of MUSD 43 and a contingent payment of an additional
MUSD 2 which potentially becomes payable 12 months after the completion date of the transaction. The transaction is subject to customary
government approvals.
In February 2019, the drilling of the exploration wells Gjøkåsen Shallow in PL857, Pointer/Setter in PL767 and Froskelår Main in PL869 was
completed. For more information on the results of these wells, see pages 45–46 of the Directors’ Report.
88
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Annual Accounts of the Parent Company
Parent Company
The business of the Parent Company is investment in and management of oil and gas assets. The net result for the Parent Company
amounted to MSEK 1,657.8 (MSEK 46,648.6) for the year. The net result for the year included MSEK 1,812.4 (MSEK 238.6) fi nancial
income as a result of received dividends from a subsidiary. The net result for the comparative period also included MSEK 46,542.9
fi nancial income as a result of an internal restructuring prior to the IPC spin-off in 2017. The result excluding these fi nancial income
items amounts to MSEK -154.6 (MSEK -132.9).
The net result included general and administrative expenses of MSEK 180.9 (MSEK 146.7) and net fi nance income of MSEK 5.3
(MSEK 4.4) when excluding the fi nance income items as mentioned above.
Pledged assets of MSEK 55,118.9 (MSEK 55,118.9) relate to the carrying value of the pledge of the shares in respect of the reserve-based
credit facility entered into by its fully-owned subsidiary Lundin Petroleum Holding BV, see also Note 24 in the notes to the fi nancial
statements of the Group.
The Swedish Prosecution Authority issued a notifi cation of a corporate fi ne and forfeiture of economic benefi ts against Lundin
Petroleum in relation to past operations in Sudan from 1997 to 2003. The notifi cation indicated that the Prosecutor might seek a
corporate fi ne of MSEK 3 and forfeiture of economic benefi ts from the alleged offense in the amount of MSEK 3,282, based on the
profi t of the sale of the Block 5A asset in 2003 of MSEK 720. Any potential corporate fi ne or forfeiture would only be imposed after
the conclusion of a trial, should one occur. The investigation is in its ninth year and Lundin Petroleum remains convinced that there
are absolutely no grounds for any allegations of wrongdoing by any Company representative and the Company will fi rmly contest any
corporate fi ne or forfeiture of economic benefi ts. The Company considers this to be a contingent liability and therefore no provision
has been recognised.
Accounting Policies
The fi nancial statements of the Parent Company are prepared in accordance with accounting policies generally accepted in Sweden,
applying RFR 2 issued by the Swedish Financial Reporting Board and the Annual Accounts Act (1995: 1554). RFR 2 requires the
Parent Company to use similar accounting policies as for the Group, i.e. IFRS to the extent allowed by RFR 2. The Parent Company’s
accounting policies do not in any material respect deviate from the Group policies, see pages 58–63.
Lundin Petroleum Annual Report 2018
89
FINANCIAL REPORT
Parent Company Income Statement
for the Financial Year Ended 31 December
Expressed in MSEK
Revenue
General and administration expenses
Operating loss
Result from fi nancial investments
Finance income
Finance cost
Profi t/loss before tax
Income tax
Net result
Note
1
2
3
2018
21.0
-180.9
-159.9
1,818.1
-0,4
1,817.7
1,657.8
–
1,657.8
Parent Company Comprehensive Income Statement
for the Financial Year Ended 31 December
Expressed in MSEK
Net result
Other comprehensive income
Total comprehensive income
Attributable to:
Shareholders of the Parent Company
2018
1,657.8
–
1,657.8
1,657.8
1,657.8
2017
9.4
-146.7
-137.3
46,786.4
-0.5
46,785.9
46,648.6
–
46,648.6
2017
46,648.6
–
46,648.6
46,648.6
46,648.6
90
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Parent Company Balance Sheet
for the Financial Year Ended 31 December
Expressed in MSEK
ASSETS
Non-current assets
Shares in subsidiaries
Other tangible fi xed assets
Total non-current assets
Current assets
Prepaid expenses and accrued income
Other receivables
Cash and cash equivalents
Total current assets
TOTAL ASSETS
EQUITY AND LIABILITIES
Restricted equity
Share capital
Statutory reserve
Total restricted equity
Unrestricted equity
Other reserves
Retained earnings
Net result
Total unrestricted equity
Total equity
Non-current liabilities
Provisions
Total non-current liabilities
Current liabilities
Trade payables
Payables to Group companies
Accrued expenses and prepaid income
Other liabilities
Total current liabilities
Note
2018
2017
9
4
5
55,118.9
0.4
55,119.3
1.8
3.6
29.5
34.9
55,118.9
–
55,118.9
1.5
6.0
4.8
12.3
55,154.2
55,131.2
3.5
861.3
864.8
6,479.7
46,118.5
1,657.8
54,256.0
55,120.8
0.7
0,7
5.8
21.5
3.4
2.0
32.7
3.5
861.3
864.8
6,599.2
824.0
46,648.6
54,071.8
54,936.6
0.6
0.6
3.0
181.9
8.7
0.4
194.0
TOTAL EQUITY AND LIABILITIES
55,154.2
55,131.2
Lundin Petroleum Annual Report 2018
91
FINANCIAL REPORT
Parent Company Statement of Cash Flow
for the Financial Year Ended 31 December
Expressed in MSEK
Cash fl ow from operations
Net result
Adjustment for
Foreign currency exchange loss
Internal restructuring
Other
Changes in working capital:
Changes in current assets
Changes in current liabilities
Total cash fl ow from operations activities
Cash fl ow from investing activities
Investments in other fi xed assets
Total cash fl ow from investing activities
Cash fl ow from fi nancing activities
Dividends paid
Purchase of own shares
Total cash fl ow from fi nancing activities
Change in cash and cash equivalents
Cash and cash equivalents at the beginning of the year
Currency exchange difference in cash and cash equivalents
Cash and cash equivalents at the end of the year
2018
1,657.8
-5.7
–
0.9
2.1
-162.0
1,493.1
-0.4
-0.4
-1,354.1
-119.5
-1,473.6
19.1
4.8
5.6
29.5
2017
46,648.6
-1.6
-46,606.6
–
13.2
176.0
229.6
–
–
–
-229.6
-229.6
–
3.2
1.6
4.8
Parent Company Statement of Changes in Equity
for the Financial Year Ended 31 December
Expressed in MSEK
Balance at 1 January 2017
Total comprehensive income
Transactions with owners
Purchase of own shares
Distribution of IPC assets
Total transactions with owners
Balance at 31 December 2017
Total comprehensive income
Transactions with owners
Purchase of own shares
Cash distributions
Total transactions with owners
Balance at 31 December 2018
Restricted Equity
Unrestricted Equity
Share
capital
Statutory
reserve
3.5
–
–
–
–
3.5
–
–
–
–
3.5
861.3
–
–
–
–
861.3
–
–
–
–
861.3
Other
reserves
6,828.8
–
Retained
earnings
4,519.3
46,648.6
-299.6
–
-299.6
6,599.2
–
-119.5
–
-119.5
6,479.7
–
-3,695.3
-3,695.3
47,472.6
1,657.8
–
-1,354.1
-1,354.1
47,776.3
Total
11,348.1
46,648.6
-299.6
-3,695.3
-3,924.9
54,071.8
1,657.8
-119.5
-1,354.1
-1,473.6
Total
equity
12,212.9
46,648.6
-299.6
-3,695.3
-3,924.9
54,936.6
1,657.8
-119.5
-1,354.1
-1,473.6
54.256.0
55.120.8
92
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Notes to the Financial Statements
of the Parent Company
Note 1 Finance Income
MSEK
2018
2017
Result on internal restructuring
–
46,542.9
Dividend
Guarantee fees
Foreign exchange gain
1,812.4
238.6
–
5.7
3.3
1.6
1,818.1
46,786.4
The result on the internal restructuring in 2017 consists of
received dividends from a subsidiary (MSEK 54,656.2), the result
on the sale of subsidiary companies (MSEK -8,049.1) and the
charges in relation to the IPC spin-off (MSEK 64.2).
Note 2 Finance Costs
MSEK
2018
2017
Note 6 Pledged Assets, Contingent Liabilities and
Assets
Pledged assets relate to the carrying value of the pledge of the
shares in respect of the reserve-based credit facility entered into
by the wholly-owned subsidiary Lundin Petroleum Holding
BV, see Note 24 in the notes to the fi nancial statements of the
Group.
Note 7 Remuneration to the Auditor
MSEK
PwC
Audit fees
Audit related
Other fees
2018
2017
1.8
0.1
0.5
2.4
2.1
0.1
–
2.2
–
0.4
0.4
0.5
–
0.5
There has been no remuneration to any auditors other than
PricewaterhouseCoopers AB.
Interest expenses Group
Other
Note 3 Income Tax
MSEK
2018
2017
Net result before tax
1,657.8
46,648.6
Tax calculated at the corporate tax rate
in Sweden 22% (22%)
-364.7
-10,262.7
Tax effect of received dividend
398.7
12,076.9
Tax effect of expenses non-deductible for
tax purposes
Increase unrecorded tax losses
-3.6
-30.4
–
-1,775.7
-38.5
–
Note 4 Other Receivables
MSEK
Due from Group companies
VAT receivable
Other
31 December
2018
31 December
2017
0.2
1.2
2.2
3.6
0.7
1.2
4.1
6.0
Note 5 Accrued Expenses and Prepaid Income
MSEK
Social security costs
Directors fees
Audit fees
Outside services
31 December
2018
31 December
2017
1.1
0.6
1.1
0.6
3.4
1.5
1.3
0.6
5.3
8.7
Note 8 Proposed Disposition of Unappropriated
Earnings
The 2019 Annual General Meeting has an unrestricted equity at
its disposal of MSEK 54,256.0, including the net result for the
year of MSEK 1,657.8.
In accordance with the updated dividend policy, the Board of
Directors propose that the Annual General Meeting resolves
on a dividend for 2018 of USD 1.48 per share, corresponding
to USD 500 million (rounded off), to be paid in quarterly
instalments of USD 0.37 per share, corresponding to USD 125
million (rounded off). Before payment, each quarterly dividend
of USD 0.37 per share shall be converted into a SEK amount,
and paid out in SEK, based on the USD to SEK exchange rate
published by Sweden’s central bank (Riksbanken) four business
days prior to each record date (rounded off to the nearest whole
SEK 0.01 per share). The fi nal USD equivalent amount received
by the shareholders may therefore slightly differ depending
on what the USD to SEK exchange rate is on the date of the
dividend payment. The SEK amount per share to be distributed
each quarter will be announced in a press release four business
days prior to each record date.
The fi rst dividend payment is expected to be paid around
5 April 2019, with an expected record date of 2 April 2019 and
expected ex-dividend date of 1 April 2019. The second dividend
payment is expected to be paid around 8 July 2019, with an
expected record date of 3 July 2019 and expected ex-dividend
date of 2 July 2019. The third dividend payment is expected
to be paid around 7 October 2019, with an expected record
date of 2 October 2019 and an expected ex-dividend date of
1 October 2019. The fourth dividend payment is expected to be
paid around 9 January 2020, with an expected record date of
3 January 2020 and an expected ex-dividend date of 2 January
2020.
Lundin Petroleum Annual Report 2018
93
FINANCIAL REPORT | Notes to the Financial Statements of the Parent Company
Note 8 continued
In order to comply with Swedish company law, a maximum total SEK amount shall be pre-determined to ensure that the dividend
distributed does not exceed the available distributable reserves of the Company and such maximum amount for the 2018 dividend
has been set to a cap of SEK 7.665 billion (i.e., SEK 1.916 billion per quarter). If the total dividend would exceed the cap of SEK 7.665
billion, the dividend will be automatically adjusted downwards so that the total dividend corresponds to the cap of SEK 7.665 billion.
Based on the above, the Board of Directors propose that the Annual General Meeting dispose of the unrestricted equity as follows:
MSEK
The Board of Directors proposes that the shareholders are paid a dividend of USD 1.48 per share 1
Brought forward
Unrestricted equity
4,666.0
49,590.0
54,256.0
1 The amount is based on the USD to SEK exchange rate published by Sweden’s central bank (Riksbanken) as at 25 February 2019. The amount is based on
the number of shares in circulation on 25 February 2019 and the total dividend amount may change by the record dates as a result of repurchases of own
shares or as a result of issue of new shares. The dividend is USD denominated, fl uctuations in the USD to SEK exchange rate between 25 February 2019
and approval of the dividend proposal by the Annual General Meeting will have an impact on the total dividend amount reported in SEK. If the dividend
proposal is approved by the Annual General Meeting, the dividend will be recorded as a liability in USD on the date of the Annual General Meeting and
the SEK equivalent of the USD liability will fl uctuate until the fourth tranche is converted from USD to SEK.
Based on a comprehensive review of the fi nancial position of the Company and the Group as a whole, as well as the proposed
authorisation to repurchase shares, the Board of Directors is of the opinion that the proposed dividend is justifi able in view of the
requirements that the nature and scope of, and risks involved in the Company’s operations, place on the size of the Company’s
and Group’s equity, as well as their consolidation needs, liquidity and position in other respects. The Board of Directors considered
that there is negative equity at Group level, however such equity is based on historical accounting determinations of book value,
depreciations and foreign exchange results, and does not take into account the fair market value of the assets held by the Group.
The Board of Directors’ full statement in accordance with Chapter 18, Section 4 of the Swedish Companies Act is available on
www.lundin-petroleum.com.
Note 9 Shares in Subsidiaries
MSEK
Directly owned
Registration
number
Registered offi ce
Total number of
shares issued
Percentage
owned
Nominal
value
per share
Book
amount
31 Dec 2018
Lundin Petroleum Holding BV
68246226
The Hague, Netherlands
100
100
EUR 1.00
55,118.9
Indirectly owned
Lundin Norway AS
986 209 409
Lysaker, Norway
4,930,000
100
NOK 100.00
Lundin Petroleum Marketing SA
660.6.133.015-6
Lundin Petroleum SA
660.0.330.999-0
Lundin Petroleum Services BV
Lundin Russia BV
- Lundin Russia Ltd.
- Culmore Holding Ltd
68359985
27290574
656565-4
162316
Collonge-Bellerive,
Switzerland
Collonge-Bellerive,
Switzerland
The Hague, Netherlands
The Hague, Netherlands
Vancouver, Canada
55,855,414
Nicosia, Cyprus
1,000
100
CHF 100.00
1,000
100
18,000
1,002
18,000
100
CHF 100.00
100
100
100
100
100
EUR 1.00
EUR 1.00
CAD 1.00
CYP 1.00
EUR 1.00
- Lundin Lagansky BV
27292984
The Hague, Netherlands
94
Lundin Petroleum Annual Report 2018
FINANCIAL REPORT
Board Assurance
As at 1 March 2019, the Board of Directors and the President of Lundin Petroleum AB have adopted this annual report for the
fi nancial year ended 31 December 2018.
Board Assurance
The Board of Directors and the President & CEO certify that the annual fi nancial report for the Parent Company has been prepared
in accordance with generally accepted accounting principles in Sweden and that the consolidated accounts have been prepared in
accordance with IFRS as adopted by the EU and give a true and fair view of the fi nancial position and profi t of the Company and the
Group and provides a fair review of the performance of the Group’s and Parent Company’s business, and describes the principal risks
and uncertainties that the Company and the companies in the Group face.
Stockholm, 1 March 2019
Lundin Petroleum AB (publ) Reg. Nr. 556610-8055
Ian H. Lundin
Chairman
Alex Schneiter
President & CEO
Peggy Bruzelius
Board Member
C. Ashley Heppenstall
Board Member
Lukas H. Lundin
Board Member
Torstein Sanness
Board Member
Grace Reksten Skaugen
Board Member
Jakob Thomasen
Board Member
Cecilia Vieweg
Board Member
Our audit report was issued on March 4, 2019
PricewaterhouseCoopers AB
Johan Rippe
Authorised Public Accountant
Lead Partner
Johan Malmqvist
Authorised Public Accountant
Lundin Petroleum Annual Report 2018
95
FINANCIAL REPORT
Auditor’s Report
To the general meeting of the shareholders of Lundin
Petroleum AB (publ), corporate identity number 556610-8055
Report on the annual accounts and consolidated accounts
Opinions
We have audited the annual accounts and consolidated accounts of
Lundin Petroleum AB (publ) for the year 2018. The annual accounts
and consolidated accounts of the company are included on pages
40–95 in this document.
In our opinion, the annual accounts have been prepared in
accordance with the Annual Accounts Act and present fairly, in all
material respects, the fi nancial position of parent company as of 31
December 2018 and its fi nancial performance and cash fl ow for the
year then ended in accordance with the Annual Accounts Act. The
consolidated accounts have been prepared in accordance with the
Annual Accounts Act and present fairly, in all material respects, the
fi nancial position of the Group as of 31 December 2018 and their
fi nancial performance and cash fl ow for the year then ended in
accordance with International Financial Reporting Standards (IFRS),
as adopted by the EU, and the Annual Accounts Act. The statutory
administration report is consistent with the other parts of the
annual accounts and consolidated accounts.
Therefore, we recommend that the general meeting of shareholders
adopts the income statement and balance sheet for the parent
company and the Group.
Our opinions in this report on the annual accounts and consolidated
accounts are consistent with the content of the additional report
that has been submitted to the parent company’s audit committee in
accordance with the Audit Regulation (537/2014) Article 11.
Basis for Opinions
We conducted our audit in accordance with International Standards
on Auditing (ISA) and generally accepted auditing standards in
Sweden. Our responsibilities under those standards are further
described in the Auditor’s Responsibilities section. We are
independent of the Parent company and the Group in accordance
with professional ethics for accountants in Sweden and have
otherwise fulfi lled our ethical responsibilities in accordance with
these requirements. This includes that, based on the best of our
knowledge and belief, no prohibited services referred to in the Audit
Regulation (537/2014) Article 5.1 have been provided to the audited
company or, where applicable, its parent company or its controlled
companies within the EU.
We believe that the audit evidence we have obtained is suffi cient
and appropriate to provide a basis for our opinions.
Our audit approach
Audit scope
Lundin Petroleum is an oil and gas company with exploration,
development and production activities that primarily have been
located in Norway during the fi nancial year 2018. We designed our
audit by determining materiality and assessing the risks of material
misstatement in the consolidated fi nancial statements. In particular,
we considered where management made subjective judgements;
for example, in respect of signifi cant accounting estimates that
involved making assumptions and considering future events that are
inherently uncertain. As in all of our audits, we also addressed the
risk of management override of internal controls, including among
other matters consideration of whether there was evidence of bias
that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform suffi cient
work to enable us to provide an opinion on the consolidated
fi nancial statements as a whole, taking into account the structure of
the Group, the accounting processes and controls, and the industry
in which the Group operates.
Our planning of the audit included an assessment of the level of
audit work to be performed at the Group’s headquarters and at
local offi ces. Following the Group’s organisation certain processes
for accounting and fi nancial reporting are performed outside the
Group’s headquarter which means that we performed our audit
work both at the Group’s headquarters and in those locations.
In determining the level of audit work required for the purposes
of the Group audit in each entity of the Group we considered
the geographical location, the size of each entity and the risk
associated with the accounts in each entity in relation to the Group’s
consolidated accounts as a whole. This analysis also included
the nature and extent of audit procedures in each entity where
a combination of full audits and specifi ed audit procedures were
performed based on size and risk in the individual entity. Following
this analysis and in dialogue with the Group’s audit committee,
we performed, through our component audit teams, a full audit
in Norway, as well as for the parent company and specifi ed audit
procedures in the Netherlands. For entities considered to be of
insignifi cant size to the Group we performed analytical procedures.
At the Group’s headquarters we performed the audit of the parent
company, the consolidation, the annual report and key judgments
and estimates in the Group. Given the size of the Norwegian
operations, our procedures as Group auditors have also included
several meetings with management from Norway including physical
visits to the Norwegian offi ce location.
We have obtained reporting from our component auditors on two
occasions during 2018 and we have reported the results from our
procedures to management and the Audit Committee after the
review of the Report for the six months period ended 30 June, 2018
and after the year-end audit of the fi nancial year 2018.
Materiality
The scope of our audit was infl uenced by our application of
materiality. An audit is designed to obtain reasonable assurance
whether the fi nancial statements are free from material
misstatement. Misstatements may arise due to fraud or error. They
are considered material if individually or in aggregate, they could
reasonably be expected to infl uence the economic decisions of users
taken on the basis of the consolidated fi nancial statements.
Based on our professional judgement, we determined certain
quantitative thresholds for materiality, including the overall Group
materiality for the consolidated fi nancial statements. These, together
with qualitative considerations, helped us to determine the scope of
our audit and the nature, timing and extent of our audit procedures
and to evaluate the effect of misstatements, both individually and in
aggregate on the fi nancial statements as a whole.
Key audit matters
Key audit matters of the audit are those matters that, in our
professional judgment, were of most signifi cance in our audit of the
annual accounts and consolidated accounts of the current period.
These matters were addressed in the context of our audit of, and in
forming our opinion thereon, the annual accounts and consolidated
accounts as a whole, but we do not provide a separate opinion on
these matters.
96
Lundin Petroleum Annual Report 2018
Key audit matter
How our audit addressed the Key audit matter
Recoverability of the carrying value of oil and gas properties and
goodwill
The carrying value of oil and gas properties represents the majority
of the assets in the balance sheet in the Group and amounted to
MUSD 5,341 (MUSD 4,937) as per 31 December 2018.
During the year management follows a process to identify potential
indicators of impairment and to the extent that indicators are
identifi ed impairment tests are prepared.
In an impairment test the carrying value of oil and gas properties is
supported by the higher of either value in use calculations, which are
based on discounted future cash fl ow forecasts, or fair value less cost
of disposal (recoverable amount). The assessment is performed for each
cash generating unit separately both for producing and non-producing
fi elds.
Each fi eld or fi elds with shared infrastructure in the development or
production phase typically represents a separate cash generating unit.
For exploration and evaluation assets, the assessment is generally
performed on a fi eld cost centre basis and by exploration well.
The assessment to identify potential impairment indicators and to
perform impairment tests requires management to exercise signifi cant
judgement as described in the Accounting Policies “Critical accounting
estimates and judgements” as well as in note 10 to the Annual Report
where there is a risk that the valuation of oil and gas properties and
any potential impairment charge or reversal of impairment may be
incorrect.
Management’s assessment requires consideration of a number of
factors, including but not limited to, the determination of cash
generating units, the Group’s intention to proceed with a future work
programme, the probability of success of future drilling, the size
of proved and probable reserves, current and long--term oil prices,
future capital expenditures and operating costs as well as discount and
infl ation rates.
The estimation of oil and natural gas reserves is a signifi cant area of
judgement due to the technical uncertainty in assessing the estimated
quantities. The estimates have a direct impact on depletion charges
and is fundamental to the impairment assessment of oil and gas
properties, but is also an indicator of the future potential of the
Group’s performance.
Following the analysis of impairment indicators management
concluded that there were no impairment indicators identifi ed for
producing fi elds and no impairment or reversal of impairment was
recorded.
As part of the impairment testing process for producing fi elds,
the goodwill of MUSD 128 that originates from the Edvard Grieg
transaction in 2016 was also tested for impairment which is in
accordance with the requirement to test goodwill on an annual
basis. Management has concluded that the carrying values could be
supported as per 31 December 2018.
For non-producing fi elds the company has written off MUSD 53 during
the year as exploration costs.
Refer to pages 48–50 in the Directors’ report, page 59-60 and 63 in the
Accounting Policies and note 10 in the fi nancial statements for more
information.
We obtained management’s impairment indicator assessment and
impairment test as per 31 December 2018 for producing fi elds and
the technical goodwill related to the Edvard Grieg cash generating
unit. There was signifi cant headroom in the goodwill impairment test
mainly as a result of an upward revision in reserves and improved
price assumptions. No impairment indicators were identifi ed for
producing fi eld, and consequently our procedures were limited to
audit procedures on management’s impairment indicator assessment
for producing fi elds and assessing changes in signifi cant assumptions
in the goodwill impairment test.
As part of our internal controls work, we evaluated and challenged
management’s assessment and controls over determining the
impairment indicators and the process by which this was performed.
Our internal controls testing supported management’s conclusion that
no impairment indicators are triggering the need for impairment tests
for the Company’s producing oil and gas assets as per 31 December
2018. In respect of the impairment model applied by management
for goodwill impairment testing, we considered and tested controls
around input data to the impairment test and the review and approval
of the impairment calculation.
The assumptions that underpin management’s assessment of potential
impairment indicators are inherently judgmental. Our audit work
therefore assessed and challenged the reasonableness of management’s
key judgements. Specifi cally our work included, but was not limited
to, the following procedures:
· comparison of management´s short-term oil price assumptions
against external oil price forward curves;
· comparison of long-term oil price assumptions against views
published by an independent research provider and broker fi rms,
which provided a range of relevant third-party data points;
· comparison of hydrocarbon production profi les, proved and probable
reserves to updated reserve reports prepared by ERC Equipoise Ltd
for 2018;
· comparison of estimated future operating costs and capital
expenditures to prior periods’ profi les;
· benchmarking of infl ation and discount rates applied.
We obtained the estimation of proven and probable reserves certifi ed
by the Group’s external reserves auditor, ERC Equipoise Ltd. Our audit
work included but was not limited to:
· determined that the Group’s process for collecting relevant reports
was suffi ciently robust
· assessed competence and objectivity of ERC as expert, to satisfy
ourselves they were appropriately qualifi ed to carry out the volumes
estimation;
· testing of management’s internal controls for assessing the validity of
the data included in the ERC reserve report.
For non-producing oil and gas properties we obtained a listing of
capitalized exploration expenditures by fi eld area cost centre basis
(fi eld) as of 31 December 2018. We tested Management’s internal
controls for assessing continued capitalisation of non-producing oil
and gas properties. Furthermore, we tested the mathematical accuracy
of this listing and reconciled the listing to the general ledger. We then
assessed and challenged the continued capitalization of exploration
expenditures by assessing the underlying documentation prepared by
management for each of the fi elds and discussing with management.
On a sample basis, we also reconciled and corroborated information
provided on expenditures incurred and wells drilled to license budgets,
resource and value estimates, publicly available information, progress
reporting in the joint venture, future plans and/or well commitments.
Lundin Petroleum Annual Report 2018
97
FINANCIAL REPORT | Auditor’s Report
Key audit matter
How our audit addressed the Key audit matter
Recognition and valuation of current taxes and deferred taxes
We obtained the annual tax calculation for the Norwegian entity as
prepared by management.
The calculation of taxes under the Norwegian Petroleum Tax Act
involves complexity and requires management judgement in the
application of the tax regulations to the calculation of current and
deferred taxes.
For the year ended 31 December 2018 the current and deferred income
tax expense amounted to MUSD 1,026 (MUSD 501) of which MUSD 935
(MUSD 502) related to a deferred tax expense.
The Group has recognised a net deferred tax liability of MUSD 2,103
at December 31, 2018 (MUSD 1,302) that primarily relate to Lundin
Norway AS. This net amount relates to deferred tax liabilities arising
primarily from the tax value of oil and gas assets being lower than the
book value resulting in a temporary difference with offsetting entries
for deferred tax assets that are mainly related to asset retirement
obligations and losses and uplift carried forward that are expected to
be utilised in the future.
Refer to pages 49–50 in the Directors’ report, pages 62–63 in the
Accounting Policies and note 7 in the fi nancial statements for more
information.
Estimation of decommissioning and site restoration provisions
The Group has recognised site restoration provisions in the amount of
MUSD 490 as of December 31, 2018 (MUSD 415).
The calculation of decommissioning and site restoration provisions
requires signifi cant management judgement amongst other due to the
inherent complexity in estimating future decommissioning costs. The
decommissioning of offshore infrastructure is a relatively immature
activity and consequently there is limited historical precedent
against which to benchmark estimates of future costs. These factors
increase the complexity involved in determining accurate accounting
provisions that are material to the Group’s balance sheet.
Management reviews decommissioning and site restoration provisions
on an annual basis but recognises provisions for new fi elds and
wells on an ongoing basis as installations are made offshore. This
review incorporates the effects of any changes in local regulations,
management’s expected approach to decommissioning, cost estimates,
year of decommissioning, infl ation and discount rates, and the effects
of changes in exchange rates.
Refer to page 50 in the Directors’ report, pages 61 and 63 in the
Accounting Policies and note 19 in the fi nancial statements for more
information.
The tax calculation is subject to the company’s internal controls. We
tested management’s controls over the detailed tax calculation, the
reconciliation of the tax assessment received against the prior year tax
return and review of uncertain tax positions.
As part of our substantive procedures, we tested mathematical
accuracy of the tax calculations and formulas applied. We reconciled
book and tax positions as of Dec 31, 2018 and Dec 31, 2017 used in
the calculation to underlying documentation. Furthermore, we tested
the reconciliation of the effective rate to underlying documentation.
Uncertain tax positions were examined based on the application of tax
regulations and by reviewing any correspondence with tax authorities,
documentation provided by the Company supporting their position
and legal opinion by their advisors.
We critically assessed management’s annual review of site restoration
provisions recorded. The provisions contains estimates from both
operated assets and non-operated assets.
For operated assets we have gained an understanding of the mandatory
or constructive obligations with respect to the decommissioning of
each asset based on the contractual arrangements and relevant local
regulation to validate the appropriateness of the cost estimate. We
obtained management’s calculation of site restoration provisions
for each fi eld. We tested mathematical accuracy of the calculations
and reconciled the calculated provision to the general ledger. As part
of our testing we considered the competence and objectivity of the
internal experts who produced the cost estimates and challenged
key assumptions such as rig rates, discount rate, and year of
decommissioning.
In addition, for non-operated assets we have assessed the competence
of the operator performing the estimate, challenged the discount
rate, year of decommissioning and other assumptions applied in the
calculation and verifi ed that the accounting records appropriately
refl ect the external estimates performed.
98
Lundin Petroleum Annual Report 2018
Other Information than the annual accounts and consolidated
accounts
This document also contains other information than the annual
accounts and consolidated accounts and is found on pages 1–21 and
101–107. The Board of Directors and the Chief Executive Offi cer are
responsible for this other information.
Our opinion on the annual accounts and consolidated accounts does
not cover this other information and we do not express any form of
assurance conclusion regarding this other information.
In connection with our audit of the annual accounts and
consolidated accounts, our responsibility is to read the information
identifi ed above and consider whether the information is materially
inconsistent with the annual accounts and consolidated accounts. In
this procedure we also take into account our knowledge otherwise
obtained in the audit and assess whether the information otherwise
appears to be materially misstated.
If we, based on the work performed concerning this information,
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.
Responsibilities of the Board of Director’s and the Chief
Executive Offi cer
The Board of Directors and the Chief Executive Offi cer are
responsible for the preparation of the annual accounts and
consolidated accounts and that they give a fair presentation in
accordance with the Annual Accounts Act and, concerning the
consolidated accounts, in accordance with IFRS as adopted by the
EU. The Board of Directors and the Chief Executive Offi cer are also
responsible for such internal control as they determine is necessary
to enable the preparation of annual accounts and consolidated
accounts that are free from material misstatement, whether due to
fraud or error.
considered material if, individually or in the aggregate, they could
reasonably be expected to infl uence the economic decisions of
users taken on the basis of these annual accounts and consolidated
accounts.
A further description of our responsibility for the audit of the
annual accounts and consolidated accounts is available on
Revisorsinspektionen’s website: www.revisorsinspektionen.se/
revisornsansvar. This description is part of the auditor´s report.
Report on other legal and regulatory requirements
Opinions
In addition to our audit of the annual accounts and consolidated
accounts, we have also audited the administration of the Board of
Director’s and the Chief Executive Offi cer of Lundin Petroleum AB
(publ) for the year 2018 and the proposed appropriations of the
company’s profi t or loss.
We recommend to the general meeting of shareholders that the
profi t be appropriated in accordance with the proposal in the
statutory administration report and that the members of the Board
of Director’s and the Chief Executive Offi cer be discharged from
liability for the fi nancial year.
Basis for Opinions
We conducted the audit in accordance with generally accepted
auditing standards in Sweden. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities
section. We are independent of the parent company and the
Group in accordance with professional ethics for accountants in
Sweden and have otherwise fulfi lled our ethical responsibilities in
accordance with these requirements.
We believe that the audit evidence we have obtained is suffi cient
and appropriate to provide a basis for our opinions.
In preparing the annual accounts and consolidated accounts, The
Board of Directors and the Chief Executive Offi cer are responsible for
the assessment of the company’s and the Group’s ability to continue
as a going concern. They disclose, as applicable, matters related to
going concern and using the going concern basis of accounting.
The going concern basis of accounting is however not applied if the
Board of Directors and the Chief Executive Offi cer intend to liquidate
the company, to cease operations, or has no realistic alternative but
to do so.
Responsibilities of the Board of Director’s and the Chief
Executive Offi cer
The Board of Directors is responsible for the proposal for
appropriations of the company’s profi t or loss. At the proposal of
a dividend, this includes an assessment of whether the dividend
is justifi able considering the requirements which the company’s
and the Group’s type of operations, size and risks place on the
size of the parent company’s and the Group’ equity, consolidation
requirements, liquidity and position in general.
The Audit Committee shall, without prejudice to the Board of
Director’s responsibilities and tasks in general, among other things
oversee the company’s fi nancial reporting process.
Auditor’s responsibility
Our objectives are to obtain reasonable assurance about whether the
annual accounts and consolidated accounts as a whole are free from
material misstatement, whether due to fraud or error, and to issue
an auditor’s report that includes our opinions. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with ISAs and generally accepted auditing
standards in Sweden will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are
The Board of Directors is responsible for the company’s organization
and the administration of the company’s affairs. This includes
among other things continuous assessment of the company’s and
the Group’s fi nancial situation and ensuring that the company´s
organization is designed so that the accounting, management of
assets and the company’s fi nancial affairs otherwise are controlled
in a reassuring manner. The Chief Executive Offi cer shall manage
the ongoing administration according to the Board of Directors’
guidelines and instructions and among other matters take measures
that are necessary to fulfi ll the company’s accounting in accordance
with law and handle the management of assets in a reassuring
manner.
Lundin Petroleum Annual Report 2018
99
FINANCIAL REPORT | Auditor’s Report
Auditor’s responsibility
Our objective concerning the audit of the administration, and thereby
our opinion about discharge from liability, is to obtain audit evidence to
assess with a reasonable degree of assurance whether any member of the
Board of Directors or the Managing Director in any material respect:
· has undertaken any action or been guilty of any omission which can
give rise to liability to the company, or
· in any other way has acted in contravention of the Companies Act, the
Annual Accounts Act or the Articles of Association.
Our objective concerning the audit of the proposed appropriations of
the company’s profi t or loss, and thereby our opinion about this, is to
assess with reasonable degree of assurance whether the proposal is in
accordance with the Companies Act.
Reasonable assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with generally accepted auditing
standards in Sweden will always detect actions or omissions that can give
rise to liability to the company, or that the proposed appropriations of the
company’s profi t or loss are not in accordance with the Companies Act.
A further description of our responsibility for the audit of the
administration is available on Revisorsinspektionen’s website: www.
revisorsinspektionen.se/revisornsansvar. This description is part of the
auditor´s report.
PricewaterhouseCoopers AB, Torsgatan 21, 113 97 Stockholm, was
appointed by the Annual General meeting on 4 May 2017 and has been
the company’s auditor since the company was listed on the Stockholm
Stock Exchange 6 September, 2001.
Stockholm, 4 March 2019
PricewaterhouseCoopers AB
Johan Rippe
Authorised Public Accountant
Lead Partner
Johan Malmqvist
Authorised Public Accountant
100
Lundin Petroleum Annual Report 2018
ADDITIONAL INFORMATION
Key Financial Data
Lundin Petroleum discloses alternative performance measures as part of its fi nancial statements prepared in accordance with ESMA’s
(European Securities and Markets Authority) guidelines. Lundin Petroleum believes that that the alternative performance measures
provide useful supplement information to management, investors, security analysts and other stakeholders and are meant to provide an
enhanced insight into the fi nancial development of Lundin Petroleum’s business operations and to improve comparability between periods.
Reconciliations of relevant alternative performance measures are provided on the following page. Defi nitions of the performance measures are
provided under the key ratio defi nitions below.
Financial data from continuing operations
MUSD
Revenue and other income
EBITDA1
Net result
Operating cash fl ow1
Free cash fl ow
Data per share from continuing operations
USD
Shareholders’ equity per share
Operating cash fl ow per share
Cash fl ow from operations per share
Earnings per share
Earnings per share fully diluted
EBITDA per share
EBITDA per share fully diluted
Dividend per share
2018
2,617.4
1,916.2
222.1
1,847.8
663,0
-1,13
5.46
5.07
0.66
0.66
5.65
5.64
0.45
2017
1,997.0
1,501.5
380.9
1,530.0
203.7
-1.03
4.50
3.82
1.13
1.13
4.41
4.40
1.21
2016
950.0
752.5
-399.3
857.9
-328.2
-0.70
2.63
2.05
-0.79
-0.79
2.31
2.30
–
2015
380.3
246.3
-679.7
558.1
-1,035.2
2014
627.2
570.9
-414.8
1,046.9
-1,205.5
-1.61
1.81
0.77
-2.18
-2.18
0.80
0.79
–
1.40
3.39
1.43
-1.33
-1.33
1.85
1.84
–
Number of shares issued at year end
340,386,445
340,386,445
340,386,445
311,070,330
311,070,330
Number of shares in circulation at year end
338,513,135
339,153,135
340,386,445
309,070,330
309,070,330
Weighted average number of shares for the year
338,592,250
340,237,772
325,808,486
309,070,330
309,170,986
Weighted average number of shares for the year
fully diluted
339,513,634
341,380,316
326,738,233
310,019,890
309,475,038
Share price
Share price in SEK
Share price in USD 2
Key ratios from continuing operations (%)
Return on equity 3
Return on capital employed
Net debt/equity ratio 3
Net debt/EBITDA ratio 4
Equity ratio
Share of risk capital
Interest coverage ratio
Operating cash fl ow/interest ratio
Yield
221.40
24.72
187.80
22.88
198.10
21.86
122.60
14.52
112.40
14.53
–
47
–
1.8
-7
29
17
21
2
–
22
–
2.6
-6
17
6
12
5
–
-9
–
5.4
-17
-3
-2
5
n/a
–
-19
–
15.4
-10
1
-8
7
n/a
-48
-8
605
4.6
9
28
-10
45
n/a
1 Excludes the reported after tax accounting loss of MUSD 14.4 in 2017 on the divestment of a 39 percent working interest in the Brynhild fi eld.
2 Share price at period end in USD is calculated based on quoted share price in SEK and applicable SEK/USD exchange rate as per period end.
3 As the equity at 31 December 2018, 31 December 2017, 31 December 2016 and 31 December 2015 is negative, these ratios have not been calculated.
4 Net debt/EBITDA ratio is calculated using the EBITDA of the last four quarters.
Lundin Petroleum Annual Report 2018
101
ADDITIONAL INFORMATION
Relevant Reconciliations of Alternative Performance
Measures
EBITDA
MUSD
Operating profi t
Add: depletion of oil and gas properties
Add: exploration costs
Add: impairment costs of oil and gas properties
Add: loss from sale of assets
Add: depreciation of other tangible assets
2018
1,402.4
458.0
53.2
–
–
2.6
2017
812.4
568.4
73.1
30.6
14.4
2.6
EBITDA
1,916.2
1,501.5
Operating cash fl ow
MUSD
Revenue and other income
Minus: production costs
Minus: purchase of crude oil from third parties
Minus: current taxes
Operating cash fl ow
2,617.4
-145.4
-533.8
-90.4
1,847.8
1,997.0
-164.2
-303.3
0.5
1,530.0
2016
-244.7
386.2
101.9
506.1
–
3.0
752.5
950.0
-168.4
-2.1
78.4
857.9
2015
-588.7
159.1
146.5
526.0
–
3.4
246.3
380.3
-104.6
–
282.4
558.1
2014
-193.9
88.5
272.2
400.7
–
3.4
570.9
627.2
-11.3
–
431.0
1,046.9
Free cash fl ow
MUSD
Cash fl ows from operating activities
Minus: cash fl ows from investing activities
Free cash fl ow
1,718.3
-1,055.3
663.0
1,299.3
-1,095.6
203.7
668.7
-996.9
-328.2
238.0
-1,273.2
-1,035.2
442.1
-1,647.6
-1,205.5
Net debt
MUSD
Bank loans
Minus: cash and cash equivalents
Net debt
3,465.0
-66.8
3,398.2
3,955.0
-71.4
3,883.6
4,145.0
-69.5
4,075.5
3,858.0
-71,9
3,786.1
2,690.0
-80,5
2,609.5
102
Lundin Petroleum Annual Report 2018
ADDITIONAL INFORMATION
Key Ratio Definitions
EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortisation):
Operating profi t before depletion of oil and gas properties, exploration costs, impairment costs, depreciation of other tangible assets and gain
on sale of assets.
Operating cash fl ow:
Revenue and other income less production costs less purchase of crude oil from third parties and less current taxes.
Free cash fl ow:
Cash fl ow from operating activities less cash fl ow from investing activities in accordance with the consolidated statement of cash fl ow.
Shareholders’ equity per share:
Shareholders’ equity divided by the number of shares in circulation at year end.
Operating cash fl ow per share:
Operating cash fl ow divided by the weighted average number of shares for the year.
Cash fl ow from operations per share:
Cash fl ow from operations in accordance with the consolidated statement of cash fl ow divided by the weighted average number of shares for
the year.
Earnings per share:
Net result attributable to shareholders of the Parent Company divided by the weighted average number of shares for the year.
Earnings per share fully diluted:
Net result attributable to shareholders of the Parent Company divided by the weighted average number of shares for the year after considering
any dilution effect.
EBITDA per share:
EBITDA divided by the weighted average number of shares for the year.
EBITDA per share fully diluted:
EBITDA divided by the weighted average number of shares for the year after considering any dilution effect.
Weighted average number of shares for the year:
The number of shares at the beginning of the year with changes in the number of shares weighted for the proportion of the year they are in
issue.
Weighted average number of shares for the year fully diluted:
The number of shares at the beginning of the year with changes in the number of shares weighted for the proportion of the year they are in
issue after considering any dilution effect.
Return on equity:
Net result divided by average total equity.
Return on capital employed:
Income before tax plus interest expenses plus/less currency exchange differences on fi nancial loans divided by the average capital employed
(the average balance sheet total less non-interest bearing liabilities).
Net debt/equity ratio:
Bank loan less cash and cash equivalents divided by shareholders’ equity.
Net debt/EBITDA ratio:
Bank loan less cash and cash equivalents divided by EBITDA.
Equity ratio:
Total equity divided by the balance sheet total.
Share of risk capital:
The sum of the total equity and the deferred tax provision divided by the balance sheet total.
Interest coverage ratio:
Result after fi nancial items plus interest expenses plus/less currency exchange differences on fi nancial loans divided by interest expenses.
Operating cash fl ow/interest ratio:
Revenue less production costs and less current taxes divided by the interest expense for the year.
Yield:
Dividend per share in relation to quoted share price at the end of the fi nancial year.
Lundin Petroleum Annual Report 2018
103
ADDITIONAL INFORMATION
Five Year Financial Data
Income statement summary 1
MUSD
Revenue from own production
Revenue from third party activities
Other income
Production costs
Depletion and decommissioning costs
Exploration costs
Impairment costs of oil and gas properties
Loss from sale of assets
Other cost of sales
Gross profi t/loss
General, administration and depreciation expenses
Operating profi t/loss
Net fi nancial items
Share in result of associated company
Profi t/loss before tax
Income tax
Net result from continuing operations
Net result from discontinued operations
Net result
Net result attributable to the shareholders
of the Parent Company:
Net result attributable to non-controlling interest:
Net result
Balance sheet summary
MUSD
Tangible fi xed assets
Other non-current assets
Current assets
Total assets
Shareholders’ equity
Non-controlling interest
Total equity
Non-current provisions
Non-current liabilities
Current liabilities
Total shareholders’equity and liabilities
2018
2,071.8
536.1
9.5
-145.4
-458.0
-53.2
–
–
-533.8
1,427.0
-24.6
1,402.4
-153.2
-1.3
1,247.9
-1,025.8
222.1
–
222.1
222.1
–
222.1
2018
5,354.7
131.2
356.6
5,842.5
-384.0
–
-384.0
2,657.0
3,262.0
307.5
5,842.5
2017
1,654.8
303.5
38.7
-164.2
-567.3
-73.1
-30.6
-14.4
-303.3
844.1
-31.7
812.4
70.1
-0.4
882.1
-501.2
380.9
46.5
427.4
431.2
-3.8
427.4
2017
4,950.3
161.3
417.2
5,528.8
-350.8
–
-350.8
1,725.9
3,880.0
273.7
5,528.8
2016
973.8
2.1
-25.9
-168.4
-386.2
-101.9
-506.1
–
-2.1
-214.7
-30.0
-244.7
-218.8
–
-463.5
64.2
-399.3
-100.0
-499.3
-356.7
-142.6
-499.3
2016
4,542.5
168.0
491.6
5,202.1
-238.6
-113.6
-352.2
1,119.1
4,082.1
353.1
5,202.1
2015
347.6
–
32.7
-104.6
-159.1
-146.5
-526.0
–
–
2014
591.1
–
36.1
-11.3
-88.5
-272.2
-400.7
–
–
-555.9
-145.5
-32.8
-588.7
-670.9
–
-1,259.6
579.9
-679.7
-186.6
-866.3
-861.7
-4.6
-866.3
2015
4,219.7
24.1
541.5
4,785.3
-498.2
24.1
-474.1
970.5
3,867.0
421.5
4,785.3
-48.4
-193.9
-480.0
–
-673.9
259.1
-414.8
-17.1
-431.9
-427.2
-4.7
-431.9
2014
4,382.9
49.9
659.2
5,092.0
431.5
34.2
465.7
1,295.2
2,683.1
648.0
5,092.0
1 The above table is based on continuing operations only (excluding the discontinued IPC operations following the spin-off in 2017 and excluding
the discontinued Russian onshore assets following the sale in 2014). The result from discontinued operations is reported separately in the income
statement.
104
Lundin Petroleum Annual Report 2018
ADDITIONAL INFORMATION
Reserve Quantity Information
Proved plus probable reserves (2P)
from continuing operations
1 January 2018
Changes during the year
Revisions
Extensions and new projects 3
Production
31 December 2018
Norway
oil reserves
MMbbl
695.7
29.7
17.8
-27.4
715.8 1
Norway
gas reserves
Bn scf 2
183.6
21.9
-12.2
-15.8
177.5
1 The year end 2018 2P oil reserves reported include 17.9 MMbbl of NGL’s.
2 The factor of 6,000 is used by the Company to convert one scf to one boe.
3 Extensions and new projects include new fi elds but also new improved oil recovery (IOR) projects on existing fi elds. In 2018, the Johan Sverdrup water
alternating gas (WAG) project was promoted to reserves representing an increase in recoverable oil, but a decrease in recoverable gas.
Proved plus probable plus possible reserves (3P)
from continuing operations
1 January 2018
Changes during the year
Revisions
Extensions and new projects 3
Production
31 December 2018
Norway
oil reserves
MMbbl
856.3
10.5
23.5
-27.4
862.9 1
Norway
gas reserves
Bn scf 2
235.6
22.3
-14.3
-15.8
227.8
1 The year end 2018 3P oil reserves reported include 22.0 MMbbl of NGL’s.
2 The factor of 6,000 is used by the Company to convert one scf to one boe.
3 Extensions and new projects include new fi elds but also new improved oil recovery (IOR) projects on existing fi elds. In 2018, the Johan Sverdrup water
alternating gas (WAG) project was promoted to reserves representing an increase in recoverable oil, but a decrease in recoverable gas.
Lundin Petroleum Annual Report 2018
105
ADDITIONAL INFORMATION
Definitions and Abbreviations
Reserves defined
Lundin Petroleum estimates reserves and resources according to 2007 Petroleum Resources Management System (PRMS) Guidelines of the Society
of Petroleum Engineers (SPE), World Petroleum Congress (WPC), American Association of Petroleum Geologists (AAPG) and Society of Petroleum
Evaluation Engineers (SPEE). Lundin Petroleum’s reserves are audited by ERC Equipoise Ltd. (ERCE), an independent reserves auditor. Reserves are
defi ned as those quantities of petroleum which are anticipated to be commercially recovered by application of development projects to known
accumulations from a given date forward under defi ned conditions. Estimation of reserves is inherently uncertain and to express an uncertainty
range, reserves are subdivided into Proved, Probable and Possible categories. Unless stated otherwise, Lundin Petroleum reports its Proved plus
Probable (2P) reserves and its Proved plus Probable plus Possible (3P) reserves.
Proved reserves
Probable reserves
Possible reserves
3P Reserves
2P Reserves
Proved reserves are those quantities of petroleum
which, by analysis of geological and engineering
data, can be estimated with reasonable certainty
to be commercially recoverable, from a given
date forward, from known reservoirs and under
current economic conditions, operating methods
and governmental regulations. Proved reserves
can be categorised as developed or undeveloped.
If deterministic methods are used, the term
reasonable certainty is intended to express a high
degree of confi dence that the quantities will be
recovered. If probabilistic methods are used, there
should be at least a 90 percent probability that
the quantities actually recovered will equal or
exceed the estimates.
Probable reserves are those unproved
reserves which analysis of geological and
engineering data indicate are less likely
to be recovered than Proved reserves but
more certain to be recovered than Possible
reserves. It is equally likely that actual
remaining quantities recovered will be
greater than or less than the sum of the
estimated 2P reserves. In this context, when
probabilistic methods are used, there should
be at least a 50 percent probability that the
actual quantities recovered will equal or
exceed the 2P estimate.
Possible Reserves are those additional reserves
which analysis of geoscience and engineering
data suggest are less likely to be recoverable
than Probable reserves. The total quantities
ultimately recovered from the project have
a low probability to exceed the sum of 3P
reserves, which is equivalent to the high
estimate scenario. In this context, when
probabilistic methods are used, there should be
at least a 10 percent probability that the actual
quantities recovered will equal or exceed the
3P estimate.
Resources defined
Contingent resources
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 due to one or more contingencies. 2C is the best estimate of the
quantity that will actually be recovered from the accumulation by the project. It is
the most realistic assessment of recoverable quantities if only a single result were
reported. If probabilistic methods are used, there should be at least 50 percent
probability (P50) that the quantities actually recovered will equal or exceed the
best estimate. Unless stated otherwise, Lundin Petroleum reports its 2C contingent
resources.
Prospective resources
Prospective resources are those quantities of petroleum
estimated, as of a given date, to be potentially recoverable
from undiscovered accumulations by application of future
development projects. Prospective resources have both an
associated chance of discovery and chance of development.
Oil related measurements
Currency abbreviations
Barrel (1 barrel = 159 litres)
Billion cubic feet (1 cubic foot = 0.028 m3)
Billion
Barrels of oil equivalent
Barrels of oil equivalent per day
Barrels of oil per day
Billion barrels of oil equivalent
Thousand barrels
Thousand barrels of oil equivalent
bbl
bcf
Bn
boe
boepd
bopd
Bn boe
Mbbl
Mboe
Mboepd Thousand barrels of oil equivalent per day
Mbopd
Thousand barrels of oil per day
MMboe Million barrels of oil equivalent
MMbbl Million barrels
MMbopd Million barrels of oil per day
Mcf
MMscf Million standard cubic feet
Billion standard cubic feet
Bn scf
Thousand cubic feet
106
Lundin Petroleum Annual Report 2018
CHF
CAD
EUR
GBP
NOK
SEK
USD
TCHF
TSEK
TUSD
MSEK
MUSD
Swiss Franc
Canadian Dollar
Euro
British Pound
Norwegian Krone
Swedish Krona
US Dollar
Thousand CHF
Thousand SEK
Thousand USD
Million SEK
Million USD
i
For further definitions of oil and gas terms and
measurements, visit www.lundin-petroleum.com
ADDITIONAL INFORMATION
Share Data
Share data
Since Lundin Petroleum was incorporated in May 2001 and up to 31 December 2017 the Parent Company share capital has developed
as shown below.
Share data
Formation of the Company
Share split 10,000:1
New share issue
Warrants
Year
2001
2001
2001
2002
Incentive warrants
2002–2008
Valkyries Petroleum Corp. acquisition
Cancellation of shares/Bonus issue
New share issue
Total
2006
2014
2016
Quota value
SEK
Change in number of
shares
Total number
of shares
Total share capital
SEK
100.00
1,000
1,000
0.01
0.01
0.01
0.01
0.01
0.01
0.01
9,999,000
10,000,000
202,407,568
212,407,568
35,609,748
14,037,850
55,855,414
248,017,316
262,055,166
317,910,580
-6,840,250
311,070,330
29,316,115
340,386,445
340,386,445
340,386,445
100,000
100,000
2,124,076
2,480,173
2,620,552
3,179,106
3,179,106
3,478,713
3,478,713
Lundin Petroleum Annual Report 2018
107
ADDITIONAL INFORMATION
Shareholder Information
Lundin Petroleum will publish the following interim reports:
· 2 May 2019
· 31 July 2019
· 31 October 2019
· 31 January 2020
Three month report (January–March 2019)
Six month report (January–June 2019)
Nine month report (January–September 2019)
Year end report
The reports are available on www.lundin-petroleum.com in Swedish and English directly after public announcement.
Annual General Meeting
The Annual General Meeting (AGM) is held within six months from the close of the fi nancial year. All shareholders who are registered
in the shareholders’ register and who have duly notifi ed their intention to attend the AGM may do so and vote in accordance with
their level of shareholding. Shareholders may also attend the AGM through a proxy and a shareholder shall in such a case issue a
written and dated proxy. A proxy form is available on www.lundin-petroleum.com.
Lundin Petroleum’s AGM is to be held on Friday 29 March 2019 at 13.00 (Swedish time). Location: Vinterträdgården, Grand Hôtel,
Södra Blasieholmshamnen 8 in Stockholm.
Attendance at the meeting
Shareholders wishing to attend the meeting shall:
· be recorded in the share register maintained by Euroclear Sweden AB on Saturday 23 March 2019 (please note that since the record
date is on a Saturday, shareholders must be registered in the share register on Friday 22 March 2019, at the latest); and
· notify Lundin Petroleum of their intention to attend the meeting no later than Monday 25 March 2019 through the website www.
lundin-petroleum.com (only applicable to individuals) or by mail to Computershare AB, “Lundin Petroleum AB’s AGM”, P.O. Box
610, SE - 182 16 Danderyd, Sweden, by telephone Int +46-8-518 01 554 or by e-mail info@computershare.se.
When registering please indicate your name, social security number/company registration number, registered shareholding, address
and day time telephone number.
Shareholders whose shares are registered in the name of a nominee must temporarily register, through the nominee, the shares in
their own names in order to be entitled to attend the Annual General Meeting. Since the record date is on Saturday 23 March 2019,
such registration must be effected by Friday 22 March 2019, at the latest.
108
Lundin Petroleum Annual Report 2018
ADDITIONAL INFORMATION
This information is information that Lundin Petroleum AB is required to make public pursuant to the Securities Markets Act. The
information was submitted for publication at 08.00 CET on 6 March 2019.
Forward-looking statements
Certain statements made and information contained herein constitute “forward-looking information” (within the meaning of
applicable securities legislation). Such statements and information (together, “forward-looking statements”) relate to future events,
including the Company’s future performance, business prospects or opportunities. Forward-looking statements include, but are not
limited to, statements with respect to estimates of reserves and/or resources, future production levels, future capital expenditures and
their allocation to exploration and development activities, future drilling and other exploration and development activities. Ultimate
recovery of reserves or resources are based on forecasts of future results, estimates of amounts not yet determinable and assumptions
of management.
All statements other than statements of historical fact may be forward-looking statements. Statements concerning proved and
probable reserves and resource estimates may also be deemed to constitute forward-looking statements and refl ect conclusions that
are based on certain assumptions that the reserves and resources can be economically exploited. Any statements that express or
involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or
performance (often, but not always, using words or phrases such as “seek”, “anticipate”, “plan”, “continue”, “estimate”, “expect”,
“may”, “will”, “project”, “predict”, “potential”, “targeting”, “intend”, “could”, “might”, “should”, “believe” and similar expressions)
are not statements of historical fact and may be “forward-looking statements”. Forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated
in such forward-looking statements. No assurance can be given that these expectations and assumptions will prove to be correct
and such forward-looking statements should not be relied upon. These statements speak only as on the date of the information and
the Company does not intend, and does not assume any obligation, to update these forward-looking statements, except as required
by applicable laws. These forward-looking statements involve risks and uncertainties relating to, among other things, operational
risks (including exploration and development risks), productions costs, availability of drilling equipment, reliance on key personnel,
reserve estimates, health, safety and environmental issues, legal risks and regulatory changes, competition, geopolitical risk, and
fi nancial risks. These risks and uncertainties are described in more detail under the heading “Risks and Risk Management” and
elsewhere in the Company’s annual report. Readers are cautioned that the foregoing list of risk factors should not be construed
as exhaustive. Actual results may differ materially from those expressed or implied by such forward-looking statements. Forward-
looking statements are expressly qualifi ed by this cautionary statement.
i
Stay up to date with Lundin Petroleum’s
news and events by visiting our website
www.lundin-petroleum.com
Follow us on social media
Printed by Exakta Print Malmö and Landsten Reklam, Sweden 2019.
Exakta Print is FSC® and ISO 14001 certified and is committed to all round excellence in its environmental
performance. The paper used for this report contains material sourced from responsibly managed forests,
certified in accordance with the FSC® and is manufactured by Exakta Print to ISO 14001 international standards.
Lundin Petroleum Annual Report 2018
109
Corporate Head Office
Lundin Petroleum AB (publ)
Hovslagargatan 5
SE-111 48 Stockholm, Sweden
T +46-8-440 54 50
F +46-8-440 54 59
W lundin-petroleum.com
110
Lundin Petroleum Annual Report 2018