ANNUAL
REPORT
INCORPORATING
APPENDIX 4E
Annual Report 2022
This Annual Report 2022 is a summary of Woodside’s operations
and activities for the 12-month period ended 31 December 2022
and financial position as at 31 December 2022. Woodside
Energy Group Ltd (ABN 55 004 898 962) is the ultimate holding
company of the Woodside group of companies. In this report,
unless otherwise stated, references to ‘Woodside’, the ‘Group’,
the ‘company’, ‘we’, ‘us’ and ‘our’ refer to Woodside Energy
Group Ltd and its controlled entities, as a whole. The text does
not distinguish between the activities of the ultimate holding
company and those of its controlled entities. In this report,
references to a year are to the calendar and financial year ended
31 December 2022 unless otherwise stated.
All dollar figures are expressed in US currency, Woodside share,
unless otherwise stated.
On the cover
Export jetty, Karratha Gas Plant.
US Securities Act of 1933, as amended). Refer to section 6.7 -
Alternative performance measures for a reconciliation of these
measures to Woodside’s Financial Statements. These non-IFRS
financial measures are defined in section 6.8 - Glossary, units of
measure and conversion factors of this report.
Sustainable Development Report 2022 and
Climate Report 2022
A summary of Woodside’s sustainability approach, health and
safety performance and other information for the 12-month
period ended 31 December 2022 is included in our Sustainable
Development Report 2022.
A summary of Woodside’s climate change approach for the
12-month period ended 31 December 2022 is included in our
Climate Report 2022.
The Annual Report, Sustainable Development Report and
Climate Report together provide a complementary review of
Woodside’s business.
Forward-looking statements
This report contains forward-looking statements, greenhouse
gas emissions data, industry, market and competitive position
data and Woodside’s Financial Statements. Please refer to
section 6.9 - Information about this report for important
cautionary information relating to these matters.
Acknowledging Country
Woodside recognises Aboriginal and Torres Strait Islander
peoples as Australia’s first peoples. We acknowledge the unique
connection that First Nations people have to land, waters and
the environment. We extend this recognition and respect to First
Nations peoples and communities around the world.
Non-IFRS measures
Certain parts of this report contain financial measures that have
not been prepared in accordance with International Financial
Reporting Standards (IFRS) and are also ‘non-GAAP financial
measures’ (as defined in Item 10(e) of Regulation S-K under the
Appendix 4E
Results for announcement to the market
Revenue from ordinary activities
Profit from ordinary activities after tax attributable to members
Net profit for the period attributable to members
Dividends
Final dividend (US cents per share)
Interim dividend (US cents per share)
None of the dividends are foreign sourced
Previous corresponding period:
Final dividend (US cents per share)
Interim dividend (US cents per share)
Ex-dividend date
Record date for determining entitlements to the final dividend
Payment date for the final dividend
We are working with Green Reports™ on an initiative
ensuring that communications minimise environmental
impact and create a more sustainable future for the
community.
2022
2021
Increased 142% to US$16,817
Increased 228% to US$6,498
Increased 228% to US$6,498
US$6,962 million
US$1,983 million
US$1,983 million
Amount
Ordinary 144¢
Ordinary 109¢
Franked amount per security
Ordinary 144¢
Ordinary 109¢
Ordinary 105¢
Ordinary 30¢
Ordinary 105¢
Ordinary 30¢
8 March 2023
9 March 2023
5 April 2023
31 December 2022
31 December 2021
Includes lease assets of $1,264 million and lease liabilities of $1,634 million (2021: $1,080 million and $1,367 million) as a result of AASB 16 Leases.
Net tangible asset per ordinary security1,2
1.
2. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however
it should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating
activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s
Financial Statements, refer to section 6.7 - Alternative performance measures.
$16.68
$13.86
ii
| Annual Report 2022 Contents
1. Overview
1.1 About Woodside
1.2 2022 achievements
1.3 2022 summary
1.4 Chair’s report
1.5 Chief Executive Officer’s report
1.6 Focus areas
1.7 Merger with BHP Petroleum
2. Financial performance and strategy
2.1 Financial overview
2.2 Strategy and capital management
2.3 Energy markets
2.4 Business model and value chain
3. Our business
3.1 Australian operations
3.2 International operations
3.3 Marketing and trading
3.4 Projects
3.5 Exploration and development
3.6 New energy and carbon solutions
3.7 Climate and sustainability
3.8 Risk factors
3.9 Reserves and Resources Statement
4
4
5
6
8
10
12
14
15
15
18
21
22
23
23
25
26
27
29
30
32
33
41
4. Governance
4.1 Corporate Governance Statement
Corporate governance at Woodside
Board of directors
Board committees
Executive Leadership Team
Promoting responsible and ethical behaviour
Risk management and internal control
Inclusion and diversity
Other governance disclosures
Shareholders
4.2 Directors’ report
4.3 Remuneration Report
Committee Chair’s letter
Remuneration Report (audited)
Glossary
5. Financial Statements
5.1 Financial Statements
6. Additional Information
6.1 Supplementary information on oil and gas - unaudited
6.2 Three-year financial analysis
6.3 Additional disclosures
6.4 Shareholder statistics
6.5 Business directory
6.6 Asset facts
6.7 Alternative performance measures
6.8 Glossary, units of measure and conversion factors
6.9 Information about this report
6.10 Ten-year comparative data summary
50
50
50
51
59
62
64
66
67
69
70
71
75
76
78
98
99
99
165
165
171
176
183
193
194
198
201
204
206
iii
Woodside Energy Group Ltd | SE C T I O N 1 . 1
About Woodside
We are a global energy company, founded in Australia with a spirit of
innovation and determination.
The world needs energy that is affordable, reliable and
lower carbon to support a successful energy transition. We
provide energy to heat and cool homes, keep lights on and
support industry.
We aim to thrive through the global energy transition with
a low cost, lower carbon, profitable, resilient and diversified
portfolio.1
The merger with BHP’s petroleum business has increased
the scale and diversification of our global portfolio, which
includes oil and gas assets and interests in Australia, the
Gulf of Mexico, the Caribbean, Senegal and Timor-Leste.
We also have a focused exploration program.
Our focus in operations remains on safety, reliability,
efficiency and environmental performance, leveraging
more than 35 years of operating experience.
We have growth opportunities across gas, oil and new
energy.
Woodside has several projects currently in execution
phase. The Scarborough and Pluto Train 2 projects in
Australia achieved a positive final investment decision
(FID) in November 2021 and are targeting first LNG cargo
in 2026. In Senegal, the Sangomar Field Development
Phase 1 is targeting first oil in late 2023. In the US Gulf of
Mexico, Shenzi North, a brownfield expansion of the Shenzi
oil project, is targeting first oil in 2024 and Mad Dog Phase
2, a development of the southern flank of the Mad Dog
field, is targeting start up in 2023. Woodside completed
front-end engineering design (FEED) for the Trion oil
project in 2022 and is aiming to be FID-ready in 2023.
Our marketing, trading and shipping activities enable us
to supply a diverse range of customers from our recently
expanded global portfolio.
Our climate strategy has two key elements: reducing
our net equity Scope 1 and 2 greenhouse gas emissions;
and investing in the products and services to help our
customers secure their energy needs and reduce their
emissions. We have targets to reduce our net equity Scope
1 and 2 greenhouse gas emissions by 15% by 2025 and 30%
by 2030, towards our aspiration to achieve net zero by
2050 or sooner.2,3
We also have a target to invest $5 billion in new energy
products and lower carbon services by 2030.4
Our new energy opportunities include the proposed
hydrogen and ammonia projects H2Perth and H2TAS in
Australia, and the proposed hydrogen projects H2OK in the
US and Southern Green Hydrogen in New Zealand.
We take a disciplined and prudent approach to investment
through our capital allocation framework, with the goal
to manage financial risks and maintain a resilient financial
position to allow us to optimise the value delivered from
our portfolio of opportunities.
Integrity, accountability and transparency drive our
environmental, social and governance (ESG) aspirations
and guide decision making at all levels of our business.
We strive to operate responsibly across our business
activities. Enduring and meaningful relationships with
communities are fundamental to our social performance.
We recognise that our success is driven by our people and
our culture. We value diversity and we strive to keep each
other safe.
1. For Woodside, a lower carbon portfolio is one from which the net equity scope 1 and 2 greenhouse gas emissions, which includes the use of offsets, are being reduced towards
targets, and into which new energy products and lower carbon services are planned to be introduced as a complement to existing and new investments in oil and gas. Our Climate
Policy sets out the principles that we believe will assist us achieve this aim.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions
over 2016-2020 and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
4. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
W
E
I
V
R
E
V
O
:
1
N
O
I
T
C
E
S
4
| Annual Report 2022
SE C T I O N 1 . 2
2022 achievements
NET PROFIT AFTER TAX
$6.5
billion
OPERATING REVENUE
$16.8
billion
228%
UNDERLYING NET PROFIT AFTER TAX1
FULL-YEAR DIVIDEND
$5.2
billion
PRODUCTION VOLUME2
157.7
MMboe
223%
73%
253
US cps
FREE CASH FLOW1,3
$6.5
billion
DELIVERING ON OUR COMMITMENTS
142%
87%
669%
» Merged with BHP’s
petroleum business.
» Continued project
» Completed sell down
execution of
Scarborough and
Sangomar Field
Development Phase 1.
of Pluto Train 2.
» Awarded H2OK
contracts for
alkaline electrolyser
equipment and
liquefaction units in
support of targeted
FID readiness in 2023.
1. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however
it should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating
activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s Financial
Statements, refer to section 6.7 - Alternative performance measures.
2. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
3. Free cash flow of $6.5 billion includes the impact of collateral payments of $506 million against hedging activities. Without the collateral payments operating cash flow would be $9.3 billion and free
cash flow would be $7.1 billion.
5
Woodside Energy Group Ltd | SE C T I O N 1 . 3
2022 summary
Completed the transformational merger with BHP's petroleum business, delivered
record profit and production, and further strengthened the balance sheet.
Creating value
We delivered a record reported NPAT
of $6,498 million, underpinned by the
merger with BHP's petroleum business,
increased market oil and gas prices and
strong operational performance.
Earnings per share increased by 109%
to 430 US cents per share (cps) and
our full-year fully franked total dividend
increased by 87% to 253 US cps.
Financial strength
Our low level of net debt of $583 million
and gearing of 1.6%, below our target
gearing range of 10-20%, positions our
balance sheet for our expected future
capital expenditure.2 Had the 2022 final
dividend been paid on 31 December 2022,
our gearing would increase to 9.0%.
We maintained our investment grade
credit rating and ended the period with
more than $10 billion of liquidity.
Consistent operations
Our operations maintained strong LNG
reliability. Total recordable injury rate
(TRIR) increased to 1.80 per million work
hours.
Our production cost and unit production
cost (UPC) increased following the
merger and start-up of the KGP-Pluto
Interconnector.
Woodside continues to be recognised for
strong sustainability performance.
Reported net profit
after tax (NPAT)
6,498
Production1
157.7
1,983
1,364
343
n
o
i
l
l
i
m
$
e
o
b
M
M
100.3
91.4
89.6
91.1
(4,028)
2018
2019
2020
2021
2022
2018
2019
2020
2021
2022
Gearing2
Liquidity
24.4
21.9
%
14.4
12.1
1.6
10,239
6,952
6,704
6,125
n
o
i
l
l
i
m
$
3,918
2018
2019
2020
2021
2022
2018
2019
2020
2021
2022
LNG reliability
Safety
97.3
93.7
97.6
97.7
98.5
%
1.74
1.80
TRIR
0.88
0.90
11
3
8
3
19
8
24
Contractors
6
Employees
s
e
i
r
u
n
j
i
l
e
b
a
d
r
o
c
e
r
l
a
t
o
T
1.32
21
2
2018
2019
2020
2021
2022
2018
2019
2020
2021
2022
TRIR is the total recordable injury rate per million work hours.
Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
1.
2. This is an alternative performance measure (APM) which is a non-IFRS measure that is unaudited. Woodside believes this non-IFRS measure provides useful performance information, however it should not be considered as an
indication of, or as a substitute for, statutory measures as an indicator of actual operating performance (such as net profit after tax or net cash from operating activities) or any other measure of financial performance or position
presented in accordance with IFRS. For more information on non-IFRS measures, including reconciliations to Woodside’s Financial Statements, refer to section 6.7 - Alternative performance measures.
3. As of 2022, Woodside received a Morgan Stanley Capital Internationals ESG Rating of AAA. Refer to the disclaimer on page 11 of the Sustainable Development Report 2022.
4.
In October 2022, Woodside Energy Group Ltd received an ESG Risk Rating of 31.6 and was assessed by Sustainalytics to be at high risk of experiencing material financial impacts from ESG factors. Copyright ©2022 Sustainalytics.
All rights reserved. This publication contains information developed by Sustainalytics (www.sustainalytics.com). Such information and data are proprietary of Sustainalytics and/or its third-party suppliers (Third Party Data) and are
provided for informational purposes only. They do not constitute an endorsement of any product or project, nor an investment advice and are not warranted to be complete, timely, accurate or suitable for a particular purpose. Their
use is subject to conditions available at https://www.sustainalytics.com/legal-disclaimers.
6
| Annual Report 2022
Operating revenue
Sales volume
16,817
168.9
n
o
i
l
l
i
m
$
6,962
5,240 4,873
3,600
106.8
111.6
97.4
89.2
e
o
b
M
M
2018
2019
2020
2021
2022
2018
2019
2020
2021
2022
Net debt2
Credit ratings
3,888 3,772
2,791
2,397
n
o
i
l
l
i
m
$
583
2018
2019
2020
2021
2022
BBB+
S&P Global
Baa1
Moody’s
Production cost
Morgan Stanley
Capital International3
5.7
5.1
5.3
4.8
8.1
Unit production
cost ($/boe)
591
BHP Petroleum
production cost
($ million)
204
Interconnector
production cost
($ million)
465
505
478
481
486
WDS production
cost ($ million)
2018
2019
2020
2021
2022
Sustainalytics4
* Refer to Sustainable Development Report 2022
for ESG ratings.
All footnotes related to this page are displayed on the previous page.
SHAREHOLDER
OUTCOMES
FULL-YEAR DIVIDEND
253
US cps
87%
EARNINGS PER SHARE
430
US cps
109%
RETURN ON EQUITY
17.9
%
3%
RETURN ON AVERAGE
CAPITAL EMPLOYED
25
%
9%
7
Woodside Energy Group Ltd |
SE C T I O N 1 . 4
Chair’s report
On behalf of the Board, I am pleased to report that 2022 was an historic year for
Woodside. We successfully completed the merger with BHP’s petroleum business,
delivered record profit and became an even more significant supplier of energy to a
world that needs it.
The combination of sustained high oil and gas prices coupled
with strong operational performance from our enlarged
portfolio contributed to a record reported annual net profit
after tax of $6,498 million. We are well positioned for major
capital investment through 2023 and 2024 and to return value
to shareholders. The Board has determined a fully-franked final
dividend of 144 US cents per share, resulting in a total full-year
dividend of 253 US cents per share.
Our merger with BHP’s petroleum business was completed
in June 2022, after gaining the approval of 98.7% of the
shareholders who voted on the transaction. The merger was a
momentous point in Woodside’s history. It brought together
the best of both organisations to create the largest energy
company listed on the Australian Securities Exchange and we
subsequently commenced trading with secondary listings on the
London Stock Exchange and the New York Stock Exchange. As a
global independent energy company, we have the scale, diversity
and resilience to provide value to shareholders and thrive
through the energy transition.
The past year was marked by turmoil in global energy markets,
with the impact of Russia’s invasion of Ukraine highlighting the
importance of energy security and affordability as the world
transitions to a lower carbon energy mix. An orderly energy
transition requires solutions that balance these three elements.
Forecasts indicate that the energy transition is unlikely to be
smooth and linear. An enormous amount of investment is
required in the coming decades to meet growing global demand,
particularly in developing economies with populations who are
aspiring for an improved quality of life and access to reliable
energy. The global energy transition could take a range of
different pathways, and many pathways modelled include strong
demand for natural gas. In order to embed new forms of energy
into the mix, the world will need to build almost entirely new
supply chains, whilst striving to maintain uninterrupted supply.
Woodside’s strategy in response to this challenge is unchanged.
We are focused on delivering reliable, affordable and lower
carbon energy today and into the future.
We intend to do this from our low cost, resilient, diversified and
profitable portfolio that enables us to adapt to the choices our
customers make as they also navigate the energy transition.
We will continue to work cooperatively with governments and
regulators as we deliver this energy, noting the importance of
stable policy settings to encourage investment in new supply
and reduce market volatility during this transition.
Delivering energy safely remains Woodside’s top priority. Our
personal safety outcomes in 2022 failed to improve against the
disappointing result in 2021. It is imperative we improve this in
2023.
We maintained high operational and process safety performance
both in Australia and globally as we integrated new assets and
personnel following the merger.
Good progress has also been made on our key growth projects
in 2022. Our Scarborough project in Australia is on track for first
LNG cargo in 2026 and the Sangomar development offshore
Senegal is expected to deliver first oil late 2023.
The completion of the merger also brought an expanded
development opportunity portfolio across oil, gas and new
energy. We have never had so many opportunities competing for
capital, and we are focused on high grading those opportunities
that will deliver the most value in accordance with our capital
allocation framework.
Opportunities in the oil portfolio that we are looking to unlock
include Trion, one of Mexico’s first deepwater developments, and
infill and tieback opportunities to Atlantis, Shenzi and Mad Dog
in the US Gulf of Mexico.
In gas, our opportunities include Calypso in Trinidad and Tobago,
Browse off the west coast of Australia, and Greater Sunrise in the
Timor Sea between Australia and Timor-Leste.
Woodside is also progressing opportunities in new energy
products, such as hydrogen and ammonia, and technologies
our customers need as they reduce their own emissions. We
are leveraging nearly four decades of experience as a safe and
reliable producer as we pursue these new energy opportunities.
8
| Annual Report 2022 The merger was a momentous
point in Woodside’s history. It
brought together the best of both
organisations to create the largest
energy company listed on the
Australian Securities Exchange
and we subsequently commenced
trading with secondary listings on
the London Stock Exchange and the
New York Stock Exchange.
Richard Goyder, AO
Chair of the Board
27 February 2023
—
Richard Goyder, AO
To date, Woodside has spent US$100 million towards our target
to invest US$5 billion in new energy products and lower carbon
services by 2030, including ordering key equipment for the
proposed H2OK hydrogen project in Oklahoma in the United
States. We are targeting our first new energy final investment
decision at H2OK in 2023.1
We continue to make progress towards our 2025 and 2030
net equity Scope 1 and 2 greenhouse gas emissions reduction
targets.2,3
On behalf of the Board, I would like to thank the entire Woodside
team for an excellent performance in 2022 and CEO Meg O’Neill
for her outstanding leadership. In a year of significant change,
our people have delivered impressive operational results
and strong progress on our growth projects and new energy
opportunities.
My thanks also go to my Board colleagues, who have been
tireless in their support of Woodside’s purpose and strategic
objectives. As a Board, we value the ongoing support of our
shareholders and are pleased to be able to reward that trust by
delivering increased returns to you in 2022.
Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
1.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
9
Woodside Energy Group Ltd | SE C T I O N 1 . 5
Chief Executive Officer’s report
The past year has been truly transformative for Woodside. The merged company has
delivered record profit driven by our larger, geographically diverse portfolio of high-
quality assets, and made significant progress on our growth projects.
In 2022 Woodside reported net profit after tax of $6,498 million,
driven by higher oil and gas prices and strong operational
performance from our global assets. Operating cash flow
increased by 132% to $8,811 million, strengthening Woodside’s
ability to fund our growth projects over the coming years and
supporting returns to shareholders.
We completed the merger with BHP’s petroleum business in
June 2022, increasing Woodside’s scale, diversity and financial
resilience and positioning us to implement our strategy to thrive
through the energy transition.
Woodside’s subsequent secondary listings on the London and
New York stock exchanges provided a greater global presence
and improved access to deep capital markets.
Woodside has implemented initiatives to deliver greater
than US$400 million annual synergies ahead of target.1
The global energy security and affordability crises that unfolded
in 2022 resulted in unprecedented market volatility and shone
a spotlight on the challenge we all face as we strive to maintain
and improve global standards of living while reducing our
emissions. But what we can be confident of is that global
energy demand will continue to grow as the more than one
billion people who don’t currently have access to reliable and
affordable energy pursue aspirations for the same quality of life
that we enjoy.
That demand, and the role gas can play as a lower carbon source
of the energy the world needs, underpins our confidence in the
strategy we have set out and are pursuing. Liquefied natural gas
(LNG) is making a significant contribution to both global energy
security and decarbonisation. LNG is an important enabler for
increased renewables build-out, providing the baseload and
firming capacity required to address the intermittency of solar
and wind power.
The world’s demand for oil is also forecast to remain strong for
the next two decades in applications such as power generation,
transportation, manufacturing and other hard-to-abate sectors.
Post-merger, Woodside’s increased exposure to oil, which now
contributes approximately 30% of our production, is expected to
generate significant cash flow that will help fund our investments
in both conventional and new energy.
Delivering energy safely remains Woodside’s top priority and in
2022 we disappointingly recognised a total recordable injury rate
10
(TRIR) higher than target. Improving the safety performance
of our workforce will be a key focus area in 2023.
We continued to achieve high reliability across Woodside’s
operated assets in 2022.
When a supply crunch hit the eastern Australian energy market
in mid-year due to coal-fired power outages and a drop off in
renewables, Woodside played its part by delivering as many
molecules of its Bass Strait gas as possible to customers who
needed it.
In Western Australia, the successful start-up of the Pluto-
Karratha Gas Plant (KGP) Interconnector pipeline enabled
the accelerated production of 9.4 MMboe of Pluto gas using
emerging spare capacity at KGP.
Our international portfolio across the US Gulf of Mexico and
the Caribbean now includes interests in Shenzi, Atlantis, Mad
Dog, Angostura and Ruby. These low cost producing assets
have significant expansion potential in close proximity to
infrastructure and attractive markets.
We are investing in projects that will deliver production and
revenue for decades to come, providing a bright future for
Woodside.
At the Sangomar field in Senegal, the subsea installation
campaign got underway and development drilling progressed,
with seven of the planned 23 wells now complete. Work to
complete and commission Sangomar’s floating production
storage and offloading facility is currently underway in Singapore
ahead of targeted first oil towards the end of 2023.
Our Scarborough and Pluto Train 2 projects combined were
25% complete at year-end and remain on track for targeted
first LNG cargo in 2026. In 2022, fabrication of the floating
production unit topsides commenced, subsea trees were
delivered, pipeline manufacturing commenced, and we also
completed the first stage of the Pluto Train 2 construction
accommodation village in Karratha.
Meanwhile, Woodside’s pipeline of unsanctioned conventional
energy developments continued to be matured. These include
the Trion field offshore Mexico, where we have completed
front-end engineering design activities, issued tender packages
for competitive bids and are working on regulatory approval
submissions. We are aiming to be ready for a final investment
decision on Trion in 2023.
| Annual Report 2022 We are investing in projects that will
deliver production and revenue for
decades to come, providing a bright
future for Woodside.
Our record profit in 2022 also means we are delivering strong
returns through our payments to governments in Australia. Our
total Australian tax and royalty payments of A$2.7 billion in 2022
demonstrates that when Woodside and our industry performs
well, our contribution to government revenue is significant.
I am proud to reflect on an incredible year for Woodside, in
which our people achieved outstanding results while adapting to
significant change.
Woodside’s roots remain in Australia, but in 2022 we have
become a truly global business. I look forward in 2023 to the
new Woodside continuing to deliver what we have promised for
our shareholders, employees, partners and communities as we
execute our strategy to thrive through the energy transition.
Meg O’Neill
Chief Executive Officer and Managing Director
27 February 2023
—
Meg O’Neill
There has also been progress on the proposed Browse
project with the publication of the final Environmental Impact
Statement. At Sunrise in the Timor Sea, the joint venture has
agreed to undertake concept select studies while negotiations
continue between the governments of Timor-Leste and Australia
and the project proponents to agree a new production sharing
contract. At Calypso in the Caribbean, we are focused on
identifying the development concept and required commercial
alignment.
Woodside is managing our net equity Scope 1 and 2 greenhouse
gas emissions and investing in the products and services our
customers need to decarbonise.
In 2022, we achieved an 11% reduction in net equity Scope 1 and
2 emissions against our 2016-2020 starting base.2 Our heritage
Woodside-operated assets developed decarbonisation plans
to identify and implement opportunities to reduce emissions,
and similar plans are expected to be developed this year for the
heritage BHP operated assets.3
We have made progress on our hydrogen and ammonia
opportunities. At our most advanced, H2OK in Oklahoma in the
United States, we are aiming to be ready for a final investment
decision in 2023.
Woodside is developing a suite of carbon initiatives that could
be used as services to customers or to reduce and offset our
own emissions. In 2022 we were awarded multiple offshore
greenhouse gas assessment permits for future carbon capture
and storage opportunities. We also developed multiple
relationships to collaborate on technologies which convert
carbon to useful products.
1. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
2. Woodside’s net emissions reduction targets are for net equity Scope 1 and 2 greenhouse gas emissions, with a targeted reduction of 15% by 2025, 30% by 2030, with an aspiration of net zero by 2050.
Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Heritage Woodside refers to Woodside’s assets prior to the merger with BHP’s petroleum business. Heritage BHP refers to the assets acquired through the merger with BHP’s petroleum business.
11
Woodside Energy Group Ltd | SE C T I O N 1 . 6
Focus areas
Houston
Shenzi
Atlantis*
Mad Dog*
Gulf Mexico
Trion
Heliogen*
H2OK
Houston
Product share of
2022 annual production
Gulf of
Mexico
› Shenzi
› Atlantis*
› Mad Dog*
› Trion
LNG
(54%)
Key
Primary product
Gas
Oil
Pipeline
gas (18%)
NGLs4
(3%)
Crude oil and
condensate
(25%)
Phase
Producing assets
Projects
New energy opportunity1
Developments1
* Non-operated.
1. Subject to FID and regulatory approvals.
2. Denotes marketing offices.
3. Denotes representative and liaison offices.
4. Natural gas liquids.
12
Caribbean
› Angostura
› Ruby
› Calypso
Senegal
› Sangomar
Refer to section 6.6 - Asset facts for
further detail on Woodside’s interests.
Timor Sea
North West
Shelf Project
Browse
Pluto
Wheatstone*/
Julimar-Brunello
Okha FPSO
Scarborough
Karratha
› Pluto LNG
› Karratha Gas Plant
Ngujima-Yin
FPSO
Onslow
› Macedon Gas Plant
› Wheatstone
Pyrenees
FPSO
Macedon
Western
Australia
H2Perth
Perth
Woodside
headquarters
Beijing3
Seoul3
Tokyo3
Singapore2
Timor-Leste
/Australia
› Sunrise
Western
Australia
› Pluto
› Okha FPSO
› Ngujima-Yin FPSO
› Pyrenees FPSO
› Macedon
› Scarborough
› Browse
H2Perth
Perth
› North West Shelf
› Wheatstone*/Julimar-Brunello
Melbourne2
H2TAS
East coast
Australia
› Bass Strait*
Southern
Green Hydrogen*
| Annual Report 2022 Houston
Shenzi
Atlantis*
Mad Dog*
Gulf Mexico
Trion
Heliogen*
H2OK
Houston
Gulf of
Mexico
› Shenzi
› Atlantis*
› Mad Dog*
› Trion
Caribbean
› Angostura
› Ruby
› Calypso
Senegal
› Sangomar
Timor Sea
North West
Shelf Project
Browse
Pluto
Wheatstone*/
Julimar-Brunello
Okha FPSO
Scarborough
Karratha
› Pluto LNG
› Karratha Gas Plant
Ngujima-Yin
FPSO
Onslow
› Macedon Gas Plant
› Wheatstone
Pyrenees
FPSO
Macedon
Western
Australia
H2Perth
Perth
Woodside
headquarters
Beijing3
Seoul3
Tokyo3
Singapore2
Timor-Leste
/Australia
› Sunrise
Perth
H2Perth
Western
Australia
› Pluto
› North West Shelf
› Wheatstone*/Julimar-Brunello
› Okha FPSO
› Ngujima-Yin FPSO
› Pyrenees FPSO
› Macedon
› Scarborough
› Browse
Melbourne2
H2TAS
East coast
Australia
› Bass Strait*
Southern
Green Hydrogen*
All footnotes are displayed on the prior page.
13
Woodside Energy Group Ltd | SE C T I O N 1 . 7
Merger with BHP Petroleum
—
Shenzi platform
The merger of Woodside and
BHP’s petroleum business completed
on 1 June 2022.
The merger completed following Woodside shareholder approval
on 19 May 2022, creating the largest energy company listed on
the Australian Securities Exchange (ASX).1
On completion, Woodside acquired the entire share capital
of BHP Petroleum International Pty Ltd (BHPP) and issued
914,768,948 new Woodside shares to BHP, which BHP
distributed to its eligible shareholders. Woodside received
net cash of approximately $1.1 billion, which included the cash
remaining in BHPP bank accounts of $399 million immediately
prior to completion.
Trading of the new Woodside shares on the ASX and Woodside’s
American Depository Shares (ADS) on the New York Stock
Exchange (NYSE) commenced on 2 June 2022 under the ticker
WDS. On 6 June 2022, trading of Woodside shares commenced
on the Main Market for listed securities of the London Stock
Exchange (LSE).
Woodside has implemented initiatives to deliver greater than
US$400 million annual synergies ahead of target.2
Strategic rationale for the merger
Portfolio
quality
Cash generation
and balance sheet
Shareholder
returns and
capital discipline
Development
optionality
Energy transition
leadership
Synergies
1. Based on market capitalisation and production, as of the date of this report.
2. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
14
| Annual Report 2022 Y
G
E
T
A
R
T
S
D
N
A
E
C
N
A
M
R
O
F
R
E
P
L
A
I
C
N
A
N
I
F
:
2
N
O
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C
E
S
SE C T I O N 2 . 1
Financial overview
In 2022 we achieved a reported net profit after tax of $6,498 million and
an underlying net profit after tax of $5,230 million. The additional revenue
generated by a more diverse portfolio of assets following the merger with
BHP’s petroleum business, along with increased market pricing across all
products and strong operational performance, were key contributors to
the result.
Key metrics
The financial summary below includes both IFRS and non-IFRS measures. Woodside uses various alternative performance
measures (APM) which are non-IFRS measures to reflect our underlying performance. These measures are identified below
and are reconciled to Woodside’s Financial Statements in section 6.7 - Alternative performance measures.
Operating revenue
EBITDA excluding impairment1
EBIT1
Net profit after tax (NPAT)2,3
Underlying NPAT1
Net cash from operating activities
Investment expenditure1,4,5
Capital expenditure1,4
Exploration expenditure1,5
Free cash flow1,6
Dividends distributed
Final dividend determined
Key ratios
Earnings
Gearing1
Production7
Gas
Liquids
Total
Sales volumes
Gas
Liquids
Total
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
$ million
US cps
US cps
%
MMboe
MMboe
MMboe
MMboe
MMboe
MMboe
2022
16,817
11,234
9,186
6,498
5,230
8,811
4,441
4,023
418
6,546
3,088
144
430.0
1.6
113.8
43.9
157.7
125.0
43.9
168.9
2021
6,962
4,135
3,493
1,983
1,620
3,792
2,727
2,631
96
851
404
105
206.0
21.9
73.3
17.8
91.1
93.7
17.9
111.6
2020
3,600
1,922
(5,171)
(4,028)
447
1,849
2,013
1,901
112
(263)
766
12
(423.5)
24.4
80.3
20.0
100.3
86.5
20.3
106.8
1. These are alternative performance measures (APM) which are non-IFRS measures that are unaudited. Woodside believes these non-IFRS measures provide useful performance
information, however they should not be considered as an indication of, or as a substitute for, statutory measures as an indicator of actual operating performances (such as net
profit after tax or net cash from operating activities) or any other measure of financial performance or position presented in accordance with IFRS. For more information on non-
IFRS measures, including reconciliations to Woodside’s Financial Statements, refer to section 6.7 - Alternative performance measures.
2. Net profit after tax attributable to equity holders of the parent.
3. The global operations effective income tax rate (EITR) is ~31%. The EITR is calculated as Woodside’s income tax expense or benefit divided by profit or loss before income tax.
EITR was ~32% for 2021 and ~21% for 2020.
4. Excludes exploration capitalised and the effect of Global Infrastructure Partners’ (GIP) additional contribution to Pluto Train 2.
5. Excludes prior period expenditure written off and permit amortisation and includes evaluation expense.
6. Cash flow from operating activities less cash flow from investing activities. Free cash flow of $6,546 million includes the impact of collateral payments of $506 million against
7.
hedging activities. Without the collateral free cash flow would be $7,052 million.
Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the
Pluto-KGP Interconnector.
15
Woodside Energy Group Ltd |
NPAT reconciliation
The following table summarises the variance between the 2021 and 2022 results for the contribution of each line item to NPAT.
2021 reported NPAT
$1,983
Revenue from sale of hydrocarbons
million Primary reasons for variance
Price
Volume
$4,830 Higher market pricing across all products was also experienced in 2022. A 51% increase in
sales volumes due to the contribution of the BHP Petroleum assets, start-up of the Pluto-
KGP Interconnector and higher plant reliability resulted in higher operating revenue.
$5,007
Other operating revenue
$18
Primarily driven by additional processing and services revenue, offset by a decrease in
shipping and other revenue.
Cost of sales
Other income
($2,695)
Primarily driven by the additional volumes as a result of the merger with BHP’s petroleum
business and the start-up of the Pluto-KGP interconnector, as well as higher royalties and
excise costs as a result of higher pricing and associated revenue.
$596 Primarily due to the sale of 49% of the Pluto Train 2 Joint Venture to GIP.
General administrative costs
($633)
Primarily due to transaction and integration costs as a result of the merger with BHP’s
petroleum business.
Other
($1,115)
Other includes higher losses on hedging activities and repurchase agreements, higher
movement on restoration due to an increase in the number of assets following the merger
with BHP Petroleum and increased exploration activity.
Income tax and PRRT
($1,345)
Increased taxes due to higher revenue offset by an increase in the Pluto PRRT deferred
tax asset (DTA) as a result of higher 2022 income, improved future price assumptions and
additional volumes processed through the Pluto-KGP Interconnector.
Impairment and impairment reversals
($148) Due to lower pre-tax impairment reversal recognised in 2022 compared to 2021.
2022 reported NPAT
2022 NPAT adjustments
2022 underlying NPAT
$6,498
($1,268)
$5,230
Adjustment for merger transaction costs ($419 million) and Orphan Basin exit costs
($142 million) offset by Pluto PRRT DTA ($954 million), derecognition of the Corpus Christi
onerous contract provision ($245 million) and Wheatstone impairment reversal, net of tax
($630 million).
Capital management
Final dividend and dividend reinvestment plan
A 2022 fully franked final dividend of 144 US cps has been
determined. The value of the final dividend payment is
$2,734 million which represents approximately 80% of
underlying NPAT for the second half of 2022, reflecting
Woodside’s strong operational performance and the contribution
of BHP’s petroleum business following completion of the merger
on 1 June 2022.1
The dividend reinvestment plan (DRP) has been suspended.
Liquidity and debt service
During the year, Woodside generated $8,811 million of cash flow
from operating activities and delivered positive free cash flow of
$6,546 million.2,3
Woodside increased its standby debt facilities from
$3,100 million to $4,050 million and repaid $283 million of
maturing debt. At the end of the period, drawn debt was
$5,138 million and liquidity was $10,239 million.
Woodside’s primary sources of liquidity are cash and cash
equivalents, net cash provided by operating activities, unused
borrowing capacity under its bilateral facilities and syndicated
facilities, issuances of debt or equity securities, and other
sources, such as sales of non-strategic assets. Details of
Woodside’s credit facilities, including total commitments,
maturity and interest, and amount outstanding at 31 December
2022, can be found in section 5 - Financial Statements.
Woodside’s principal ongoing uses of cash are to meet working
capital requirements, fund debt obligations and to finance
Woodside’s capital expenditure and acquisitions. In our opinion,
working capital is sufficient for our present requirements.
Woodside’s capital expenditure for 2023 is expected to be
between $6,000 million and $6,500 million primarily due to
Sangomar and Scarborough project expenditure. This excludes
the impact of any subsequent asset sell-downs or other
changes in equity. We expect the execution of Sangomar and
Scarborough to continue safely, targeting first oil in late 2023
and first LNG cargo in 2026 respectively.
Woodside has no off-balance sheet arrangements that have, or
are reasonably likely to have, a current or future material effect on
the Woodside’s financial condition, revenues or expenses, results
of operations, liquidity, capital expenditures or capital resources.
1. Underlying NPAT is a non-IFRS measures. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
2. Free cash flow is a non-IFRS measure. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
3. Cash flow from operating activities less cash flow from investing activities. Free cash flow of $6,546 million includes the impact of collateral payments of $506 million against hedging activities.
Without the collateral free cash flow would be $7,052 million.
16
| Annual Report 2022 Liquidity
Debt maturity profile
7.0
6.7
6.1
n
o
i
l
l
i
b
$
3.9
10.2
n
o
i
l
l
i
b
$
2
1.5
1
0.5
0
2018
2019
2020
2021
2022
2023
2024
2025
2026
2027
2028
2029
2030
2031
Cash
Undrawn facilities
Liquidity
Drawn
Undrawn
1. Undrawn debt facilities as at 31 December 2022 includes $2,050 million of bilateral
facilities and $2,000 million of syndicated facilities.
Balance sheet
Woodside’s commitment to an investment grade credit rating
remains unchanged and supports Woodside’s aims of providing
sustainable returns to shareholders and investing in future
growth opportunities, in accordance with our capital allocation
framework. Woodside’s credit ratings of BBB+ and Baa1 were
both reaffirmed in 2022 by S&P Global and Moody’s respectively.1
Woodside’s gearing at the end of 2022 was 1.6%, below our
target range of 10% to 20%. Had the 2022 final dividend been
paid on 31 December 2022, our gearing would increase to 9.0%.
A low level of net debt positions Woodside’s balance sheet for
its expected future capital expenditure. As a result, Woodside’s
gearing may at times fall outside the target range of 10% to 20%
as the balance sheet is managed through the investment cycle.2
Commodity price risk management
Woodside hedges to protect the balance sheet against downside
commodity price risk, particularly during periods of high capital
expenditure.
Woodside hedged approximately 17 MMboe of 2022 volumes.
The realised value of these oil price hedges was a pre-tax
expense of approximately $475 million.
As at 31 December 2022, Woodside has placed oil price hedges
for approximately 22 MMboe of 2023 production at an average
price of $75 per barrel.
Woodside has also placed hedges for Corpus Christi LNG
volumes to protect against downside pricing risk. These hedges
are Henry Hub and Title Transfer Facility (TTF) commodity
swaps. Approximately 49% of Corpus Christi volumes included
in stock in transit for 2022, approximately 82% of 2023 volumes
and approximately 29% of 2024 volumes have reduced pricing
risk as a result of hedging activities.
1. Credit ratings are forward-looking opinions on credit risk. S&P Global’s and Moody’s credit ratings express the opinion of each agency on the ability and willingness of Woodside to meet its financial
obligations in full and on time. A credit rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by an assigning rating
agency. Any rating should be evaluated independently of any other information.
2. Gearing and net debt are non-IFRS measures. Refer to section 6.7 - Alternative performance measures for a reconciliation of these measures to Woodside’s Financial Statements.
17
Woodside Energy Group Ltd |
SE C T I O N 2 . 2
Strategy and capital management
Woodside’s strategy is to thrive through the energy transition by building a low cost,
lower carbon, profitable, resilient and diversified portfolio.1
Woodside’s strategy is underpinned by our focus on safe, reliable
and efficient operations, and disciplined capital allocation,
providing the foundation to progress key development projects
and to navigate the energy transition.
Woodside’s high cash generating portfolio is made up of quality
assets which have the scale, diversification and resilience to
deliver ongoing value. Our capital management framework seeks
to optimise value and shareholder returns and we are positioning
ourselves to be agile, flexible and adaptable as the world’s
energy mix evolves. We are navigating the energy transition
by building on our traditional energy capabilities and maturing
opportunities to produce lower carbon energy and provide
integrated carbon solutions which are customer-led and scalable.
The energy challenge faced by the world today is complex. The
world needs energy that is affordable, secure, reliable and lower
carbon to support a successful energy transition.
Woodside has a history of delivering strong margins from our
operations and we believe our conventional asset base which is
weighted to LNG will become increasingly attractive through the
energy transition.
Woodside’s strategy
Elements for a stable energy transition
P R OFITABLE
N
O
B
R
WER C A
LO
T
S
O
C
W
O
L
OPTIMISE
VALUE AND
SHAREHOLDER
RETURNS
R
E
S
I
L
I
E
N
T
D
I
V
E
R
S
I
F
I
E
D
Energy affordability
Affordability is required for energy equity and a
stable energy transition
Energy security and reliability
Secure, reliable energy is essential for economic
growth and developing economies
Gas provides electricity grids with reliable
baseload and firming power, helping support
increased renewables deployment
Lower carbon energy mix
Emerging new energy markets will be balanced with
lower cost, lower carbon oil and gas
1. Please see section 6.8 - Glossary, units of measure and conversion factors for a definition of how Woodside uses the term lower carbon portfolio.
18
| Annual Report 2022
Capital allocation
Woodside’s disciplined capital allocation approach includes robust
assessment of opportunities, portfolio outcomes and shareholder
returns while maintaining focus on safe, reliable and efficient
operations.
Our investment decisions are informed by energy market
analysis including supply, demand and price outlooks. We test
the robustness of potential investments against a wide range of
scenarios to support our investment decisions with the goal of
remaining profitable and resilient through various commodity
cycles and climate outcomes.
A high performing culture, that includes an engaged,
accountable and diverse workforce with a responsible ESG
mindset, is critical to enabling us to deliver our vision and
strategy. Our strategic framework is underpinned by our focus
on safe and reliable operations, a strong balance sheet and
technology to enhance efficiency and improve decision making
across the value chain.
Our capital allocation framework sets target investment criteria
for oil, gas and new energy opportunities. We use this capital
allocation framework to create a diversified and flexible portfolio,
which allows us to respond to changes in demand and supply for
our products.
OIL
GAS
NEW ENERGY
OFFSHORE
PIPELINE
LNG
DIVERSIFIED
Focus
Generate high returns to
fund diversified growth,
focusing on high quality
resources
Leveraging infrastructure to
monetise undeveloped gas,
including optionality for hydrogen
New energy products and lower
carbon services to reduce customers’
emissions; hydrogen, ammonia,
CCUS1
High cash generation
Characteristics
Shorter payback period
Quick to market
Stable long-term
cash flow profile
Resilient to
commodity pricing
Long-term cash flow
Strong forecast
demand
Upside potential
Developing market
Lower capital requirement
Lower risk profile
Opportunity
targets
Emissions
reduction
IRR > 15%
IRR > 12%
IRR > 10%
Payback within 5 years2
Payback within 7 years2
Payback within 10 years2
30% net emissions reduction by 2030, net zero aspiration by 2050 or sooner3
When assessing opportunities, we consider a broad range of portfolio evaluation and opportunity evaluation factors relevant to the
opportunity. These assessments can apply to acquisitions or divestments, and for evaluating the impact of a new project on the portfolio.
Portfolio evaluation considerations4
Opportunity evaluation considerations4
Earnings
per share
Free cash
flow
Funding
capacity
Emissions
profile
Strategic
fit
IRR/NPV
Payback
period
Risk
Breakeven
Growth opportunities are screened against portfolio metrics using price, scenario and climate analysis
1. CCUS refers to carbon capture utilisation and storage.
2. Payback refers to RFSU + X years.
3. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
4. Illustrative of the considerations. Not an exhaustive list.
19
Woodside Energy Group Ltd | Capital management
Our capital management framework provides us with the
flexibility to optimise value and shareholder returns delivered
from our portfolio of opportunities.
We consider a range of scenarios to inform our decision making
as we strive to balance a resilient financial position with strong
shareholder returns.
Our capital investment requirements are primarily funded by
our operating cash flows, which we augment or distribute with a
number of capital management levers:
• debt management, enabling continued access to premium
debt markets at a competitive cost to support our growth
activities and managing the debt maturity profile of our debt
portfolio. Our gearing target is 10-20% and we continue to
target maintaining an investment grade credit rating
• shareholder returns, to reward our shareholders appropriately.
Our dividend policy aims to pay a minimum of 50% of NPAT
excluding non-recurring items (underlying NPAT), with a
target payout ratio between 50% and 80%. Our dividend
reinvestment plan (DRP) has been suspended
• hedging, to protect the balance sheet against the commodity
cycle
• focused expenditure management, enabling prudent and
efficient deployment of capital to support delivery of our
operating asset and growth opportunities
• participating interest management, enabling us to balance
capital investment requirements, project execution risk and
long-term value. In January 2022 we completed the sale of a
49% non-operating participating interest in the Pluto Train 2
Joint Venture. In 2023 we continue to assess opportunities to
balance our participating interest in ventures, including the sell-
down of Scarborough.
Capital management framework
Optimise value and shareholder returns
Safe, reliable
and low cost
operations
Investment
expenditure
Strong
balance
sheet
Dividend policy
(minimum 50%
payout ratio)
Special dividends
Share buy-backs
Excess
cash
Future investment
Investment grade
credit rating
Maintain dividend based on NPAT
excluding non-recurring items, targeting
50-80% payout ratio
Targeted
10-20% gearing
through the cycle
20
| Annual Report 2022 SE C T I O N 2 . 3
Energy markets
The world is grappling with a global energy crisis as surging energy prices impact
economic conditions and disrupt customers’ expectations for reliable and affordable
energy. Heightened geopolitical tension, rerouting of energy flows and an uncertain
energy transition are contributing to a period of volatile energy prices.
Macroeconomic
The global economic rebound from the COVID-19 induced lows of
2020 is facing a weakened outlook as central banks in advanced
economies tighten monetary conditions in response to elevated
inflation levels. A broad-based global economic slowdown is
widely expected to continue through 2023. The International
Monetary Fund estimates in its World Economic Outlook report
released in January 2023 that global gross domestic product
(GDP) growth will slow from 3.4% in 2022 to 2.9% in 2023.1
Oil
Oil markets oscillated through 2022 as the rebound in post
COVID-19 demand and sanctioned Russian supply put upward
pressure on prices, whilst weakening global macroeconomic
conditions and China’s ongoing management of COVID-19
weighed against demand. The Dated Brent price averaged
$101/bbl in 2022, a 43% increase from 2021.2 Geopolitical
tensions have highlighted the importance of energy security and
further investment in low cost, lower emission developments to
meet medium-term global demand.
Liquefied natural gas
Global gas markets remain tight, as available LNG capacity
is unable to meet immediate demand requirements from the
unprecedented supply shock of reduced Russian supplies to
Europe. In 2022, North Asian LNG prices averaged $34/MMBtu,
more than doubling from 2021.2
Woodside expects natural gas to play a critical role in the energy
transition across a range of sectors. Currently, less than half
of global natural gas supply is used in power generation. On a
lifecycle basis, natural gas emits approximately half the carbon
dioxide of coal to generate power. It also has the potential to
provide grid stability where needed, and may contribute to
improved local air quality.
According to Wood Mackenzie, global LNG demand is expected to
grow by more than 60% in volume between 2021 and 2040.3 This
growth is driven across Asian and European nations, phasing out
Russian natural gas supply. Woodside expects more LNG projects
will be required to ensure adequate supply from the late-2020s,
requiring a sufficient price to bring new liquefaction capacity to
the market.
1. Source: World Economic Outlook update (January 2023) - Inflation Peaking amid Low Growth.
2. Source: S&P Global
3. Source: Wood Mackenzie
Woodside’s competitive cost of supply, experienced
operatorship, balance sheet strength, and geographical
proximity to major buyers makes us well placed to meet
customers’ demand for reliable and secure LNG supply.
New energy products
Action to address climate change continues to strengthen against
the backdrop of ensuring reliable, secure and affordable energy.
Targets to accelerate a hydrogen economy are building, for
example the European Commission’s REPowerEU plan and the
pivotal United States’ Inflation Reduction Act incentivises the
production of lower carbon intensity energy. While the pace in
growth of new energy products demand is uncertain, Woodside
expects these to become a larger part of the future energy mix.
Australian domestic gas market
Supply and price challenges experienced during 2022
highlighted the central role of gas in Australia’s energy mix and
reinforced the importance of stable policy settings to support
new investment in gas supply and infrastructure.
In mid-2022, the east coast Australian gas market experienced a
price spike which was driven primarily by the market being unable
to respond to a sharp increase in gas demand caused by a colder
than average winter, intermittent renewables generation and
increased unreliability of coal generation. This price spike led to the
Australian Government passing legislation imposing a 12 month
price cap of A$12 per gigajoule in 2023 on new contract sales of
gas sold by east coast and Northern Territory gas producers to
customers and their affiliates to wholesale customers in Australia.
The Western Australian gas market, with different infrastructure
constraints, demand profiles and regulatory frameworks has
not experienced the same supply and pricing issues. However,
the Australian Energy Market Operator (AEMO) has forecast a
small supply deficit for several years from 2023, until Woodside’s
Scarborough project is brought online.
As Australia rapidly reduces its reliance on coal for power
generation and develops large-scale renewable generation
and transmission infrastructure, Woodside expects gas to play
a critical role in ensuring reliable and affordable energy. With
further supply challenges forecast in coming years, any longer-
term solution to current pricing issues will require investment in
new gas infrastructure and supply.
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Woodside Energy Group Ltd | SE C T I O N 2 . 4
Business model and value chain
Woodside’s business model seeks to optimise returns across the value chain by
prioritising competitive growth opportunities; utilising our operational, development
and technological capabilities; and deepening relationships in energy markets with
strong demand growth.
Acquire, explore and develop
We grow our portfolio through acquisitions and exploration, based on a disciplined
approach to optimising shareholder value and appropriately managing risk. We look for
material positions in world-class assets and basins that are aligned with our capabilities
and existing portfolio. We are focused on value and look to generate low cost, lower
carbon development opportunities. During the development phase, we aim to maximise
value by selecting the most competitive concept for extracting, processing and delivering
energy to our customers.
Project execution
We are building on more than 35 years of project execution expertise, investing in
opportunities in Australia and internationally. We have combined the extensive projects
experience of Woodside and BHP Petroleum across oil and gas. Woodside is benefitting
from the increased scope and scale of the new projects portfolio through knowledge
sharing across projects and our relationships with suppliers and contractors. We design and
execute projects with a focus on safety, cost and sustainability.
Operate
Our operations are characterised by strong safety, reliability and environmental
performance in remote and challenging locations. In Australia, our operated assets include
the NWS Project and Pluto LNG. We also operate Macedon and three floating production
storage and offloading (FPSO) facilities, and have non-operated interests in Bass Strait and
Wheatstone. Internationally, we operate Shenzi in the Gulf of Mexico and Angostura and
Ruby in Trinidad and Tobago, and have non-operated interests in Atlantis and Mad Dog
in the Gulf of Mexico. We endeavour to adopt technology and a continuous improvement
mindset to support operational performance and optimise the value of our assets.
Market
Our relationships with customers have been maintained through a track record of reliable
delivery since the NWS Project’s first LNG cargo was delivered to Japan in 1989. We are
building scale and flexibility in our portfolio by expanding our global marketing presence
and enabling further optimisation and short-term trading activities. We manage our LNG
portfolio by balancing contract term and price mix exposure; and timing of when we
place contracts to capture opportunities through the price cycle. We continue to look for
opportunities to collaborate with our customers on lower carbon energy solutions.
Decommission
Decommissioning is integrated into project planning, from the earliest stages of
development through to the end of field life. We work with global contractors to
safely remove facilities and plug and abandon wells that are no longer required for our
operations. We work with regulators to deliver our decommissioning commitments.
22
2022 examples
Completed merger with BHP’s
petroleum business on 1 June
2022 and targeting FID readiness
for Trion and H2OK in 2023.
Continued project execution of
Scarborough and Sangomar Field
Development Phase 1.
Increased production by
accelerating Pluto gas through
the Pluto-KGP Interconnector for
processing at NWS’s KGP.
Achieved reliability above 98% at
Pluto LNG and KGP.
Entered into a long-term sale and
purchase agreement to supply
LNG to Europe. Also entered into
an offtake agreement to access
low cost and flexible LNG supply
in the Atlantic basin.
Completed permanent plug and
abandonment (P&A) of four wells
in the Balnaves field. The Enfield
P&A campaign continued with five
wells permanently plugged and
13 xmas trees removed.
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SE C T I O N 3 . 1
Australian operations
Woodside’s Australian portfolio consists of operated and non-operated
oil and gas projects across Australia. On completion of the merger with
BHP’s petroleum business, Woodside doubled its interest in the North West
Shelf Project and acquired interests in Bass Strait, Pyrenees and Macedon.
Woodside’s share of production from Australian operations was 136.6 MMboe
in 2022, a 50% increase compared to 2021.1
Pluto LNG
Pluto LNG is a gas processing facility in the Pilbara region
of Western Australia, comprising an offshore platform and
one onshore LNG processing train.
Woodside’s share of Pluto production was 52.4 MMboe in
2022, an 18% increase compared to 2021. This increase was
driven by sustained high reliability of 98.3% for 2022, the
start up of the Pluto-KGP Interconnector ahead of schedule
and the commencement of operations on the first phase of
the Pyxis Hub.
Processing of Pluto gas at KGP commenced in March 2022,
resulting in the production of 13 additional LNG cargoes in
2022.
The Pyxis and Pluto North subsea tiebacks achieved steady
state operations in January 2022, followed by the successful
completion of the Xena-2 tieback in November 2022.
We continued to undertake safe and reliable operations at
Pluto LNG with no Tier 1 or 2 process safety events in 2022,
and strong safety performance while completing a high
level of maintenance work.
Woodside is pursuing the opportunity to reduce Scope 1
emissions at Pluto LNG by utilising solar energy from the
proposed Woodside Solar project.
Woodside celebrated in May 2022, the tenth anniversary of
the first LNG produced at Pluto and in November 2022, the
delivery of the asset’s 700th LNG cargo. In December 2022,
Pluto achieved the milestone of 50 million tonnes of LNG
produced since start up in 2012.
In 2023, a major turnaround is planned for Pluto LNG.
Woodside is operator and holds a 90% participating
interest.
North West Shelf Project
The NWS Project consists of three offshore platforms
and the onshore Karratha Gas Plant (KGP) which includes
five onshore LNG processing trains. It produces LNG,
condensate, pipeline gas and natural gas liquids (NGLs).
Woodside’s share of NWS Project production was
36.7 MMboe in 2022, a 49% increase compared to 2021.
This was driven by the increase of Woodside’s equity share
from 16.67% to 33.33% following completion of the merger.
In 2022, NWS also sustained high LNG reliability of 98.5%
and successfully completed a major turnaround on KGP
LNG Train 3 in May 2022.
The Greater Western Flank Phase 3 and Lambert Deep infill
projects started up ahead of schedule and under budget.
The successful delivery of the projects contributed to KGP
continuing to operate at near full production rates in 2022.
In September 2022, the NWS Project celebrated the
delivery of the 6,000th LNG cargo from KGP.
The NWS Project commenced tolling operations in March
2022 with the processing of gas delivered from Pluto
through the Pluto-KGP Interconnector. During the year,
9.4 MMboe of production was delivered through the
Interconnector. This is the first example of KGP processing
third-party gas by utilising spare capacity.
Woodside and NWS Project participants signed non-binding
agreements with Western Gas for processing 2-3 Mtpa
of Equus gas from 2027, initially through KGP and then
later through Pluto LNG. Discussions continue with other
resource owners for processing of additional third-party gas.
The NWS Project remains on track to accept Waitsia gas
for processing at KGP in the second half of 2023.
State and Commonwealth regulatory approval processes
continue for the North West Shelf Project Extension, which
supports long-term operations and processing of future
third-party gas resources at KGP.
Woodside is operator and holds a 33.33% participating interest.
1.
Includes production of 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
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Woodside Energy Group Ltd |
Wheatstone and Julimar-Brunello
Wheatstone is an LNG processing facility near Onslow, Western
Australia, comprising an offshore production platform and two
onshore LNG processing trains. It processes gas from several
offshore gas fields including Julimar and Brunello.
Woodside’s share of Wheatstone production was 12.2 MMboe in
2022, a decrease from 13.5 MMboe in 2021 primarily due to the
major facility turnaround in 2022.
The Julimar-Brunello Phase 2 project, which included the tieback
of the Julimar field to the Wheatstone platform, achieved steady-
state operations in Q1 2022.
Wheatstone safely completed the second phase of the multi-
year, major turnaround in May 2022. High-rate production trials
commenced in September 2022 to assess the feasibility of
increased domestic gas production capacity. Trials are expected
to conclude in Q2 2023.
Woodside completed concept select for Julimar-Brunello
Phase 3 and is maturing the project. The third phase of the
Julimar-Brunello project will involve the tieback of additional
production wells to the Wheatstone platform.
In 2023, Woodside is targeting FID readiness for Julimar-Brunello
Phase 3.
Woodside is operator and holds a 65% participating interest in
the Julimar-Brunello fields. Woodside holds a 13% non-operated
interest in the Wheatstone project.
Bass Strait
The Bass Strait is located in the south-east of Australia and
produces oil and gas through a network of offshore platforms,
pipelines and onshore processing facilities.
The Bass Strait assets include the Gippsland Basin Joint Venture
(GBJV) and Kipper Unit Joint Venture (KUJV), which were added
to Woodside’s portfolio on 1 June 2022.
Woodside’s share of production from the Bass Strait was
19.6 MMboe in 2022, driven by strong plant reliability and gas
demand.
The Bass Strait remains an important source of gas supply to
the Australian east coast. The GBJV continues to invest in gas
supply for the domestic market including taking a FID to develop
additional gas from the Gippsland Basin Kipper field in March 2022.
The GBJV is progressing carbon dioxide (CO2) emissions
reduction opportunities which include executing long-term
carbon dioxide supply contracts and progressing early front-
end engineering design (pre-FEED) studies to determine the
potential for carbon capture and storage in the Gippsland Basin.
The focus in 2023 is progressing execution of the Kipper
Compression project, facility optimisation with reducing
production rates and ongoing offshore decommissioning
obligations.
Woodside holds a 50% non-operating interest in the GBJV and a
32.5% non-operating interest in the KUJV.
Other oil and gas assets
Woodside operates three floating production storage and
offloading (FPSO) facilities off the north-west coast of Western
Australia. These are the Okha FPSO (Woodside interest: 50%),
Ngujima-Yin FPSO (Woodside interest: 60%) and Pyrenees FPSO
(Woodside interest: 40% in WA-43-L and 71.4% in WA-42-L).
Macedon (Woodside interest: 71.4%), also operated by
Woodside, is a gas project located near Onslow, Western
Australia which produces pipeline gas for the Western
Australian domestic gas market.
The Pyrenees FPSO and Macedon were added to Woodside’s
portfolio on 1 June 2022.
Woodside’s share of production from the FPSO assets was
10.6 MMboe, up from 8.6 MMboe in 2021.
Woodside’s share of production from Macedon was
5.1 MMboe since 1 June 2022. The Macedon facility delivered
approximately 18% of the Western Australian domestic gas
market supply in 2022.
Permanent plugging and abandonment of four wells in the
Balnaves field was successfully completed in November
2022. The well decommissioning activity was undertaken in
preparation for the removal of remaining subsea infrastructure.
Bumi Armada’s application to the High Court for special leave to
appeal a judgement of the Court of Appeal of Western Australia
in respect to its claim against Woodside following termination of
FPSO services in 2016 was dismissed in November 2022.
In 2023, a major dry-dock turnaround is planned on the Ngujima-
Yin FPSO.
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| Annual Report 2022 SE C T I O N 3 . 2
International operations
Woodside’s international portfolio includes assets in the US Gulf of Mexico and the
Caribbean with embedded growth options. Woodside is focused on safe, low cost,
reliable operations and production optimisation.
—
Shenzi platform
Shenzi
Shenzi is a conventional oil and gas field developed through a
tension leg platform (TLP) located in the US Gulf of Mexico.
Woodside’s share of production from Shenzi was 6.2 MMboe
from 1 June 2022. A side track development well was brought
online in July 2022, increasing field production rates. A subsea
multi-phase pump was installed in April-May 2022 to improve
recovery from existing producing wells and future infill wells. The
B102 well was returned to service after an extended workover.
Shenzi North is a two-well subsea tieback to the Shenzi TLP
and is targeting first oil in 2024. The second development well
was drilled in 2022 and completion operations were ongoing
at year end. Completion operations will be followed by subsea
equipment installation and hook up.
In 2023, focus areas include infill maturation based on seismic
acquired in 2022 and tying in the Shenzi North project.
Woodside is operator and holds a 72% participating interest.
Atlantis
Atlantis is a conventional oil and gas development and is one of
the largest producing fields in the US Gulf of Mexico. The Atlantis
development includes a semi-submersible facility with 26 active
producer wells and two water injector wells.
Woodside’s share of production from Atlantis was 6.3 MMboe
from 1 June 2022. Ocean bottom node (OBN) seismic acquisition
was completed in June 2022, supporting optimisation of future
development opportunities.
A planned turnaround was completed in August 2022 with the
executed scopes expected to deliver increased facility reliability.
In 2023, the focus areas include maturing the scope of facilities
and water injection expansions and a horizontal well trial to
improve infill productivity.
Woodside holds a 44% non-operating interest.
Mad Dog
Mad Dog is a conventional oil and gas development located in
the US Gulf of Mexico. The Phase 1 development includes a spar
facility with drilling capability and 10 active producer wells.
Mad Dog Phase 2 is a development of the southern flank of
the Mad Dog field. It includes the installation of a new floating
production facility, Argos, with production capacity of up to
140,000 gross barrels of oil equivalent per day (100% project).
Start up is expected in 2023.
Woodside’s share of production from Mad Dog was 2.6 MMboe
from 1 June 2022. OBN seismic acquisition and analysis is in
progress to inform subsequent development phases.
In 2023, the focus areas include Mad Dog Phase 2 start up and
A-spar debottlenecking.
Woodside holds a 23.9% non-operating interest.
Angostura and Ruby
Greater Angostura includes the Angostura and Ruby
conventional oil and gas fields, located offshore Trinidad
and Tobago. The development includes an offshore central
processing facility and five wellhead platforms.
Woodside’s share of production from Greater Angostura was
5.8 MMboe from 1 June 2022. Woodside continues to pursue
opportunities to maximise value, and safely optimise production
and operating costs.
In 2023, focus areas include prioritisation of production
enhancement activities.
Woodside is operator and holds a 45% participating interest
in the Angostura field and a 68.5% participating interest in the
Ruby field.
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Woodside Energy Group Ltd | SE C T I O N 3 . 3
Marketing and trading
Woodside’s global portfolio has expanded following the merger with BHP’s
petroleum business, increasing our positions in the Asia-Pacific and Atlantic basins.
Woodside has a proven track record in our integrated shipping,
operations, marketing and trading activities across LNG,
condensate, crude and NGL cargoes.
Woodside’s LNG portfolio is managed through a mix of short,
mid and long-term contracts, supplied with cargoes sourced
from producing assets or purchased from third parties.
In the Asia-Pacific, the LNG portfolio has been supplemented
by Pluto gas transported through the Pluto-KGP Interconnector,
which has resulted in additional sales of uncontracted LNG
cargoes in a high-priced market. In 2022, Woodside’s exposure
of produced LNG to gas hub indices was 23%.
Woodside’s LNG trading activities seek to maximise value of our
LNG portfolio. Third-party cargoes are purchased from Corpus
Christi LNG through a long-term offtake agreement and from the
prompt market through our relationships with other producers
and traders.
The marketing of crude, condensate and natural gas liquids is
predominately based on short-term sales and supplemented by
term arrangements.
Natural gas is sold domestically in both Western Australia and
the east coast of Australia. In Western Australia, Woodside’s
domestic gas obligations are met from multiple producing
assets. All production from Bass Strait is sold into the east coast
domestic market. From June to December 2022, Woodside
supplied approximately 86 petajoules (PJ) of natural gas from
the project, representing approximately 15% of all gas supplied to
the east coast market.1 In 2023, almost 90% of Woodside’s equity
production from the Bass Strait has been sold under term sales
and any excess capacity is expected to be sold into domestic
spot markets. In the Western Australian market, Woodside
volumes accounted for approximately 14% of domestic gas
supplied in 2022.
In the Gulf of Mexico, crude oil is sold to refiners and traders on
the US Gulf Coast. In Trinidad and Tobago, crude oil is sold to
international markets and natural gas is sold into the domestic
market.
In 2022, Woodside entered into a long-term sale and purchase
agreement (SPA) with Uniper Global Commodities to supply
LNG from our global portfolio to Europe. Woodside also entered
into an offtake agreement with Commonwealth LNG, to provide
low cost and flexible LNG for Woodside’s Atlantic position.2
Woodside’s LNG shipping fleet includes six vessels under
long-term contracts and multiple vessels on short-term charter.
Woodside chartered an additional five new build LNG ships in
2022 to support the delivery of Scarborough LNG cargoes and
growth in trading activities. The new-build vessels are expected
to be delivered between 2024 and 2027.
1. Approximately 24% on an annualised basis.
2. This will become fully effective upon the satisfaction of customary conditions including an affirmative FID on the project.
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| Annual Report 2022 SE C T I O N 3 . 4
Projects
Woodside’s projects portfolio has increased scale and is underpinned by strong
project delivery capability.
Scarborough
The Scarborough gas field is located in the Carnarvon Basin,
approximately 375 km off the coast of Western Australia.
The field is being developed through new offshore facilities
connected by an approximately 430 km pipeline to a second
LNG train at the existing Pluto LNG onshore facility.
Development of Scarborough includes the installation of a floating
production unit (FPU) with eight wells drilled in the initial phase
and 13 wells drilled over the life of the Scarborough field.
Expansion of Pluto LNG includes the construction of a second
LNG train (Pluto Train 2), installation of additional domestic
gas processing facilities and supporting infrastructure and
modifications to the existing Pluto Train 1 to allow it to process
Scarborough gas.
Scarborough gas is expected to produce approximately
5 million tonnes per annum (Mtpa) of LNG from Pluto Train 2,
and up to 3 Mtpa of LNG from the existing Pluto Train 1. The
Scarborough reservoir contains less than 0.1% CO2. The lean
Scarborough gas composition is well suited to the design of
Pluto LNG.
The sale of a 49% non-operating participating interest in the Pluto
Train 2 Joint Venture to Global Infrastructure Partners (GIP) was
completed in January 2022.
Fabrication of the FPU topsides commenced in June 2022 and
FPU hull fabrication commenced in October 2022.
All phase 1 subsea production trees were delivered ahead of
the planned commencement of drilling operations in 2023.
Pipeline manufacturing commenced in February 2022 and
three shipments of linepipe were delivered to Indonesia for
application of insulation coating. Subsea flowline fabrication also
commenced in August 2022.
Pluto Train 2 site works commenced in June 2022, the
construction accommodation village became operational in
August 2022 and the Train 2 module fabrication activities
commenced in November 2022.
Front-end engineering design (FEED) activities for Pluto Train 1
modifications were completed in Q4 2022 and execution activities
are planned to commence in Q2 2023.
Woodside continues to work with Traditional Custodians to
identify, manage and protect heritage located near the project
footprint on the Burrup Peninsula.1,2 The Scarborough Cultural
Heritage Management Plan was approved by the Western
Australian Department of Water and Environmental Regulation
in January 2023.
Woodside received the final primary approvals for Scarborough
in early 2022 from the Commonwealth-Western Australian Joint
Authority. This included the pipeline licence to construct and
operate the Scarborough pipeline in Commonwealth waters and
approval for the Scarborough Field Development Plan, enabling
Woodside to commence petroleum recovery operations.
Regulator assessment of secondary environmental approvals for
offshore project execution activities is ongoing.
The sell-down process for equity in the Scarborough Joint
Venture is progressing.
Woodside is targeting first LNG cargo in 2026.
Woodside is operator and holds a 100% participating interest in
Scarborough, 51% participating interest in Pluto Train 2 and 90%
participating interest in Pluto LNG.
Sangomar
Development of the offshore Sangomar field, containing both oil
and gas, is Senegal’s first offshore oil project.
The Sangomar Field Development Phase 1 is developing the
less complex reservoirs in the Sangomar field and testing other
reservoirs to support potential future phases.
Oil will be produced through a stand-alone FPSO facility with
supporting subsea infrastructure. It is designed to allow the tie-in
of subsequent phases.
The FPSO Léopold Sédar Senghor is a converted oil tanker with
new topsides, turret and mooring systems.
The construction phase for the FPSO facility was completed in
China. The FPSO facility was successfully relocated in December
2022 to Singapore to complete topsides integration and pre-
commissioning.
1. The Traditional Custodians are members of the local Aboriginal groups with traditional rights and responsibilities in relation to the land and water in which we operate.
2. Heritage is the places, objects, landscapes, traditions or other matters that have cultural significance to a community. Cultural significance is defined in the Burra Charter as ‘aesthetic, historic,
scientific, social or spiritual value for past, present or future generations. Cultural significance is embodied in the place itself, its fabric, setting, use, associations, meanings, records, related places and
related objects.’
27
Woodside Energy Group Ltd | —
Sangomar FPSO
The drilling and completions campaign involves the drilling of
23 production, gas and water injection wells. The reinjection of
gas and water will help maximise the recovery of the oil and
enable gas to be stored for future use. At the end of 2022, seven
wells were complete, ten further wells partially complete and six
wells were still to spud.
A first drillship, the Ocean BlackRhino, commenced the drilling
campaign in July 2021 and was joined by a second drillship, the
Ocean BlackHawk, commencing operations in July 2022 using a
batch drilling approach to enable operational efficiencies.
Subsea equipment fabrication is complete, and the subsea
installation campaign commenced in September 2022.
Woodside is committed to supporting the development of
local capabilities, supporting training initiatives, offering local
employment and business opportunities and supporting
capacity building within Senegal.
To date, over 4,400 local Senegalese people have worked on
the project and approximately 1,000 local businesses have been
engaged across the supply chain.
The Sangomar Field Development Phase 1 is targeting first oil in
late 2023.
Woodside is operator and holds an 82% participating interest in
the Sangomar exploitation area and a 90% participating interest
of the remaining Rufisque Offshore, Sangomar Offshore and
Sangomar Deep Offshore (RSSD) evaluation area.
Trion
The Trion project is an oil opportunity in Mexico and is located
in the Gulf of Mexico, approximately 180 km off the Mexican
coastline and 30 km south of the US/Mexico maritime border at
a water depth of approximately 2,500 metres. Trion will be one
of Mexico’s first deepwater oil developments and is targeting FID
readiness in 2023.
The selected concept for Trion is a subsea development
connected to a semi-submersible FPU capable of producing and
transferring 100,000 barrels of oil per day to a floating storage
and offloading (FSO) vessel. Oil from the FSO is expected to be
exported to the market, with excess gas transferred back via a
pipeline to existing offshore gas export infrastructure.
The main components of the reservoir development plan include
crestal gas injection, peripheral water injection, and phased
development drilling with 24 total wells. The field was appraised
with a total of six well penetrations.
A number of activities were completed during the year including
FPU FEED, offshore seabed surveys and OBN seismic data
interpretation while subsea hardware vendor engineering
commenced. Key tender packages were also issued for
competitive bids.
In 2023, the project is expected to progress the necessary
technical, commercial and regulatory work streams to support
FID readiness and commence execution activities if sanctioned.
Woodside is operator and holds a 60% participating interest.
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| Annual Report 2022 SE C T I O N 3 . 5
Exploration and development
Woodside’s portfolio of developments and targeted exploration program is focused on
identifying and addressing key technical and commercial elements to allow resources
to compete for capital.
Calypso
Calypso is located approximately 220 km off the coast of
Trinidad and comprises several gas discoveries in Block 23(a)
and Block TTDAA 14. Two appraisal wells were drilled in 2021 to
delineate the resource and provide information for development
studies. Appraisal results are being assessed in conjunction with
conceptual engineering studies. Woodside is operator and holds
a 70% participating interest.
Browse
The Browse development comprises the Calliance, Brecknock
and Torosa gas and condensate fields located approximately
425 km north of Broome, Western Australia.
The Browse Joint Venture (BJV) is evaluating the development
of these fields through the NWS Project’s KGP. Commercial
discussions continue between the Browse and NWS joint ventures.
The final Commonwealth Environmental Impact Statement
was published in September 2022 and regulatory approvals
processes are ongoing.
In 2022, the BJV determined that a carbon capture and storage
(CCS) solution to abate Browse reservoir CO2 was feasible and
the CCS infrastructure has subsequently been incorporated into
the development concept. Woodside was awarded a greenhouse
gas assessment permit over the Calliance field in August 2022.
Woodside is operator and holds a 30.6% participating interest.
Liard
The Liard basin is located in British Columbia, western Canada.
Woodside is assessing development concepts for the resource.
Woodside is operator and holds a 100% participating interest in
28 leases, and a 50% non-operated interest in 11 leases.1
Sunrise
The Sunrise development comprises the Sunrise and Troubadour
gas and condensate fields which are located approximately
450 km north-west of Darwin and 150 km south of Timor-Leste.
During 2022, the Sunrise Joint Venture (SJV) and Australian
and Timor-Leste Governments held two further Greater Sunrise
trilateral meetings to progress a new production sharing contract
(PSC). Subsequent to the quarter, retention lease renewals were
granted for Australian titles NT/RL2 and NT/RL4. Woodside is
operator and holds a 33.44% participating interest.
Myanmar
On 27 January 2022, Woodside decided to withdraw from its
interests in Myanmar. Some formal exit activities continue in
order to complete Woodside’s country exit.
Wildling
Wildling was a two-well tieback opportunity to the Shenzi
TLP in the central Gulf of Mexico. Drilling of an appraisal well
was completed in July 2022 and sub-commercial quantities of
hydrocarbons were encountered. The well was plugged and
abandoned, and Woodside does not plan to pursue any further
Wildling development activities in Blocks GC564 or GC520.
Exploration
Woodside is focused on accessing, testing and developing
low cost, lower carbon, value-adding opportunities with the
characteristics and project pace to be resilient through the
energy transition.
In the US Gulf of Mexico, Woodside completed a number of
cross assignments and farm outs with Shell, Oxy and Equinor
separately, which expanded the portfolio while managing capital
and risk. Woodside drilled the Hoodoo-1 well which did not find
hydrocarbons and participated in the non-operated Starman-1
well which found hydrocarbons below Woodside’s threshold for
a standalone development and is subject to ongoing analysis.
In Senegal, Woodside drilled a well to appraise a nearfield
tieback opportunity near the Sangomar field. The well
encountered gas at the appraisal target depth and was plugged
and abandoned as planned.
In the Caribbean, Woodside acquired exploration 3D seismic over
our Barbados acreage and completed a farm down agreement
with Shell. In Australia, 2D seismic was acquired offshore
northern Australia.
Additionally, Woodside has established acreage positions
in key areas viewed to be competitive and fast to market
including Egypt and Congo. In the Egyptian Red Sea, Woodside
participated in a 3D seismic acquisition over Blocks 3 and 4. In
Congo, Woodside completed a joint agreement with operator
Total Energies to farm down a joint 30% interest to Petronas.
Following completion of the merger with BHP’s petroleum
business, Woodside took decisive action to exit our exploration
positions in offshore Canada and the Republic of Korea.
1.
Includes 9 titles acquired from Chevron Canada (via split-transfer) in 2021 awaiting execution by the British Columbia Ministry of Energy.
29
Woodside Energy Group Ltd | SE C T I O N 3 . 6
New energy and carbon solutions
Woodside’s new energy strategy is centred on building relationships across the value
chain and developing profitable solutions to meet customer requirements that have
the ability to scale to match the pace of the energy transition.
We target locations that have advantaged access to lower
cost renewables, enabling infrastructure or access to market.
Our competitive advantage is our experience as a safe and
reliable producer and supplier of bulk energy to customers
across the globe. Woodside has set a target to invest $5 billion in
new energy products and lower carbon services by 2030.1
H2OK
H2OK is a proposed liquid hydrogen project to be located in
Ardmore, Oklahoma with a maximum design capacity of 90
tonnes per day (tpd) of liquid hydrogen through electrolysis,
initially targeting the heavy transport sector.
Woodside completed FEED activities in 2022 which have
matured the facility design, cost and schedule. In October 2022,
Woodside awarded a contract to supply 160MW of alkaline
electrolyser equipment and in December 2022 awarded a
contract for liquefaction units with a capacity of 60tpd.
Southern Green Hydrogen
Woodside has been selected as the preferred partner for the
Southern Green Hydrogen project, a proposed hydrogen and
ammonia facility to be located in Southland, New Zealand. The
proposal is targeting up to 1,400 tpd of ammonia. Southern
Green Hydrogen is expected to utilise renewable power to
produce hydrogen and ammonia for export and domestic supply.
H2TAS
Woodside has a proposed renewable ammonia and hydrogen
production facility in the Bell Bay area of Tasmania. H2TAS
is planned to be a phased development, targeting an initial
capacity of up to 550 tpd of ammonia. Ammonia would be
produced through electrolysis, utilising a combination of wind
and hydroelectric power. Woodside continues to evaluate the
cost and schedule impacts of the renewable power solutions that
would enable the project to progress.
Woodside is operator and holds a 100% participating interest.
Woodside is operator and holds a 100% participating interest.
H2Perth
H2Perth is a proposed hydrogen and ammonia production
facility to be located in Perth, Western Australia. Phase 1 of
the project is targeting up to 2,700 tpd of ammonia produced
through gas reforming and electrolysis. It is targeting supply
to local industry and international users. Subsequent phases
have the potential to expand to 8,900 tpd by increasing the
electrolysis component. Pre-FEED commenced in May 2022.
Woodside is operator and holds a 100% participating interest.
Hydrogen Refueller @H2Perth
In 2022, Woodside announced plans for a proposed self-
contained hydrogen production, storage and refuelling station
located adjacent to H2Perth, named the Hydrogen Refueller
@H2Perth. Initially, Woodside is targeting production of 0.2 tpd
of hydrogen, with the potential to scale up to a targeted 0.8 tpd.
Woodside is targeting the supply of hydrogen to industrial
customers and the public.
Woodside is operator and holds a 100% participating interest.
Heliogen
Woodside and Heliogen entered into a project agreement
in 2022 to deploy a 5 MW module of Heliogen’s artificial
intelligence-enabled concentrated solar energy technology in
California. In addition, Heliogen and Woodside have signed a
collaboration agreement to jointly market Heliogen’s renewable
energy technology in Australia.
Woodside Solar
Woodside is progressing the proposed Woodside Solar project,
a facility which would initially generate electricity from a solar
photovoltaic farm approximately 15 km south-west of Karratha
in Western Australia, complemented by a battery energy storage
system. The facility is expected to supply up to 100 MW of solar
energy with potential expansion to a maximum of 500 MW. It
could supply Pluto LNG (potentially reducing Woodside’s Scope 1
emissions) as well as other customers located near Karratha that
are connected to the North West Interconnected System (NWIS).
In 2022, Woodside entered a bilateral Indigenous Land Use
Agreement and a modern benefit sharing agreement with the
1.
Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
30
| Annual Report 2022 Ngarluma Aboriginal Corporation, which holds the native title
rights on behalf of the Ngarluma people, for the land where
Woodside Solar is proposed. Woodside also executed options to
lease associated land within the Maitland Industrial Estate with
Development WA and has been progressing NWIS connection
and transmission access arrangements.
the development of new industries, such as the production
of hydrogen and ammonia, by providing a local solution for
emissions. The size of the potential CCS facility is subject to the
completion of additional technical, regulatory and commercial
studies, but could have a processing capacity of up to 5 million
tonnes of carbon dioxide per annum.
Woodside is operator and holds a 100% participating interest.
Carbon solutions
Some technologies can abate emissions from conventional
processes by capturing greenhouse gases and durably storing
them out of the atmosphere.
Offsets
Woodside is developing a portfolio of carbon credits to
contribute to the achievement of its net equity Scope 1 and 2
greenhouse gas emissions targets. These carbon credits also
have the potential to be bundled with product sales to assist
customers with their carbon abatement.
Carbon capture and storage
Woodside, as a participant in various joint ventures, was
awarded three greenhouse gas assessment permits in 2022.
These permits enable carbon capture and storage assessments
in the Browse Basin (operated), Northern Carnarvon Basin
(operated) and Bonaparte Basin (non-operated).
One of these permits covers the depleted Angel gas field,
which could provide a storage reservoir for a multi-user carbon
capture and storage (CCS) project near Karratha in Western
Australia. This could be ideally located to aggregate emissions
from various existing industrial emissions sources on the
Burrup Peninsula. It could also have the potential to facilitate
Woodside is also a participant in the Gippsland Basin Joint
Venture, which is progressing a feasibility study into the
development of a south-east Australian carbon capture and
storage hub. This aims to utilise existing infrastructure to capture
and store CO2 in the depleted Bream reservoir located offshore
Victoria.
Carbon to products
In 2022, Woodside launched a carbon capture and utilisation
(CCU) collaboration with US based technology developers
ReCarbon and LanzaTech to assess the viability of a proposed
CCU pilot facility in Perth, Western Australia. The proposed pilot
CCU facility would convert greenhouse gases into ethanol.
Woodside and LanzaTech also entered into a strategic
framework agreement, under which Woodside will collaborate
with LanzaTech to design, construct, own, maintain and
operate pilot facilities utilising LanzaTech’s CCU technologies.
LanzaTech’s skillset is in the fields of synthetic biology,
bioinformatics, artificial intelligence, and machine learning
coupled with engineering.
Woodside also announced plans to invest US$9.9 million in
String Bio Private Limited (String Bio), the developer of a
patented process for recycling greenhouse gases into products
such as livestock feed. Woodside and String Bio entered a
strategic development agreement to explore opportunities for
the potential commercial scale up of String Bio’s technology.
OFFSETS
CARBON CAPTURE
AND STORAGE (CCS)2
CARBON TO
PRODUCTS
FOCUS
Originate carbon credits and
purchase from select third
parties
Secure and accelerate CCS in
Australia and beyond
Invest in technology
advancement to convert carbon
into useful products
BENEFITS
Available at scale now
Potential for large scale CO2
storage
Future conversion of carbon at
source of generation
PROGRESS
Executing plan to secure offsets
to meet Woodside’s 2030 net
emissions reduction targets1
Awarded three permits to
advance studies on carbon
capture and storage in Australia
Collaborations with String Bio,
ReCarbon and LanzaTech
1. Woodside equity emissions abatement demand is based on current and sanctioned projects at current equity share as well as near and medium term net equity Scope 1 and 2 greenhouse gas
emissions targets. Refer to section 3.7 - Climate and sustainability for further information on Woodside’s net emissions reduction targets.
2. The greenhouse gas assessment permits are subject to commercial agreements and regulatory approvals.
31
Woodside Energy Group Ltd | SE C T I O N 3 . 7
Climate and sustainability
Woodside aims to thrive through the energy transition by building a low cost, lower
carbon, profitable, resilient and diversified portfolio.1 Climate and sustainability
considerations are integral to our success.
Climate
Our climate strategy is an integral part of our company strategy.
It has two key elements: reducing our net equity Scope 1 and
2 greenhouse gas emissions and investing in the products and
services that our customers need as they secure their energy
needs and reduce their emissions.
Our Climate Report 2022 includes a detailed description of
Woodside’s approach to climate change. Woodside considers
that the Climate Report contains disclosures consistent with
the four recommendations and 11 recommended disclosures of
the Task Force on Climate-related Financial Disclosure (TCFD),
noting its Guidance for all Sectors and Guidance for Non-
Financial Groups. We set out our TCFD-aligned disclosures in
this separate report to enable us to provide information for
interested stakeholders in a readily accessible way, alongside
Woodside’s climate-related plans, activities progress and data.
This Annual Report should therefore be read in conjunction with
Woodside’s Climate Report 2022.
Woodside has targets to reduce our net equity Scope 1 and 2
greenhouse gas emissions by 15% by 2025 and 30% by 2030,
towards our aspiration to achieve net zero by 2050 or sooner.2,3
In 2022, Woodside’s net equity Scope 1 and 2 greenhouse gas
emissions totalled 4,615 kt CO2-e in 2022, which was 11% below
the starting base. To achieve this, 754 kt CO2-e of carbon credits
were retired.
Woodside plans to achieve these targets by avoiding greenhouse
gas emissions through the way we design our assets; reducing
greenhouse gas emissions through the way we operate our
assets; and originating and acquiring carbon credits to use as
offsets for the remainder.
How we operate our facilities has a direct impact on our
progress towards our emission reduction targets. In 2022,
asset decarbonisation plans were developed for the heritage
Woodside assets, with the intention to extend these to
the heritage BHP operated assets.4 These plans identify
opportunities to reduce emissions, such as energy efficiency
projects, equipment modifications and lower carbon power.
In 2022, Woodside signed the Aiming for Zero Methane Emissions
Initiative, becoming the first Australasian company to do so.
The signatories to the Initiative state that they believe virtually all
methane emissions from the industry can and should be avoided.
Woodside has a target to invest $5 billion in new energy
products and lower carbon services by 2030, as part of our
Scope 3 emissions plan.5 At the end of 2022, Woodside has
spent more than $100 million towards its $5 billion target. This
spend includes electrolysers and liquefaction equipment for the
proposed H2OK hydrogen project, the Heliogen pilot project, as
well as the investment in String Bio.
Sustainability
We apply an ESG mindset to guide decision making at all levels
of the business. Our activities and reporting continue to evolve in
response to the increasing focus on sustainability priorities.
We conduct a broad-based materiality assessment process each
year to inform our understanding of which sustainability topics are
relevant to our business activities and stakeholders. This includes
consideration of potential risks, opportunities and impacts.
Woodside is an active member of the Voluntary Principles on
Security and Human Rights Initiative. It is underpinned by risk
assessments, training, management of arrangements with
private security providers and where applicable arrangements
with public security.
Woodside has been a member of Extractive Industries
Transparency Initiative (EITI) since 2005 and became an EITI
Supporting Company in 2008. We are also an active member
in Senegal, Timor-Leste and Trinidad and Tobago multi-
stakeholder groups.
Our Sustainable Development Report 2022 outlines our
comprehensive approach to ESG performance and sustainability
and features our 2022 ESG topics. For more information, please
refer to our Sustainable Development Report 2022.
For more information on this topic, refer to Woodside’s
website for the Climate Report 2022 and the
Sustainable Development Report 2022
at woodside.com
1. Please see section 6.8 - Glossary, units of measure and conversion factors for a definition of how Woodside uses the term lower carbon portfolio.
2. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
3. Net equity greenhouse gas emissions are equal to Woodside’s equity share of gross greenhouse gas emissions reduced by the number of retired carbon credits.
4. Heritage Woodside refers to Woodside’s assets prior to the merger with BHP’s petroleum business. Heritage BHP refers to the assets acquired through the merger with BHP’s petroleum business.
5. Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
32
| Annual Report 2022 SE C T I O N 3 . 8
Risk factors
Woodside recognises that risk is inherent in our business and the effective
management of risk is vital to deliver our strategic objectives, continued growth
and success.
We categorise risks into three categories:
Strategic risks - Risks that could affect our organisation’s ability
to achieve its strategic objectives.
Entity risks - Risks that could affect our organisation’s ability to
achieve our business objectives. They can be positive, negative,
or both and can address, create, or result in opportunities and
threats.
Emerging risks - Risks defined as an external threat or
opportunity that has a high degree of uncertainty due to rapid
or non-linear evolution. They have the potential to materially
impact the achievement of strategic objectives.
Woodside’s risk appetite statement is a vital element of our
risk framework. The statement communicates the type and
amount of risk we are willing to take and accept in pursuit of our
strategic objectives. The statement is designed to enable our
organisation to make risk informed decisions.
We are committed to managing risks in a proactive and effective
manner as a source of competitive advantage.
Our approach is intended to protect us against potential
negative impacts and improve our resilience against emerging
risks. The objective of our risk management framework is
to provide a single consolidated view of risks across the
company to understand our full risk exposure and prioritise risk
management and governance.
For more information on our risk management process,
refer to our Risk Management Policy, which can be
found on our website at woodside.com
Woodside’s risk management process is presented as a set of
iterative steps that we undertake in a coordinated manner. The
process helps us implement risk management to effectively
identify, assess, and control risks, thereby enhancing the likelihood
of achieving our business objectives. The process involves:
• communication and consultation with key stakeholders
• define risk scope, context and criteria
• risk assessment
• risk treatment
• monitor and review risk management process
• record and report risks.
The process is defined in our risk management procedure which
is designed to provide a consistent process for the recognition
and management of risks that have the potential to materially
impact the achievement of Woodside’s business objectives.
The Audit & Risk Committee plays a crucial role in assisting the
Board meet its oversight responsibility in relation to Woodside’s
risk management procedures. Refer to section 4.1.3 - Board
committees for more information on the Audit & Risk Committee.
33
Woodside Energy Group Ltd | Overview of our strategic and material risk factors
Climate change
The global response to climate change is changing the way the world produces and consumes energy. The complex and pervasive nature of
climate change means transition risks are interconnected with and may amplify other risks. Additionally, the inherent uncertainty of potential
societal responses to climate change may create a systemic risk to the global economy. Climate change may also create significant physical
risks, such as increased frequency and severity of storms, wildfires, floods and other climatic events, as well as chronic shifts in temperature
and precipitation patterns.
How is this factor relevant to Woodside?
Woodside’s risks associated with climate change and the transition to a lower carbon economy include possible impacts to demand (and pricing)
for oil, gas and its substitutes, the policy and legal environment for its production, and Woodside’s reputation and the operating environment. We
may also face risks related to climate change’s potential to cause physical damage or disruptions to our assets or our supply chains.
Woodside is an energy company and in order for us to meet the needs of our current and future customers and the communities in which we
operate, we must forecast and manage several critical risks to evolve and prosper through this transition.
These elements include:
• the demand and pricing of oil and gas
• the regulation of oil and gas production and consumption
• the timing and rate of the global transition to a lower carbon economy
• public perception of Woodside and the broader oil and gas industry
• access to carbon credits or emission allowances
• uncertainties associated with changing weather patterns.
Examples of how this factor may impact Woodside
• Physical impacts on our assets or those of our suppliers or
• Low availability and high cost of emission allowances or carbon
customers caused by increased frequency or intensity of severe
weather events.
credits impacting Woodside’s ability to meet its 2025 and 2030 net
emissions reduction targets.1
• Over or under investing in oil and gas reserves leading to an
• Reputational risks with respect to Woodside or the oil and gas
imbalance between our supply and global demand.
industry in general.
• Failure to transition to new energy at a pace that serves the global
• Financial risks, including limits on availability of funding or changes
demand.
in financing terms for oil and gas projects.
• Climate-driven changes to legislation or climate-related litigation
resulting in additional costs and adversely impacting Woodside’s
reputation.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
Woodside is actively engaged in reducing our emissions and improving
our energy efficiency, while providing opportunities for our customers
and value chain participants to decarbonise, by supplying LNG and
developing innovative lower carbon solutions and markets with a goal
of growing a longer-term resilient portfolio.
We have near and mid-term emissions reduction targets with plans to
meet them.1 We engage and advocate with key industry and governance
stakeholders. Our Climate Report includes further information on
Woodside’s approach to managing climate change risks.
For more information on this topic, refer to Woodside’s
website for the Climate Report 2022 at woodside.com
1. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
34
| Annual Report 2022 Social licence to operate
Risks associated with actual or alleged deviation from social or business expectations of ethical behaviour (including breaches of laws or
regulations) and social responsibility (including environmental impact and community contribution), particularly as these expectations
evolve.
How is this factor relevant to Woodside?
Woodside relies on maintaining healthy relationships with our numerous stakeholders in order for us to achieve our objectives. Our employees,
host communities, Traditional Owners, government authorities, investors and other groups form significant relationships with our organisation.
These relationships are built on the trust that Woodside will meet our stakeholders’ expectations. We must also consider the role our commercial
agreements play in relation to human rights around the world, we have a responsibility to ensure the rights of all humans aren’t negatively affected
by our organisation.
Some of the most significant risks to our relationships with stakeholders include:
• engaging in activities that have real or perceived adverse impacts on the environment, biodiversity, human rights or cultural heritage
• failing to meet our climate reduction targets or investment targets in new energy
• inadequately responding to quickly evolving expectations of Woodside (including expectations that may significantly differ in the various
jurisdictions in which we operate).
Additionally, third-party risks that are outside of our control could negatively impact our reputation and licence to operate, such as oil spills or other
disasters or scandals that cause collateral damage to Woodside’s licence to operate via reputational damage to the oil and gas industry at large.
Failure to maintain healthy relationships with our various stakeholders may result in violation of local or national laws or regulations, significant
reputational damage, delayed approvals, civil suits and ultimately the deterioration of our licence to operate.
Examples of how this factor may impact Woodside
• Limited, delayed or failed approvals from local and national
• Decreased ability to attract and retain a talented workforce, and
government bodies.
other operational concerns.
• Lost or limited stakeholder support for our current business and
future opportunities.
• Risks related to class action lawsuits, litigation and activism,
including allegations of greenwashing.
• Reductions in the availability, or less favourable terms, of financing.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
Our business conduct is informed by the United Nations Guiding
Principles on Business and Human Rights (UNGPs), which set a global
standard of conduct for all businesses wherever they operate. These
principles exist over and above compliance with national laws and
regulations protecting human rights.
How is Woodside managing these risks?
Woodside proactively maintains and builds our social licence to
operate through the application of our values, effective stakeholder
engagement strategies, our regulatory compliance framework and our
anti-fraud and corruption program.
Our regulatory compliance framework assists Woodside to proactively
maintain relationships with governments and regulators within
countries that support base business and future growth opportunities.
Woodside maintains meaningful relationships with stakeholders,
seeking proactive engagement to inform decisions and gain support
for changes.
Our fraud and corruption framework aims to prevent, detect and
respond to unethical behaviour. It incorporates policies, standards,
guidelines and training, which will enable us to conduct our activities
ethically and to a high standard.
35
Woodside Energy Group Ltd | Growth
Risks associated with delivery of both major and complex multi-year execution project activities across multiple global locations, including a
reliance on third parties for materials, products and services.
How is this factor relevant to Woodside?
Traditional energy: In order to maintain our production levels and deliver shareholder value, Woodside must continue to identify growth
opportunities and commercialise them. In order to maintain a stable pipeline of future projects and realise the full value of growth opportunities,
Woodside will need to compete with major oil companies, national oil companies (NOCs), independent oil and gas companies, individual producers
and new energy companies. Failure to effectively compete with these companies may result in the inability to continue to expand Woodside’s
current operations and deliver shareholder value.
Woodside must continue to effectively manage relationships with industry partners, for example, at times we enter joint ventures with
organisations which may also be a competing oil and gas supplier. It is essential that our voice is heard both within our industry and more broadly.
In order for us to effectively communicate, we may at times align with industry bodies to advocate what we believe is right.
In addition, our current and planned projects involve many unknown uncertainties and operating risks that could prevent us from realising profits or
result in the total or partial loss of our investment. For example our Scarborough project is more than 12 months in to execution phase, however, we
may face third-party opposition to environmental approvals, potentially impacting our project delivery schedule.
New energy: We have targeted to invest $5 billion in new energy products and lower carbon services by 2030.1 However, there is uncertainty
around the pace of required technological innovation and the reliability of technologies that will be needed to transition to a lower carbon
environment. In addition, new sources of energy, such as hydrogen or ammonia, may be more difficult to commercialise than expected or may not
be able to be commercialised safely or as efficiently as expected at scale. Woodside may also face unforeseen obstacles in the commercialisation of
a future carbon capture business and in the implementation of other lower carbon services and emission reduction efforts.
Examples of how this factor may impact Woodside
• An unbalanced portfolio of traditional and new energy which may
• An inability to obtain financing at acceptable costs, or at all, for the
not meet the market’s needs.
development of new energy projects.
• Limited or reduced market share resulting in a loss of shareholder
• Failure to implement our new energy plans within our anticipated
value.
time frame, or at all.
• Higher than expected competition in the markets for new energy
products and lower carbon services in which Woodside expects to
participate.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
• Our competitors may be able to pay more for exploratory prospects
and productive oil and natural gas properties and may be able to
define, evaluate, bid for and purchase a greater number of properties
and prospects, including operatorships and licences, than our
financial or human resources permit.
• Our projects could experience project implementation schedule
slippage, permitting delays, shortages of or delays in the delivery of
equipment or purpose-built components from suppliers, escalation
in capital cost estimates, possible shortages of construction or other
personnel, other labour shortages, environmental occurrences during
construction that result in a failure to comply with environmental
regulations or conditions on development, or delays and higher-
than-expected costs due to the remote location of the projects,
the impact of COVID-19 on the relevant workforce or supply chain,
other unanticipated natural disasters, accidents, miscalculations,
political or other opposition, litigation, acts of terrorism, operational
difficulties, climate change related risks or other events associated
with that construction that may result in the delay, suspension or
termination of our projects.
How is Woodside managing these risks?
Our opportunity management framework is flexible and adaptable
with the primary objective to realise the value of an opportunity while
mitigating the risk of a suboptimal outcome.
We aim to identify and progress a suite of commercially attractive and
sustainable opportunities that complement our existing assets, enable
portfolio diversity and optimise our commercial position.
1.
Individual investment decisions are subject to Woodside’s investment targets. Not guidance. Potentially includes both organic and inorganic investment.
36
| Annual Report 2022 Operations
Due to the nature of our operations, Woodside and our communities are potentially exposed to a broad range of risks. This is a result of
factors such as the geographical range, operational diversity and technical complexity of our assets.
Health and safety: Our operations are subject to risks related to safety or major hazard events in connection with our activities or facilities, and
may also include unanticipated or unforeseeable adverse events which impact our ability to respond, manage and recover from such events.
Commercial: We manage commercial risks within our operations, including third-party relationships such as joint venture partners, contract
counterparties and our supply chain.
Regulation: Woodside is subject to extensive governmental oversight and regulation in the jurisdictions in which we operate, and such regulations
may change in ways that adversely affect our business, results of operations and financial condition. In addition, we are required to comply with
securities regulations in Australia, the US and the UK.
Reserves and resources estimates: We manage the estimation of proved oil and gas reserves by using judgment and the application of complex
rules, and subsequent downward adjustments of Woodside’s reported reserves estimates are possible.
How is this factor relevant to Woodside?
General operational risks: Our operating assets are subject to a range of operating risks associated with process safety incidents, breaches of
cybersecurity, extreme weather events and supply chain disruptions. Disruptions to our supply chain, or failure of our contractual counterparties
to fulfill their obligations, could adversely impact our production, operations and our financial performance, result in litigation or class actions and
cause long-term damage to our reputation.
Health and safety: At Woodside, one of our competitive advantages is our record of operating safely. Failure to continue to do so could result in
sustained production interruptions leading to an inability to meet production forecasts, as well as potential reputational damage with customers,
employees, commercial partners and other stakeholders.
Commercial: The majority of our major projects and operations are conducted in joint ventures, which may limit our control over, and our ability
to effectively manage risks associated with, such projects. Joint venture participants may have economic or business interests or objectives that
are inconsistent with or opposed to our interests and objectives. For projects in which we are not the operator, we may be unable to control the
behaviour, performance and cost of operations of joint ventures in which we participate. In these cases, we will be dependent on joint venture
participants acting as operators and their ability to direct operations or manage the timing and performance of any activity or the costs or risks
involved may be reduced.
Regulation: We are subject, in each of the countries in which we operate, to various national and local laws, regulations and approvals relating
to the exploration, development, production, marketing, pricing, transportation and storage of our products, as well as the management,
decommissioning, clean up and restoration of our properties, and management and disclosure of our operations and impacts. The exploration,
production, and transportation of oil and gas involves risk that releases to the environment may occur, which could cause substantial harm to the
environment, natural resources, or human health and safety.
These laws and regulations could change, and any such changes could have a material adverse effect on our business and financial condition.
Because such laws and regulations are subject to amendment and reinterpretation over time, we are unable to predict the future cost or impact
of complying with such laws. Moreover, we cannot predict whether new legislation to regulate the oil and gas industries might be proposed, what
proposals, if any, might actually be enacted and what effect, if any, the proposals might have on our operations. The adoption and implementation
of new or more stringent legislation, regulations or other regulatory initiatives that result in the imposition of more stringent standards for
greenhouse gas emissions from the oil and gas industry could restrict the areas in which this sector may operate, and could result in increased
compliance costs and changes in product pricing, which could impact consumer demand for our products.
Additionally, the conduct of Woodside, our employees and our third-party partners could result in actual or alleged breaches of laws, regulations
and approvals, including fraud, corruption, anti-competitive behaviour, money laundering, breaching trade or financial sanctions, market
manipulation, privacy breaches, ethical misconduct and wider organisational cultural failings. We have incurred and will continue to incur operating
and capital expenditures, some of which may be material, to comply with applicable laws, regulations and approvals.
Reserves and resources estimates: Estimating proved oil and gas reserves involves subjective judgements and determinations based on available
geological, technical, contractual and economic information. New information from production or drilling activities, changes in economic factors,
such as oil and gas prices, alterations in the regulatory policies of host governments in the jurisdictions in which we operate, or other events may
cause estimates to change over time. Additionally, estimates may change to reflect acquisitions, divestments, new discoveries, extensions of
existing fields and improved recovery techniques.
37
Woodside Energy Group Ltd | Operations (Cont.)
Examples of how this factor may impact Woodside
• A loss of containment event or other operational incident on or
related to our property or operations could occur, which could
have significant impacts including to human health and safety, the
environment, natural resources or cultural resources, as well as
financial, legal and reputational impacts.
• An aviation incident could result in multiple fatalities.
• Supply chain disruptions such as long wait times for critical spares
may cause extended outages at our operations.
• Natural disasters, earthquakes, social unrest, pandemic diseases
(such as COVID-19) and criminal actions by external parties could
result in injuries, loss of life, disruption of our operations or the loss
or suspension of permits or other approvals.
• Our joint venture partners may have the ability to exercise veto
rights to block certain key decisions or actions that we believe are
in our or the joint venture’s best interests or approve those matters
without our support.
• Joint participants or contractual counterparties may be primarily
responsible for the adequacy of the human or technical
competencies and capabilities which they bring to bear on the joint
project, which may not be adequate.
• Our partners and contractual counterparties may not be able to
meet their financial or other obligations to the projects.
• Applicable laws and regulations may obligate Woodside to
identify, avoid, mitigate and disclose environmental risks in various
operational practices, which in turn could materially adversely affect
our business, financial condition or results of operations. We may
also be required to maintain financial assurance through bonds or
insurance.
• A failure to comply with applicable laws, regulations and approvals
may result in the assessment of sanctions, including administrative,
civil, and criminal penalties, the imposition of investigatory, remedial,
and corrective action obligations or the incurrence of capital
expenditures, the occurrence of restrictions, delays or cancellations
in the permitting, development or expansion of current or proposed
projects, and issuance of injunctions restricting or prohibiting some
or all of our activities in a particular area.
How is Woodside managing these risks?
• The suspension, revocation, failure to renew or alteration of, or
challenges to, the terms of the licences, permits, government
contracts or approvals required for our operations.
• Sanctions for non-compliance with laws and regulations may
include administrative, civil and criminal penalties, demand for
reimbursement for government or regulatory actions, government
orders, suspension or revocation of licences, permits, government
contracts or approvals, and corrective action orders.
• Government policy objectives in the countries in which we do
business, now or in the future, could take the form of increased
governmental regulations (including in respect of restoration,
protection of the environment, greenhouse gas emissions, natural
resources, and worker health and safety), redirection of product
distribution (such as domestic gas reservation policies), changes
in taxation regulation or enforcement (including, for example,
changes in tax rates or increased focus on audits), taxation subsidies
or royalties, nationalisation of resource assets or restrictions or
moratoriums on our operations on government leases, limitations
on periods of lease retention, interference with the confidentiality
and availability of information, forced renegotiation of contracts,
changes in laws and policies governing operations of foreign-based
companies, trade sanctions, currency restrictions and exchange rate
fluctuations and other governmental steps.
• Actual or alleged violations of the securities laws that we are subject
to could result in private or governmental litigation, civil penalties
and regulatory action.
• Downward adjustments of our reported reserves estimates could
indicate lower future production volumes or the impairment of
assets.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
• Safe operation is fundamentally embedded through an extensive
• Decommissioning is integrated into project planning. We work
framework of controls that deliver strong operational performance
in our base business. We have a track record of operating discipline
and excellence.
with our partners and technical experts to identify sustainable and
beneficial post-closure options that minimise financial, social and
environmental impacts.
• The framework includes production processes, drilling and
• The framework is adaptable to enable us to maintain and improve
completions and well integrity management processes, inspection
and maintenance procedures and performance standards. The
framework is supported and inspected on an ongoing basis by our
regulators.
our operating model and performance, target reliability, cost
discipline, emissions reductions and strong safety and environmental
performance for both our existing business and future growth
opportunities.
38
| Annual Report 2022 Finance and market
Risks associated with the ability to capture value whether markets are stable or volatile, and manage the risks associated with interest rate,
commodity price and foreign exchange fluctuations and inflation, as well as risks associated with the ongoing integration of the business
activities and operations of BHP’s petroleum business.
How is this factor relevant to Woodside?
Woodside must be financially well positioned in order to pursue our strategic objectives and remain resilient during times of economic challenge.
Several factors can affect our position, including:
• Market and commodity price: Woodside’s revenues are primarily derived from the sale of hydrocarbons. The prices Woodside receives for these
products are variable and are impacted by global economic factors beyond Woodside’s control. We seek to forecast changes in the economic
factors to enable us to maintain a strong market position during challenging economic times. Refer to section 6.3 - Additional disclosures and
section A in the Notes to the Financial Statements for further information.
• Capital management: For Woodside to continue to operate sustainably we must make risk informed decisions related to allocation of capital.
We seek to apply a disciplined and balanced approach to capital management through the commodity price cycle. Refer to section 2.2 - Strategy
and capital management for further information.
• Foreign exchange risk: Woodside is exposed to foreign currency risk from future commitments, financial assets and financial liabilities that are
not denominated in US dollars. Refer to section A in the Notes to the Financial Statements for further information.
• Interest rate risk: This is the risk that Woodside’s financial position will fluctuate due to changes in market interest rates. Woodside’s risk relates
primarily to financial instruments with floating interest rates including long-term debt obligations, cash and short-term deposits. Refer to section
C in the Notes to the Financial Statements for further information.
• Integration of BHP Petroleum: While Woodside continues to integrate BHP’s petroleum business with its own, there is a risk that integration
may take longer than expected or that integration may cost more than anticipated. If integration is not achieved in a timely and effective
manner, the full benefits of the combination of the two businesses, including the anticipated cost savings, synergies and other benefits that
Woodside expects to achieve from the merger, may be delayed or achieved only in part or not at all. This could adversely impact the merged
group’s business, results of operations and financial condition and the prospects of the merged group. Woodside’s financial results could also
be adversely affected by impairments of goodwill or other intangible assets, the application of future accounting policies or interpretations of
existing accounting policies including by regulatory direction, and changes in estimates of decommissioning costs.
Examples of how this factor may impact Woodside
• A reduced ability to fund our strategy including our projects.
• Unforeseen costs relating to the integration of development,
• An imbalance in supply and demand can impact commodity prices
and our ability to forecast market conditions determines whether we
are impacted positively or negatively.
• Woodside may become a less attractive joint venture partner.
• Reduced shareholder returns due to lower commodity prices.
• If we inaccurately forecast the global demand for our LNG products
we may face difficulties obtaining longer term sales contracts with
desirable commercial terms.
• If counterparties to our derivative instruments are unable to fulfill
their obligations, a larger percentage of our future oil and gas
production could be subject to price changes.
• Inability to achieve anticipated synergies and cost savings on
expected timeline or at all.
How is Woodside managing these risks?
extraction and production operational systems, IT systems and
financial and accounting systems of both businesses.
• Higher than anticipated costs and liabilities for P&A and
decommissioning requirements for assets following the merger.
• Impairments of assets, goodwill or other intangible assets could have
a significant negative effect on our reported net income and our
ability to pay dividends in one or more accounting periods if the level
of impairment were to exceed profits available for distribution.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
The delivery of our strategic portfolio objectives requires significant
capital expenditure, supported by strong underlying cashflows.
Uncertainty associated with product demand is mitigated by selling
LNG in a portfolio manner and under long-term take or pay sale
agreements, in addition to the spot market. Our low cost of production
and prudent approach to balance sheet risk management further
mitigates this exposure. Refer to section 6.3 - Additional disclosures
and section A in the Notes to the Financial Statements for further
information.
because of constraints on the availability of commercial insurance in
global markets. Insurance coverage is determined by the availability
of commercial options and cost/benefit analysis, taking into account
Woodside’s risk management program. Losses that are not insured
could impact Woodside’s financial performance. For example,
Woodside does not purchase insurance for the loss of revenue
arising from an operational interruption. Our extensive framework
of financial controls, including monitoring of counterparties, enables
the management of these risks.
• A flexible approach to capital management enables this overall
level of investment in the different areas of our business and the
mix to be adjusted to reflect the external environment. Our capital
management strategy focuses on capital allocation, capital discipline
and efficiency, and active balance sheet management including
commodity and foreign exchange hedging.
• The US dollar reflects the majority of Woodside’s underlying
cashflows and is used in our financial reporting, reducing our
exposure to currency fluctuations. Refer to section A in the Notes to
the Financial Statements for further information.
• Refer to section C in the Notes to the Financial Statements for
further information on interest rate risk management.
• We maintain insurance in line with industry practice and sufficient
• Woodside has commenced implementing controls and procedures
to cover normal operational risks. However, Woodside is not insured
against all potential risks because not all risks can be insured and
to satisfy the requirements of Sarbanes Oxley (SOX) in 2023.
39
Woodside Energy Group Ltd | People and culture
Risks associated with the ability to attract, retain, develop, and motivate key employees to succeed and safeguard both current or future
performance and growth.
How is this factor relevant to Woodside?
People are key to the success of Woodside. We must build and maintain a capable workforce if we are to achieve our strategic objectives. An
effective operating model with a balanced organisation structure will allow us to conduct our operations and pursue new energy opportunities. For
Woodside to remain an employer of choice, our culture must support our current employees and attract the best new candidates.
Examples of how this factor may impact Woodside
• During periods of high demand for skilled resources, Woodside may
be unable to fill critical roles at acceptable costs or at all, leading to
operational impacts.
• Inability to integrate or retain new employees in connection with
mergers and acquisitions.
• An inability to reach timely agreements with employee bodies may
• A limited ability to operate due to our people leaving critical roles.
result in industrial action.
• An inability to pursue innovation opportunities due to a skills
shortage.
• Loss of key personnel or expert knowledge.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, reduced
capacity to fund capital projects, delayed or suspended regulatory
approvals, legal liabilities and adverse impacts on Woodside’s
reputation, social licence to operate and on the delivery of our strategy.
How is Woodside managing these risks?
Woodside has a set of resourcing frameworks to attract, retain and
develop our workforce to support both base business and growth
opportunities. We recognise and value the benefits of creating an
inclusive and diverse working environment.
We employ a direct engagement model to maintain effective employee
and industrial relations. We proactively engage our major contractors
and suppliers to strengthen alignment with expectations, securing
capability and pricing to meet future business needs.
Digital and cybersecurity
Risks associated with adopting and implementing new technologies, whilst safeguarding our digital information and landscape (including
from cyber threats) across our value chain.
How is this factor relevant to Woodside?
Woodside must relentlessly protect the confidentiality, integrity and availability of digital data, sensitive information and operational technologies.
Woodside’s technology systems may be targeted by an internal or external malicious act and our systems may be disrupted unintentionally.
Additionally, the cost of implementing and maintaining effective technology systems may be higher than anticipated. While our technology
controls are designed to protect against all causes of disruption, we cannot be certain that they will protect our systems in all cases.
Examples of how this factor may impact Woodside
• In the event of a cyber attack, Woodside’s confidential or sensitive
• Potential adverse impacts on our reputation and the safety of our
information may be made public or held for ransom.
employees and the communities in which we operate.
• Our operations may be disrupted if an attack gains access to our
control systems.
• Litigation and governmental proceedings arising from the
occurrence of a cyber attack.
These impacts may lead to a loss in shareholder value, loss of market
share to competitors, delays or stoppages in our operations, loss of
revenue, increased expenses, reduced capacity to fund capital projects,
delayed or suspended regulatory approvals, legal liabilities and adverse
impacts on Woodside’s reputation, social licence to operate and on the
delivery of our strategy.
How is Woodside managing these risks?
We are committed to the protection of our people, assets, reputation
and brand through securely enabled digital technologies.
Digital risks are identified, assessed and managed based on the
business criticality of our people and systems, and may be required to
be segregated and isolated. Digital risks include third parties, including
suppliers and service providers, within our supply chain.
Our operating model aims to continuously assess and determine
access permissions to critical information or data, while consolidating,
simplifying and automating security controls.
Our exposure to cyber risk is managed by a control framework that
ensures cyber events are identified, contained and recovered in a timely
manner, and embeds a cyber-safe culture across the company, with our
joint venture participants and in our supply chain. However, there can
be no assurance that such procedures and controls will be sufficient to
prevent security breaches.
40
| Annual Report 2022 SE C T I O N 3 . 9
Reserves and Resources Statement
Woodside produced 156.8 MMboe for sale in 2022, including
61.4 MMboe from interests acquired as part of the merger
with the BHP Petroleum business on 1 June 2022 (Acquired
Assets). An additional 14.9 MMboe of production was consumed
primarily as fuel in operations in the year ended 31 December
2022 (FY2022) resulting in a total production of 171.7 MMboe for
2022.1 At 31 December 2022, Woodside’s remaining Proved (1P)
Reserves are 2,385.2 MMboe. Proved plus Probable (2P) Reserves
remaining are 3,640.3 MMboe, while the Best Estimate (2C)
Contingent Resources remaining are 8,661.9 MMboe (Table 1).
Woodside is an Australian company listed on the Australian
Securities Exchange, the New York Stock Exchange, and the
London Stock Exchange. Woodside reports its Proved (1P)
Reserves in accordance with United States Securities and
Exchange Commission (SEC) regulations. These guidelines
are also compliant with 2018 Society of Petroleum Engineers/
World Petroleum Council/American Association of Petroleum
Geologists/Society of Petroleum Evaluation Engineers Petroleum
Resources Management System (SPE-PRMS). Woodside
prepares and reports its Proved plus Probable (2P) Reserves and
Best Estimate (2C) Contingent Resources in accordance with
SPE-PRMS guidelines.
The acquisition of the Acquired Assets on 1 June 2022 resulted
in net increases of 922.8 MMboe for 1P Reserves, 1,472.3 MMboe
for 2P Reserves and 1,816.3 MMboe for 2C Contingent Resources.
Woodside’s decision to withdraw from its interest in Myanmar,
announced on 27 January 2022, resulted in 2C Contingent
Resources divestiture of 109.5 MMboe. These changes are further
described in the Woodside Half-Year Report released 30 August
2022 (Half-Year Report).
Unless stated otherwise, the following apply to this Reserves
and Resources Statement: The effective date for Reserves and
Resources estimates is 31 December 2022. Proved Reserves
are calculated using SEC-compliant economic assumptions and
pricing. Production is reported for the period from 1 January
2022 to 31 December 2022. Reserves, Resources and Production
stated are Woodside’s net share and inclusive of fuel consumed
in operations.
FY2022 changes included revisions of previous estimates
and transfers of 41.8 MMboe for 1P Reserves, 48.0 MMboe for
2P Reserves, and 286.1 MMboe for 2C Contingent Resources.
Key drivers for the revisions include:
• completion of an Atlantis full-field integrated subsurface
study that resulted in 46.3 MMboe and 13.2 MMboe increases
in 1P Reserves and 2P Reserves respectively
• inclusion of offshore fuel gas reserves and favourable
commodity prices resulting in a net increase of 51.7 MMboe
to Proved Undeveloped Reserves and 44.5 MMboe
2P Undeveloped Reserves at Scarborough
• inclusion of fuel gas reserves and incorporation of drilling
results at Sangomar resulting in a Proved Undeveloped
Reserves increase of 24.7 MMboe
• alignment of Proved Reserves to the SEC reporting basis and
conversion to products-based reporting (-160.7 MMboe) as
described in Methodology below
• improved overall field performance at Pluto, North West Shelf,
and Julimar-Brunello led to 1P Reserves increases of
31.7 MMboe, 17.6 MMboe, and 25.7 MMboe, respectively.
Inclusion of fuel gas volumes at Liard Basin, Canada resulted in
a net increase of 285.4 MMboe 2C Contingent Resources.
Proved Undeveloped to Proved Developed reclassifications are
further discussed in the Proved Undeveloped Reserves section of
this Reserves and Resources Statement.
Table 1: Woodside’s Reserves2,3,4,5 and Contingent Resources6 overview (net Woodside share, as at
31 December 2022)
Natural gas7
Bcf10
NGLs8
MMbbl11
Oil &
condensate
MMbbl
Total9
MMboe12
Fuel included
in total
MMboe
Proved13 Developed14 and Undeveloped15
Proved Developed
Proved Undeveloped
Proved plus Probable16 Developed and Undeveloped
Proved plus Probable Developed
Proved plus Probable Undeveloped
Contingent Resources
Small differences are due to rounding
10,783.6
2,925.1
7,858.5
16,425.9
4,137.5
12,288.4
41,589.1
26.3
22.5
3.8
48.0
40.0
8.0
88.8
467.0
234.3
232.8
710.6
349.9
360.7
1,276.7
2,385.2
770.0
1,615.2
3,640.3
1,115.8
2,524.5
8,661.9
251.6
81.1
170.5
358.2
102.4
255.8
497.7
41
Woodside Energy Group Ltd | Methodology
Reserves and Contingent Resources estimates have not been
adjusted for risk. Proved (1P) Reserves are estimated and
reported on a net interest basis, excluding royalties owned
by others, in accordance with the SEC regulations and have
been determined in accordance with SEC Rule 4-10(a) of
Regulation S-X. As defined by the SEC, Proved (1P) Reserves
are those quantities of crude oil, natural gas, and natural gas
liquids that, by analysis of geoscience and engineering data,
can be estimated with reasonable certainty to be economically
producible from a given date forward from known reservoirs
and under existing economic conditions, operating methods,
operating contracts, and government regulations. Unless
evidence indicates that renewal of existing operating contracts
is reasonably certain, estimates of economically producible
Reserves reflect only the period before the contracts expire. The
project to extract the hydrocarbons must have commenced or
the operator must be reasonably certain that it will commence
within a reasonable time.
Proved Reserves are estimated by reference to available well
and reservoir information, including but not limited to well
logs, well test data, core data, production and pressure data,
geologic data, seismic data and, in some cases, similar data from
analogous, producing reservoirs. A wide range of engineering
and geoscience methods, including performance analysis,
numerical simulation, well analogues and geologic studies, have
been used to develop high confidence in estimated quantities.
Proved plus Probable (2P) Reserves and Best Estimate (2C)
Contingent Resources are estimated in accordance with the SPE-
PRMS guidelines. SPE-PRMS guidelines allow (amongst other
things) escalations to prices and costs and, as such, volumes
estimates in accordance with those guidelines would be on a
different basis than volumes estimated as prescribed by the
SEC. Proved plus Probable (2P) Reserves and Best Estimate (2C)
Contingent Resources estimates are inherently more uncertain
than Proved (1P) Reserves estimates.
Changes in the estimates of Reserves and Contingent Resources
from those reported by Woodside in the reserves statement
in Woodside’s 2021 Annual Report released in February 2022
include changes due to the matters noted below, including
changes in the basis used to define the volumes reported and
the inclusion of volumes added as a result of the merger with
BHP Petroleum.
Specifically:
• Prior to the Half-Year Report 2022, Woodside reported Proved
Reserves based on the SPE-PRMS guidelines. Woodside
now reports its Proved Reserves in accordance with SEC
regulations. The use of SEC-compliant methods for estimating
and reporting Proved Reserves in the reserves update in the
Half-Year Report 2022 resulted in reductions in the estimates
of Proved Reserves for some assets. SEC-compliant Proved
Reserves estimates use a more restrictive rules-based
approach and are generally lower than estimates prepared
solely in accordance with SPE-PRMS guidelines due to certain
differences, including because the SEC-compliant Proved
42
Reserves use specified commodity price assumptions, exclude
probabilistic aggregation, and use a narrower interpretation
around unpenetrated sand bodies and fault blocks.
• Woodside’s Reserves and Contingent Resources are now
reported inclusive of all fuel consumed in operations. Prior
to the Half-Year Report 2022, Woodside’s Reserves and
Contingent Resources were reported net of the fuel consumed
in operations up to the outlet of the floating production
storage and offloading facility (FPSO) or platform (for
offshore oil projects) or the inlet to the downstream (onshore)
processing facility (for onshore gas projects).
• To achieve consistency between Woodside’s reporting of
production and reserves volumes, Woodside now uses
‘natural gas’, ‘natural gas liquids’ and ‘oil/condensate’ volumes
categories effective 1 June 2022, which are defined based on
products. Prior to the Half-Year Report 2022, Woodside used
‘dry gas’ and ‘condensate’ volumes categories, which were
defined based on composition.
• The barrel of oil equivalent (boe) conversion factor for natural
gas remains unchanged at 5.7 Bcf per MMboe, the same
conversion factor used previously for dry gas. The Acquired
Assets are now reported on this basis. Historically, the BHP
Petroleum business used a boe conversion factor of 6.0 Bcf
per MMboe.
Governance and Assurance
Woodside has several processes to provide assurance for
Reserves and Contingent Resources reporting, including the
Woodside Reserves Policy, the Woodside Petroleum Resources
Management Procedure, the Woodside Petroleum Resource
Management Guideline, staff training, and minimum competency
levels and external audits. Woodside policy requires external
audits of all projects with material Reserves at least once every
four years. The Reserves and Contingent Resources reported for
the Acquired Assets were assured by Woodside in accordance
with the processes previously applied by the BHP Petroleum
business. Reserves and Contingent Resources assessments are
reviewed to ensure technical quality and compliance with SEC
and SPE-PRMS reporting requirements (as applicable). Unless
otherwise stated, all petroleum reserves and resources estimates
are quoted at standard oilfield conditions of 14.696 pounds per
square inch (psi) (101.325 kPa) and 60 degrees Fahrenheit
(15.56 degrees Celsius).
Qualified petroleum reserves and resources
evaluator statement
The estimates of petroleum reserves and contingent resources
are based on and fairly represent information and supporting
documentation prepared by, or under the supervision of, Mr Ben
Stephens, Woodside’s Vice President Reserves and Subsurface,
who is a full-time employee of the company and a member of
the Society of Petroleum Engineers. The reserves and resources
statement as a whole has been approved by Mr Stephens.
Mr Stephen’s qualifications include a Bachelor of Engineering
(Petroleum Engineering) from the University of New South
Wales, Australia, and 19 years of relevant experience.
| Annual Report 2022 Table 2: Proved (1P) and Proved plus Probable (2P) Developed and Undeveloped Reserves Reconciliation (net
Woodside share, as at 31 December 2022)
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
Reserves as at 31 December 202117
Acquisitions and Divestments18
Revision of Previous Estimates19
Transfer to/from Reserves20
Extensions and Discoveries21
Production1
)
P
1
(
d
e
v
o
r
P
l
s
u
p
d
e
v
o
r
P
l
)
P
2
(
e
b
a
b
o
r
P
8,090.7
11,669.4
3,347.4
5,244.1
65.3
8.3
-
211.3
29.0
-
-728.0
-728.0
Reserves as at 31 December 202222
10,783.6
16,425.9
Fuel included in Reserves as at 31 December 2022
1,431.0
2,037.1
Small differences are due to rounding
)
P
1
(
d
e
v
o
r
P
-
26.0
5.2
0.5
-
-5.3
26.3
0.5
l
s
u
p
d
e
v
o
r
P
l
)
P
2
(
e
b
a
b
o
r
P
-
44.4
7.2
1.7
-
-5.3
48.0
0.8
)
P
1
(
d
e
v
o
r
P
172.9
309.6
17.7
5.6
-
-38.7
467.0
-
l
s
u
p
d
e
v
o
r
P
l
)
P
2
(
e
b
a
b
o
r
P
244.4
507.9
-12.3
9.3
-
)
P
1
(
d
e
v
o
r
P
l
s
u
p
d
e
v
o
r
P
l
)
P
2
(
e
b
a
b
o
r
P
1,592.3
2,291.7
922.8
34.3
7.5
-
1,472.3
32.0
16.0
-
-171.7
-38.7
-171.7
710.6
2,385.2
3,640.3
-
251.6
358.2
Table 3: Best Estimate (2C) Contingent Resources reconciliation (net Woodside share, as at
31 December 2022)
Resources as at 31 December 2021
Acquisitions and Divestments
Revision of Previous Estimates
Transfer to/from Reserves
Extensions and Discoveries
Resources as at 31 December 202222
Small differences are due to rounding
Natural gas
Bcf
34,768.0
4,564.1
1,873.3
-13.2
396.9
41,589.1
NGLs
MMbbl
Oil & condensate
MMbbl
0.0
81.9
8.5
-1.6
0.0
88.8
499.8
824.1
-38.6
-8.6
0.0
1,276.7
Total
MMboe
6,599.4
1,706.8
298.5
-12.4
69.6
8,661.9
Table 4: Proved (1P) Developed and Undeveloped Reserves (net Woodside share, as at 31 December 2022)
Country
Assets
Natural gas
Bcf
d
e
p
o
e
v
e
D
l
l
d
e
p
o
e
v
e
d
n
U
l
a
t
o
T
NGLs
MMbbl
d
e
p
o
e
v
e
d
n
U
l
d
e
p
o
e
v
e
D
l
Australia Greater Pluto23
1,071.1
216.8
1,287.9
Bass Strait
North West Shelf24
Exmouth25
Scarborough26
Gulf of Mexico (GoM)27
International28
355.3
803.6
43.8
-
492.6
136.6
399.1
803.6
629.2
-
7,336.0
7,336.0
80.5
122.0
37.2
88.1
117.7
210.1
0.2
11.8
4.7
-
-
5.9
-
-
0.7
-
-
-
3.1
-
Oil & condensate
MMbbl
d
e
p
o
e
v
e
d
n
U
d
e
p
o
e
v
e
D
l
l
l
a
t
o
T
Total
MMboe
d
e
p
o
e
v
e
d
n
U
l
d
e
p
o
e
v
e
D
l
l
a
t
o
T
12.7
7.9
27.4
25.3
-
2.6
1.0
-
2.9
-
15.3
200.9
40.6
241.5
8.8
27.4
28.1
-
82.0
173.1
111.7
9.3
-
91.3
173.1
26.9
138.5
-
1,287.0
1,287.0
l
a
t
o
T
0.2
12.4
4.7
-
-
9.0
159.7
135.9
295.6
179.7
145.6
325.3
-
1.3
90.4
91.7
22.7
105.8
128.5
Reserves
2,925.1 7,858.5 10,783.6
22.5
3.8
26.3
234.3
232.8
467.0 770.0 1,615.2 2,385.2
Fuel included in Reserves as at
31 December 2022
Small differences are due to rounding
459.0
972.0
1,431.0
0.5
-
0.5
-
-
-
81.1
170.5
251.6
43
USA
Other
Total
Woodside Energy Group Ltd |
Table 5: Proved plus Probable (2P) Developed and Undeveloped Reserves (net Woodside share, as at 31
December 2022)
Country
Assets
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
l
a
t
o
T
d
e
p
o
e
v
e
D
l
l
d
e
p
o
e
v
e
d
n
U
Australia
Greater Pluto
1,350.8
282.5
1,633.3
Bass Strait
578.3
51.6
629.9
North West Shelf
1,242.9
102.6
1,345.4
Exmouth
662.4
268.1
930.5
Scarborough
-
11,461.4
11,461.4
d
e
p
o
e
v
e
D
l
0.3
21.0
8.0
-
-
l
d
e
p
o
e
v
e
d
n
U
-
1.3
1.3
-
-
l
a
t
o
T
0.3
22.3
9.3
-
-
d
e
p
o
e
v
e
D
l
16.6
12.9
40.5
43.2
-
l
d
e
p
o
e
v
e
d
n
U
3.4
1.3
2.6
5.2
-
l
a
t
o
T
d
e
p
o
e
v
e
D
l
Total
MMboe
l
d
e
p
o
e
v
e
d
n
U
l
a
t
o
T
20.0
253.9
53.0
306.8
14.2
43.1
135.3
266.5
48.4
159.4
11.7
22.0
52.2
147.0
288.5
211.6
-
-
2,010.8
2,010.8
USA
Other
Total
Gulf of Mexico
(GoM)
127.6
57.4
185.0
10.8
5.3
16.1
235.1
200.8
435.9
268.3
216.2
484.4
International
175.6
64.9
240.5
-
-
-
1.6
147.4
149.0
32.4
158.8
191.2
Reserves
4,137.5 12,288.4 16,425.9
40.0
8.0
48.0
349.9
360.7
710.6
1,115.8 2,524.5 3,640.3
Small differences are due to rounding
Table 6: Best Estimate (2C) Contingent Resources summary by region (net Woodside share, as at
31 December 2022)
Country
Australia
Assets
Greater Pluto
Bass Strait
North West Shelf
Exmouth
Scarborough
Browse29
Greater Sunrise Special Regime Area
Sunrise30
USA
Canada
Other
Total
Small differences are due to rounding
GoM
Liard31
International
Resources
Natural gas
Bcf
NGLs
MMbbl
Oil & condensate
MMbbl
Total
MMboe
1,251.6
669.1
522.5
740.0
1,632.2
4,403.3
1,778.0
271.3
27,000.3
3,320.9
41,589.1
-
36.4
4.3
-
-
8.3
-
39.7
-
-
88.8
22.5
57.9
33.6
49.6
-
117.5
75.6
412.2
-
507.9
1,276.7
242.1
211.7
129.6
179.4
286.4
898.3
387.5
499.5
4,736.9
1,090.5
8,661.9
Proved Undeveloped Reserves
At 31 December 2022, Woodside’s remaining Proved
Undeveloped Reserves were 1,615.2 MMboe, which is
approximately 68% of the total remaining Proved Reserves
of 2,385.2 MMboe. This represents an increase in Proved
Undeveloped Reserves of 429.0 MMboe from the 1,186.2 MMboe
as at 31 December 2021. The largest element of this increase
was a 529.7 MMboe increase as a result of the acquisition of
the Acquired Assets. Adjustment to the SEC reporting basis
and implementation of product reporting reduced Proved
Undeveloped Reserves by 110.9 MMboe.
During FY2022, a total of 54.0 MMboe Proved Undeveloped
Reserves were converted to Proved Developed Reserves
through development activities primarily in the following
projects: Greater Western Flank Phase 3 and Lambert Deep
developments at North West Shelf in Australia (20.5 MMboe),
infill well (XNA02) to support ongoing production from the Pluto
LNG Project in Australia (15.8 MMboe), multiple development
opportunities at Shenzi in the US Gulf of Mexico including
installation and commissioning of subsea multiphase pumping
and well completions (17.1 MMboe).
Development plan changes in Sangomar and Julimar-Brunello
Phase 3 resulted in 24.7 MMboe and 4.1 MMboe increases to
Proved Undeveloped Reserves. Favourable commodity prices
resulted in an increase of 15.5 MMboe in Proved Undeveloped
Reserves. Additionally, a net increase of 19.9 MMboe in Proved
Undeveloped Reserves occurred due to positive revisions in
Scarborough and Bass Strait partially offset by negative revisions
due to technical studies and performance at Pluto and Julimar-
Brunello and the reclassification of Julimar-Brunello Phase 4 to
Contingent Resources.
44
| Annual Report 2022 Material concentrations of Undeveloped Reserves in the North
West Shelf, Greater Pluto, and Julimar Brunello regions have
remained undeveloped for longer than five years from the dates
they were initially reported as the incremental reserves are
expected to be recovered through future developments to meet
long-term contractual commitments. The incremental projects
are included in the company business plan, demonstrating
the intent to proceed with the developments. Material
concentrations of Undeveloped Reserves in the US Gulf of
Mexico are under active development and are converted to
Developed Reserves as wells are drilled and completed. The Mad
Dog Phase 2 development is expected to come online in 2023.
prohibit Woodside from including in filings with the SEC. These
estimates are by their nature more speculative than estimates of
proved reserves and would require substantial capital spending
over a significant number of years to implement recovery, and
accordingly are subject to substantially greater risk of being
recovered by Woodside. In addition, actual locations drilled and
quantities that may be ultimately recovered from Woodside’s
properties may differ substantially. Woodside has made no
commitment to drill, and likely will not drill, all drilling locations
that have been attributable to these quantities. U.S. investors are
urged to consider closely the disclosures in Woodside’s filings
with the SEC, which are available at www.sec.gov.
The changes in Proved Undeveloped Reserves in FY2022 are
summarised by category in Table 7.
Table 7: Proved Undeveloped (PUD) Reserves
Reconciliation (net Woodside share, as at
31 December 2022)
Reserves as at 31 December 202132
Acquisitions and Divestments
Revision of Previous Estimates
Adjustment to SEC and product reporting basis
Reclassifications to Developed
Performance, Technical Studies, and Other
Development Plan Changes
Price
Extensions and Discoveries
Reserves as at 31 December 202233
Small differences are due to rounding
Total
MMboe
1,186.2
529.7
-100.7
-110.9
-54.0
19.9
28.8
15.5
-
1,615.2
During FY2022, Woodside spent $3.8 billion on development
activities worldwide. Of this amount:
• $3.5 billion was spent progressing the conversion of Proved
Undeveloped Reserves for projects where development
status was achieved in FY2022 or will be achieved when
development is completed in the future
• $0.3 billion represented other development expenditures,
including compliance and infrastructure improvement.
Additional information for US investors
The SEC prohibits oil and gas companies, in their filings with
the SEC, from disclosing estimates of oil or gas resources
other than ‘reserves’ (as that term is defined by the SEC). In
this report, Woodside includes estimates of quantities of oil
and gas using certain terms, such as ‘Proved plus Probable
(2P) Reserves,’ ‘Best Estimate (2C) Contingent Resources,’
‘Reserves and Contingent Resources,’ ‘Proved plus Probable,’
‘Developed and Undeveloped,’ ‘Probable Developed,’ ‘Probable
Undeveloped,’ ‘Contingent Resources’ or other descriptions of
volumes of reserves, which terms include quantities of oil and
gas that may not meet the SEC’s definitions of proved, probable
and possible reserves, and which the SEC’s guidelines strictly
Notes to the Reserves and Resources
Statement
1.
‘Production’ is the volume of natural gas, NGLs, condensate and oil
produced during the period from 1 January 2022 to 31 December 2022
and converted to ‘MMboe’ for the specific purpose of reserves
reconciliation. The production volume figures in this Reserves and
Resources Statement differ from the production volume figures
reported in Woodside’s annual and quarterly reports, because the
production volume figures reported in this Reserves and Resources
Statement include all fuel consumed in operations but exclude
0.9 MMboe in excess of Reserves and Resources working interest
percentage primarily from Pluto non-operating participants
processed via the Pluto-KGP Interconnector.
2. For offshore oil projects, the reference point is defined as the outlet
of the floating production storage and offloading facility (FPSO) or
platform, while for the onshore gas projects the reference point is
defined as the outlet of the downstream (onshore) gas processing
facility.
3. ‘Reserves’ are estimated quantities of petroleum that have been
demonstrated to be producible from known accumulations in which
the company has a material interest from a given date forward, at
commercial rates, under presently anticipated production methods,
operating conditions, prices, and costs. Woodside reports Reserves
inclusive of all fuel consumed in operations. Proved (1P) Reserves are
estimated and reported in accordance with SEC regulations which are
also compliant with SPE-PRMS guidelines. SEC-compliant Proved (1P)
Reserves estimates use a more restrictive, rules-based approach and
are generally lower than estimates prepared solely in accordance with
SPE-PRMS guidelines due to, among other things, the requirement to
use commodity prices based on the average of first of month prices
during the 12-month period in the reporting company’s fiscal year.
Proved plus Probable (2P) Reserves are estimated and reported in
accordance with SPE-PRMS guidelines and are not compliant with
SEC regulations.
4. Assessment of the economic value in support of an SPE PRMS
(2018) reserves and resources classification, uses Woodside Portfolio
Economic Assumptions (Woodside PEAs). The Woodside PEAs are
reviewed on an annual basis or more often if required. The review
is based on historical data and forecast estimates for economic
variables such as product prices and exchange rates. The Woodside
PEAs are approved by the Woodside Board. Specific contractual
arrangements for individual projects are also taken into account.
5. Woodside uses both deterministic and probabilistic methods for
the estimation of Reserves and Contingent Resources at the field
and project levels. All Proved (1P) Reserves estimates have been
estimated using deterministic methodology and reported on a net
interest basis in accordance with the SEC regulations, and have been
determined in accordance with SEC Rule 4-10(a) of Regulation S-X.
Unless otherwise stated, all petroleum estimates reported at the
company or region level are aggregated by arithmetic summation
45
Woodside Energy Group Ltd | by category. The aggregated Proved (1P) Reserves may be a
conservative estimate due to the portfolio effects of arithmetic
summation.
6. ‘Contingent Resources’ are those quantities of petroleum estimated,
as of a given date, to be potentially recoverable from known
accumulations, but the applied project(s) are not yet considered
mature enough for commercial development due to one or more
contingencies. Contingent Resources are estimated and reported
in accordance with SPE-PRMS guidelines and may include, for
example, projects for which there are currently no viable markets,
or where commercial recovery is dependent on technology under
development, or where evaluation of the accumulation is insufficient
to clearly assess commerciality. Woodside reports Contingent
Resources inclusive of all fuel consumed in operations. Contingent
Resources are different from, and should not be construed as,
Reserves. Contingent Resources estimates may not always mature to
Reserves and do not necessarily represent future Reserves bookings.
Contingent Resources volumes are reported at the ‘Best Estimate’
(P50) confidence level. Best Estimate (2C) Contingent Resources are
not compliant with SEC regulations. The SEC prohibits disclosure of
oil and gas resources, including Contingent Resources, in SEC filings.
However, Australian securities regulatory authorities allow disclosure
of oil and gas resources, including Contingent Resources.
7.
‘Natural gas’ is defined as the gas product associated with liquefied
natural gas (LNG) and pipeline gas. Liquid volumes of crude oil,
condensate and NGLs are reported separately.
8. ‘Natural gas liquids’ or ‘NGL’ is defined as the product associated with
liquified petroleum gas (LPG) and consists of propane, butane, and
ethane - individually or as a mixture.
9. ‘Total’ includes fuel consumed in operations.
10. ‘Bcf’ means Billions (109) of cubic feet of gas at standard oilfield
conditions of 14.696 psi (101.325 kPa) and 60 degrees Fahrenheit
(15.56 degrees Celsius).
11. ‘MMbbl’ means millions (106) of barrels of NGL, oil and condensate
at standard oilfield conditions of 14.696 psi (101.325 kPa) and
60 degrees Fahrenheit (15.56 degrees Celsius).
12. ‘MMboe’ means millions (106) of barrels of oil equivalent. Natural
Gas volumes are converted to oil equivalent volumes via a constant
conversion factor, which for Woodside is 5.7 Bcf of dry gas per
1 MMboe. Volumes of NGL, oil and condensate are converted from
MMbbl to MMboe on a 1:1 ratio.
estimate of recoverable quantities. Where probabilistic methods are
used, there is at least a 50% probability that the actual quantities
recovered will equal or exceed the sum of estimated Proved plus
Probable (2P) Reserves. Proved plus Probable (2P) Reserves are
estimated and reported in accordance with SPE-PRMS guidelines and
are not compliant with SEC regulations.
17. Proved Reserves as at 31 December 2021 as estimated and reported in
accordance with SPE-PRMS guidelines.
18. ‘Acquisitions and Divestments’ are revisions that represent changes
(either upward or downward) in previous estimates of Reserves or
Contingent Resources, which result from either purchase or sale of
interests and/or execution of contracts conveying entitlement, and, in
this Reserves and Resources Statement, includes volumes added as a
result of the merger with BHP Petroleum.
19. ‘Revision of Previous Estimates’ are changes (either upward or
downward) in previous estimates of Reserves or Contingent
Resources, which, for the purposes of this Reserves and Resources
Statement, includes changes to previous estimates of Proved
Reserves which reflect the changes in the basis used to define the
volumes reported as Proved Reserves as described in the introduction
to this Reserves and Resources Statement, including adjustments (i)
to convert Proved (1P) Reserves to SEC-compliant methods; (ii) to
include all fuel consumed in operations; and (iii) to revise reporting
categories to achieve consistency between Woodside’s reporting of
production and reserves volumes.
20. ‘Transfer to/from Reserves’ are revisions that represent changes
(either upward or downward) in previous estimates of Reserves
or Contingent Resources, which are a result of re-classification of
petroleum resources estimates (i.e. from Reserves to Contingent
Resources or vice versa) associated with one or more project(s).
21. ‘Extensions and Discoveries’ represent additions to Reserves or
Contingent Resources that result from increased areal extensions of
previously discovered fields demonstrated to exist subsequent to
the original discovery and/or discovery of Reserves or Contingent
Resources in new fields or new reservoirs in old fields.
22. Proved Reserves at 31 December 2022 are estimated and reported
in accordance with SEC regulations. Proved plus Probable Reserves
and Contingent Resources at 31 December 2022 are estimated and
reported in accordance with SPE-PRMS guidelines.
23. ‘Greater Pluto’ consists of Pluto, Xena, Pyxis, Larsen, Martell, Martin,
Noblige, and Remy fields.
13. ‘Proved Reserves’ are those quantities of crude oil, condensate,
24. ‘North West Shelf’ (NWS) consists of all oil and gas fields within the
natural gas and NGLs that, by analysis of geoscience and engineering
data, can be estimated with reasonable certainty to be economically
producible from a given date forward from known reservoirs and
under existing economic conditions, operating methods, operating
contracts, and government regulations. Proved Reserves are
estimated and reported on a net interest basis in accordance with the
SEC regulations and have been determined in accordance with SEC
Rule 4-10(a) of Regulation S-X.
14. ‘Developed Reserves’ are those Reserves that are producible through
currently existing completions and installed facilities for treatment,
compression, transportation and delivery, using existing operating
methods and standards.
15. ‘Undeveloped Reserves’ are those Reserves for which wells and
facilities have not been installed or executed but are expected to be
recovered through significant future investments.
16. ‘Probable Reserves’ are those Reserves which analysis of geological
and engineering data suggests are more likely than not to be
recoverable. Proved plus Probable (2P) Reserves represent the best
North West Shelf Project Area.
25. ‘Exmouth’ consists of Pyrenees, Macedon, Julimar-Brunello, and
Ngujima-Yin fields.
26. ‘Scarborough’ consists of Scarborough, Thebe, and Jupiter fields.
27. ‘GoM’ consists of Shenzi, Shenzi North, Atlantis, and Mad Dog fields.
28. ‘International’ consists of Angostura, Ruby, T&T Deep Water, Trion,
and Sangomar fields which are under Production/Revenue Sharing-
type agreements. These fields represent approximately 5% of 1P and
2P Reserves and 13% of 2C Contingent Resources. Woodside net
economic interest volumes are reported.
29. ‘Browse’ consists of Brecknock, Calliance, and Torosa fields.
30. ‘Sunrise’ consists of Sunrise and Troubadour fields.
31. ‘Liard’ comprises Unconventional Contingent Resources in the Liard
Basin which require a sanctioned project for development.
32. Proved Undeveloped Reserves as at 31 December 2021 as estimated
and reported in accordance with SPE-PRMS guidelines.
33. Proved Undeveloped Reserves as at 31 December 2022 as estimated
and reported in accordance with SEC regulations.
46
| Annual Report 2022 Drilling and other exploratory and development activities
The number of crude oil and natural gas wells drilled and completed for each of the last three years was as follows:
Year ended 31 December 20221
Australia
International2
Total
Year ended 31 December 2021
Australia
International3
Total
Year ended 31 December 2020
Australia
International
Total
Net exploratory wells
Net development wells
Productive
Dry
Total
Productive
Dry
Total
Total
-
0.9
0.9
-
-
-
-
-
-
-
2.0
2.0
-
1.5
1.5
-
-
-
-
2.9
2.9
-
1.5
1.5
-
-
-
0.9
1.2
2.1
0.6
-
0.6
4.4
-
4.4
-
-
-
-
-
-
0.7
-
0.7
0.9
1.2
2.1
0.6
-
0.6
5.0
-
5.0
0.9
4.0
4.9
0.6
1.5
2.1
5.0
-
5.0
Small differences are due to rounding
Includes BHP Petroleum from 1 June 2022 to 31 December 2022.
1.
2. International is primarily US.
3. International is primarily Myanmar.
As set out in this section, the number of wells drilled refers to the number of wells completed at any time during the respective year,
regardless of when drilling was initiated. Completion refers to the installation of permanent equipment for production of oil or gas, or,
in the case of a dry well, to reporting to the appropriate authority that the well has been abandoned.
An exploratory well is a well drilled to find oil or gas in a new field or to find a new reservoir in a field previously found to be productive
of oil or gas in another reservoir. A development well is a well drilled within the limits of a known oil or gas reservoir to the depth of a
stratigraphic horizon known to be productive.
A productive well is an exploratory, development or extension well that is not a dry well. Productive wells include wells in which
hydrocarbons were encountered and the drilling or completion of which, in the case of exploratory wells, has been suspended pending
further drilling or evaluation. A dry well is an exploratory, development, or extension well that proves to be incapable of producing
either oil or gas in sufficient quantities to justify completion as an oil or gas well.
During 2022, productive development wells included the XNA02 Xena well in Australia and wells at Shenzi and Atlantis in the US GoM.
Dry exploratory wells included the Hoodoo test in Western GoM, Wildling, which was a potential Shenzi tie back, and the non-operated
Starman test in the central GoM. In Senegal, Woodside drilled a productive exploratory well to appraise a nearfield tieback opportunity
near to the under construction Sangomar FPSO facility.
Present development activities continuing as of 31 December 2022
The number of wells in the process of drilling and/or completion as of 31 December 2022 was as follows:
Exploratory wells
Development wells
Total
Gross
Net
Gross
-
-
-
-
-
-
-
30
30
Net
-
13.0
13.0
Gross
-
30
30
Net
-
13.0
13.0
Australia
International1
Total
1.
International is primarily US and Senegal.
Development wells in progress include Sangomar wells in Senegal, Mad Dog Phase 2 wells, Atlantis wells, Shenzi North wells and a Mad
Dog A spar well in the US GoM. The Sangomar development is installing a waterflood recovery scheme as part of the ongoing project,
and in the Gulf of Mexico a waterflood recovery scheme is included in the Mad Dog Phase 2 project.
47
Woodside Energy Group Ltd |
Oil and gas properties, wells, operations and acreage
The following tables show the number of gross and net productive crude oil and natural gas wells and total gross and net developed
and undeveloped oil and natural gas acreage as at 31 December 2022. A gross well or acre is one in which a working interest is owned,
while a net well or acre exists when the sum of fractional working interests owned in gross wells or acres equals one.
Productive wells are producing wells and wells mechanically capable of production. Developed acreage is comprised of leased acres
that are within an area by or assignable to a productive well. Undeveloped acreage is comprised of leased acres on which wells have
not been drilled or completed to a point that would permit the production of economic quantities of oil and gas, regardless of whether
such acres contain proved reserves.
The number of productive crude oil and natural gas wells in which Woodside held an interest at 31 December 2022 was as follows:
Crude oil wells
Natural gas wells
Total
Gross
323
77
400
Net
167.8
38.3
206.2
Gross
183
10
193
Net
94.1
4.7
98.9
Gross
506
87
593
Net
262.0
43.1
305.0
Australia
International1
Total
Small differences are due to rounding
1.
International is primarily US and Trinidad and Tobago.
Of the productive crude oil and natural gas wells, 140 (net: 66) wells had multiple completions. The number of wells with multiple
completions refers to wells that have downhole equipment installed that allows zonal isolation or controlled commingling of
production as permitted and approved by the applicable regulator.
Developed and undeveloped acreage (including both leases and concessions) held at 31 December 2022 was as follows:
Thousands of acres
Australia
International1,2
Total
Developed acreage
Undeveloped acreage
Gross
2,417
147
2,564
Net
1,212
74
1,286
Gross
3,406
23,736
27,142
Net
3,116
11,466
14,582
1. Developed acreage in International primarily comprises US and Trinidad and Tobago.
2. Undeveloped acreage in International primarily comprises Barbados, Canada, Congo, Egypt, Ireland, Korea, Mexico, Myanmar, Peru, Senegal, Timor-Leste and Trinidad and Tobago.
Woodside has initiated exits from our Myanmar, Republic of Korea, Peru, Ireland and offshore Canada positions, totalling
approximately 13,545 thousand acres gross (7,149 thousand acres net). Approximately 744 thousand acres gross (476 thousand
acres net), 57 thousand acres gross (26 thousand acres net) and 963 thousand acres gross, (277 thousand acres net) of undeveloped
acreage will expire in the years ending 31 December 2023, 2024 and 2025 respectively if Woodside does not establish production or
take any other action to extend the terms of the licenses and concessions.
Delivery commitments
Woodside has contracts that require delivery of fixed volumes of crude oil, condensate, natural gas and NGL. Woodside intends to
fulfill its short-term and long-term obligations with its production or from purposes of third-party volumes.
As at 31 December 2022, delivery commitments were as follows:
Natural gas (MMboe)
Crude oil (MMbbl)
Condensate (MMbbl)
NGLs (MMbbl)
362.6
232.6
595.2
6.3
-
6.3
1.1
-
1.1
3.8
-
3.8
Year ending 31 December
2023 to 2027
Thereafter
Total oil and gas delivery
commitments
48
| Annual Report 2022
Production
The following table details production by product and geographic location for each of the three years ended 31 December 2022, 2021
and 2020. The volumes are marketable production after deduction of applicable royalties, fuel and flare. Average production costs per
unit of production and average sales prices per unit of production has also been included for each of these periods.
20221
20212
20202
Production volumes (MMboe)
LNG
Australia
International
Total LNG
Pipeline gas
Australia
International
Total pipeline gas
Crude oil and condensate
Australia
International
Total crude oil and condensate
Natural gas liquids (NGLs)
Australia
International
Total NGLs
Total petroleum products
Australia
International
Total production
Average sales price per produced boe (US$/boe)
LNG
Australia
International
Total LNG
Pipeline gas
Australia
International
Total pipeline gas
Crude oil and condensate
Australia
International
Total crude oil and condensate
Natural gas liquids (NGLs)
Australia
International
Total NGLs
Total average production cost per produced boe (US$/boe)
Australia
International
Total average production cost per produced boe3
84.4
-
84.4
22.9
5.6
28.5
24.0
14.7
38.7
4.4
0.8
5.2
135.7
21.1
156.8
104.0
-
104.0
47.3
48.9
47.6
103.3
86.7
97.0
40.6
34.5
39.7
10.4
16.9
11.2
70.8
-
70.8
2.5
-
2.5
17.3
-
17.3
0.5
-
0.5
91.1
-
91.1
55.4
-
55.4
18.0
-
18.0
75.8
-
75.8
121.2
-
121.2
7.9
-
7.9
75.1
-
75.1
5.3
-
5.3
19.5
-
19.5
0.5
-
0.5
100.3
-
100.3
32.1
-
32.1
13.9
-
13.9
43.3
-
43.3
31.1
-
31.1
6.3
-
6.3
1.
Includes production of 156.8 MMboe from Woodside reserves, and excludes 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP
Interconnector.
2. Production volumes for 2021 and 2020 have been restated to present marketable production after deduction of applicable royalties, fuel and flare.
3. Average production costs per produced boe includes direct and indirect costs relating to production of total hydrocarbons and the foreign exchange effect of translating local currency
denominated costs into US dollars but excludes cost to transport produced hydrocarbons to the point of sale, ad valorem and severance taxes.
49
Woodside Energy Group Ltd | E
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:
4
N
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SE C T I O N 4 . 1
Corporate Governance Statement
4.1.1 Corporate governance at Woodside
Woodside is committed to a high level of corporate
governance and fostering a culture that values ethical
behaviour, integrity and respect. The Board is responsible
for the overall corporate governance of Woodside.
Woodside’s corporate governance model is illustrated in
the diagram below. The Woodside Management System
(WMS) describes the Woodside way of working, enabling
Woodside to understand and manage its business to
achieve its objectives. It defines the boundaries within
which Woodside employees and contractors are expected
to work. The WMS establishes a common approach to how
we operate, wherever the location.
Woodside continues to review and, where necessary,
enhance our corporate governance policies and practices.
We frequently consider developments arising in the
markets where Woodside securities are listed, including
the Australian Securities Exchange (ASX), London Stock
Exchange (LSE) and New York Stock Exchange (NYSE).
Our practices will evolve as we continually look to
strengthen our governance framework in the context of
our multi-jurisdictional business.
STAKEHOLDERS
BOARD
AUDIT & RISK
COMMITTEE
HUMAN RESOURCES &
COMPENSATION COMMITTEE
CHIEF EXECUTIVE
OFFICER
NOMINATIONS &
GOVERNANCE COMMITTEE
SUSTAINABILITY
COMMITTEE
INDEPENDENT ASSURANCE
MANAGEMENT GOVERNANCE AND ASSURANCE
EXTERNAL AUDIT
__________________________________
STRATEGY
INTERNAL AUDIT
RISK MANAGEMENT
WOODSIDE
MANAGEMENT SYSTEM
INCLUDING WOODSIDE
COMPASS AND POLICIES
AUTHORITIES
OPERATING
STRUCTURE
The company must comply with the Corporations Act
2001 (Cth), the ASX Listing Rules, UK Listing Rules, UK
Disclosure Guidance and Transparency Rules, UK Market
Abuse Regulation, relevant provisions of the NYSE Listing
Manual and US securities laws applicable to Woodside as a
foreign private issuer and other applicable Australian and
international laws. This Corporate Governance Statement
(Statement) reports on Woodside’s key governance
principles and practices.
The ASX Listing Rules require the company to report on the
extent to which it has followed the Corporate Governance
Recommendations contained in the fourth edition of
the ASX Corporate Governance Council’s Principles and
Recommendations (ASXCGC Recommendations). The
UK Disclosure Guidance and Transparency Rules, the
NYSE listing rules and US securities laws also require the
company to report on its governance arrangements and the
governance code that it applies.
The ASXCGC Recommendations are publicly available
at https://www.asx.com.au/documents/asx-compliance/
cgc-principles-and-recommendations-fourth-edn.pdf.
The ASXCGC Recommendations are not incorporated by
reference to this Statement. As shown in this Statement,
throughout the year, Woodside complied with all the
ASXCGC Recommendations. Following our listing on the
NYSE and LSE, we are also subject to certain governance
requirements of the LSE, the NYSE and the SEC. Refer to
the section ‘Differences from NYSE corporate governance
requirements’ for further information.
The Statement was approved by the Board and is current
as at 27 February 2023.
All Board and committee charters and copies of the
policies and documents referred to in this Statement
are available on the Corporate Governance section of
Woodside’s website.
50
| Annual Report 2022
4.1.2 Board of directors
Board role and responsibilities
The Constitution provides that the business and affairs of the
company are to be managed by or under the direction of the
Board. The central role of the Board is to set the company’s
strategic direction, to select and appoint a Chief Executive
Officer (CEO) and to oversee the company’s management and
business activities.
The Board’s role, powers, duties and functions are formalised in
a Board Charter. The Charter sets out the matters and functions
that are specifically reserved to the Board and the powers that
are delegated to the CEO and management.
The Board Charter and the delegation of Board authority to the
CEO and management are reviewed regularly.
Key activities of the Board undertaken during the year:
• completing the merger with BHP’s petroleum business
• monitoring the Scarborough and Pluto Expansion Projects
• overseeing the Sangomar Field Development
• participating with management in frequent strategic
engagements to review Woodside’s corporate strategy and
providing input and guidance
• monitoring management’s execution of strategy
• monitoring the global energy market and the war in Ukraine
• appointing Graham Tiver as Woodside’s Chief Financial Officer
(CFO) effective February 2022
• overseeing financial performance and key metrics
• setting clear near and medium-term emissions reduction
targets that put Woodside on the pathway towards our
aspiration of net zero by 2050 or sooner1
• satisfying itself that management has developed and
implemented a sound system of risk management and internal
control
• reviewing key corporate governance policies and practices to
ensure a robust corporate governance system
• engaging in the Board and director performance evaluations
• attending director professional development sessions,
including seminars and engaging in educational presentations
on industry related matters and new and emerging
developments with the potential to affect Woodside.
Board composition
The Constitution provides that the company is not to have more
than 12, nor less than three directors. The Board is currently
comprised of ten independent non-executive directors and the
CEO. The following page shows each of the current directors and
the date of their appointment as a director.
1. Target is for net equity Scope 1 and 2 greenhouse gas emissions, relative to a starting base representative of the gross annual average equity Scope 1 and 2 greenhouse gas emissions over 2016-2020
and may be adjusted (up or down) for potential equity changes in producing or sanctioned assets with an FID prior to 2021.
51
Woodside Energy Group Ltd | Richard Goyder, AO
BCom, FAICD
Meg O’Neill
BSc (Ocean Engineering), BSc (Chemical
Engineering), MSc (Ocean Systems Management)
Larry Archibald
BSc (Geosciences), BA (Geology), MBA
Term of office: Director since February 2017,
re-election required at AGM in 2023.
Independent: Yes
Experience: Mr Archibald previously worked
at ConocoPhillips, where he spent eight
years in senior executive positions including
Senior Vice President, Business Development
and Exploration and Senior Vice President,
Exploration. Prior to joining ConocoPhillips,
Mr Archibald spent 29 years at Amoco from
1980 to 1998 and BP from 1998 to 2008 in
various positions including leading exploration
programs covering many world regions.
Committee membership: Audit & Risk,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chair: University of Arizona Geosciences
Advisory Board (since 2019).
Directorship of other listed entities within
the past three years: Nil
Chair: Chair since April 2018
CEO and Managing Director
Term of office: Director since August 2017,
re-election required at AGM in 2024.
Term of office: Director since August 2021.
Independent: No
Independent: Yes
Experience: Mr Goyder spent 24 years
with Wesfarmers Limited, where he served
as Managing Director and Chief Executive
Officer from 2005 to late 2017. Mr Goyder
also served as Chair of the Australian B20
(the key business advisory body to the
international economic forum which includes
business leaders from all G20 economies) from
February 2013 to December 2014.
Committee membership: Chair of the
Nominations & Governance Committee.
Attends other Board committee meetings.
Current directorships/other interests:
Chair: Qantas Airways Limited (since 2018),
Channel 7 Telethon Trust (since 2018) and
West Australian Symphony Orchestra (WASO)
(since 2018) and Australian Football League
Commission (since 2017).
Member: Evans and Partners Investment
Committee.
Directorships of other listed entities within
the past three years: Nil
Experience: Ms O’Neill joined Woodside in
2018 and has performed a number of senior
executive positions including Chief Operations
Officer, Executive Vice President Development
and Executive Vice President Development
and Marketing. From April 2021 to August
2021, Ms O’Neill was acting Chief Executive
Officer (CEO) until she was formally appointed
to the position.
Prior to joining Woodside, Ms O’Neill spent 23
years with ExxonMobil in a variety of technical,
operational and senior leadership roles.
Committee membership: Attends Board
committee meetings.
Current directorships/other interests:
Chair: Australian Petroleum Production &
Exploration Association (APPEA) (since 2022).
Director: American Petroleum Institute
(API) (since 2022), Reconciliation WA (since
2022), WA Venues & Events Pty Ltd (WAVE)
(since 2019) and West Australian Symphony
Orchestra (WASO) (since 2019).
Member: Chief Executive Women, National
Petroleum Council and American Petroleum
Institute in the US and UWA Business School
Advisory Board.
Other: Honorary Governor of the American
Chamber of Commerce (AmCham).
Directorship of other listed entities within
the past three years: Nil
52
| Annual Report 2022
Frank Cooper, AO
BCom, FCA, FAICD
Swee Chen Goh
BSc (Information Science), MBA
Christopher Haynes, OBE
BSc, DPhil, FREng, CEng, FIMechE, FIEAust
Term of office: Director since February 2013,
re-election required at AGM in 2025.
Term of office: Director since January 2020,
re-election required at AGM in 2023.
Term of office: Director since June 2011,
re-election required at AGM in 2024.
Independent: Yes
Independent: Yes
Independent: Yes
Experience: Dr Haynes had a 38-year career
with Shell where he served as Executive Vice
President, Upstream Major Projects within
Shell’s Projects and Technology Business,
General Manager of Shell’s operations in Syria,
and a secondment as Managing Director of
Nigeria LNG Ltd.
From 1999 to 2002, Dr Haynes was seconded
to Woodside as General Manager of the North
West Shelf Venture. Dr Haynes retired from
Shell in August 2011.
Committee membership: Member of the
Audit & Risk, Sustainability and Nominations &
Governance Committees.
Current directorships/other interests:
Director: Worley Limited (since 2012).
Directorship of other listed entities within
the past three years: Nil
Experience: Mr Cooper was a Partner at
PricewaterhouseCoopers from 2006 until
his retirement in 2012, and a director of the
Insurance Commission of Western Australia
until September 2022. Prior to joining
PricewaterhouseCoopers, Mr Cooper was a
partner of Ernst & Young from 2002 to 2005
and managing partner of Arthur Andersen
from 1991 to 2002.
Committee membership: Chair of the Audit
& Risk Committee. Member of the Human
Resources & Compensation and Nominations &
Governance Committees.
Current directorships/other interests:
Director: Wright Prospecting Pty Ltd (since
2022), St John of God Australia Limited (since
2015) and South32 Limited (since 2015).
Trustee: St John of God Health Care (since
2015).
Directorship of other listed entities within
the past three years: Nil
Experience: Ms Goh joined Shell in 2003 and
was the Chair of Shell Companies in Singapore
from 2014 until her retirement in 2019.
During her tenure at Shell, Ms Goh served on
the boards of a number of Shell joint ventures
in China, Korea and Saudi Arabia. Prior to
joining Shell, Ms Goh worked at Procter &
Gamble and IBM.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chair: Nanyang Technological University
(since 2021), National Arts Council (since 2019)
and Singapore Institute for Human Resource
Professionals (since 2016).
Director: Carbon Solutions Holdings Pte
Ltd (since 2022), Carbon Solutions Platform
Pte Ltd (since 2022), Carbon Solutions
Investments Pte Ltd (since 2022), Carbon
Solutions Services Pte Ltd (since 2022), JTC
Corporation (since 2022), Resilience Collective
Ltd (since 2020), Singapore Airlines Ltd (since
2019) and Singapore Power Ltd (since 2019).
President: Global Compact Network
Singapore.
Member: Singapore Legal Services
Commission, Centre for Liveable Cities
Advisory Panel and Singapore Research,
Innovation and Enterprise Council.
Directorship of other listed entities within
the past three years: Nil
53
Woodside Energy Group Ltd |
Ian Macfarlane
Former Australian Federal Minister (Resources;
Energy; Industry and Innovation), FAICD
Ann Pickard
BA, MA
Sarah Ryan
BSc (Geology), BSc (Geophysics) (Hons 1), PhD
(Petroleum and Gephysics), FTSE
Term of office: Director since November 2016,
re-election required at AGM in 2023.
Term of office: Director since February 2016,
re-election required at AGM in 2025.
Term of office: Director since December 2012,
re-election required at AGM in 2025.
Independent: Yes
Independent: Yes
Independent: Yes
Experience: Mr Macfarlane served as director
of METS Ignited Ltd and was Australia’s
longest serving Federal Resources and Energy
Minister, and the Coalition’s longest serving
Federal Industry and Innovation Minister, with
over 14 years of experience in both Cabinet
and shadow ministerial positions. Prior to
entering politics, Mr Macfarlane was the
President of the Queensland Graingrowers
Association from 1991 to 1998 and the
President of the Grains Council of Australia
from 1994 to 1996.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Chief Executive: Queensland Resources
Council (since 2016).
Chair: Innovation Manufacturing Co-operative
Research Centre (since 2016).
Director: Sovereign Manufacturing Automation
for Composites Cooperative Research
Centre (since 2023), CSIRO (since 2021) and
Toowomba and Surat Basin Enterprise Board
(since 2018).
Member: Fellow of the Australian Institute of
Company Directors, Toowoomba Community
Advisory Committee of the University
of Queensland Rural Clinical School and
Mooloolaba and the Spit Association.
Directorship of other listed entities within
the past three years: Nil
Experience: Ms Pickard joined Shell in 2000
and served in a number of senior executive
positions including as the Director, Global
Business and Strategy and as a member of
the Shell Gas & Power Executive Committee.
Ms Pickard retired from Shell in 2016. Prior to
joining Shell, Ms Pickard spent 11 years with
Mobil before its merger with Exxon in 1998.
Committee membership: Chair of the
Sustainability Committee, member of the
Human Resources & Compensation and
Nominations & Governance Committees.
Current directorships/other interests:
Director: Noble Corporation Plc. (since 2021)
and KBR Inc (since 2015).
Member: Chief Executive Women and
University of Wyoming Foundation Board.
Directorship of other listed entities within
the past three years: Nil
Experience: Dr Ryan has more than 30
years’ experience in the oil and gas industry
in various technical, operational and senior
management positions. Dr Ryan worked at
Schlumberger Ltd for 15 years. Dr Ryan was
also an equity analyst, portfolio manager and
energy advisor for Earnest Partners from 2007
to 2017.
Committee membership: Member of the
Audit & Risk, Sustainability and Nominations &
Governance Committees.
Current directorships/other interests:
Director: OZ Minerals Limited (since 2021),
Future Battery Industries Cooperative
Research Centre (since 2020), Aurizon
Holdings (since 2019) and Viva Energy Group
Ltd (since 2018).
Chair: Australian Academy of Technology and
Engineering’s Energy Forum.
Member: Australian Commonwealth
Government Strategic Shipping Taskforce,
Chief Executive Women, Australian Securities
& Investments Commission (ASIC), Corporate
Governance Consultative Panel and Australian
Institute of Company Directors.
Other: Judging Committee for the Prime
Minister’s Prizes for Science (2022).
Directorship of other listed entities within
the past three years: Nil
54
| Annual Report 2022
Gene Tilbrook
BSc, MBA, FAICD
Ben Wyatt
LLB, MSc
Term of office: Director since December 2014,
re-election required at AGM in 2024.
Term of office: Director since June 2021,
re-election required at AGM in 2025.
Independent: Yes
Independent: Yes
Experience: Mr Tilbrook served as a senior
executive of Wesfarmers Limited between
1985 and 2009, including as Executive Director
Finance and Executive Director Business
Development.
Committee membership: Chair of the Human
Resources & Compensation Committee,
Member of the Audit & Risk and Nominations
& Governance Committees.
Current directorships/other interests:
Director: Orica Limited (since 2013).
Member: Life Fellow of the Australian Institute
of Company Directors.
Directorship of other listed entities within
the past three years: GPT Group Limited
(2010 – 2021).
Experience: Mr Wyatt served in the Western
Australian Legislative Assembly for 15 years,
including as the Western Australian Treasurer
and Minister for Finance, Energy, Aboriginal
Affairs and Lands. Additionally, Mr Wyatt held
various shadow cabinet portfolios including
responsibility for Native Title and the Pilbara.
Prior to entering Parliament, Mr Wyatt
practised as a lawyer in both private practice
and with the Western Australian Office of the
Director of Public Prosecutions.
Committee membership: Member of
the Human Resources & Compensation,
Sustainability and Nominations & Governance
Committees.
Current directorships/other interests:
Director: APM Group (since 2022), Wyatt
Martin Pty Ltd (since 2021), West Coast Eagles
(since 2021), Perth International Arts Festival
(since 2021), Telethon Kids Institute (since
2021) and Rio Tinto Ltd (since 2021).
Member: UWA Business School Advisory
Board, Australian Institute of Company
Directors and Australian Capital Equity Pty Ltd
Advisory Board.
Directorship of other listed entities within
the past three years: Nil
55
Woodside Energy Group Ltd | Director appointment, induction training and
continuing education
All new non-executive directors are required to sign a letter of
appointment which sets out the key terms and conditions of
their appointment, including duties, rights and responsibilities,
the time commitment envisaged and the Board’s expectations
regarding their involvement with committee work.
Executive Directors and other Senior Executives enter into
employment agreements which govern the terms of their
employment. Woodside undertakes extensive background and
screening checks prior to appointing Senior Executives. Details
of Woodside’s Senior Executives are set out in section 4.1.4 -
Executive Leadership Team.
Woodside also undertakes extensive background and
screening checks prior to nominating a director for election
by shareholders, including checks as to character, experience,
education, criminal record and bankruptcy history. Woodside
provides to shareholders all material information in its possession
concerning the director standing for election or re-election in the
explanatory notes accompanying the notice of meeting.
Induction training is provided to all new directors. It includes a
comprehensive induction manual, discussions with the CEO and
Senior Executives and the option to visit Woodside’s principal
operations either upon appointment or with the Board during its
next site tour.
Questionnaires are completed annually to assess each director’s
skills and knowledge required to discharge their obligations
to the company. Woodside considers at least annually the
need for new and existing directors to undertake professional
development to develop and maintain the skills and knowledge
needed to perform their role as directors effectively, and
provides directors who require professional development the
opportunity to develop and maintain the required skills and
knowledge. Directors attend continuing professional education
sessions, including industry seminars and approved education
courses, which are paid for by the company, where appropriate.
Director remuneration
Details of remuneration paid to directors (executive and
non-executive) are set out in the 2022 Remuneration Report
in section 4.3 - Remuneration Report. The Remuneration
Report also contains information on the company’s policy
for determining the nature and amount of remuneration for
directors and Senior Executives and the relationship between the
policy and company performance.
Board access to information and independent
advice
Subject to the Directors’ Conflict of Interest Policy, directors
have direct access to members of company management and
to company information in the possession of management.
Directors are entitled to obtain independent legal, accounting
or other professional advice at the company’s expense where a
request for such advice is approved by the Chair. In the case of a
request made by the Chair, approval is required by a majority of
the non-executive directors.
Director attendance at meetings
Directors in office, committee membership and directors’ attendance at meetings during 2022
Director
Board
Audit & Risk
Human Resources
& Compensation
Sustainability
Nominations
& Governance
Held1
Attended2
Held1
Attended2
Held1
Attended2
Held1
Attended2
Held1
Attended2
Executive Director
Meg O’Neill
14
Non-Executive Director
Larry Archibald
Frank Cooper
Swee Chen Goh
Richard Goyder
Chris Haynes
Ian Macfarlane
Ann Pickard
Sarah Ryan
Gene Tilbrook
Ben Wyatt
14
14
14
14
14
14
14
14
14
14
14
14
13
13
14
14
14
14
14
13
14
7
7
7
7
7
7
7
6
6
7
7
7
5
7
7
7
8
7
7
7
8
8
8
8
6
8
8
4
4
4
3
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
3
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
4
8
8
8
8
8
8
Current Chair
Current Member
1.
‘Held’ indicates the number of meetings held during the period of each director’s tenure. Where a director is not a member but attended meetings during the period, then only the number of
meetings attended rather than held is shown.
2. ‘Attended’ indicates the number of meetings attended by each director. All directors are entitled to and generally attend meetings of the standing committees.
56
| Annual Report 2022 Board performance evaluation
Board performance evaluations are conducted annually.
The reports on Board and committee performance are provided
to all directors and discussed by the Board. The report on the
Chair’s performance is provided to the Chair and two committee
chairs for discussion.
The report on each individual director is provided to the
individual and to the Chair. The Chair meets individually with
each director to discuss the findings of their report.
As disclosed in the 2021 Corporate Governance Statement,
in 2021 an external consultant was engaged to conduct a
comprehensive review of the effectiveness of the Board
and Board committees. The evaluation followed the process
outlined above and involved interviews with directors and
senior management and observation of Board and committee
meetings. The review also focused on the Board’s composition
and succession planning including diversity, skills and experience.
The review was finalised in 2022. It highlighted the directors’
views on the top priorities for the Board.
The Board, through the Nominations & Governance Committee,
considered and discussed the final report in detail.
The external review also informed the Board’s review of
succession priorities and upcoming appointments will be made
with regard to the key opportunities identified.
The Human Resources & Compensation Committee reviews and
makes recommendations to the Board on the criteria for the
evaluation of the performance of the CEO. The Board conducts
the evaluation of the performance of the CEO.
Review of the 2022 performance of the CEO and executive
succession planning was conducted by the Board.
Directors’ retirement and re-election
The Woodside Constitution sets out the requirements for the
retirement and re-election of directors. With the exception of the
CEO/Managing Director, directors must retire at the third AGM
following their election or most recent re-election. At least one
director must stand for election at each AGM.
Board support for a director’s re-election is not automatic and is
subject to satisfactory director performance.
Director independence
In accordance with the Policy on Independence of Directors,
the Board assesses independence with reference to whether a
director is non-executive, not a member of management and is
free of any business or other relationship that could materially
interfere with, or could reasonably be perceived to materially
interfere with, the independent exercise of their judgement.
In making this assessment, the Board considers all relevant facts
and circumstances. In particular, the Board focuses on the factors
relevant to assessing the independence of a director set out in
Box 2.3 of the ASXCGC Recommendations.
The Board has reviewed the independence of each of the non-
executive directors in office at the date of this Statement and
determined that they are all independent. The CEO, Ms Meg
O’Neill, is not considered independent as she is an Executive
Director and a member of management.
Two of the non-executive directors have been employed by
Woodside in the past. Dr Haynes was seconded to Woodside
as General Manager of the North West Shelf Venture from 1999
to 2002. Dr Ryan was employed by Woodside as a member of
the North West Shelf petroleum production team from 1993 to
1996. A significant period of time has elapsed since they ceased
employment with Woodside and the Board is comfortable that
they bring an independent judgement to bear on issues before the
Board.
Dr Haynes was re-elected at the 2021 AGM and has served
eleven years on the Board in June 2022. The Board reviewed the
independence of Dr Haynes and determined that he remained
independent, notwithstanding his length of tenure on the Board.
Conflicts of interest
The Board has approved a Directors’ Conflict of Interest Policy
which applies if there is, or may be, a conflict between the
personal interests of a director, or the duties a director owes to
another company, and the duties the director owes to Woodside.
Directors are required to disclose circumstances that may affect,
or be perceived to affect, their ability to exercise independent
judgement so that the Board can assess independence on a
regular basis.
Under Woodside’s Constitution, directors must comply with the
Corporations Act in relation to disclosure and voting on matters
involving material personal interests. Subject to the Corporations
Act:
• a director may be counted in a quorum at a Board meeting
that considers, and may vote on, any matter in which that
director has an interest
• the company may proceed with any transaction that relates to
the interest and the director may participate in the execution
of any relevant document by or on behalf of the company
• the director may retain benefits under the transaction even
though the director has an interest
• the company cannot avoid the transaction merely because of
the existence of the interest.
Under Woodside’s Constitution, a director may be a director of
or hold any other office or position in any corporation promoted
by the company or in which the company may be interested. The
Board may exercise the voting power conferred by the shares in
any corporation held or owned by the company, and a director
may vote in favour of exercising those voting rights despite the
fact that the director is, or may be about to be appointed, a
director of that other corporation and may be interested in the
exercise of those voting rights. An interested director is to be
counted in a quorum despite the interest.
57
Woodside Energy Group Ltd | Under Woodside’s Constitution, the Board may exercise all the
powers of the company to raise or borrow money, guarantee
the debts or obligations of any person or enter into any other
financing arrangements on the terms it thinks fit. If any director
or officer of the company is personally liable for the payment
of any sum which is or may become primarily due from the
company, the Board may charge the whole or any part of the
assets of the company by way of indemnity to secure the
director or officer from any loss in respect of the liability.
Areas of competence and skills of the Board of
Directors
The directors on the Board collectively have a combination of
skills and experience which are necessary to direct the company
in accordance with high standards of corporate governance and
to oversee Woodside’s management and business activities.
The competences and skills are set out in the skills matrix
below. The Board uses this skills matrix to assess the skills and
experience of each director and the combined capabilities
of the Board, to identify potential areas of focus for director
recruitment and to identify any professional development
opportunities that may benefit directors.
Leadership and culture
• Business leadership
• Public listed company
• Values and behaviours
experience
Finance
• Accounting & audit
• Financial acumen
Business strategy
• Corporate financing & treasury
• Capital investments &
• Business strategy
Commercial
projects
• Gas/LNG marketing
• US regulatory compliance
• Mergers & acquisitions
• Risk management
• Business development
• Insurance
• Legal & regulatory compliance
• Taxation
Sustainability & stakeholder management
• Community relations
• Public & regulatory policy
• Corporate governance
• Health & safety
• Environment
Climate change
• Policy & legal risks
• Market
People & capability
• People & culture
• Industrial relations
Industry
• Technology
• Reputation
• Remuneration
• New energy & renewables
• Digital cybersecurity
• Technology & innovation
International
• International oil and gas
• International experience
exploration, development and
production
58
Ordinarily, the skills matrix is reviewed annually and updated
regularly to ensure it remains appropriate for Woodside’s
strategy, operations and risk profile and any other emerging
issues. In 2022, this review also involved benchmarking against
Woodside’s international oil and gas peers.
This review confirmed that the Board collectively have the
necessary skills and competencies. As discussed in the Board
performance evaluation section, the review also informed and
supported the Board’s review of succession priorities.
The Board supplements its expertise with internal and external
subject matter experts as appropriate (for example, regular
attendance at Board meetings by relevant executives and
other independent advisers). The Sustainability Committee
received regular briefings and education on climate change from
Woodside’s Senior Executive responsible for climate change, to
ensure decisions are informed by climate change science and
expert advice.
Chair
The Chair of the Board, Mr Richard Goyder, is an independent,
non-executive director and an Australian resident and citizen.
The Chair is responsible for leadership and effective performance
of the Board and for the maintenance of relations between
directors and management that are open, cordial and conducive
to productive cooperation. The Chair’s responsibilities are set out
in more detail in the Board Charter.
Company Secretaries
Details of the Company Secretaries are set out in section 4.2 -
Directors’ report - Company Secretaries. All directors have direct
access to the Company Secretaries who are accountable directly
to the Board, through the Chair, on all matters to do with the
proper functioning of the Board.
Board succession planning
The Board manages its succession planning with the assistance
of the Nominations & Governance Committee which annually
reviews the size, composition and diversity of the Board. In
conducting the review, the Board skills matrix and the tenure of
each director is considered.
The Nominations & Governance Committee is also responsible
for evaluating Board candidates and recommending individuals
for appointment to the Board. The Committee evaluates
prospective candidates against a range of criteria including
the skills, experience, expertise and diversity that will best
complement Board effectiveness at the time. The Board may
engage an independent recruitment firm to undertake a search
for suitable candidates.
Refer to the ‘Board composition’ section for information about
recent changes to the Board’s composition.
| Annual Report 2022 4.1.3 Board committees
The Board has four standing committees to assist in the discharge
of its responsibilities. The committees operate principally in a
review or advisory capacity, except in cases where powers are
specifically conferred on a committee by the Board.
• only non-executive directors
• at least three members, the majority of whom are independent
• a chair appointed by the Board who is one of the independent
non-executive directors.
Each committee has a charter, detailing its role, duties and
membership requirements. The committee charters are reviewed
regularly and updated as required.
The Audit & Risk Committee and the Human Resources &
Compensation Committee have additional membership
requirements as set out in their respective charters.
Membership of the committees is based on directors’
qualifications, skills and experience. Each standing committee is
comprised of:
Each committee is entitled to seek information from any
employee of the company and to obtain any professional advice
it requires in order to perform its duties. All directors are entitled
to and generally attend meetings of the standing committees.
Audit & Risk Committee
Assists with overseeing the company’s financial reporting, compliance with
legal and regulatory requirements, risk management and the internal and
external audit functions.
Members:
• Frank Cooper (Committee Chair)
• Larry Archibald
• Christopher Haynes
• Sarah Ryan
• Gene Tilbrook
FY22 key activities:
• overseeing the integration activities required after
completion of the merger
• monitoring developments in accounting, financial
reporting and taxation relevant to Woodside
• reviewing significant accounting policies and practices
• reviewing and making recommendations to the Board for
the adoption of the Group’s half-year and annual Financial
Statements
• approving the fees and reviewing the external auditor’s
scope and plan for the 2022 external audit
• considering and approving non-audit services provided by
the external auditor
• reviewing the independence and performance of the
external auditor
• reviewing Internal Audit reports and material post-
investment reviews and approval of the 2023/2024
Internal Audit program
• reviewing the Group’s key risks and risk management
framework, confirming that the framework was sound and
that the company is operating with due regard to the risk
appetite set by the Board
• reviewing reports from management on the effectiveness
of the Group’s management of its material business risks
including contemporary and emerging risks such as
cybersecurity, conduct risk, technology and innovation,
privacy and data breaches, sustainability and climate change
• reviewing the company’s annual insurance plan and
maintaining oversight of the company’s insurance
activities
• overseeing the company’s tax matters, including
reviewing the company’s policies and practices for
managing compliance with tax laws
• assessing processes to ensure compliance with legal and
regulatory requirements
• monitoring material litigation
• monitoring matters and informing the Board of any
material concerns raised under the Code of Conduct, the
Anti-Bribery and Corruption and Whistleblower Policies
that call into question the culture of the organisation
• informing the Board of the company’s compliance with
material legal and regulatory requirements and any
conduct that is materially inconsistent with the company’s
values or Code of Conduct
• reviewing and making recommendations to the Board on
amendments to company policies.
Audit committee financial expert
Woodside’s Board has determined that Frank Cooper, who
serves on the Audit & Risk Committee, meets the audit
committee financial expert requirements under SEC Rules.
The Board has also determined that he is independent under
applicable NYSE rules.
59
Woodside Energy Group Ltd | Nominations & Governance Committee
Assists the Board with reviewing Board composition, performance and
succession planning, including identifying, evaluating and recommending
candidates for the Board.
Members:
• Richard Goyder (Committee Chair)
• Larry Archibald
• Frank Cooper
• Swee Chen Goh
• Christopher Haynes
• Ian Macfarlane
• Ann Pickard
• Sarah Ryan
• Gene Tilbrook
• Ben Wyatt
FY22 key activities:
• reviewing the size and composition of the Board
• reviewing the director skills matrix
• Board succession planning
• recommending to the Board directors for re-election at
the 2023 AGM
• approving the process for the annual Board performance
evaluation.
Human Resources & Compensation Committee
Assists with establishing human resources and compensation policies and
practices.
Members:
• Gene Tilbrook (Committee Chair)
• Frank Cooper
• Swee Chen Goh
• Ian Macfarlane
• Ann Pickard
• Ben Wyatt
FY22 key activities:
• considering changes to the leadership structure in
consultation with the Board; including the CFO transition
• approving changes to the leadership structure in
connection with the merger, including the appointment
and remuneration packages of executives reporting
directly to the CEO
• considering the integration requirements, including
organisation design, harmonisation and policy changes,
arising in relation to the merger
• monitoring legislative and corporate governance
developments in relation to employment and
remuneration matters relevant to Woodside
• monitoring Woodside’s response to the WA Parliamentary
Inquiry into sexual harassment against women in the FIFO
mining industry
• reviewing the company’s remuneration policies and
practices and considering advice on the remuneration of
Woodside’s key management personnel
• reviewing the company’s recruitment and retention
strategies
• considering activities to assess and monitor culture,
including across all areas of our Integrated Culture
Framework (values, safety, risk and compliance)
• monitoring learning and organisational development
strategies and activities across Woodside
• reviewing progress against the 2021-2025 Inclusion and
Diversity strategy
• monitoring progress against measurable objectives in
respect of gender diversity and endorsing for Board
approval the 2023 measurable objectives
• reviewing and making recommendations to the Board on:
• remuneration for non-executive directors
• the remuneration of the CEO
• the criteria for the evaluation of the CEO’s performance
• incentives payable to the CEO
• employee equity-based plans
• the annual Remuneration Report.
60
| Annual Report 2022 Sustainability Committee
Assists the Board in meeting its oversight responsibilities in relation to the
company’s sustainability policies and practices.
Members:
• Ann Pickard (Committee Chair)
• Larry Archibald
• Swee Chen Goh
• Christopher Haynes
• Ian Macfarlane
• Sarah Ryan
• Ben Wyatt
FY22 key activities:
• reviewing Woodside’s environmental performance,
including major incident prevention
• monitoring the Group’s health and personal safety
performance
• monitoring Woodside’s process safety performance
including major incident prevention
• reviewing Woodside’s quality management
• endorsing the creation of new Environment and
Biodiversity and Health and Safety policies, replacing the
previous Health, Safety and Environment policy
• considering security and emergency management
performance, including major incident prevention and
response and business continuity
• considering Woodside’s management of climate change
risk and opportunities
• overseeing and reviewing the proposed content for
Woodside’s Climate Report 2022, and approach to
climate-related disclosures
• considering First Nations affairs, including cultural
heritage and land access matters, and endorsement of
changes to the First Nations Communities Policy
• reviewing Woodside’s activities supporting local content
in our supply chain
• monitoring Woodside’s social performance and social
contribution in our host communities
• reviewing Woodside’s reputational performance
and issues of significance to our communities and
stakeholders
• overseeing and reviewing the proposed content for
Woodside’s Climate Report 2021
• overseeing publication of the Reconciliation Action Plan
Report 2021
• endorsing Board approval of Woodside’s Modern Slavery
Statement 2021 and reviewing related human rights
issues.
61
Woodside Energy Group Ltd | 4.1.4 Executive Leadership Team
Graham Tiver1
Executive Vice President and Chief Financial
Officer
BBus, FCPA
Shiva McMahon1
Executive Vice President International Operations
MA, BA
Mike Price
Acting Executive Vice President Australian
Operations
BEng (Hons) (MechEng)
Joined Woodside: 2022
Joined Woodside: 2022
Joined Woodside: 1994
Experience: Graham is responsible for Finance;
Treasury; Tax; Investor Relations; Governance,
Risk and Compliance; Audit; and Mergers
and Acquisitions. Prior to joining Woodside,
Graham spent 28 years with BHP and WMC
Resources where he held significant financial,
commercial and leadership roles across
multiple business sectors. He has extensive
international experience, having worked
in North and South America as well as in a
variety of roles around Australia.
Directorship: Nil
Experience: Shiva is responsible for
Woodside’s International operations portfolio.
Shiva has 30 years of industry experience
and prior to joining Woodside held senior
leaderships roles at both BHP and BP. Shiva
spent a large part of her career at BP in roles
including CFO Global Lubricants, Chief of Staff
Upstream Executive Office and CFO Trinidad
and Tobago.
Directorship: Greater Houston Partnership
(since 2022).
Experience: Mike is the Acting Executive Vice
President Australian Operations, following the
resignation of Fiona Hick in November 2022.
Mike is responsible for Woodside’s Australian
operations portfolio. Mike has over 29 years of
industry experience in operations and project
roles. He has had multiple leadership roles
and most recently held the role Vice President
Pluto/Scarborough.
Julie Fallon
Executive Vice President Corporate Services
BEng (Hons) (ChemEng)
Shaun Gregory
Executive Vice President New Energy
BSc (Hons), MBT
Daniel Kalms
Executive Vice President Technical Services
BEng (Hons) (ChemEng), MBA
Joined Woodside: 1998
Joined Woodside: 1995
Joined Woodside: 2001
Experience: Julie is responsible for Legal;
Health, Safety & Environment; Security &
Emergency Management; Supply Chain;
and Human Resources. Julie has 30 years of
industry experience and has held a number of
senior leadership roles at Woodside including
Senior Vice President Pluto and Senior Vice
President Engineering.
Experience: Shaun is responsible for new
energy and carbon solutions. Shaun has over
30 years of industry experience and has had
senior leadership roles across Woodside’s
value chain from Exploration acreage capture
and evaluation, through Development concept
selection and technology development.
Experience: Daniel is responsible for Digital;
Technology; Surface Engineering; Subsurface
and Reserves; and merger integration. Daniel
has over 25 years of industry experience
and has held senior leadership roles across
development, projects, operations and
corporate.
1.
Identified as key management personnel (KMP).
62
| Annual Report 2022
Mark Abbotsford
Executive Vice President Marketing and Trading
BEc (Hons), MPhil, MBA
Tony Cudmore
Executive Vice President Strategy and Climate
BA, GCIR
Joined Woodside: 2002
Joined Woodside: 2022
Experience: Mark is responsible for
Woodside’s global commodity marketing,
trading and shipping portfolio. Mark has over
20 years industry experience and has held a
number of senior leadership positions across
commercial, finance and marketing in various
global locations. Prior to joining Woodside,
Mark had roles at Treasury (Western Australia)
and BHP Iron Ore.
Experience: Tony is responsible for Corporate
Strategy, Climate and Sustainability, External
Environment and Corporate Affairs. Tony has
over 20 years industry experience and prior to
joining Woodside, Tony worked for BHP and
ExxonMobil where he held senior leadership
positions including Chief Public Affairs Officer
and Group Sustainability and Public Policy
Officer at BHP.
Andy Drummond
Executive Vice President Exploration &
Development
BEng (Hons) (ChemEng)
Matthew Ridolfi
Executive Vice President Projects
BEng (Hons) (MechEng)
Joined Woodside: 2022
Joined Woodside: 2022
Experience: Andy is responsible for
exploration and development activities at
Woodside. Andy has over 25 years industry
experience. Prior to joining Woodside, Andy
held senior leadership positions at BHP and
Marathon Oil Corporation, including Vice
President of Sustainability and Innovation for
BHP’s petroleum business.
Experience: Matthew is responsible for
Woodside’s project execution activities
globally. Matthew has more than 30 years
of industry experience and prior to joining
Woodside held a number of senior leadership
positions at BHP including Vice President of
Major Developments for BHP’s petroleum
business and Vice President of Health, Safety,
Environment and Community.
Performance evaluation of Executive Leadership Team
With respect to executives, their performance is reviewed annually, which considers and assesses the executive’s performance against
a list of key performance indicators.
All executives had a performance evaluation in FY2022 and further details are set out in section 4.3 - Remuneration Report.
Details of the CEO’s performance evaluation (process and outcomes) are set out in section 4.3 - Remuneration Report.
63
Woodside Energy Group Ltd |
4.1.5 Promoting responsible and ethical behaviour
Our Values
Everything we do is guided by Our Values and inspired by our common purpose. We are one team, we care, we innovate every day, our
results matter and we build and maintain trust.
Code of Conduct and Anti-Bribery and
Corruption Policy
The Code of Conduct and the Anti-Bribery and Corruption Policy
(ABC Policy) cover matters such as compliance with laws and
regulations, responsibilities to shareholders and the community,
sound employment practices, confidentiality, privacy, conflicts
of interest, giving and accepting business courtesies and the
protection and proper use of Woodside’s assets.
All directors, officers and employees are required to comply
with the Code of Conduct and the ABC Policy and managers are
expected to take reasonable steps to ensure that employees,
contractors, consultants, agents and partners under their
supervision are aware of both policies.
All breaches of the Code of Conduct and ABC Policy are required
to be recorded. Substantiated allegations of breaches of the
Code of Conduct and material breaches of the ABC Policy are
reported to the Audit & Risk Committee.
Whistleblower Policy
Woodside’s Whistleblower Policy documents our commitment
to maintaining an open working environment in which Woodside
personnel and other stakeholders can report instances of
unethical, unlawful or undesirable conduct without fear of
intimidation or reprisal.
Any material incidents reported under Woodside’s
Whistleblower Policy are reported to the Audit & Risk Committee
and in line with applicable whistleblower protection laws.
Securities Dealing Policy
Woodside’s Securities Dealing Policy applies to all directors,
employees, contractors, consultants and advisers. It prohibits
directors and employees from dealing in the company’s securities
when they are in possession of price-sensitive information
that is not generally available to the market. It also prohibits
dealings by directors and certain restricted employees during
‘black-out’ periods, such as during the period between the
end of the financial half and full-year and the day following the
announcement of the results.
64
| Annual Report 2022 The Securities Dealing Policy also sets out our approach to
transactions which limit the economic risk of participating in
equity-based remuneration schemes.
Working Respectfully
Woodside is committed to a safe, inclusive and respectful
working environment. Our culture is underpinned by our Values
and Code of Conduct. Sexual and other unlawful discrimination,
bullying and harassment are serious violations of those principles
and will not be tolerated. The Woodside Working Respectfully
Policy sets out our expectation for everyone working for and
with our employees, contractors and customers to treat others
with respect, in line with our values, Code of Conduct, and the
Working Respectfully Policy.
Human rights
We conduct business in a way that respects the human rights of
all people, including our employees, the communities where we
are active and those working throughout our supply chains.
Woodside’s approach to human rights is set out in our
Human Rights Policy and overseen by the Board. The Board’s
Sustainability Committee is responsible for reviewing and
making recommendations and endorsements to the Board on
Woodside’s Human Rights Policy and performance.
Payments to political entities for business
engagement
Woodside does not donate to campaign funds for any political
party, politician or candidate for public office in any country.
In Australia, Woodside makes payments to attend ad hoc
business engagement events arranged by political stakeholders.
Decisions to attend these events are subject to strict governance
processes. Our Board considers and approves our approach to
political contributions annually.
As reported to the Australian Electoral Commission in
compliance with our reporting requirements, our payments
for the financial year 2021/22 totalled A$109,930, down from
A$232,350 in 2020/21. In 2021/22 Woodside did not renew any
of its business forum memberships and only attended State
and Federal ad hoc business engagement, policy and networks
events.
Our contributions for the year ending 30 June 2022 (being the
relevant reporting period) are as follows:
Australian Labor Party
Australian Labor Party (Western Australia Branch)
Liberal Party of Australia
Liberal Party (WA Division) Inc
National Party of Australia
National Party of Australia (WA) Inc
Total:
Value (A$)
43,400
24,750
8,500
11,580
14,700
7,000
109,930
65
Woodside Energy Group Ltd | 4.1.6 Risk management and internal control
Risk management
Approach to risk management
Woodside is committed to managing risks in a proactive and
effective manner as a source of competitive advantage. Our
approach is intended to protect us against potential negative
impacts and improve our resilience against emerging risks. These
include conduct risk, technology and innovation, cybersecurity,
privacy and data breaches, sustainability and climate change.
Woodside’s Risk Management Policy describes the manner in
which Woodside:
• provides a consolidated view of risks across the company to
understand risk exposure and prioritise risk management and
governance
• confers responsibility on Woodside staff at all levels to
pro-actively identify, assess and treat risks relating to the
objectives they are accountable for delivering.
Board, Audit & Risk Committee and management
The Board is responsible for reviewing and approving
Woodside’s risk management framework, policy and
performance. The Board is also responsible for satisfying itself
that management has developed and implemented a sound
system of risk management and internal control.
The Board has delegated oversight of the Risk Management
Policy, including review (at least annually) of the effectiveness
of Woodside’s internal control system and risk management
framework, to the Audit & Risk Committee. The Audit & Risk
Committee also regularly reviews Woodside’s Risk Appetite
Statement and oversees Internal Audit’s activities and reviews
Internal Audit’s performance.
Management is responsible for promoting and applying the Risk
Management Policy.
In 2022, the Audit & Risk Committee reviewed and confirmed
the company’s risk management framework was sound, and that
the company was operating with due regard to the risk appetite
endorsed by the Board.
Internal Audit function
Internal Audit provides independent assurance that the design
and operation of the Group’s risk management and internal
control system is effective. A risk-based audit approach is used
to ensure that higher risk activities are prioritised in the audit
program.
Internal Audit is independent of both business management
and of the activities it reviews and has all necessary access to
management and information to fulfill its role. Internal Audit is
staffed by industry professionals including qualified accountants
and engineers. The head of Internal Audit is jointly accountable
to the Audit & Risk Committee and the Senior Vice President
Corporate Services.
66
Governance, Risk and Compliance function
The Governance, Risk and Compliance Function is responsible
for Woodside’s risk management framework, development of
risk management capability, and providing risk management
oversight to senior levels of management and the Audit & Risk
Committee on the strategic risk profile and the Group’s risk
management performance.
Material risks
Our material risks (including environmental and social risks) and
how they are managed are disclosed in section 3.8 - Risk factors.
External audit and reporting
External Auditor independence
In accordance with Woodside’s External Auditor Policy, the Audit
& Risk Committee oversees the engagement of Woodside’s
external auditor, governed by the External Auditor Guidance
Policy (guidance policy). Internal audit and external audit are
separate and independent of each other.
The guidance policy includes provisions directed at maintaining
the independence of the external auditor and assessing whether
the proposed provision of any non-audit services by the external
auditor is appropriate. The guidance policy classifies a range of
non-audit services which could potentially be provided by the
external auditor as acceptable within limits, requiring Audit &
Risk Committee pre-approval or not acceptable. The Audit & Risk
Committee reviews the auditor independence annually.
The Audit & Risk Committee did not waive the pre-approval
requirement under paragraph (c)(7)(i) of Rule 2-01 of SEC
Regulation S-X in 2022.
With effect from 2022, PricewaterhouseCoopers (PwC) was
appointed as auditor of the Group, replacing Ernst & Young
(EY). Under SEC regulations, the remuneration of the auditors
(PwC) of $5.4 million (2021: $4.6 million (EY)) is required to be
presented as follows: audit fees represent 76% (2021: 38%);
audit-related fees 18% (2021: 58%); tax fees 5% (2021: 3%); and all
other fees 1% (2021: 1%).
Verification of periodic corporate reports
A statement setting out the processes undertaken by Woodside to
verify the integrity of the periodic corporate reports it releases to
the market that are not audited by an external auditor is available
in the Corporate Governance section of Woodside’s website.
CEO and CFO assurance
Before approving the Financial Statements for a financial period, the
Board receives from the CEO and CFO a declaration stating that:
• in their opinion Woodside’s financial records have been
properly maintained, comply with the appropriate accounting
standards and give a true and fair view of Woodside’s financial
position and performance
• the opinion has been formed on the basis of a sound system
of risk management and internal control which is operating
effectively.
| Annual Report 2022 4.1.7
Inclusion and diversity
Inclusion and Diversity Policy
Our Inclusion and Diversity (I&D) Policy outlines our commitment
to an inclusive workplace culture that values diversity and
promotes equal opportunities. Our I&D Policy applies throughout
Woodside, including the Board. The Human Resources &
Compensation Committee is responsible for monitoring the
company’s I&D Policy and setting measurable objectives for
achieving diversity in the composition of the Board, Senior
Executives and Woodside’s workforce generally.
Our diversity encompasses differences in age, nationality, race,
ethnicity, national origin, religious beliefs, sex, sexual orientation,
intersex status, gender identity or expression, relationship
status, disability, neurodiversity, cultural background, thinking
styles, experience, family background, including caregiving
commitments and education.
For more information, refer to our I&D policy on our
website.
Initiatives to promote inclusion and diversity
Woodside aims to drive I&D and implement the objectives set
out in the I&D Policy, among other things:
• respecting the unique attributes that each individual brings
to the workplace and fostering a values-based and leader-led
inclusive culture
• providing I&D education and training as well as undertaking
diversity initiatives and measuring their effectiveness
• amplifying the voices of employees to inform our activities to
achieve inclusion by enabling the Employee Impact Groups
and conducting employee surveys
• the Board annually reviewing the aspirational goals it has set
for achieving improvement in Woodside’s I&D indicators and
the progress in achieving those objectives
• reporting gender equality indicators in accordance with
the Workplace Gender Equality Act 2012 (Cth). For further
information, refer to our FY22 submission available on our
website.
2022 measurable objectives
Our 2022 measurable objectives include objectives set out in our I&D policy.
2022 measurable objective
Progress
Deliver a comprehensive Inclusive Leadership
program via company-wide leadership program.
Continue to track perceived level of inclusion and
use inclusion survey insights to inform initiatives
to continually improve.
Embed Respectful Behaviours at Woodside via
increasing a ‘speak up’ culture and proactive
employee engagement on this topic.
• Inclusive Leadership embedded into Navigator Leadership Program. During 2022, through
Navigator, 924 people commenced the leadership program; 56 senior leaders completed
Inclusive Leadership Assessments; and 48 people participated in an additional two half-day
Inclusive Leadership courses.
• Employee Impact Groups delivered three Inclusive Leadership Series events with 315 people
attending.
• Our Voice survey was completed, with belonging, inclusive culture and inclusive leadership
measured. Survey feedback used to inform 2023 priorities.
• 653 people completed the Working Better Together – Respectful Behaviours program.
• Employee perceptions in relation to respect, harassment and discrimination at work improved
during 2022 (measured via the employee survey).
• Multi-disciplinary team established in 2021 maintained during 2022 to identify and embed
improvements related to respect at work. Examples include improving site induction and
online training, strong regular messaging and participation in industry bodies to share
learnings.
Ensure diversity of the Board with consideration
for gender and cultural diversity.
• The I&D Policy was enhanced in 2022 to include a public commitment to improving diversity
on the Board, with a key focus on gender equality reaching 40% male, 40% female and 20%
any gender.
Increase the percentage of Indigenous Australian
people employed in leadership roles, mid-career
and senior roles and overall.
• As of 31 December 2022, Board diversity included:
- 36% female representation
- 9% LGBTIQ+ representation
- country based cultural diversity included - Indigenous and non-Indigenous Australian,
American, Singaporean Chinese and English
- racial diversity included 9% Asian, 9% Indigenous Australian, 82% white/Caucasian.
• The percentage of Indigenous Australian people employed by Woodside in:
- mid-career and senior roles increased to 0.7% (from 0.6%)
- leadership roles increased to 0.9% (from 0.8%).
• Overall participation (including third-party pathway program participants) increased to 5.4%
(from 5.2%)
1. Non-tertiary pathway data is based on third-party program recruitment information.
67
Woodside Energy Group Ltd | 2022 measurable objective
Progress
Increase the percentage of females employed in
leadership roles, trade and technician roles and
overall.
• The percentage of females employed by Woodside in:
- trade and technician roles increased to 9.8% (from 9%)
- leadership roles increased to 26.8% (from 25.2%).
Maintain gender balance1 and meet
recruitment goals for Indigenous Australian
peoples through all forms of entry to
Woodside including pathway programs and
experienced hires.
• There was an overall increase to 33.4% (from 32.7%).
• Recruitment results for gender were:
- non-tertiary pathways2: 63.6% female
- summer vacation and graduates: 50.9% female for summer vacation 2022/2023 and
54% female for graduates
- experienced hires: 40.6% female.
• Recruitment results for Indigenous Australian people, against goals, were:
- non-tertiary pathways2: 59.1% (goal of 50%)
- summer vacation and graduates: 3.8% for summer vacation 2022/2023 and 4.8% for
graduates (goal of 10%)
- experienced hires: 6.2% (goal of 2%).
Make progress towards building greater
inclusion of people who are differently abled
and/or neurodiverse.
• Progress made in relation to introduction of a low-sensory room to support people with light
sensitivity, recruitment processes enhanced, awareness raising via education and information
sessions.
Support LGBTIQ+ individuals to feel safe to be
out at work.
• Authentic Leaders Program for LGBTIQ+ employees was completed
• Introduction of strong visible signs of support ie. Progress Pride flags at Karratha sites
• 193 people completed LGBTIQ+ related training in 2022
• Gender Affirmation Guide, including access to four weeks paid leave, introduced.
1. Gender balance in the US is defined as representative and reflective of the available talent pool.
2. Non-tertiary pathway data is based on third-party program recruitment information.
Woodside workforce gender profile
Administration
Female
Male
%
47.9
52.1
Technical
Female
Male
%
31.3
68.7
Supervisory/
professional
Female
Male
%
36.6
63.4
Middle management
Female
Male
%
25.5
74.5
Senior management1
Female
Male
%
31.7
68.3
Total
Female
Male
%
33.6
64.4
Board members
Female
Male
%
36.6
63.6
1. Senior management and other categories above are defined by reference to Woodside’s internal remuneration bands.
68
| Annual Report 2022 4.1.8 Other governance disclosures
Evaluation of disclosure controls and
procedures
Woodside’s management, with the participation of its CEO
and CFO, have evaluated, as required by Rule 13a-15(b) under
the US Securities Exchange Act of 1934 (Exchange Act), the
effectiveness of Woodside’s disclosure controls and procedures
(as defined in Exchange Act Rule 13a-15(e)) as at 31 December
2022. Based on that evaluation, the CEO and CFO concluded
that Woodside’s disclosure controls and procedures were
effective, as at 31 December 2022, in ensuring that information
required to be disclosed by Woodside in the reports that it files
or submits under the Exchange Act is recorded, processed,
summarised and reported within the time periods specified in
the SEC’s rules and forms, including that such information is
accumulated and communicated to Woodside’s management,
including the CEO and CFO, to allow timely decisions regarding
required disclosure.
Management’s annual report on internal control over
financial reporting
This annual report does not include a report of management’s
assessment regarding internal control over financial reporting or
an attestation report of Woodside’s registered public accounting
firm due to a transition period established by rules of the SEC for
newly public companies.
Attestation report of the registered public accounting
firm
Not applicable.
Changes in internal control over financial reporting
The Group’s accounting records and financial reporting
processes rely on the effectiveness of the Enterprise Resource
Planning (ERP) systems used. Following the merger, the ERP
system of BHP Petroleum was separated from BHP and exists
independently of Woodside’s ERP system. There are various
risks associated with maintaining two independent ERP systems,
including reliability and integrity of the systems and accuracy of
financial information.
This change occurred during the year ended December 31,
2022, and in Woodside's view it has materially affected, or is
reasonably likely to materially affect, Woodside's internal control
over financial reporting. To address this, Woodside performed
the following procedures:
• reconciled opening balances for BHP Petroleum to ensure data
migration from the BHP system was complete and accurate
• implemented additional internal controls over the model to
consolidate financial information from both ERP systems to
ensure the data was complete and accurate
• assessed the accounting policies of BHP Petroleum and the
impact on the Group’s financial position and results of operation
• reformed additional governance procedures to incorporate and
identify impacts of the BHP Petroleum business on the Group’s
financial records and disclosures.
Exemptions from the NYSE listing standards for audit
committee
As required by NYSE listing standards, Woodside maintains
an Audit & Risk Committee for the purpose of assisting the
Board’s oversight of its financial statements, its internal audit
function and its independent auditors. Woodside’s Audit & Risk
Committee is in full compliance with Exchange Act Rule 10A-3
and Section 303A.06 of the NYSE Listed Company Manual.
While Woodside’s Audit & Risk Committee is directly responsible
for remuneration and oversight of the external auditor, ultimate
responsibility for the appointment of the external auditor rests
with Woodside shareholders, in accordance with Australian law
and the Woodside Constitution. However, in accordance with
the limited exemptions set forth in Rule 10A-3, the Audit & Risk
Committee is responsible for the annual auditor engagement
and if there is any proposal to change auditors, the committee
does make recommendations to the Woodside Board on any
change of auditor, which are then considered by Woodside
shareholders at the annual meeting of Woodside shareholders.
Differences from NYSE corporate governance
requirements
Woodside’s ADSs are listed on the New York Stock Exchange
(NYSE) and, accordingly, Woodside is subject to the listing
rules of the NYSE (NYSE Listing Rules). The NYSE Listing Rules
include certain accommodations in the corporate governance
requirements that allow foreign private issuers, such as
Woodside, to follow ‘home country’ corporate governance
practices in lieu of the otherwise applicable corporate
governance standards of the NYSE. Woodside has elected to
comply with certain home country rules in lieu of the applicable
NYSE requirements, as more fully described below.
Woodside may in the future decide to use other foreign private
issuer exemptions with respect to some of the other NYSE
Listing Rules. Following Woodside’s home country governance
practices, as opposed to the requirements that would otherwise
apply to a company listed on the NYSE, may provide less
protection than is accorded to investors under the NYSE
Listing Rules applicable to US domestic issuers. If, at any time,
Woodside ceases to be a foreign private issuer, it will take all
action necessary to comply with the SEC and NYSE Listing Rules.
Quorum
The NYSE Listing Rules generally require that a listed company’s
by-laws provide for a quorum for any meeting of the holders of
such company’s voting shares that is sufficiently high to ensure
a representative vote. Pursuant to the NYSE Listing Rules,
Woodside, as a foreign private issuer, has elected to comply
with practices that are permitted under Australian securities
laws in lieu of the provisions of the NYSE Listing Rules. The
Woodside Constitution provides that a quorum for a meeting of
Woodside Shareholders is three eligible Woodside Shareholders
entitled to vote.
69
Woodside Energy Group Ltd | Audit committee and audit committee additional
requirements
Under Section 303A.06 of the NYSE Listing Rules and
the requirements of Rule 10A-3 under the Exchange Act
(Rule 10A-3), a US listed company is required to have an audit
committee of such company’s board of directors consisting
entirely of independent members that comply with the
requirements of Rule 10A-3. In addition, (i) the audit committee
must have a written charter which is compliant with the
requirements of Section 303A.07(b) of the NYSE Listing Rules,
(ii) the listed company must have an internal audit function and
(iii) the listed company must fulfill all other requirements of
the NYSE Listing Rules and Rule 10A-3. Foreign private issuers
must comply with the audit committee standard set forth in
Rule 10A-3, subject to limited exemptions, but may elect to
follow ‘home country’ practices in lieu of the additional audit
committee requirements in the NYSE Listing Rules. Rule 10A-3
requires NYSE-listed companies to ensure their audit committees
are directly responsible for the appointment, compensation,
retention and oversight of the work of the external auditor
unless the company’s governing law or documents or other
home country legal requirements require or permit shareholders
to ultimately vote on or approve these matters. Refer to
section 4.1.3 - Board committees - Audit & Risk Committee for
information on Audit and Risk Committee requirements under
the ASX Recommendations.
Code of Ethics
The Woodside Board has adopted the Code of Conduct, which
applies to the Woodside Board and Woodside’s CEO and CFO,
along with all other Woodside employees.
During 2022, we refreshed our Code of Conduct to align it with
global best practices and in connection with our new listings on
the NYSE and LSE.
The Code of Conduct can be found on Woodside’s
website at woodside.com/who-we-are/corporate-
governance
4.1.9 Shareholders
Shareholder communications
Shareholders are encouraged to receive electronic communications from the company and can elect to
receive email notification when key materials are posted to the website. Shareholders can also receive an
email notification of Woodside’s announcements and media releases.
Shareholders can communicate directly with Woodside by submitting questions or comments on the
Contact Us section of the website. The Shareholder Services section of the website also sets out the email
address for Woodside’s share registry, Computershare.
Investor relations program
Woodside has an investor relations program to facilitate effective two-way communication with investors.
Our Continuous Disclosure and Market Communications Policy facilitates this by requiring:
• the full and timely disclosure of information about Woodside’s material activities to the ASX and other
relevant exchanges and our website (where they are retained for at least three years)
• that all disclosures, including notices of meetings and other shareholder communications, are drafted
clearly and concisely
• the conduct of briefings for investors from time to time (such as the annual and half year results, and
Investor Briefing Days).
Investor briefings are webcast and presentation material for briefings or speeches containing new and
substantive information are first disclosed to the market and other relevant exchanges and posted to
Woodside’s website.
Shareholder meetings
The company recognises the importance of shareholder participation in general meetings and supports and
encourages that participation. The company has direct voting arrangements in place, allowing shareholders
unable to attend the AGM to vote on resolutions without having to appoint someone else as a proxy. Voting
on any substantial resolution at an AGM is conducted by poll.
Continuous disclosure and market
communications
Woodside’s Continuous Disclosure and Market Communications Policy and associated guidelines reinforce
Woodside’s commitment to continuous disclosure and outline management’s accountabilities and the
processes to be followed for ensuring compliance.
A Disclosure Committee manages compliance with market disclosure obligations and is responsible for
implementing and monitoring reporting processes and controls and setting guidelines for the release of
information. The Disclosure Committee is comprised of senior leaders. Employees considered to hold higher
risk roles are required to participate in annual continuous disclosure training.
The Board and Senior Executives are provided with copies of all information disclosed pursuant to the stock
exchange rules.
70
| Annual Report 2022 SE C T I O N 4 . 2
Directors’ report
The directors of Woodside Energy Group Ltd present their report (including the
Remuneration Report) together with the Financial Statements of the consolidated
entity, being Woodside Energy Group Ltd and its controlled entities, for the year
ended 31 December 2022.
Directors
The directors of Woodside Energy Group Ltd in office at any
time during or since the end of the 2022 financial year and
information on the directors (including qualifications and
experience and directorships of listed companies held by the
directors at any time in the last three years) are set out on pages
52-55 in section 4.1.2 - Board of directors.
The number of directors’ meetings held (including meetings of
committees of the Board) and the number of meetings attended
by each of the directors of Woodside Energy Group Ltd during
the financial year are shown on page 56 in section 4.1.2 - Board
of directors - Director attendance at meetings.
Details of director and Senior Executive remuneration are set out
on pages 75-98 in section 4.3 - Remuneration Report.
The particulars of directors’ interests in shares of Woodside as at
the date of this report are set out at the end of this section.
Principal activities
The principal activities and operations of Woodside during
the financial year were hydrocarbon exploration, evaluation,
development, production and marketing.
Other than as previously referred to in the operating and financial
review section, including the merger with BHP’s petroleum
business, there were no other significant changes in the nature of
the activities of the consolidated entity during the year.
Consolidated results
The consolidated operating profit attributable to Woodside’s
shareholders after provision for income tax was $6,498 million
($1,983 million in 2021).
Operating and financial review
A review of the operations of Woodside during the financial
year and the results of those operations are set out on pages
4-14 in section 1 - Overview, pages 15-22 in section 2 - Financial
performance and strategy, pages 23-49 in section 3 - Our
business and pages 194-197 in section 6.6 - Asset facts.
Significant changes in the state of affairs
The review of operations on pages 4-49 sets out a number of
matters that have had a significant effect on the state of affairs
of the consolidated entity.
Other than those matters, there were no significant changes in the
state of affairs of the consolidated entity during the financial year.
Events subsequent to end of financial year
Since the reporting date, the directors have resolved to pay a fully
franked dividend. More information is available in the Dividend
section below. No provision has been made for this dividend in
the financial report as the dividend was not determined by the
directors on or before the end of the financial year.
Other than those disclosed in Note E.5 of section 5 - Financial
Statements on page 149, there are no other material subsequent
events.
Dividend
The directors have resolved to pay a final dividend in respect of
the year ended 31 December 2022 of 144 US cents per ordinary
share (fully franked) payable on 5 April 2023.
Type
2022 final
2022 interim
2021 final
Payment date
5 April 2023
6 October 2022
23 March 2022
Period ends
31 December 2022
30 June 2022
31 December 2021
Cents per share
144
Value $ million
2,734
Fully franked
109
2,070
105
1,018
Likely developments and expected results
In general terms, the review of operations of Woodside as set
out on pages 4-49 gives an indication of likely developments
and the expected results of the operations. In the opinion of
the directors, disclosure of any further information would be
likely to result in unreasonable prejudice to Woodside. Page 204
of section 6.9 - Information about this report includes further
details regarding Woodside’s reliance on the unreasonable
prejudice exemption.
Environmental compliance
Woodside is subject to a range of environmental legislation
in Australia and other countries in which it operates. In 2022,
there were three environmental incidents (two hazardous
non-hydrocarbon and one hydrocarbon) involving spills of
greater than 1 bbl released to the environment. The incidents
did not result in significant negative impacts to the surrounding
environment, were localised and temporary in nature.
Through its Health, Safety and Environment Policy and Quality
Policy, Woodside plans and performs activities so that adverse
effects on the environment are avoided or kept as low as
reasonably practicable.
71
Woodside Energy Group Ltd | Research and development
Technology has the potential to support safe, low cost and
lower carbon operations. Woodside has a number of technology
collaborations and pursues opportunities through technology
across operations including for emissions reduction.
From time to time, Woodside engages its external auditor,
PricewaterhouseCoopers, to conduct non-statutory audit work
and provide other services in accordance with Woodside’s
External Auditor Guidance Policy. The terms of engagement
include an indemnity in favour of PricewaterhouseCoopers:
For further information on examples of the Group's activities
in the field of research and development see section 3.8 - New
energy and carbon solution on pages 30-31.
Company Secretaries
The following individuals have acted as Company Secretary
during 2022:
Andrew Cox BA (Hons), LLB, MA
Vice President Legal and General Counsel, and Joint Company
Secretary
Mr Cox joined Woodside in 2004 and was appointed to the
role of Vice President Legal in January 2015. He was appointed
Vice President Legal and General Counsel and Joint Company
Secretary on 1 June 2017 and ceased to be an additional
Company Secretary effective 20 October 2022.
Warren Baillie LLB, BCom, Grad. Dip. CSP
Group Company Secretary
Mr Baillie joined Woodside in 2005 and was appointed Group
Company Secretary effective 1 February 2012. Mr Baillie is a
solicitor and chartered secretary. He is a former President of the
board of the Governance Institute of Australia.
Lucy Bowman MA (Oxon), Jurisprudence
Joint Company Secretary
Ms Bowman joined Woodside in 2021 as Senior Legal Counsel
and was appointed Joint Company Secretary effective
20 October 2022. She is a graduate member of the Australian
Institute of Company Directors.
Branches
Woodside Energy Group Ltd, through various subsidiaries, has
established branches in a number of countries.
Indemnification and insurance of directors and officers
Woodside Energy Group Ltd’s constitution requires Woodside
Energy Group Ltd to indemnify each director, secretary,
executive officer or employee of Woodside Energy Group Ltd
or its wholly owned subsidiaries against liabilities (to the extent
Woodside Energy Group Ltd is not precluded by law from doing
so) incurred in or arising out of the conduct of the business
of Woodside Energy Group Ltd or the discharge of the duties
of any such person. Woodside Energy Group Ltd enters into
deeds of indemnity with directors, secretaries, certain Senior
Executives and employees serving as officers on wholly owned
or partly owned companies of Woodside in terms consistent
with the indemnity provided under Woodside Energy Group
Ltd’s constitution.
• against all losses, claims, costs, expenses, actions, demands,
damages, liabilities or any proceedings (liabilities) incurred by
PricewaterhouseCoopers in respect of third-party claims arising
from a breach by Woodside under the engagement terms
• for all liabilities PricewaterhouseCoopers has to Woodside or
any third-party as a result of reliance on information provided
by Woodside that is false, misleading or incomplete.
Woodside Energy Group Ltd has paid a premium under a
contract insuring each director, officer, secretary and employee
who is concerned with the management of Woodside Energy
Group Ltd or its subsidiaries against liability incurred in that
capacity. Disclosure of the nature of the liability covered by
and the amount of the premium payable for such insurance is
subject to a confidentiality clause under the contract of insurance.
Woodside Energy Group Ltd has not provided any insurance for
the external auditor of Woodside Energy Group Ltd or a body
corporate related to the external auditor.
During the financial year ended 31 December 2022 and as at the
date of this Directors’ Report, no indemnity in favour of a current
or former director, officer or external auditor of the Group has
been called on.
Non-audit services and auditor independence
declaration
Details of the amounts paid or payable to the external auditor of
the company, PricewaterhouseCoopers and the former external
auditor Ernst & Young, for audit and non-audit services provided
during the year are disclosed in Note E.4 of section 5 - Financial
Statements.
Based on advice provided by the Audit & Risk Committee, the
directors are satisfied that the provision of non-audit services by
the external auditors during the financial year is compatible with
the general standard of independence for auditors imposed by
the Corporations Act 2001 for the following reasons:
• all non-audit services were provided in accordance with
Woodside’s External Auditor Policy and External Auditor
Guidance Policy
• all non-audit services were subject to the corporate
governance processes adopted by the company and have
been reviewed by the Audit & Risk Committee to ensure that
they do not affect the integrity or objectivity of the auditor.
The auditor’s independence declaration, as required under
section 307C of the Corporations Act 2001, is set out on page 74
and forms part of this report.
72
| Annual Report 2022 Financial instruments
For further information on Woodside’s financial risk
management objectives and policies, hedging and exposure
to price risk, credit risk, liquidity risk and cash flow risk, refer
to sections A, C and D on pages 109, 132 and 136 in section
5 - Financial Statements and Quantitative and qualitative
disclosures about market risk on pages 176-177 in section 6.3 -
Additional disclosures.
Proceedings on behalf of the company
No proceedings have been brought on behalf of the company,
nor has any application been made in respect of the company,
under section 237 of the Corporations Act 2001.
Rounding of amounts
Woodside Energy Group Limited is an entity to which the
Australian Securities and Investments Commission (ASIC)
Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191 (ASIC Instrument 2016/191) applies.
Amounts in this report have been rounded in accordance with
ASIC Instrument 2016/191. This means that amounts contained
in this report have been rounded to the nearest million dollars
unless otherwise stated.
Information in other parts of the Annual Report
Where this Directors’ Report refers to other parts of the Annual
Report, those pages form part of this report.
Directors’ relevant interests in Woodside Energy Group
Ltd shares as at the date of this report
Director
Larry Archibald
Frank Cooper
Swee Chen Goh
Richard Goyder
Chris Haynes
Ian Macfarlane
Meg O’Neill1
Ann Pickard
Sarah Ryan
Gene Tilbrook
Ben Wyatt
1. Meg O’Neill is the only Woodside Energy Group Ltd director who has rights on issue and
Relevant interest in shares
13,524
14,895
13,949
26,163
16,009
10,891
327,635
15,870
13,168
9,947
1,639
her rights holdings are set out on page 97 in Section 4.3 - Remuneration Report. Woodside
Energy Group Ltd does not have any options on issue.
Signed in accordance with a resolution of the directors.
R J Goyder, AO
Chair
Perth, Western Australia
27 February 2023
M E O’Neill
Chief Executive Officer and Managing Director
Perth, Western Australia
27 February 2023
73
Woodside Energy Group Ltd | Auditor’s independence declaration to the Directors of Woodside Energy Group Ltd
Auditor’s Independence Declaration
As lead auditor for the audit of Woodside Energy Group Ltd for the year ended 31 December 2022, I
declare that to the best of my knowledge and belief, there have been:
(a) no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit, and
(b) no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Woodside Energy Group Ltd and the entities it controlled during the
period.
Justin Carroll
Partner
PricewaterhouseCoopers
Perth
27 February 2023
PricewaterhouseCoopers, ABN 52 780 433 757
Brookfield Place, 125 St Georges Terrace, PERTH WA 6000, GPO Box D198, PERTH WA 6840
T: +61 8 9238 3000, F: +61 8 9238 3999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
74
| Annual Report 2022
SE CtI O N 4 . 3
Remuneration Report
Contents
4.3.1 Committee Chair’s letter
4.3.2 Remuneration Report (audited)
KMP and summary of Woodside’s five-year performance
Executive KMP
Remuneration policy
Executive Incentive Scheme
2022 Corporate Scorecard
Remuneration changes
Executive KMP remuneration structure
Corporate Scorecard measures and outcomes for 2022
Executive KMP KPIs and outcomes for 2022
Other equity plans
Contracts for Executive KMP
Non-executive directors (NEDs)
Human Resources & Compensation Committee
Loans and transactions
Use of remuneration consultants
Reporting notes
Statutory tables
4.3.3 Glossary
76
78
78
79
79
79
80
80
81
84
85
90
91
91
92
92
92
92
93
98
75
Woodside Energy Group Ltd | 4.3.1 Committee Chair’s letter
27 February 2023
Dear Shareholders
On behalf of the Board, I am pleased to present the Remuneration Report for the year ended 31 December 2022.
2022 was an historic year for Woodside with the successful completion of the merger with BHP’s petroleum business,
bringing together the best of both organisations to create the largest energy company currently listed on the Australian
Securities Exchange and a greater global presence.
the merger saw the Committee’s activity focused on our total reward framework to ensure it continues to motivate and
retain our people, attract the best talent and keep Woodside globally competitive. this work considered the transition
requirements arising from the merger, including organisation design and alignment of remuneration policies and practices.
the Committee (and in the case of the CEO the Board) reviewed and approved changes to the leadership structure in
connection with the merger, including the remuneration packages of the CEO and Senior Executives and changes to the
structure of the Executive Incentive Scheme (EIS).
Culture continued to be a priority for the Committee throughout 2022. the Committee considered activities to assess and
monitor culture, across all areas of our Integrated Culture Framework (values, safety, risk and compliance); and oversaw
implementation of the 2021-2025 Inclusion and Diversity strategy. More detail on the Committee’s activities in 2022 is
available in the Corporate Governance Statement 2022.
the Board is proud of the excellent results achieved by the Woodside team in 2022 through the merger process and in the
combined business. these results are reflected in our 2022 Executive key management personnel (KMP) remuneration
outcomes outlined below and in further detail in this report.
Business performance
In 2022, the Corporate Scorecard was based on five equally weighted measures chosen for their impact on short-term and
long-term shareholder value. these measures are earnings before interest, taxes, depreciation and amortisation excluding
impairment (EBItDA excluding impairment), operating expenditure, production, material sustainability issues and delivery
against business priorities.
the merged company delivered EBItDA excluding impairment significantly above target at US$11,234 million and
Operating Expenditure in line with target at A$2,063 million. Production for 2022 was above the revised target at 157.7
MMboe. Process safety performance was on target with zero tier 1 loss of primary containment process safety events and
one low risk tier 2 event. Personal safety has remained a priority during 2022 but disappointingly our total recordable
injury rate of 1.80 was higher than our target of 1.0. Gross equity scope 1 and 2 emissions were higher than target primarily
due to increased production. Gross equity emissions are calculated prior to retirement of carbon credits as offsets,
focusing the organisational priorities on avoiding and reducing emissions.
Good progress has been made on key growth projects in 2022. Our Scarborough project in Australia is on track for first
LNG cargo in 2026 and the Sangomar development offshore Senegal is expected to deliver first oil late in 2023.
the company’s performance across the five Corporate Scorecard measures gave an overall corporate performance
outcome of 7 (out of a maximum of 10). the Board considered the significant achievements of our team in 2022 and
exercised its discretion by raising the outcome to 8 for the purposes of the EIS. this outcome recognises the sustained
efforts of the team to successfully complete the merger while delivering strong operational results and progressing our
growth projects and new energy opportunities. Overall the CEO’s award increased by approximately 5.6% as a result of this
decision.
these results are reflected in our 2022 Executive KMP KPIs and outcomes for 2022 section of this report.
76
| Annual Report 2022 Executive KMP changes
In 2022 the Committee approved changes to the leadership structure for the merged company, including appointment to
roles reporting directly to the CEO, aiming to bring together the capabilities, experiences and diverse perspectives from
both organisations to deliver long-term success for the merged company. Leadership positions are based in Perth and
Houston, reflecting the geographic spread of the combined portfolio.
As a result, effective 1 June 2022 Graham tiver continued as Woodside’s Executive Vice President and Chief Financial
Officer having commenced with Woodside on 1 February 2022, based in Perth. On 1 June 2022, Shiva McMahon
commenced as Executive Vice President International Operations transitioning from BHP’s petroleum business, to be
based in Houston.
Effective 1 June 2022 Shaun Gregory’s role changed from Executive Vice President Sustainability and Chief technology
Officer to Executive Vice President New Energy. Mr Gregory ceased to be Executive KMP given the adjustment to the
responsibilities of his role. Fiona Hick resigned as Executive Vice President Australian Operations and ceased to be
Executive KMP on 28 November 2022. Sherry Duhe resigned as Executive Vice President and Chief Financial Officer and
ceased to be Executive KMP on 4 February 2022.
Executive remuneration changes
Following the merger with BHP’s petroleum business, the Board reviewed remuneration for the CEO and Senior Executives,
based on benchmarking against a defined peer group and with consideration of organisation size and structure.
As a result of the Board’s review, the Board approved an increase to Meg O’Neill’s fixed and variable remuneration
components. Effective 1 June 2022, Ms O’Neill’s fixed annual remuneration (FAR) increased by A$200,000 to A$2,400,000
with a target value for variable annual reward (VAR) set at A$6,720,000. Remuneration changes approved for the CEO and
Senior Executives are outlined in further detail in the Executive KMP KPIs and outcomes for 2022 section of this report.
the Board also approved changes within the structure of the EIS to ensure it remains competitive in the broader markets in
which we now operate. As a result, the cash component of the EIS award for Executive KMP will increase from 12.5% to 20%,
positioning the cash opportunity more closely to the defined peer group while maintaining the intent for most of the award
to be delivered as equity. these changes are described in further detail in the Remuneration changes section of this report.
As a part of the review, the 2023 Corporate Scorecard has been updated to comprise of four equally weighted measures
which between them cover the same scope as the prior five measures with appropriate emphasis on key performance metrics
including material sustainability issues. these changes are outlined in the Remuneration changes section of this report.
Conclusion
Following the merger with BHP’s petroleum business, we have worked to ensure our integrated remuneration policies and
practices align with the new markets in which we operate, to keep Woodside globally competitive. the Board reviewed
remuneration for the CEO and Senior Executives based on benchmarking against a defined peer group together with
organisation size and structure. As a result, increases were approved that reflect performance and changes to role scope
and accountabilities. the VAR outcome for 2022 is above target and recognises the efforts of the team to successfully
complete the merger while delivering strong operational results and progressing our growth projects and new energy
opportunities.
the Board is proud of the sustained efforts of the entire Woodside team throughout 2022. We look forward to our ongoing
engagement with Woodside shareholders and sharing in Woodside’s future success.
Yours sincerely,
Gene Tilbrook
Chair of Human Resources & Compensation Committee
77
Woodside Energy Group Ltd | 4.3.2 Remuneration Report (audited)
KMP and summary of Woodside’s five-year performance
this report outlines the remuneration arrangements and outcomes achieved for Woodside’s key management personnel (KMP) during
2022.
Woodside’s KMP are the people who have the authority to shape and influence the Group’s strategic direction and performance
through their actions, either collectively (in the case of the Board) or as individuals acting under delegated authorities (in the case of
the CEO and Senior Executives).
the names and positions of the individuals who were KMP during 2022 are set out in tables 1A and 1B.
Table 1A - Executive KMP
Executive Director
Meg O’Neill (Chief Executive Officer and Managing Director (CEO))
Senior Executives
Graham tiver (Executive Vice President and Chief Financial Officer)1
Shiva McMahon (Executive Vice President International Operations)2
Shaun Gregory (former Executive Vice President Sustainability and
Chief technology Officer)3
Fiona Hick (former Executive Vice President Australian Operations)4
Sherry Duhe (former Executive Vice President and Chief Financial
Officer)5
Table 1B - Non-Executive Directors KMP
Richard Goyder, AO (Chair)
Larry Archibald
Frank Cooper, AO
Swee Chen Goh
Christopher Haynes, OBE
Ian Macfarlane
Ann Pickard
Sarah Ryan
Gene tilbrook
Ben Wyatt
1. Mr G tiver commenced with Woodside on 1 February 2022.
2. Ms S McMahon commenced with Woodside on 1 June 2022.
3. Mr S Gregory ceased to be Executive Vice President Sustainability and Chief technology Officer and an Executive KMP on 31 May 2022. Mr Gregory’s title changed to Executive Vice President New
Energy on 1 June 2022.
4. Ms F Hick’s title changed from Executive Vice President Operations to Executive Vice President Australian Operations on 1 June 2022. Ms Hick ceased to be Executive Vice President Australian
Operations and an Executive KMP on 28 November 2022.
5. Ms S Duhe ceased to be Executive Vice President and Chief Financial Officer and Executive KMP on 4 February 2022.
Table 2 - Five-year performance
EBItDA excluding impairment1
Operating Expenditure2
Net profit after tax (NPAt)3
Basic earnings per share4
Dividends per share
Share closing price (last trading day of the year)7
Production6,7
Average annual Dated Brent7
(US$million)
(A$million)
(US$million)
(US cents)
(US cents)
2022
11,234
2,063
6,498
430
253
(A$)
35.44
(MMboe)
($/boe)
157.7
101
2021
4,135
1,030
1,983
206
135
21.93
91.1
71
2020
1,922
2019
3,531
2018
3,814
(4,028)
343
1,364
(424)
38
22.74
100.3
42
37
91
148
144
34.38
31.325
89.6
64
91.4
71
1. this is a non-IFRS measure that is unaudited but derived from audited Financial Statements. this measure is presented to provide further insight into Woodside’s performance and has been
calculated as defined in the Alternative performance measures section of the 2022 Annual Report.
2. Operating expenditure is a non-IFRS measure that is unaudited. this measure includes operating and general, administrative and other expenses incurred in generating revenue from the sale of
hydrocarbons from Woodside’s operating assets. Operating expenditure was not disclosed prior to 2021.
3. Represents profit after tax attributable to equity holders of the parent. this measure is presented to provide further insight into Woodside’s performance.
4. Basic earnings per share from total operations.
5. Share closing price (last trading day) for 2017 was $33.08.
6. Production volumes for 2022 have been calculated using updated conversion factors as defined in the Glossary, units of measure and conversion factors section of the Annual Report.
7. these measures are non-IFRS financial performance measures and therefore are unaudited.
78
| Annual Report 2022
Executive KMP
Remuneration policy
Woodside’s strategy is to thrive through the energy transition
by building a low cost, lower carbon, profitable, resilient
and diversified portfolio. this is underpinned by our focus
on safe, reliable and efficient operations, and disciplined
capital allocation, providing the foundation to progress key
development projects and to navigate the energy transition.
As the world’s energy mix evolves we are positioning ourselves
to be agile, flexible and adaptable; building on our traditional
energy capabilities and maturing opportunities to produce lower
carbon energy and provide integrated carbon solutions which
are customer-led and scalable.
to do so, the company must be able to attract and retain
executive capability in a globally competitive market. the Board
structures remuneration so that it rewards those who perform,
is valued by Executives, and is aligned with the company’s
values, strategic direction and the creation of enduring value to
shareholders, and other stakeholders.
Fixed Annual Reward (FAR) is determined having regard to the
scope of each Executive’s role and their level of knowledge, skills
and experience.
Variable Annual Reward (VAR) is calculated annually, based
on performance measures set by the Board aimed at aligning
executive remuneration with short and long-term returns. VAR
aligns shareholder and executive remuneration outcomes by
making a significant portion of executive remuneration at risk,
while rewarding performance.
Executive remuneration is reviewed annually, having regard
to the accountabilities, experience and performance of each
individual. FAR and VAR are compared against domestic and
international competitors at target, to maintain Woodside’s
capacity to attract and retain talent and to ensure appropriate
motivation is provided to Executives to deliver on the company’s
strategic objectives.
Executive Incentive Scheme
VAR is delivered under the Woodside Executive Incentive Scheme (EIS). the EIS is structured having regard to the key objectives of
executive engagement, alignment with the shareholder experience and strategic fit.
EXECUTIVE ENGAGEMENT
Enable Woodside to attract and retain
executive capability in a globally
competitive environment by providing
Executives with a clear remuneration
structure giving line of sight to
how performance is reflected in
remuneration outcomes.
ALIGNMENT WITH THE
SHAREHOLDER EXPERIENCE
STRATEGIC FIT
Promote significant share ownership
through equity awards. Equity awards
are delivered as a combination of
Restricted Shares and Performance
Rights. the Performance Rights are
Relative total Shareholder Return
(RtSR) tested against comparator
groups, after five years.
Reflect Woodside’s strategic time
horizons in award deferral periods,
to drive Executives to deliver our
strategic objectives with discipline
and collaboration, in turn creating
shareholder value.
the EIS delivers a single variable reward linked to challenging
individual and company annual targets set by the Board.
Executive can receive is zero if the performance conditions are
not achieved on either company or individual performance.
Each Executive’s award is based on their individual performance
against key performance indicators (KPIs) and the company’s
performance through the Corporate Scorecard. the award
is subject to performance in each 12-month period and is
determined at the conclusion of each performance year.
the Corporate Scorecard targets and individual KPIs are
designed to promote short-term and long-term shareholder
value. Exceeding targets results in an increased award with a
linear calculation up to the maximum, while under-performance
will result in a reduced award. the minimum award that an
Individual performance is assessed by the Board in the case
of the CEO, and by the CEO and the Human Resources &
Compensation Committee in the case of Senior Executives.
the Board has strong oversight and governance and seeks
to ensure that targets are set to create a clear link between
performance and reward. the Board has an overriding discretion
which it can and does exercise to adjust outcomes in line
with shareholder experience and company or management
performance.
79
Woodside Energy Group Ltd |
2022 Corporate Scorecard
the 2022 Corporate Scorecard for Executives was based on five equally weighted measures that were chosen because they impact
short-term and long-term shareholder value, with a score of 5 for an outcome at target and a maximum score of 10 for each measure.
EBITDA
EBItDA excluding
impairment is a
key contributor to
annual profitability
and is influenced by
both management
performance and
commodity prices.
Operating
Expenditure
Controlling Operating
Expenditure brings
a focus on efficient
operations; cost
competitiveness; and
shareholder returns.
Production
Revenue is maximised
and value generated
from our assets when
they are fully utilised in
production.
Material
Sustainability
Issues
Material sustainability
issues include personal
and process safety,
environment, emissions
reductions, and our
social licence to operate.
Deliver
Business
Priorities
Business priorities
focus on progress and
milestones of capital
projects; business
developments;
and balance sheet
management.
20%
20%
20%
20%
20%
Remuneration changes
In 2022 the Board reviewed remuneration for the CEO and
Senior Executives based on benchmarking against a defined
peer group and with consideration of organisation size and
structure following the merger with BHP’s petroleum business.
As a result of the review the Board approved an increase to
FAR for the CEO and an increase to FAR for Senior Executives,
effective 1 June 2022. these increases reflect performance and
changes to role scope and accountabilities and are outlined in
the Executive KMP FAR and VAR outcomes section of this report.
the review also resulted in changes within the structure of the
EIS to ensure it remains competitive in the broader markets
in which we now operate. As a result a change was approved
to the cash component of the award for the CEO and Senior
Executives, increasing the cash opportunity from 12.5% to
20%. this change maintains the intent for most of the award
to be delivered in deferred equity while positioning the cash
opportunity more closely with our competitors. A combination
of Restricted Shares and Performance Rights will continue to
deliver the equity component of the EIS (80%) over a three-
to-five-year period. the Board remains confident the EIS is
structured to reflect Woodside’s strategic time horizons, align
with shareholder interests and attract and retain the executive
talent required to deliver our strategic objectives.
the previous EIS structure has been applied to the assessment
of the CEO’s performance from 1 January to 31 May 2022, with
the new structure applied in respect of the period from 1 June to
31 December 2022. the new structure will be applied to Senior
Executives from 1 January 2023. the diagrams below show the
EIS as it is applied to the CEO from 1 June 2022 and as it applied
to Senior Executives from 1 January 2023.
2023 Corporate Scorecard
As part of the review of Executive KMP VAR the Corporate
Scorecard for 2023 has been updated to four equally weighted
measures. these four measures cover the same scope as the
five which previously applied with appropriate emphasis on key
performance objectives including material sustainability issues.
the 2023 measures are:
• Financial
• Base business
• Material sustainability issues
• Strategy and growth.
80
| Annual Report 2022
CEO EIS structure (Effective 1 June 2022)
Senior Executives EIS structure (Effective 1 January 2023)
Subject to 5-year RTSR performance
Subject to a 5-year deferral period
Subject to a 4-year
deferral period
Subject to a 3-year
deferral period
Performance
Rights1
27.5%
Restricted
Shares1
27.5%
Restricted
Shares1
25%
Cash
20%
Subject to 5-year RTSR performance
Subject to a 5-year deferral period
Subject to a 3-year
deferral period
Performance
Rights1
30%
Restricted
Shares1
30%
Restricted
Shares1
10%
Restricted
Shares1
10%
Cash
20%
Year 12
Year 2
Year 3
Year 4
Year 5
Year 12
Year 2
Year 3
Year 4
Year 5
1. Allocated using a face value methodology.
2. Award allocated after completion of performance year.
Executive KMP remuneration structure
Woodside’s remuneration structure for the CEO and Senior Executives is comprised of two components: FAR and VAR.
FAR
• Based upon the scope of the Executive’s role and their
individual level of knowledge, skill and experience.
VAR
• Executives are eligible to receive a single variable reward linked
to individual and company annual targets set by the Board.
• Benchmarked for competitiveness against domestic and
international peers to enable the company to attract and
retain superior executive capability.
• the VAR is subject to performance against individual and
corporate performance in the initial 12-month period and is
determined at the conclusion of each performance year.
For 2022, VAR will be structured for CEO and Senior Executives as outlined below.
Performance Rights1
Subject to a five-year performance period
with a RtSR test five years after the date of
allocation
Restricted Shares1
Subject to a five-year deferral period
Restricted Shares1
Subject to a four-year deferral period
Restricted Shares1
Subject to a three-year deferral period
Cash
Payable following the end of the
performance year
1. Allocated using a face value methodology.
CEO
1 January to 31 May 2022
30%
CEO
1 June to 31 December 2022
30%
Senior Executives
1 January to 31 December 2022
30%
30%
0%
27.5%
12.5%
30%
10%
10%
20%
30%
0%
27.5%
12.5%
81
Woodside Energy Group Ltd | Cash
the cash component is payable following the end of the 12-month
performance year, in the March pay-cycle.
Restricted Shares
For the CEO’s VAR award from 1 January 2022 to 31 May 2022
and for Senior Executive VAR awards for 2022, the Restricted
Shares are divided into tranches with three-year and five-year
deferral periods. From 1 June 2022 for the CEO the Restricted
Share component of VAR is divided into tranches with three, four
and five-year deferral periods. there are no further performance
conditions attached to these awards. this element creates a
strong retention proposition for Executives as vesting is subject
to employment not being terminated with cause or by resignation
during the deferral period. the deferral mechanism means that
the value of awards reflects fluctuations in share price across the
deferral periods, which is intended to reflect the sustainability of
performance over the medium-term and long-term and support
increased alignment between Executives and shareholders.
Performance Rights
the Performance Rights are divided into two portions with
each portion subject to a separate RtSR performance hurdle
tested over a five-year period. Performance is tested after five
years as Woodside operates in a capital intensive industry with
long investment timelines. It is imperative that Executives take
decisions in the long-term interest of shareholders, focused on
value creation across the commodity price cycles of the oil and
gas industry. Our view is that RtSR is the best measure of long-
term value creation across the commodity price cycle of our
industry.
One-third of the Performance Rights are tested against a
comparator group that comprises the entities within the ASX 50
index at 1 December 2022. the remaining two-thirds are tested
against an international group of oil and gas companies, set out
in table 11. the international peer group used to measure RtSR
for the 2022 EIS award was reviewed and updated to maintain
alignment with Woodside’s expanded global business activities.
RtSR outcomes are calculated by an external adviser after the
conclusion of the performance year. the outcome of the test
is measured against the schedule below. For EIS awards, any
Performance Rights that do not vest will lapse and are not
retested.
RTSR performance hurdle vesting
Woodside RTSR percentile
position within peer group
Less than 50th percentile
Vesting of Performance
Rights
No vesting
Equal to 50th percentile
50% vest
Between the 50th and 75th percentile
Vesting on a pro-rata basis
Equal to or greater than 75th percentile
100% vest
Table 3 – Key EIS features
Allocation
methodology
Dividends and
voting
Restricted Shares and Performance Rights are allocated using a face value allocation methodology. the number of
Restricted Shares and Performance Rights is calculated by dividing the value by the volume weighted average price (VWAP)
across December of the performance year.
Executives are entitled to receive dividends on Restricted Shares. No dividends are paid on Performance Rights prior to
vesting. For Performance Rights that do vest, a dividend equivalent payment will be paid by Woodside for dividends paid
during the period between allocation and vesting.
Restricted Shares have voting rights in the same way as other Woodside shareholders. Performance Rights do not have
voting rights until shares are allocated following vesting.
Clawback provisions
the Board has the discretion to reduce unvested entitlements including where an Executive has acted fraudulently or
dishonestly or is found to be in material breach of their obligations; there is a material misstatement or omission in the
financial statements; or the Board determines that circumstances have occurred that have resulted in an unfair benefit to the
Executive.
the US Securities Exchange Commission (SEC) has adopted a new rule that directs US exchanges (including the NYSE)
to establish listing standards that require US-listed companies to adopt a “clawback” policy providing for the recovery of
excess incentive-based compensation received by current or former executive officers due to a material misstatement of
financial information that requires an accounting restatement.
Woodside will continue to review its clawback policy to ensure it remains appropriate and meets requirements in relevant
jurisdictions including the SEC rules, which are expected to take effect in 2024.
Control event
the Board has the discretion to determine the treatment of any EIS award on a change of control event. If a change of
control occurs during the performance year, an Executive will receive at least a pro-rata cash payment in respect of the
unallocated cash and Restricted Share components of the EIS award for that performance year, assessed at target.
If a change of control occurs during the vesting period for equity awards, Restricted Shares will vest in full whilst
Performance Rights may, at the discretion of the Board, vest on an at least pro-rata basis.
Cessation of
employment
During a performance year, should an Executive resign or be terminated for cause, no EIS award will be provided (unless the
Board determines otherwise). In any other case, Woodside will have regard to performance against target and the portion of
the performance year elapsed in determining any EIS award.
During a deferral period, should an Executive resign or be terminated for cause, any EIS award will be forfeited or lapse
(unless the Board determines otherwise). In any other case, any Restricted Shares will vest in full from a date determined
by the Board while any Performance Rights will remain on foot and vest in the ordinary course subject to the satisfaction
of applicable conditions, unless the Board determines otherwise. the Board will have discretion to accelerate the vesting of
unvested equity awards, subject to termination benefits laws.
No retesting
there will be no retest applied to EIS awards. Performance Rights will lapse if the required RtSR performance is not
achieved at the conclusion of the five-year period.
82
| Annual Report 2022 Calculation of award for 2022
Each Executive KMP’s award is based upon two components:
individual performance against KPIs (30% weighting) and the
company’s performance against the Corporate Scorecard (70%
weighting). Individual performance is rated on a scale between
0 and 5 and company performance on a scale between 0 and 10.
the sum of these two components determines the award.
the decision to pay or allocate an EIS award is subject to the
overriding discretion of the Board, which may adjust outcomes,
both upwards and downwards, to better reflect shareholder
outcomes and company or management performance.
See table 4 for details of the CEO’s and each Senior Executives’
individual performance assessment.
Corporate
Scorecard
70%
Variable
Annual
Reward
Individual
KPIs
30%
Target variable reward opportunity for 2022
Each Executive is given a target VAR opportunity and a maximum VAR opportunity which is a percentage of the Executive’s FAR. the
opportunities for 2022 are outlined below.
Position
CEO
1 January to 31 May 2022
CEO1
1 June to 31 December 2022
Senior Executives
1 January to 31 December 2022
Minimum opportunity
(% of FAR)
Target opportunity
(% of FAR)
Maximum opportunity
(% of FAR)
Zero
Zero
Zero
200
280
160
300
420
256
1.
1 June 2022 changes to CEO target and maximum opportunity are noted in the remuneration changes section of this report.
CEO remuneration at target
(1 January to 31 May 2022)
CEO remuneration at target
(1 June to 31 December 2022)
Senior Executives remuneration at target
(1 January to 31 December 2022)
Fixed
reward 33%
Variable
reward 67%
Fixed
reward 26%
Variable
reward 74%
Fixed
reward 38%
Variable
reward 62%
83
Woodside Energy Group Ltd | Corporate Scorecard measures and outcomes for 2022
the company’s performance across the five Corporate Scorecard measures gave an overall corporate performance outcome of 7 (out
of a maximum of 10). the Board considered the significant achievements of our team in 2022 and exercised its discretion by raising
the outcome to 8 for the purposes of the EIS. this outcome recognises the sustained efforts of the team to successfully complete the
merger while delivering strong operational results and progressing our growth projects and new energy opportunities.
EBITDA excluding impairment (20%)
MID-POINT
MAX
Outcome
10
EBItDA is a key contributor to annual profitability and is influenced by both management performance and commodity prices. EBItDA is closely
aligned with short-term shareholder value creation. EBItDA is underpinned by efficient operational performance and outcomes are exposed to the
upside and downside of oil and gas price and foreign exchange fluctuations, as are returns to shareholders.
2022 performance: EBItDA excluding impairment for 2022 was US$11,234 million, significantly above the target of US$6,919 million due to higher
realised pricing across all price markers, and higher production.
Operating Expenditure (20%)
MID-POINT
MAX
Outcome
5
Controlling Operating Expenditure brings a focus on efficient operations; cost competitiveness; and shareholder returns.
2022 performance: Operating Expenditure for 2022 was A$2,063 million, in line with the target of A$2,072 million excluding costs related to the
Wildling well and foreign exchange impacts associated with a stronger US dollar.
Production (20%)
MID-POINT
MAX
Outcome
10
Revenue is maximised and value generated from Woodside’s assets when they are fully utilised in production. Production must be carefully managed
throughout the year to optimise value from the assets. the production target for Corporate Scorecard purposes is set relative to the company’s
annual budget and market guidance.
2022 performance: total production for 2022 was 157.7 MMboe, above the revised market guidance of 153 to 157 MMboe.1 Performance was higher
due to early Interconnector start up and sustained production above committed volumes (+4.9 MMboe), Greater Western Flank Phase 3 acceleration
and high reliability at North West Shelf (2.2 MMboe), and higher Bass Strait sales (1.5 MMboe).
Material sustainability issues (20%)
MID-POINT
MAX
Outcome
3
the Board considers performance across material sustainability issues including personal and process safety, climate change and greenhouse gas
emissions, and our social licence to operate. Strong performance in this area creates and protects value in four ways: it reduces the likelihood of major
accident events and catastrophic losses; it maintains Woodside’s licence to operate which enables the development of its growth portfolio; it reflects
efficient, optimised and controlled business processes that generate value; and it supports the company’s position as a partner of choice.
2022 performance: Safety performance was below target, with a tRIR of 1.80 compared to a target tRIR of 1.0. Process safety performance was on
target with zero tier 1 and one low risk tier 2 process safety event recorded. Gross equity scope 1 and 2 emissions performance in 2022 was 294kt
CO2-e higher than the target primarily due to increased production.
Delivery against business priorities (20%)
MID-POINT
MAX
Outcome
6
In 2022, we focused on progressing Scarborough and Sangomar, finalising the strategic direction to trion and maturing opportunities in new energy
and carbon, combined with completing the merger with BHP’s petroleum business.
Merger with BHP’s petroleum business
Trion
• It was an historic year for Woodside with the successful completion
of the merger with BHP’s petroleum business according to plan.
• Progressing towards final investment decision (FID) readiness in 2023.
• Front-end engineering design (FEED) and key technical studies
• Woodside has implemented initiatives to deliver greater than
completed.
US$400 million annual synergies ahead of target.2
Scarborough and Pluto Train 2 execution
• Scarborough and Pluto train 2 25% complete, targeting first LNG
cargo in 2026.
• Project remains on schedule and budget.
Sangomar
• Phase 1 77% complete, targeting first oil late 2023.
• Drilling on schedule with the first seven development wells delivered.
• FPSO conversion topsides and turret fabrication complete and
successfully relocated to Singapore.
• Competitive tenders for major scopes of work issued.
Maturing key future new energy opportunities
• H2OK progressing towards FID readiness, with FEED scope completed
in Q4 2022 and contracts awarded for alkaline electrolyser and
liquefaction packages.
• Concept definition work for H2Perth is progressing to plan.
• H2tAS concept definition studies and social impact assessment
completed.
• Selected as preferred project partner for Southern Green Hydrogen,
non-binding MOU executed with Mitsui.
Overall corporate performance outcome
MID-POINT
MAX
Outcome
7
1. the 157.7 MMboe includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP
Interconnector.
2. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
84
| Annual Report 2022 Executive KMP KPIs and outcomes for 2022
CEO FAR
As a result of the Board’s review of CEO remuneration, Ms
O’Neill’s FAR was increased from A$2,200,000 to A$2,400,000
effective 1 June 2022.
CEO VAR and other incentives
Ms O’Neill’s incentive arrangements are governed under the EIS.
For 2022, the individual performance of the CEO was reviewed
by the Board against five equally weighted measures. these
metrics, outlined in table 4, were chosen because successful
performance in each area is a key driver of superior shareholder
returns.
the same metrics were cascaded to the Senior Executives to
measure individual performance.
At the end of the year, the Board reviewed the CEO’s
performance for 2022. the CEO is given an individual
performance score between 0 and 5, which together with the
Corporate Scorecard determines the VAR. this resulted in an
award of 88.1% of maximum opportunity.
Information on the individual performance of the CEO is shown
in table 4.
the 2022 EIS award for the CEO is detailed in table 7.
the Board approved a one-off cash bonus payment to the CEO of
A$400,000 in recognition of Ms O’Neill’s significant contribution
towards the merger of Woodside and BHP’s petroleum business,
to be paid in two stages. the first A$200,000 was paid on merger
completion and the second $A200,000 will be paid twelve
months following merger completion. the second payment is
subject to satisfactory individual performance and continued
service. this payment is detailed in table 5 and table 10.
Senior Executive FAR
As a result of the Board’s review of Senior Executive
Remuneration, Mr tiver’s FAR was increased to A$1,100,300
and Ms Hick’s FAR to A$920,000 effective 1 June 2022. Ms
McMahon’s FAR on appointment was US$550,000.
Management will continue to monitor market developments
to ensure FAR for Senior Executives remains competitive and
benchmarks appropriately against peer companies.
Senior Executive VAR and other incentives
For 2022, the individual performance of each Senior Executive
was evaluated against the same performance measures as the
CEO, with individual KPIs set relevant to each Executive’s area of
responsibility. these metrics aim to align individual performance
with the achievement of Woodside’s corporate strategy while
fostering collaboration between Executives.
the Board approved EIS awards to Senior Executives based on
the Corporate Scorecard result and their individual performance
assessment.
Information on the individual performance of Senior Executives
who were KMP as at 31 December 2022 is shown in table 4.
Details of the EIS award for each Senior Executive are set out in
table 7.
Ms Hick and Ms Duhe were not eligible for a 2022 EIS award
as they resigned during the period. No individual performance
assessment has been included for Ms Hick or Ms Duhe.
Other incentives paid to Senior Executives in 2022 include:
• Sign-on benefit granted to Mr tiver to compensate for benefits
forgone on leaving the BHP Group. these included a cash
payment (A$500,000) and equity rights, subject to a holding
lock, under the Supplementary Woodside Equity Plan (SWEP).
• An offer of equity rights under the SWEP to Ms McMahon to
compensate for employee equity rights foregone with BHP
Group. the offer facilitates the transition from BHP Group
incentive arrangements to Woodside incentive arrangements
following merger completion.
• One-off cash bonus payments to three Senior Executives,
Mr tiver (A$50,000), Mr Gregory (A$90,000), and Ms Hick
(A$60,000) in recognition of their significant contribution
and leadership related to the merger with BHP’s petroleum
business.
As each of the above payments were awarded in recognition
of benefits forgone upon leaving the BHP Group or significant
executive contribution, they are not subject to performance
conditions. these payments are detailed in table 5 and table 10.
85
Woodside Energy Group Ltd | Table 4 - CEO and Senior Executive individual performance for 2022 EIS
Meg O’Neill - CEO and Managing Director
KPI
Growth agenda
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
Performance
Outcome
• Merger with BHP’s petroleum business successfully completed
Above target
with strong shareholder and market support.
• Matured Woodside’s corporate strategy post-merger with
sharper articulation of the strategy for thriving through energy
transition.
• Matured projects to underpin future financial resilience
consistent with this strategy, including trion FEED, H2OK FEED
and progressing Woodside Power towards FID readiness in
2023.
• Progressed early-stage opportunities consistent with long-term
corporate strategy, matured three-pronged carbon strategy,
advanced the Browse to NWS Project and achieved selection
of Woodside in a competitive process as preferred partner for
Southern Green Hydrogen project in New Zealand.
Effective execution
• Strong base business delivery.
On target
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
• Personal safety performance failed to meet target, although
process safety was on target.
• Production was above target, supported by Interconnector
volumes and NWS performance.
• Emissions abatement was above target; met Scope 1 and 2
commitments via increased offsets.
• EBItDA excluding impairment well above target, supported by
strong market conditions.
• Progressed US$17 billion of operated major projects (100%);
Sangomar, Scarborough & Pluto train 2 on schedule and
budget.
Enterprise capability
• Successful establishment of Executive Leadership team and
Above target
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; effective risk identification and management.
implementation of new organisational structure.
• Increased female and Indigenous representation across the
organisation.
• Delivered the 2022 Reconciliation Action Plan, meeting or
exceeding all metrics.
Culture and reputation
• Developed Our Values specifically for the new merged entity.
Above target
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
• Leveraged merger to shift culture focus on commercial
capability, innovation and becoming a partner of choice.
• Continued implementation of 2021-2025 Inclusion and Diversity
Strategy, focusing on building an inclusive culture with diverse
representation throughout Woodside.
Shareholder focus
• Delivered shareholder value via strong dividends and share
Above target
Assesses whether decisions are made with a long-
term shareholder return focus; efficient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
price growth, top stock in the ASX 50 in 2022.
• Share price re-rated to greater alignment with US peer
companies.
• Financially well positioned with strong balance sheet, low
gearing, high liquidity and appropriate hedging to protect
against low price environment.
• Led implementation of initiatives to deliver greater than
US$400 million annual synergies ahead of target.1
EIS earned as percentage of maximum opportunity2,3
88.1%
1. Pre-tax 100% basis. Excluding transition and separation costs. Net of any expected ongoing cost increases as a result of the merger.
2. the award of Restricted Shares and Performance Rights is subject to shareholder approval at the 2023 Woodside Annual General Meeting.
3. Ms O’Neill’s EIS structure changed effective 1 June 2022, including the target and maximum award opportunity. Ms O’Neill’s 2022 EIS award was calculated on a pro-rata basis including target
and maximum opportunity.
86
| Annual Report 2022 Graham Tiver - Executive Vice President and Chief Financial Officer
KPI
Growth agenda
Performance
Outcome
• Merger completed and implementation of secondary listings in
Above target
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
the US (NYSE) and UK (LSE).
• Disciplined balance sheet management; well positioned with
high liquidity and appropriate hedging to protect against low
price environment.
• Identified and led the evaluation of a number of potential
material acquisitions for Board review.
Effective execution
• Delivered half-year and full-year reporting to the market as a
Above target
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
Enterprise capability
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; effective risk identification and management.
Culture and reputation
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
merged company, including the new secondary listings.
• Managed the change of the external auditor and as part of the
merger, the internal audit organisation.
• Designed an internal control framework to be Sarbanes-Oxley
compliant.
• Increased the level of standby facilities and executed various
re-financing.
• Embedded the delivery of synergies for the business, bringing
together the strengths of the respective Woodside and BHP’s
petroleum teams to produce strong results.
On target
• Embedded the new Woodside mission and vision, focus areas
and values in the new organisation upon merger completion.
Above target
• Established a new Finance leadership team, with a values focus,
demonstrated through new ways of working.
Shareholder focus
• Improved communication of the merged entity narrative,
Above target
Assesses whether decisions are made with a long-
term shareholder return focus; efficient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
with targeted information improving the external markets’
understanding of the combined business value.
• Delivered shareholder value through strong dividends and share
price growth, top stock in the ASX 50 in 2022.
EIS earned as percentage of maximum opportunity
86.8%
87
Woodside Energy Group Ltd | Shiva McMahon - Executive Vice President International Operations
KPI
Growth agenda
Performance
Outcome
• Supported progress of pipeline of value-adding opportunities.
On target
Assesses the alignment of growth opportunities to
shareholder return; portfolio balance; the achievement
of challenging business objectives.
• Advanced integrated Caribbean strategy to improve value
optimisation.
• Successful completion and first production of Shenzi sidetrack.
Effective execution
Assesses the maintenance, operation and profitability
of existing assets; project delivery to achieve budget,
schedule and stated performance; cost reduction;
achievement of health, safety and community
expectations.
• Strong safety performance.
• Production slightly above target.
On target
• Operating Costs above target, driven by Shenzi B201 extended
workover activity.
• Successful startup of subsea multi-phase pump and operational
optimisation.
Enterprise capability
• Safe and on schedule delivery of the Shenzi turnaround and
On target
Assesses leadership development; workforce planning;
executive succession; Indigenous participation and
diversity; effective risk identification and management.
fabric maintenance campaign.
• Focused on asset integrity and value delivery enabled by;
above target delivery of Field Leadership activities; efficient
organisation model enabled by resource sharing across teams
and geographies.
Culture and reputation
• Led roll out and role modelling of Woodside values across
Above target
Assesses performance culture and emphasis on values;
engagement and enablement; improved employee
climate; Woodside’s brand as a partner of choice.
International organisation.
• Integration of operating models across Australia and
International Operations groups to balance sizing and premise
of self-reliance by region.
Shareholder focus
• On track to exceed synergies and value capture target,
Above target
Assesses whether decisions are made with a long-
term shareholder return focus; efficient and timely
communication to shareholders, market analysts
and fund managers; the focus on shareholder return
throughout the organisation.
including cost saving, revenue expansion and production
efficiency opportunities.
EIS earned as percentage of maximum opportunity
78.3%
CEO actual remuneration
Senior Executives actual remuneration1
Fixed
reward 23.3%
Variable
reward 76.7%
Fixed
reward 32.3%
Variable
reward 67.7%
1. this represents an average of all Senior Executives actual and variable remuneration for 2022. It does not include Ms Hick or Ms Duhe who were not eligible for a 2022 EIS award.
88
| Annual Report 2022 the following table provides greater transparency to
shareholders of the take home pay received or receivable by
the CEO and Senior Executives, in 2021 and 2022. this includes
FAR, EIS cash awards earned in respect of performance for the
year and the value of shares and rights which vested during the
year calculated using the five-day VWAP leading up to but not
including the vesting, forfeiture or lapsing date. termination
benefits are not included in the table below; these amounts
are disclosed in table 10. Amounts are shown in the currency
in which the remuneration is paid, either AUD or USD, whereas
table 10 is expressed in USD which is Woodside’s reporting
currency.
take home pay differs from statutory remuneration reported in
table 10 that is prepared in accordance with the Corporations
Act 2001 (Cth) and Accounting Standards which require share-
based payments to be reported as remuneration from the time
of grant, even though actual value may ultimately not be realised
from these share-based payments.
Table 5 - CEO and Senior Executive take home pay table (non-IFRS information)1
Salary,
allowances and
superannuation2
A$
EIS cash and
other cash
incentives3,4
A$
2,316,667
1,542,075
1,906,872
1,006,419
-
465,168
859,124
-
338,120
190,969
823,331
379,7868
790,986
60,000
750,091
195,4348
91,558
-
1,039,4398
220,000
US$
459,638
-
US$
80,875
-
Name
M O’Neill
G Tiver6
S Gregory7
F Hick9
S Duhe10
S McMahon11
Year
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
Restricted Shares
vested5
A$
RTSR tested
VPRs vested5
A$
Equity
Rights vested5
A$
Total
remuneration
received
A$
Previous years’
awards forfeited
or lapsed5
A$
384,692
1,647,167
-
-
339,201
122,257
185,755
52,486
-
11,110
US$
-
-
-
-
-
-
-
137,129
-
80,822
-
-
US$
-
-
-
-
1,129,782
-
-
-
-
-
-
-
US$
-
-
4,243,434
4,019,207
2,995,325
-
868,290
1,462,503
1,036,741
1,078,833
-
-
-
-
195,116
204,377
48,274
30,286
91,558
3,278,284
1,270,549
US$
540,513
-
-
US$
-
-
1. this is non-IFRS information that is unaudited.
2. Represents the total fixed annual rewards earned in 2022 and 2021 including salaries, fees, allowances and company contributions to superannuation. this reflects pro-rated amounts for the period
that Executives were in KMP roles.
3. Includes the EIS cash incentive earned in the respective year, which is actually paid in the following year.
4. Cash incentives earned by Ms O’Neill (A$200,000), Mr tiver (A$50,000), Mr Gregory (A$90,000) and Ms Hick (A$60,000) include a one-off cash bonus payment in relation to their significant
contribution towards the merger of Woodside and BHP’s petroleum business. Mr tiver’s cash incentives include a further cash bonus payment (A$500,000) as a sign-on benefit to compensate for
benefits forgone on leaving the BHP Group.
5. the value of Restricted Shares, Variable Pay Rights and Equity Rights is calculated using the five-day VWAP leading up to but not including the vesting or forfeiture or lapsing date.
6. Mr G tiver commenced with Woodside on 1 February 2022.
7. Mr S Gregory ceased being an Executive KMP on 31 May 2022.
8. the 2021 comparative value has been restated to include the superannuation component of the 2021 EIS cash and other cash bonus payments that were earned in 2021 and paid in 2022. this
increases the EIS cash and other cash incentives for Mr Gregory by A$19,008 to A$379,786 and Ms Hick by A$17,767 to A$195,434 and the salary, allowances and superannuation for Ms Duhe by
A$15,000 to A$1,039,439.
9. Ms F Hick ceased being an Executive KMP on 28 November 2022.
10. Ms S Duhe ceased being an Executive KMP on 4 February 2022.
11. Ms S McMahon commenced with Woodside on 1 June 2022. Ms McMahon was paid in Australian dollars for the period 1 June 2022 to 31 July 2022. take home pay received has been converted to
US dollars using the exchange rate reflective of this period.
Table 6 - 2022 vestings
2018 EIS 3-year Restricted Shares vested on 19 February 2022
2022 Equity Rights sign on benefit vested on 31 August 2022
Executive
M O’Neill
S Gregory
F Hick
G tiver
Shares
14,097
12,430
6,807
32,307
Vesting value
US$1
275,137
242,602
132,855
781,067
1. the value of Restricted Shares and Equity Rights is calculated using the five-day VWAP leading up to but not including the vesting date. Amounts were translated to USD based on the exchange
rate reflective of the five-day period leading up to but not including the vesting date.
89
Woodside Energy Group Ltd | Table 7 - Valuation summary of Executive KMP EIS for 2022 and 2021
Name
M O’Neill
G Tiver
S McMahon
S Gregory4
F Hick5
S Duhe6
Year
20222
20213
20222
2021
20222
2021
20222
20213
2022
20213
2022
2021
Restricted Shares
3-year vesting
period
US$
804,166
745,559
414,767
-
177,819
-
135,474
304,645
-
284,757
-
-
Cash1
US$
910,591
337,421
189,809
-
80,875
-
61,997
137,878
-
128,875
-
-
Restricted Shares
4-year vesting
period
US$
350,853
-
-
-
-
-
-
-
-
-
-
-
Restricted Shares
5-year vesting
period
US$
Performance Rights
5-year vesting
period
US$
Total EIS
US$
1,539,248
813,351
452,495
-
193,978
-
147,786
332,344
-
310,643
-
-
1,051,501
4,656,359
688,613
2,584,944
309,111
1,366,182
-
-
132,511
585,183
-
-
100,956
446,213
281,375
1,056,242
-
-
263,002
987,277
-
-
-
-
1. Represents the cash incentive earned in the respective year, which is actually paid in the following year. Amounts were translated to USD using the closing spot rate on 31 December 2022.
2. the number of Restricted Shares and Performance Rights allocated for 2022 was calculated by dividing the amount of the Executive’s entitlement allocated to Restricted Shares by the face value
of Woodside shares. the USD fair value of Restricted Shares and Performance Rights at their date of grant has been estimated by reference to the closing share price at 31 December 2022 and
preliminary modelling respectively. Grant date for Senior Executives’ awards has been determined to be the date of the Board of Directors’ approval, being 27 February 2023 while grant date for
Ms O’Neill’s award is the date of shareholder approval at the 2023 Woodside Annual General meeting. Any differences between the estimated fair value at 31 December 2022 and the final fair value
will be trued-up in the 2023 financial year. the fair value is not related to or indicative of the benefit (if any) that an individual Executive may ultimately realise should these equity instruments vest.
3. the number of Restricted Shares and Performance Rights allocated for 2021 was calculated post year-end by dividing the amount of the Executive’s entitlement allocated to Restricted Shares and
Performance Rights by the face value of Woodside shares. the USD fair value shown above was estimated at 31 December 2021 with reference to the closing share price and preliminary modelling
respectively. Grant date for Senior Executives’ awards has been determined to be the date of the Board of Directors’ approval, being 16 February 2022 while grant date for Ms O’Neill’s award is the
date of shareholder approval at the 2022 Woodside Annual General Meeting. the final fair value was calculated at these dates and was trued-up in the 2022 financial year. the amount above is not
related to or indicative of the benefit (if any) that an individual Executive may ultimately realise should these equity instruments vest.
4. Mr S Gregory ceased being an Executive KMP on 31 May 2022. the value of Mr Gregory’s EIS award is pro-rated for the period he was an Executive KMP.
5. Ms F Hick ceased being an Executive KMP on 28 November 2022 and was not eligible for a 2022 EIS award.
6. Ms S Duhe ceased being an Executive KMP on 4 February 2022 and was not eligible for a 2021 or 2022 EIS award.
Other equity plans
Woodside has a history of providing employees with the
opportunity to participate in ownership of shares in the company
and using equity to support a competitive base remuneration
position, including the legacy Executive Incentive Plan.
Details of prior year allocations are provided in table 12. the
terms applying to prior year grants are described in past
Woodside Annual Reports.
Executive Incentive Plan (EIP)
the EIP operated as Woodside’s Executive incentive framework
until the end of 2017, after which the Board introduced the EIS.
the EIP was used to deliver short-term awards (StAs) and long-
term awards (LtAs) to Senior Executives.
the LtA was divided into two portions with each portion subject
to a separate RtSR performance hurdle tested over a four-year
period. One-third of the LtA was tested against a comparator
group that comprises the entities within the ASX 50 index. the
remaining two-thirds was tested against an international group
of oil and gas companies.
RtSR outcomes are calculated by an external adviser on the
fourth anniversary of the allocation. For 2017 awards to Senior
Executives, any VPRs that did not vest lapsed in 2022 and are
not retested. Awards made to other Executives are eligible for
a retest in 2023. VPRs that do not vest following the re-test will
lapse. 2017 is the last year of award to which a retest applies.
Executives are entitled to receive dividends on Restricted Shares.
there is no entitlement to dividends on VPRs and VPRs do not
carry voting rights. Details of prior year allocations are provided
in table 12.
Supplementary Woodside Equity Plan (SWEP)
In October 2011, the Board approved the establishment of the
SWEP to enable the offering of targeted retention awards of
Equity Rights (ERs) for key capability.
the SWEP was updated in 2022 to broaden eligibility to all
employees of a subsidiary of Woodside Energy Group Ltd
and ensure compliance in all jurisdictions in which Woodside
operates. this facilitated the offer of replacement unvested
incentives as required under transitional arrangements for
eligible heritage BHP employees transitioning from BHP
Group Long-term Incentive (LtI) plans to VAR offered under
Woodside’s VAR arrangements.
the SWEP awards have service conditions and no performance
conditions. Each ER entitles the participant to receive a
Woodside share or an American Depositary Share on the vesting
date three years after the effective grant date.
ERs under both the WEP and the SWEP may vest prior to the
vesting date on a change of control or on a pro-rata basis, at the
discretion of the CEO, limited to the following circumstances;
redundancy, retirement (after six months’ participation), death,
termination due to illness or incapacity or total and permanent
90
| Annual Report 2022 disablement of a participating employee. An employee whose
employment is terminated by resignation or for cause prior to
the vesting date will forfeit all of their unvested ERs.
In relation to the applicable cessation of employment treatment
for SWEP ERs granted as replacement awards to heritage
BHP employees, unless the Board determines otherwise,
unvested SWEP ERs will vest on a pro-rata basis in the following
circumstances; redundancy, death, termination due to medical
illness or incapacity or total and permanent disablement of
the participant. For cessation in other circumstances, (and
other than where employment is terminated by resignation or
for cause), Woodside’s CEO (or Committee of the Board, as
applicable) has discretion to permit pro-rata vesting.
there is no entitlement to dividends on ERs and ERs do not carry
voting rights.
Minimum Shareholding Requirements (MSR) Policy
the Executive MSR Policy reflects the long-term focus of
management and aims to further strengthen alignment with
shareholders.
the MSR Policy requires Senior Executives to have acquired and
maintained Woodside shares for a minimum total purchase price
of at least 100% of their fixed remuneration after a period of five
years, and in the case of the CEO a minimum of 200% of fixed
remuneration.
Of the Executive KMP, Ms O’Neill meets the MSR requirements.
Mr tiver and Ms McMahon commenced with Woodside in 2022
and will continue to acquire Woodside shares. See table 14 for
details.
Other equity awards
Woodside’s Equity Award Rules apply to EIS and discretionary
executive allocations. this allows the Board and CEO to award
discretionary allocations of Restricted Shares or Performance
Rights to eligible employees and executives.
Contracts for Executive KMP
Each Executive KMP has a contract of employment. table 8 below
contains a summary of the key contractual provisions of the
contracts of employment for the continuing Executive KMP.
Table 8 - Summary of contractual provisions for Executive KMP
Employing company
Contract duration
Termination notice
period company1,2
Termination notice
period executive
M O’Neill3
G Tiver3
Woodside Energy Ltd
Woodside Energy Ltd
S McMahon3
Woodside Energy USA Services Inc
Unlimited
Unlimited
Unlimited
6 months
6 months
6 months
6 months
6 months
3 months
1. Woodside may choose to terminate the contract immediately by making a payment in lieu of notice equal to the fixed remuneration the Executive KMP would have received during the ‘Company
Notice Period’. In the event of termination for serious misconduct or other nominated circumstances, Executive KMP are not entitled to this payment. Any payments made in the event of a
termination of an executive contract will be consistent with the Corporations Act 2001 (Cth).
2. On termination of employment, Executive KMP will be entitled to the payment of any fixed remuneration calculated up to the termination date, any leave entitlement accrued at the termination
date and any payment or award permitted under the EIS and Equity Award Rules. Executive KMP are restrained from certain activities for specified periods after termination of their employment
in order to protect Woodside’s interests.
3. Remuneration is reviewed annually or as required to maintain alignment with policy and benchmarks.
Non-executive directors (NEDs)
Remuneration policy
Woodside’s Remuneration Policy for NEDs aims to attract,
retain, motivate and to remunerate fairly and responsibly
having regard to:
• the level of fees paid to NEDs relative to other major Australian
listed companies.
• the size and complexity of Woodside’s operations.
• the responsibilities and work requirements of Board members.
Fees paid to NEDs are recommended by the Human Resources &
Compensation Committee (Committee) based on benchmarking
from external remuneration consultants and determined by the
Board. In 2022, the Board approved an increase to annual Board
and committee fees to be effective 1 January 2023. this is the
first increase since 2019.
Fees paid to NEDs are subject to an aggregate limit of A$4.25
million per financial year, which was approved by shareholders at
the 2019 AGM.
Minimum Shareholding Requirements (MSR) Policy
NEDs are required to have acquired shares for a total purchase
price of at least 100% of their pre-tax annual fee after five years
on the Board. the NEDs may utilise the Non-executive Directors’
Share Plan (NEDSP) to acquire the shares on market at market
value. As the shares are acquired with net fees, the shares in the
NEDSP are not subject to any forfeiture conditions.
All NEDs meet the MSR, except Mr Wyatt who joined Woodside
on 1 June 2021. Mr Wyatt is participating in the NEDSP and will
continue to acquire shares under this plan going forward. See
table 14 for details.
NEDs remuneration structure
NEDs’ remuneration consists of base Board fees and committee
fees, plus statutory superannuation contributions or payments in
lieu (currently 10.5%). Other payments may be made for additional
services outside the scope of Board and Committee duties. NEDs
do not earn retirement benefits other than superannuation and
are not entitled to any form of performance-linked remuneration
in order to preserve their independence.
91
Woodside Energy Group Ltd | table 9 shows the 2022 annual base Board and committee fees
for NEDs.
In addition to these fees, NEDs are entitled to reimbursement of
reasonable travel, accommodation and other expenses incurred
attending meetings of the Board, committees or shareholders, or
while engaged on Woodside business. NEDs are not entitled to
compensation on termination of their directorships.
An allowance is paid to any NED required to travel internationally
to attend Board commitments, compensating for factors related
to long-haul travel. Where travel is between six and ten hours, an
allowance of A$5,000 gross per trip is paid. Where travel exceeds
10 hours, an allowance of A$10,000 gross per trip is paid.
In 2022, NEDs Frank Cooper, Ben Wyatt and Larry Archibald
received an additional payment of A$20,000 each for services
provided during the period outside the scope of Board and
Committee duties, in connection with the merger with BHP’s
petroleum business, including membership of the Due Diligence
Committee.
Board fees are not paid to the CEO, as the time spent on
Board work and the responsibilities of Board membership are
considered in determining the remuneration package provided
as part of the normal employment conditions.
the total remuneration paid to, or in respect of, each NED in
2022 is set out in table 13.
Table 9 - Annual base Board and committee fees for NEDs1
Position
Chair of the Board3
Non-executive directors4
Committee chair
Committee member
Board2
A$
723,300
219,178
Audit & Risk
Committee
A$
Human Resources
& Compensation
Committee
A$
Sustainability
Committee
A$
Nominations
& Governance
Committee
A$
59,360
31,964
52,000
26,500
47,400
23,700
Nil
Nil
1. Fees in this table reflect 2022 annual base Board and committee fees for NEDs.
2. NEDs receive Board and committee fees plus statutory superannuation (or payments in lieu where statutory superannuation is not required to be paid).
3. Inclusive of committee work.
4. Board fees paid to NEDs other than the Chair.
Human Resources & Compensation Committee
the Committee assists the Board to determine appropriate
remuneration policies and structures for NEDs and Executives.
Further information on the role of the Committee is described in
the section 4.1.3 - Board Committees of the Annual Report.
Loans and transactions
No loans or transactions (other than as described in this report)
have been made, guaranteed or secured, directly or indirectly, by
Woodside or any of its subsidiaries at any time throughout the
year, to any KMP including to a KMP related party.
External benchmarking was obtained in 2022 from external
independent remuneration consultants KPMG in support of the
2022 NED fee review at a cost of A$20,000.
Remuneration benchmarking in support of the 2022 review of
Executive remuneration was obtained from KPMG at a cost of
A$47,500 and Meridian at a cost of US$20,160.
Remuneration benchmarking in support of the 2022 review
of CEO remuneration was obtained from KPMG at a cost of
A$15,000 and Meridian at a cost of US$16,352.
No remuneration recommendations were received during 2022.
Use of remuneration consultants
From time-to-time, the Committee directly engages
independent external advisers to provide input to the process
of reviewing the remuneration for NEDs and Executives.
the Committee may receive executive remuneration advice
directly from external independent remuneration consultants.
Under communications and engagement protocols adopted
by the Company, market data reports are provided directly to
the Committee Chair, and a consultant provides a statement
to the Committee that reports have been prepared free of
undue influence from Executive KMP. this process ensures the
Committee has full oversight of the review process and therefore
it, and the Board, can be satisfied that the work undertaken by
external independent remuneration consultants is free from
undue influence by Executive KMP.
92
Reporting notes
Reporting in United States dollars
In this report, the remuneration and benefits reported have been
presented in US dollars, unless otherwise stated. this is consistent
with the functional and presentation currency of the company.
Compensation for Australian-based employees and Australian-
based KMP is paid in Australian dollars and, for reporting
purposes, converted to US dollars based on the exchange rate
reflective of the service period. Compensation for US-based
employees and US-based KMP is paid in US dollars. Valuation of
equity awards is converted at the spot rate applying when the
equity award is granted.
| Annual Report 2022 %
62
53
73
-
41
-
62
57
-
49
-
-
-
58
56
50
M O’Neill8
Chief Executive
Officer and
Managing
Director
G Tiver9
Executive Vice
President and
Chief Financial
Officer
S McMahon10
Executive
Vice President
International
Operations
S Gregory13
F Hick14
S Duhe15
P Coleman16
Executive
KMP Total
Statutory tables
Table 10 - Compensation of CEO and Senior Executives for the year ended 31 December 2022 and 2021
FAR
VAR and other incentives
Short-term
Long-term
Short-term
Long-term
Salaries,
fees and
allowances
Non-
monetary
benefits1
Company
contributions to
superannuation
$
2022
1,696,133
35,829
2021
1,431,531
52,614
$
-
-
Cash2,3,4
$
1,127,634
337,421
Equity
Rights5
Restricted
Shares5
Performance
Rights5
Long
Service
Leave
Termination
benefits
Total
Remuneration6
Performance
related7
$
-
-
$
$
$
$
$
A$
1,344,879
415,137
41,244
- 4,660,856
6,753,540
1,263,936
252,056
129,123
- 3,466,681
4,633,501
2022
717,042
24,725
28,453
599,364 1,284,700
160,013
46,231
10,197
- 2,870,725
4,144,816
2021
-
-
-
-
-
-
-
2022
361,471
57,012
96,084
80,875
221,627
47,143
13,399
2021
-
-
-
-
2022
244,076
3,876
8,410
130,448
2021
2022
2021
2022
2021
2022
2021
588,690
15,788
29,403
275,48712
542,533
9,651
19,471
41,294
540,368
29,989
22,742
141,76312
57,495
882
2,668
-
752,079
120,182
27,87112
159,582
-
-
-
-
879,481
51,506
8,380
1,249,873
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
877,611
1,300,287
-
-
737,170
1,030,862
1,530,654
2,046,512
-
-
250,799
78,947
20,614
440,563
162,46311
18,260
(527,204)
(221,628)
26,595
152,531
43,243
69,494
312,798
120,38011
11,742
-
-
(94,350)
(784,939)
(248,380)
14,743
-
-
-
-
-
-
-
1,179,782
1,573,248
(33,305)
(46,436)
41,138
47,732
-
-
2,254,851
1,923,801
543,355
2,447,525 9,358,772
12,219,216
2022
3,618,750
131,975
155,086
1,979,615 1,506,327
1,275,630
332,086
4,300
152,531 9,156,300 13,252,563
2021
4,192,149
270,079
88,396
2,164,126
-
3,487,209
2,210,320
717,223
2,447,525 15,577,027 20,520,209
1. Reflects the value of allowances and non-monetary benefits (including relocation, travel, health insurance, car parking and any associated fringe benefit tax).
2. the amount includes the EIS cash incentive earned in the respective year, which is actually paid in the following year. Amounts were translated to USD using the closing spot rate on 31 December 2022.
3. Cash incentives earned by Ms O’Neill include a one-off cash bonus payment (US$137,646) on merger completion and an accrual (US$78,692) for the second payment expected to be paid in June 2023. the
second payment is subject to satisfactory individual performance and continued service.
4. Cash incentives earned by Mr tiver (US$33,677), Mr Gregory (US$61,941) and Ms Hick (US$41,294) include a one-off cash bonus payment in relation to their significant contribution towards the merger of
Woodside BHP’s petroleum business. Mr tiver’s cash incentives include a further cash bonus payment (US$355,948) as a sign-on benefit to compensate for benefits forgone on leaving the BHP Group.
5. In accordance with the requirements of AASB 2 Share-based Payment, the fair value of equity instruments as at their date of grant has been determined with reference to the closing share price
at grant date, or by applying the Black-Scholes option pricing technique or applying the binomial valuation method combined with a Monte Carlo simulation. the fair value of equity instruments is
amortised over the vesting period from the commencement of the service period, such that ‘total remuneration’ includes a portion of the fair value of unvested equity compensation during the year.
the portion of the expense relating to the 2022 EIS has been measured using estimated fair values as disclosed in footnote 2 in table 7. the amount included as remuneration is not related to or
indicative of the benefit (if any) that individual Executives may ultimately realise should these equity instruments vest.
6. the total remuneration in AUD is converted from USD using the exchange rate reflective of the service period. this non-IFRS unaudited information is included for the purposes of showing the total
annual cost of benefits to the company in Australian dollars for the service period.
7. Performance related outcome percentage is calculated as total variable annual reward divided by the USD total remuneration figure.
8. Ms M O’Neill elected to receive a cash payment in lieu of all superannuation contributions in accordance with the Superannuation Guarantee (Administration) Act 1992, on the basis of being a Senior
Foreign Executive. the cash payment is subject to (PAYG) income tax and paid as part of Ms O’Neill’s normal monthly salary. the amount is included in salaries, fees and allowances.
9. Mr G tiver commenced employment with Woodside on 1 February 2022.
10. Ms S McMahon commenced employment with Woodside on 1 June 2022.
11. the 2021 comparative value has been restated to include amortisation of the fair value of the 2021 EIS Performance Rights, increasing the expense for Mr Gregory by US$45,747 to US$162,463 and the
expense for Ms Hick by US$42,760 to US$120,380.
12. the 2021 comparative value has been restated to include the superannuation component of the 2021 EIS and other cash bonus payments that were earned in 2021 and paid in 2022. this increases the
cash expense for Mr Gregory by US$13,788 to US$275,487, the cash expense for Ms Hick by US$12,888 to US$141,763 and the superannuation expense for Ms Duhe by $10,881 to US$27,871.
13. Mr S Gregory ceased being an Executive KMP on 31 May 2022.
14. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s termination benefit of US$152,531 includes salaries, fees and allowances received for the period of 29 November 2022 to
24 February 2023 while on gardening leave.
15. Ms S Duhe ceased being an Executive KMP on 4 February 2022.
16. Mr P Coleman ceased being an Executive KMP on 19 April 2021.
Table 11 - Peer group of international oil and gas companies1
APA Corporation (previously Apache Corporation)
ENI S.p.A
Canadian Natural Resources
ConocoPhillips
Coterra Energy
Devon Energy
EOG Resources
Equinor ASA
Hess Corporation
Inpex Corporation
Marathon Oil Company
Occidental Petroleum
Santos Ltd
1. Peer group updated for 2022 EIS award to maintain alignment with Woodside’s expanded global business activities following the merger with BHP’s petroleum business on 1 June 2022.
93
Woodside Energy Group Ltd | Table 12 - Summary of CEO and Senior Executive KMP allocated, vested or lapsed equity
Name
M O’Neill9
Type of equity1
Restricted Shares
Grant date
13 February 2019
Vesting date2,3
19 February 2022
Awarded but
not vested
-
Vested
in 2022
14,097
% of total
vested
100
Lapsed
in 2022
-
Fair value
of equity4,5,6
24.71
Unamortised
value $7
-
Restricted Shares
13 February 2019
19 February 2024
Restricted Shares
12 February 2020
18 February 2023
Restricted Shares
12 February 2020
18 February 2025
Restricted Shares
17 February 2021
24 February 2024
Restricted Shares
17 February 2021
24 February 2026
Restricted Shares
19 May 2022
Restricted Shares
19 May 2022
Restricted Shares
28 April 2023
Restricted Shares
28 April 2023
Restricted Shares
28 April 2023
19 May 2025
19 May 2027
28 April 2026
28 April 2027
28 April 2028
Performance Rights
13 February 2019
19 February 2024
Performance Rights
12 February 2020
18 February 2025
Performance Rights
17 February 2021
24 February 2026
Performance Rights
19 May 2022
19 May 2027
Performance Rights
28 April 2023
28 April 2028
15,379
15,025
16,391
17,697
17,697
46,861
51,122
33,143
14,591
64,013
15,379
16,391
23,596
51,122
64,013
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
G Tiver
Equity Rights
18 February 2022
31 August 2022
-
32,307
100
Equity Rights
18 February 2022
31 August 2023
Equity Rights
18 February 2022
31 August 2024
Equity Rights
18 February 2022
31 August 2025
Restricted Shares
27 February 2023
7 March 2026
Restricted Shares
27 February 2023
7 March 2028
Performance Rights
27 February 2023
7 March 2028
S McMahon Equity Rights
Equity Rights
1 June 2022
1 June 2022
31 August 2023
31 August 2024
Equity Rights
1 September 2022
31 August 2025
Restricted Shares
27 February 2023
7 March 2026
Restricted Shares
27 February 2023
7 March 2028
Performance Rights
27 February 2023
7 March 2028
32,307
32,307
27,460
17,249
18,818
18,818
13,355
14,118
11,061
7,395
8,067
8,067
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
13 February 2019
19 February 2022
-
12,430
100
S Gregory10 Restricted Shares
Restricted Shares
13 February 2019
19 February 2024
Restricted Shares
12 February 2020
18 February 2023
Restricted Shares
12 February 2020
18 February 2025
Restricted Shares
17 February 2021
24 February 2024
Restricted Shares
17 February 2021
24 February 2026
Restricted Shares
16 February 2022
24 February 2025
Restricted Shares
16 February 2022
24 February 2027
Restricted Shares
27 February 2023
7 March 2026
Restricted Shares
27 February 2023
7 March 2028
RtSR tested VPRs
1 January 2017
20 February 2022
Performance Rights
13 February 2019
19 February 2024
Performance Rights
12 February 2020
18 February 2025
Performance Rights
17 February 2021
24 February 2026
Performance Rights
16 February 2022
23 February 2027
Performance Rights
27 February 2023
7 March 2028
13,560
10,099
11,018
10,132
10,132
19,148
20,889
13,611
14,849
-
13,560
11,018
13,509
20,889
14,849
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
F Hick11
Restricted Shares
13 February 2019
19 February 2022
-
6,807
100
Restricted Shares
13 February 2019
19 February 2024
Restricted Shares
12 February 2020
18 February 2023
Restricted Shares
12 February 2020
18 February 2025
Restricted Shares
17 February 2021
24 February 2024
Restricted Shares
17 February 2021
24 February 2026
Restricted Shares
16 February 2022
24 February 2025
Restricted Shares
16 February 2022
24 February 2027
RtSR tested VPRs
1 January 2016
9 March 2021
RtSR tested VPRs
1 January 2017
20 February 2022
Performance Rights
13 February 2019
19 February 2024
Performance Rights
12 February 2020
18 February 2025
Performance Rights
17 February 2021
24 February 2026
Performance Rights
16 February 2022
23 February 2027
7,426
5,501
6,002
8,367
8,367
17,898
19,525
-
4,9448
7,426
6,002
11,156
19,525
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
94
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
7,1508
-
-
-
-
-
-
-
-
-
-
-
-
-
1,7698
-
-
-
-
-
24.71
22.76
22.76
20.18
20.18
20.91
20.91
24.05
24.05
24.05
16.87
15.81
14.44
13.40
16.43
19.28
18.42
17.60
16.82
24.05
24.05
16.43
20.50
19.59
18.38
24.05
24.05
16.43
24.71
24.71
22.76
22.76
20.18
20.18
19.01
19.01
24.05
24.05
12.06
16.87
15.81
14.44
13.76
16.43
24.71
24.71
22.76
22.76
20.18
20.18
19.01
19.01
12.05
12.06
16.87
15.81
14.44
13.76
74,355
11,097
129,847
98,940
182,933
532,801
734,050
618,382
285,027
1,296,256
50,763
90,197
174,533
470,410
885,551
-
250,621
367,210
343,936
322,221
384,697
262,810
145,575
204,656
180,671
150,190
174,306
119,079
-
62,050
7,459
87,283
56,646
104,734
188,609
267,976
249,099
299,391
-
42,362
60,630
99,922
193,969
204,532
-
-
-
-
-
-
-
-
-
-
-
-
-
-
| Annual Report 2022 Table 12 - Summary of CEO and senior executives allocated, vested or lapsed equity (Cont’)
Name
S Duhe12
Type of equity1
Restricted Shares
Grant date
13 February 2019
Vesting date2,3
19 February 2022
Awarded but
not vested
-
Vested
in 2022
-
% of total
vested
-
Lapsed
in 2022
14,604
Fair value
of equity4,5,6
24.71
Unamortised
value $7
-
Restricted Shares
13 February 2019
19 February 2024
Restricted Shares
12 February 2020
18 February 2023
Restricted Shares
12 February 2020
18 February 2025
Restricted Shares
17 February 2021
24 February 2024
Restricted Shares
17 February 2021
24 February 2026
RtSR tested VPRs
1 January 2017
20 February 2022
Performance Rights
13 February 2019
19 February 2024
Performance Rights
12 February 2020
18 February 2025
Performance Rights
17 February 2021
24 February 2026
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
15,931
11,816
12,890
12,894
12,894
8688
15,931
12,890
17,193
24.71
22.76
22.76
20.18
20.18
12.06
16.87
15.81
14.44
-
-
-
-
-
-
-
-
-
1. For valuation purposes all VPRs and equity rights are treated as if they will be equity settled. Each VPR and Performance Right is a right to receive a fully paid ordinary share in Woodside (or, at the
Board’s discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a VPR or Performance Right.
2. Vesting date and exercise date are the same. Vesting is subject to satisfaction of vesting conditions. Full details of the vesting conditions for all prior year equity grants to Executive KMP are
included in the remuneration report for the relevant year.
3. Any RtSR-tested VPRs allocated to Senior Executives prior to 2017 that do not vest as a result of the first test will be re-tested over a five-year performance period. RtSR-tested VPRs allocated in
2017 and performance rights will not be re-tested. the second test date for earlier VPR allocations is one year after the vesting date listed in the table.
4. In accordance with the requirements of AASB 2 Share-based Payment, the fair value of VPRs Performance Rights and Equity Rights as at their date of grant has been determined by applying the
Black-Scholes option pricing technique or binomial valuation method combined with a Monte Carlo simulation. the amount included as remuneration is not related to or indicative of the benefit (if
any) that individual Executives may ultimately realise should these equity instruments vest.
5. the fair value of Restricted Shares as at their date of grant has been determined by reference to the share price at acquisition. the fair value is not related to or indicative of the benefit (if any) that
individual Executive KMP may ultimately realise should these equity instruments.
6. Fair values for the 2022 EIS with grant date being 27 February 2023 and expected to be 28 April 2023 have been estimated as disclosed in footnote 2 of table 7. Fair values for the 2021 EIS with
grant dates of 16 February 2022 and 19 May 2022 have been trued-up as disclosed in footnote 3 of table 7.
7. the maximum value of the equity instruments awarded for future financial years has been determined as the fair value amount at grant date multiplied by the number of equity instruments
awarded, less what has been amortised to date. the minimum total value of the equity instruments awarded for future financial years is nil if relevant vesting conditions are not satisfied.
8. the RtSR-tested VPRs allocated for the 2015 and 2016 performance year have been updated to include any adjustments made as part of the Retail Entitlement Offer.
9. Ms M O’Neill was granted Performance Rights and Restricted Shares on 19 May 2022 as approved by shareholders at the 2022 Woodside Annual General Meeting under Listing Rule 10.14. the grant
of the Performance Rights and Restricted Shares components of Ms O’Neill’s 2022 EIS award is subject to shareholder approval at the 2023 Woodside Annual General Meeting. the grant date for
Performance Rights and Restricted Shares is the date of shareholder approval.
10. Mr S Gregory ceased being an Executive KMP on 31 May 2022. Mr Gregory’s Restricted Shares and Performance Rights remain on foot and will vest in the ordinary course subject to the satisfaction
of applicable conditions.
11. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s Restricted Shares, VPR’s and Performance Rights lapsed effective 24 February 2023.
12. Ms S Duhe resigned on 16 November 2021 and ceased being an Executive KMP on 4 February 2022. Ms Duhe’s Restricted Shares, VPR’s and Performance Rights lapsed on 7 February 2022.
95
Woodside Energy Group Ltd | the following table provides a detailed breakdown of the components of remuneration for each of the company’s NEDs.
Table 13 - Total remuneration paid to NEDs in 2022 and 2021
Non-executive
director
R Goyder
L Archibald2
F Cooper
S C Goh2
C Haynes2
I Macfarlane3
A Pickard2
S Ryan
G Tilbrook
B Wyatt
NEDs total
2022
2021
20221
20211
20221
20211
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
2022
2021
20221
20211
2022
2021
Short-term
Post-employment
Cash salary and allowances Pension/Superannuation
Board and
Committee fees
$
Other fees and
allowances
$
Company contributions
to superannuation
$
501,606
542,997
190,602
206,330
211,543
228,999
186,813
202,228
190,602
206,330
186,813
202,228
203,248
220,020
190,602
206,330
210,228
227,575
186,813
114,868
2,258,870
2,357,905
41,407
35,953
55,150
35,132
14,809
15,014
27,768
21,452
47,276
20,117
28,807
15,294
34,703
21,452
6,935
-
6,935
-
14,809
14,718
278,599
179,132
16,942
16,990
-
-
21,683
22,327
-
-
-
-
-
4,423
-
-
19,536
20,117
21,548
22,189
22,885
16,082
102,594
102,128
Total
$
559,955
595,940
245,752
241,462
248,035
266,340
214,581
223,680
237,878
226,447
215,620
221,945
237,951
241,472
217,073
226,447
238,711
249,764
224,507
145,668
Total
A$4
807,438
793,822
353,013
321,639
356,304
354,779
309,419
297,953
343,013
301,639
310,917
295,642
343,119
321,653
313,013
301,639
344,214
332,698
322,377
197,944
2,640,063
2,639,165
3,802,827
3,519,408
1. A proportion of each year’s other fees and allowances includes an additional payment of A$20,000 each for services outside the scope of Board and committee duties, in connection with the
merger with BHP’s petroleum business.
2. As non-residents for Australian tax purposes Mr L Archibald, Ms S C Goh, Dr C Haynes and Ms A Pickard have elected to receive a cash payment in lieu of all superannuation contributions, in
accordance with the Superannuation Guarantee (Administration) Act 1992. the cash payment is subject to (PAYG) income tax and paid as part of their normal monthly fees. the amount is included
in Other fees and allowances.
3. Mr I Macfarlane has elected to receive a cash payment in lieu of all superannuation contributions in accordance with the Superannuation Guarantee (Administration) Act 1992, on the basis that he
works with multiple employers. the cash payment is subject to (PAYG) income tax and paid as part of his normal monthly fees. the amount is included in Other fees and allowances.
4. this non-IFRS information is included for the purposes of showing the total annual cost of benefits to the company in Australian dollars for the service period.
96
| Annual Report 2022 Details of shares held by KMP including their personally related entities1 for the 2022 financial year are as follows:
Table 14 - KMP share and equity holdings
Opening
holding at
1 January
20222
NEDSP3
Rights
granted
Rights
vested
Restricted
shares
granted
Restricted
shares
vested
Net
changes -
Other
Closing
holding
at 31
December
20224,5
Name
Type of Equity1
Non-executive directors
R Goyder
L Archibald
F Cooper
S C Goh
C Haynes
Shares
Shares
Shares
Shares
Shares
I MacFarlane
Shares
A Pickard
S Ryan
G Tilbrook
B Wyatt6
Shares
Shares
Shares
Shares
Executive KMP
M O’Neill
Equity Rights
23,634
11,977
13,450
12,786
14,598
10,329
14,206
11,910
7,949
-
-
Performance Rights
Restricted Shares
Shares
55,366
96,286
133,366
G Tiver
Equity Rights
Performance Rights
Restricted Shares
Shares
S McMahon
Equity Rights
Performance Rights
Restricted Shares
Shares
S Gregory7
Equity Rights
Performance Rights
Restricted Shares
Shares
F Hick8
Equity Rights
Performance Rights
Restricted Shares
Shares
S Duhe9
Equity Rights
-
-
-
-
-
-
-
-
-
45,237
67,371
18,953
-
31,297
42,470
7,042
-
Performance Rights
46,882
Restricted Shares
Shares
81,029
15,592
-
1,547
1,445
1,163
1,411
562
1,664
1,258
-
1,639
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
51,122
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
124,381
(32,307)
-
-
-
38,534
-
-
-
-
20,889
-
-
-
19,525
-
-
-
-
-
-
-
-
32,307
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
97,983
(14,097)
-
-
-
-
-
-
-
-
-
-
-
14,097
-
-
-
-
-
-
-
-
-
-
2,529
-
-
-
-
-
-
-
1,998
-
-
-
-
-
-
-
-
(5,231)
-
-
-
1,212
-
(66,126)
40,037
(12,430)
(94,978)
-
-
-
12,430
(31,383)
-
-
-
(50,822)
37,423
(6,807)
(73,086)
-
-
-
-
-
6,807
(13,849)
-
-
-
-
-
(46,882)
(81,029)
(15,592)
26,163
13,524
14,895
13,949
16,009
10,891
15,870
13,168
9,947
1,639
-
106,488
180,172
147,463
92,074
-
-
27,076
38,534
-
-
1,212
-
-
-
-
-
-
-
-
-
-
-
-
1. Personally related entities include a KMP’s spouse, dependants or entities over which they have direct control or significant influence.
2. Opening holding represents amounts carried forward in respect of KMP.
3. Related to participation in the Non-executive Directors’ Share Plan (NEDSP).
4. Closing Shares and Restricted Shares holdings represents Shares and Restricted Shares held by the NEDs and KMP at of December 31 2022. the total Shares and Restricted Shares held by the
NEDs and KMP is 491,978 which constitutes less than 1% of all outstanding shares. None of these shares have different voting rights.
5. Closing rights holdings represents unvested options and rights held at the end of the reporting period. there are no options or rights vested but unexercised as at 31 December 2022.
6. Mr B Wyatt was appointed as a NED on 1 June 2021. Mr Wyatt is participating in the NEDSP and will continue to acquire shares under this plan going forward.
7. Mr S Gregory ceased being an Executive KMP on 31 May 2022. Mr Gregory’s Restricted Shares and Performance Rights remain on foot and will vest in the ordinary course subject to the satisfaction
of applicable conditions.
8. Ms F Hick ceased being an Executive KMP on 28 November 2022. Ms Hick’s Restricted Shares and Performance Rights lapsed effective 24 February 2023.
9. Ms S Duhe ceased to being an Executive KMP on 4 February 2022. Ms Duhe’s Restricted Shares and Performance Rights lapsed on 7 February 2022.
97
Woodside Energy Group Ltd | 4.3.3 Glossary
Key terms used in the Remuneration Report
Term
Committee
Meaning
the Human Resources & Compensation Committee
Corporate Scorecard
A corporate scorecard of key measures that aligns with Woodside’s overall business performance
EIP
EIS
the Executive Incentive Plan
the Executive Incentive Scheme
Equity Award Rules
the rules which govern offers of incentive securities to eligible employees
ER
Equity right. ERs are awarded under the WEP and SWEP and each one entitles participants to receive a fully
paid share in Woodside on the vesting date (or a cash equivalent in the case of international assignees). No
amount is payable by the participants on the grant or vesting of an ER
Executive
A senior employee whom the Board has determined to be eligible to participate in the EIS
Executive Director
Meg O’Neill
Executive KMP
the Executive Director and Senior Executives listed in table 1A
FAR
FID
Fixed Annual Reward
Final Investment Decision
Former CEO
Peter Coleman. Mr Coleman ceased being an Executive KMP on 19 April 2021
KMP
KPI
LTA
MSR
NED
NEDSP
Key management personnel
Key performance indicator
Long-term award
Minimum shareholding requirements
Non-executive director
the Non-executive Directors’ Share Plan
Operating Expenditure
Performance Rights
Operating and general, administrative and other expenses incurred in generating revenue from the sale of
hydrocarbons from Woodside’s operating assets
Each Performance Right is a right to receive a fully paid ordinary share in Woodside (or, at the Board’s
discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a Performance
Right
Restricted Shares
Woodside ordinary shares that are awarded to Executives as the deferred component of their StA or as a part of
their VAR under the EIS. No amount is payable by the Executive on the grant or vesting of a Restricted Share
Retail Entitlement Offer
the pro-rata renounceable offer made to Eligible Retail Shareholders to subscribe for 1 new share for every 9
existing shares on 19 February 2018
Rights
RTSR
ERs, Performance Rights and VPRs
Relative total shareholder return
Senior Executive
A Senior Executive listed as KMP in table 1A, excluding the Executive Director
Short-term award
the Supplementary Woodside Equity Plan
Variable Annual Reward
Variable Pay Right. Each VPR is a right to receive a fully paid ordinary share in Woodside (or, at the Board’s
discretion, as cash equivalent). No amount is payable by the Executive on the grant or vesting of a VPR
the Woodside Equity Plan
STA
SWEP
VAR
VPR
WEP
98
| Annual Report 2022 SE C T I O N 5 . 1
Financial Statements
Contents
Financial statements
100
C. Debt and capital
Consolidated income statement
Consolidated statement of comprehensive income
Consolidated statement of financial position
Consolidated statement of cash flows
Consolidated statement of changes in equity
Notes to the financial statements
About these statements
Climate change and energy transition
A. Earnings for the year
A.1 Segment revenue and expenses
A.2 Finance costs
A.3 Dividends paid and proposed
A.4 Earnings/(losses) per share
A.5 Taxes
B. Production and growth assets
B.1 Segment production and growth assets
B.2 Exploration and evaluation
B.3 Oil and gas properties
100
101
102
103
104
105
105
105
109
110
114
114
114
115
117
118
120
121
B.4 Impairment of exploration and evaluation, oil and gas
properties and goodwill
B.5 Business combination
123
128
B.6 Significant production and growth asset acquisitions 130
C.1 Cash and cash equivalents
C.2 Interest-bearing liabilities and financing facilities
C.3 Contributed equity
C.4 Other reserves
D. Other assets and liabilities
D.1 Segment assets and liabilities
D.2 Receivables
D.3 Inventories
D.4 Payables
D.5 Provisions
D.6 Other financial assets and liabilities
D.7 Leases
E. Other items
E.1 Contingent liabilities and assets
E.2 Employee benefits
E.3 Related party transactions
E.4 Auditor remuneration
E.5 Events after the end of the reporting period
E.6 Joint arrangements
E.7 Parent entity information
E.8 Subsidiaries
E.9 Other accounting policies
B.7 Disposal of assets
131
Directors’ Declaration
Independent auditor’s report
132
133
133
135
135
136
137
137
137
138
138
140
143
145
146
146
149
149
149
149
151
151
154
155
156
Significant changes in the current reporting period
The financial performance and position of the Group were particularly affected by the following events and transactions during the reporting period:
• On 18 January 2022, the Group completed the sell-down of a 49% participating interest in the Pluto Train 2 Joint Venture to Global Infrastructure
Partners (GIP). As a result, the Group recognised a pre-tax gain of $427 million on the transaction. This includes variable consideration which has been
remeasured as at 31 December 2022 with a $71 million revaluation gain recognised as other income (refer to Note B.7).
• The Pluto-KGP Interconnector achieved 'ready for start-up' and commenced flowing gas from the offshore Pluto fields to Karratha Gas Plant (KGP)
for processing in March 2022.
• On 1 June 2022, the Group acquired 100% of the issued share capital of BHP Petroleum International Pty Ltd (BHPP) (subsequently renamed
Woodside Energy Global Holdings Pty Ltd), which held BHP Group’s oil and gas business (refer to Note B.5).
• As part of ongoing rationalisation of the Group’s exploration portfolio, the Group exited the Orphan Basin exploration licences in Canada. As a result,
a net expense of $142 million reflecting various exit costs was recognised in exploration and evaluation expenditure (refer to Note A.1).
• The Group recognised a $382 million reduction in restoration provisions as a net result of an increase in the risk free rates and current period
payments, offset by an increase in cost estimates (refer to Note D.5). The majority of this was recognised as a corresponding decrease in oil and
gas properties.
• The Group hedged an increased percentage of its exposure to commodity price and foreign exchange risk through commodity swaps and foreign
exchange forward derivatives (refer to Note D.6).
• The Group recognised a $1,362 million increase to the Pluto PRRT Deferred Tax Asset (DTA), primarily as a result of higher assessable revenue in 2022
and higher forecast assessable revenue driven by changes to pricing assumptions (refer to Note A.5).
• The Group recognised a pre-tax impairment reversal of $900 million for the Wheatstone cash-generating unit, primarily due to a revision in LNG price
assumptions (refer to Note B.4).
S
T
N
E
M
E
T
A
T
S
L
A
I
C
N
A
N
I
F
:
5
N
O
I
T
C
E
S
99
Woodside Energy Group Ltd |
Financial statements
Consolidated income statement
for the year ended 31 December 2022
Operating revenue
Cost of sales
Gross profit
Other income
Other expenses
Impairment losses
Impairment reversals
Profit/(loss) before tax and net finance costs
Finance income
Finance costs
Profit/(loss) before tax
Petroleum resource rent tax (PRRT) benefit/(expense)
Income tax (expense)/benefit
Profit/(loss) after tax
Profit/(loss) attributable to:
Equity holders of the parent
Non-controlling interest
Profit/(loss) for the period
Basic earnings/(losses) per share attributable to equity holders of the parent (US cents)
Diluted earnings/(losses) per share attributable to equity holders of the parent (US cents)
The accompanying notes form part of the Financial Statements.
Notes
A.1
A.1
A.1
A.1
A.1
A.1
A.2
A.5
A.5
E.8
A.4
A.4
2022
US$m
16,817
(6,540)
10,277
735
(2,726)
-
900
9,186
155
(167)
9,174
313
(2,912)
6,575
6,498
77
6,575
430.0
426.3
2021
US$m
6,962
(3,845)
3,117
139
(811)
(10)
1,058
3,493
27
(230)
3,290
(297)
(957)
2,036
1,983
53
2,036
206.0
204.1
2020
US$m
3,600
(2,985)
615
(36)
(481)
(5,269)
-
(5,171)
58
(327)
(5,440)
439
1,026
(3,975)
(4,028)
53
(3,975)
(423.5)
(423.5)
100
| Annual Report 2022
Consolidated statement of comprehensive income
for the year ended 31 December 2022
Profit/(loss) for the period
Other comprehensive income/(loss)
Items that may be reclassified to the income statement in subsequent periods:
Losses on cash flow hedges
Losses on cash flow hedges reclassified to the income statement
Tax recognised within other comprehensive income
Exchange fluctuations on translation of foreign operations taken to equity
Items that will not be reclassified to the income statement in subsequent periods:
Remeasurement gains on defined benefit plan
Net gain on financial instruments at fair value through other comprehensive income
Other comprehensive loss for the period, net of tax
Total comprehensive income/(loss) for the period
Total comprehensive income/(loss) attributable to:
Equity holders of the parent
Non-controlling interest
Total comprehensive income/(loss) for the period
The accompanying notes form part of the Financial Statements.
2022
US$m
6,575
(1,097)
847
64
3
34
2
(147)
6,428
6,351
77
6,428
2021
US$m
2,036
(390)
66
(5)
-
13
-
(316)
1,720
1,667
53
1,720
2020
US$m
(3,975)
(136)
52
25
-
2
-
(57)
(4,032)
(4,085)
53
(4,032)
101
Woodside Energy Group Ltd |
Consolidated statement of financial position
as at 31 December 2022
Current assets
Cash and cash equivalents
Receivables
Inventories
Other financial assets
Assets held for sale
Tax receivable
Other assets
Total current assets
Non-current assets
Receivables
Inventories
Other financial assets
Exploration and evaluation assets
Oil and gas properties1
Deferred tax assets
Lease assets
Investments accounted for using the equity method2
Goodwill
Other assets2
Total non-current assets
Total assets
Current liabilities
Payables
Interest-bearing liabilities
Other financial liabilities
Provisions
Tax payable
Lease liabilities
Other liabilities
Total current liabilities
Non-current liabilities
Interest-bearing liabilities
Deferred tax liabilities
Other financial liabilities
Provisions
Tax payable
Lease liabilities
Other liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued and fully paid shares
Shares reserved for employee share plans
Other reserves
Retained earnings
Equity attributable to equity holders of the parent
Non-controlling interest
Notes
C.1
D.2
D.3
D.6
B.7
D.2
D.3
D.6
B.2
B.3
A.5
D.7
B.5
D.4
C.2
D.6
D.5
D.7
C.2
A.5
D.6
D.5
D.7
C.3
C.3
C.4
E.8
2022
US$m
6,201
1,578
678
677
-
73
83
9,290
845
11
120
807
39,919
1,959
1,264
265
4,614
227
50,031
59,321
2,094
260
654
1,219
1,854
324
203
6,608
4,878
2,457
67
5,960
36
1,310
878
15,586
22,194
37,127
29,001
(38)
4,031
3,342
36,336
791
2021
US$m
3,025
368
202
320
254
-
109
4,278
686
19
107
614
18,649
1,007
1,080
2
-
32
22,196
26,474
639
277
411
605
413
191
86
2,622
5,153
878
161
2,219
-
1,176
36
9,623
12,245
14,229
9,409
(30)
683
3,381
13,443
786
14,229
Total equity
1. Oil and gas properties includes other plant and equipment which is no longer separately presented in the consolidated statement of financial position. The 2021 amounts
37,127
have been reclassified to be presented on the same basis.
2. Investments accounted for using the equity method, which was previously included within other assets (non-current), is separately presented in the consolidated
statement of financial position. The 2021 amounts have been reclassified to be presented on the same basis.
The accompanying notes form part of the Financial Statements.
102
| Annual Report 2022
Consolidated statement of cash flows
for the year ended 31 December 2022
Cash flows from/(used in) operating activities
Profit/(loss) after tax for the period
Adjustments for:
Non-cash items
Depreciation and amortisation
Depreciation of lease assets
Change in fair value of derivative financial instruments
Net finance costs
Tax expense/(benefit)
Exploration and evaluation written off
Impairment losses
Impairment reversals
Restoration movement
Gain on disposal of oil and gas properties (including revaluation gain)
Onerous contracts provision
Other
Changes in assets and liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in inventories
Increase in lease assets
Increase/(decrease) in provisions
(Decrease)/increase in lease liabilities
Increase in other assets and liabilities
Increase/(decrease) in trade and other payables
Cash generated from operations
Purchases of shares and payments relating to employee share plans
Interest received
Dividends received
Borrowing costs relating to operating activities
Income tax and PRRT paid
Payments for restoration
Payments for hedge collateral
Net cash from operating activities
Cash flows from/(used in) investing activities
Cash received on acquisition of BHPP, including cash acquired
Payments for capital and exploration expenditure
Borrowing costs relating to investing activities
Advances to other external entities
Proceeds from disposal of non-current assets
Funding of equity accounted investments
Payments for acquisition of joint arrangements
Net cash used in investing activities
Cash flows from/(used in) financing activities
Proceeds from borrowings
Repayment of borrowings
Borrowing costs relating to financing activities
Repayment of the principal portion of lease liabilities
Borrowing costs relating to lease liabilities
Purchases of shares and payments relating to Dividend Reinvestment Plan
Contributions to non-controlling interests
Dividends paid (net of Dividend Reinvestment Plan)
Net (payments)/proceeds from share issuance
Net cash used in financing activities
Net increase/(decrease) in cash held
Cash and cash equivalents at the beginning of the period
Effects of exchange rate changes
Cash and cash equivalents at the end of the period
The accompanying notes form part of the Financial Statements.
Notes
2022
US$m
2021
US$m
2020
US$m
6,575
2,036
(3,975)
2,808
140
960
12
2,599
164
-
(900)
272
(494)
(245)
(254)
(77)
(146)
-
131
(31)
(961)
184
10,737
(45)
108
19
(21)
(1,218)
(263)
(506)
8,811
1,082
(3,136)
(287)
(48)
132
(8)
-
(2,265)
-
(283)
(18)
(248)
(10)
(144)
(98)
(2,558)
(5)
(3,364)
3,182
3,025
(6)
6,201
1,582
108
31
203
1,254
265
10
(1,058)
68
-
(95)
30
(39)
(4)
(16)
(75)
(25)
(128)
75
4,222
(47)
11
6
(91)
(271)
(38)
-
1,730
94
31
269
(1,465)
2
5,269
-
28
-
347
(12)
41
51
-
155
40
(137)
(121)
2,347
(32)
64
4
(180)
(331)
(23)
-
3,792
1,849
-
(2,406)
(126)
(206)
9
-
(212)
(2,941)
-
(784)
(15)
(155)
(89)
-
(92)
(289)
-
(1,424)
(573)
3,604
(6)
3,025
-
(1,418)
(57)
(110)
-
-
(527)
(2,112)
600
(83)
(21)
(71)
(86)
-
(111)
(454)
23
(203)
(466)
4,058
12
3,604
103
B.4
B.4
B.5
B.6
C.2
C.1
Woodside Energy Group Ltd |
Consolidated statement of changes in equity
for the year ended 31 December 2022
s
e
r
a
h
s
d
e
v
r
e
s
e
R
s
t
fi
e
n
e
b
e
e
y
o
p
m
E
l
e
v
r
e
s
e
r
e
v
r
e
s
e
r
n
o
i
t
a
l
s
n
a
r
t
y
c
n
e
r
r
u
c
n
g
i
e
r
o
F
s
t
fi
o
r
p
e
l
b
a
t
u
b
i
r
t
s
i
D
e
v
r
e
s
e
r
e
v
r
e
s
e
r
g
n
g
d
e
H
i
s
e
v
r
e
s
e
r
r
e
h
t
O
e
h
t
l
f
o
s
r
e
d
o
h
y
t
i
u
q
E
t
n
e
r
a
p
i
s
g
n
n
r
a
e
d
e
n
i
a
t
e
R
t
s
e
r
e
t
n
i
g
n
i
l
l
o
r
t
n
o
c
-
n
o
N
y
t
i
u
q
e
l
a
t
o
T
C.3
US$m
C.4
US$m
C.4
US$m
C.4
US$m
C.4
US$m
C.4
US$m
232
-
-
793
-
3
(400)
-
(186)
58
-
-
3
-
(186)
-
-
5,553
US$m
US$m
3,381
6,498
34
13,443
6,498
(147)
E.8
US$m
786
77
-
US$m
14,229
6,575
(147)
6,532
(5,553)
6,351
-
77
-
6,428
-
-
-
-
-
-
-
-
(1,018)
(144)
476
19,265
18
(45)
-
65
(3,088)
-
-
-
-
-
-
-
(72)
(144)
476
19,265
18
(45)
-
65
(3,160)
-
(5)
-
(5)
-
-
2
2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(2,070)
-
(586)
3,541
2
3,342
36,336
791
37,127
(71)
-
(329)
(329)
-
-
-
-
-
462
-
-
-
-
-
-
-
(404)
(400)
58
(12)
-
(59)
(59)
-
-
-
-
-
-
-
(71)
-
-
-
-
710
-
-
-
-
-
(248)
462
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,398
1,983
-
1,983
-
-
-
-
-
12,075
1,983
(316)
1,667
112
(47)
-
40
(404)
800
53
-
12,875
2,036
(316)
53
-
-
-
-
(67)
1,720
112
(47)
-
40
(471)
3,381
13,443
786
14,229
6,654
(4,028)
16,617
(4,028)
-
(57)
(4,028)
(710)
-
-
-
-
-
(518)
(4,085)
-
264
23
(32)
-
54
(766)
792
53
-
53
-
-
-
-
-
-
(45)
17,409
(3,975)
(57)
(4,032)
-
264
23
(32)
-
54
(811)
1,398
12,075
800
12,875
-
-
-
-
-
18
-
(37)
65
-
-
278
219
-
13
13
-
-
(40)
40
-
232
211
-
2
2
-
-
-
-
(48)
54
-
219
-
-
-
-
-
-
-
-
-
796
793
-
-
-
-
-
-
-
-
793
793
-
-
-
-
-
-
-
-
-
-
793
d
i
a
p
y
l
l
u
f
d
n
a
d
e
u
s
s
I
s
e
r
a
h
s
C.3
US$m
9,409
-
-
-
-
-
332
19,265
-
-
-
-
-
(5)
29,001
9,297
-
-
-
112
-
-
-
-
9,409
9,010
-
-
-
-
264
23
-
-
-
-
9,297
Notes
At 1 January 2022
Profit for the period
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the
period
Transfers
Shares purchased for Dividend Reinvestment
Plan
Dividend Reinvestment Plan
Shares issued for acquisition of BHPP
Replacement employee share plan issued for
acquisition of BHPP
Employee share plan purchases
Employee share plan redemptions
Share-based payments (net of tax)
Dividends paid
Transaction costs associated with the issue of
shares
At 31 December 2022
At 1 January 2021
Profit for the period
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the
period
Dividend Reinvestment Plan
Employee share plan purchases
Employee share plan redemptions
Share-based payments (net of tax)
Dividends paid
At 31 December 2021
At 1 January 2020
Profit/(loss) for the period
Other comprehensive income/(loss)
Total comprehensive income/(loss) for the
period
Transfers
Dividend Reinvestment Plan
Shares issued
Employee share plan purchases
Employee share plan redemptions
Share-based payments (net of tax)
Dividends paid
At 31 December 2020
The accompanying notes form part of the Financial Statements.
104
(30)
-
-
-
-
(144)
144
-
-
(45)
37
-
-
-
(38)
(23)
-
-
-
-
(47)
40
-
-
(30)
(39)
-
-
-
-
-
-
(32)
48
-
-
(23)
| Annual Report 2022
Notes to the financial statements
Notes to the financial statements
for the year ended 31 December 2022
About these statements
Following the approval by shareholders at the Annual General
Meeting on 19 May 2022, Woodside Petroleum Ltd has
registered the change of company name to Woodside Energy
Group Ltd. Woodside Energy Group Ltd and its controlled
entities (Woodside or the Group) is a for-profit entity limited
by shares, incorporated and domiciled in Australia. Its shares
are publicly traded on the Australian Securities Exchange
(ASX), on the Main Market for listed securities of the London
Stock Exchange (LSE) (with trades settled in the form of UK
Depository Interests) and on the New York Stock Exchange
(NYSE) (in the form of Woodside American Depositary Shares).
The nature of the operations and the principal activities of the
Group are described in the Directors’ Report and in the segment
information in Note A.1.
The financial statements were authorised for issue in accordance
with a resolution of the Directors on 27 February 2023.
Statement of compliance
The financial statements are general purpose financial
statements, which have been prepared in accordance with
the requirements of the Corporations Act 2001, Australian
Accounting Standards and other authoritative pronouncements
of the Australian Accounting Standards Board (AASB). The
financial statements comply with the International Financial
Reporting Standards (IFRS) as issued by the International
Accounting Standards Board. They also include additional
disclosures required for foreign registrants by the United States
Securities and Exchange Commission (US SEC).
Subsequent to the merger with BHPP, BHPP’s accounting
policies have been aligned with the Group. The Group’s
accounting policies are consistent with those disclosed in the
Group’s 2021 Financial Statements except for new policies
applicable in 2022. Adoption of new or amended standards and
interpretations effective 1 January 2022 did not result in any
significant changes to the Group’s accounting policies.
Estimates have been revised, where required, to reflect current
market conditions including the impact of COVID-19 and
climate change. Updated assumptions used for impairment
assessments and the measurement of onerous contracts are
disclosed in Notes B.4 and D.5 respectively; these assumptions
could change in the future. New estimates and judgements
for significant transactions during the period including the
recognition of goodwill as a result of the business combination,
the allocation of goodwill to the Group’s cash generating units,
and the sell-down of Train 2 are disclosed in Notes B.5, B.4 and
B.7 respectively.
Currency
The functional and presentation currency of Woodside and all its
material subsidiaries is the US dollar.
Transactions in foreign currencies are initially recorded in the
functional currency of the transacting entity at the exchange
rates ruling at the date of transaction. Monetary assets and
liabilities denominated in foreign currencies at the reporting
date are translated at the rates of exchange ruling at that date.
Exchange differences in the consolidated financial statements
are taken to the income statement.
Rounding of amounts
The amounts contained in these financial statements have been
rounded to the nearest million dollars under the option available
to the Group under Australian Securities and Investments
Commission (ASIC) Corporations (Rounding in Financial/
Directors’ Reports) Instrument 2016/191 dated 24 March 2016,
unless otherwise stated.
Basis of preparation
The financial statements have been prepared on a historical cost
basis, except for derivative financial instruments and certain
other financial assets and financial liabilities, which have been
measured at fair value or amortised cost adjusted for changes
in fair value attributable to the risks that are being hedged in
effective hedge relationships. Where not carried at fair value, if
the carrying value of financial assets and financial liabilities does
not approximate their fair value, the fair value has been included
in the notes to the financial statements.
The financial statements comprise the financial position and
results of the Group as at and for the year ended 31 December
2022 (refer to Note E.8).
Subsidiaries are fully consolidated from the date on which
control is obtained by the Group and cease to be consolidated
from the date at which the Group ceases to have control.
The subsidiaries of the Group apply the same reporting period
and accounting policies as the parent company in their financial
statements. All intercompany balances and transactions,
including unrealised profits and losses arising from intra-group
transactions, have been eliminated in full.
Non-controlling interests are allocated their share of the net
profit after tax in the consolidated income statement and
their share of other comprehensive income net of tax in the
consolidated statement of comprehensive income, and are
presented within equity in the consolidated statement of
financial position, separately from parent shareholders’ equity.
The consolidated financial statements provide comparative
information in respect of the previous periods. Where required,
a reclassification of items in the financial statements of the
previous periods has been made in accordance with the
classification of items in the financial statements of the
current period.
Climate change and energy transition
Climate considerations
Woodside has considered the impact of climate and the energy
transition in assessing the carrying value of its assets and
liabilities. This note describes climate-related assumptions that
underpin key areas of the financial statements and the potential
short- and long-term impacts differing scenarios could have on
the financial results and financial position of Woodside.
105
Woodside Energy Group Ltd | Notes to the financial statements
for the year ended 31 December 2022
Climate change and energy transition (cont.)
Financial planning and assumptions
Woodside considers a range of climate and macroeconomic
scenarios to help benchmark our long-term price assumptions
and inform our decision making to ensure we maintain a resilient
financial position. The assumptions applied in assessing amounts
within the financial statements are in each case calculated in
accordance with the requirements of the applicable accounting
standards.
Our long-term price assumptions reflect management’s current
‘best estimate’ scenario in which global governments pursue
decarbonisation as well as other goals such as energy security
and economic development. All price assumptions consider
current legislation in the locations where Woodside operates
and place some weight on scenarios in which the transition to
a low carbon energy system is sufficiently rapid to meet the
goals of the Paris Agreement, as well as scenarios in which the
transition is not, or may not be, sufficiently rapid. They also place
some weight on a range of other assumptions which can drive
prices (e.g. inflation) and which are not related to the Paris goals.
Woodside’s facilities are subject to physical risks such as oceanic
conditions and are located in regions that experience tropical
cyclones, hurricanes and high ambient temperatures. Woodside
has significant experience designing and operating facilities
located in harsh environments.
Woodside notes that the high degree of uncertainty around the
nature, timing and magnitude of climate-related risks, and the
uncertainty as to how the energy transition will evolve, makes it
difficult to determine and disclose the risks and their potential
impacts with precision.
Woodside continues to monitor the uncertainty around climate
change risks and will revise commodity and carbon pricing
assumptions accordingly. Oil and gas investment cases include
a carbon price assumption which takes into consideration
uncertainty around the impact of climate change. Commodity
pricing assumptions are key value drivers with greater
significance to assets and liabilities than carbon pricing.
Impairment of exploration and evaluation, oil and gas
properties and goodwill
In accordance with IFRS, elements of Woodside’s financial
statements are based on reasonable and supportable
assumptions that represent management’s current best estimate
of the range of economic conditions that may exist in the
foreseeable future.
The estimation of recoverable amounts for impairment testing
includes estimating what an independent market participant
would pay to acquire the asset as at the reporting date. Market
participants will be guided by their own views on future
economic and technical conditions and therefore Woodside
considers a range of data sources in determining a future price
forecast, including industry and market benchmarks along with
asset sales transaction data.
Price forecasts are adjusted for premiums and discounts
based on the nature and quality of the product. Brent oil price
106
estimates have considered the impacts of climate policies along
with other factors such as industry investment and cost trends.
There remains significant uncertainty around how society will
respond to the climate challenge.
The energy transition is expected to bring volatility and there is
uncertainty as to how commodity prices will develop over the
medium and long term. The IEA’s World Energy Outlook 2022
(WEO) explores three main climate change scenarios. The IEA
scenarios are not predictions and the IEA does not have a single
view on the future of the energy system. There is significant
uncertainty as to whether any of these scenarios will eventuate.
Because Woodside considers what a market participant would
pay to acquire an asset in assessing impairments, these external
scenarios are not necessarily consistent with the pricing
assumptions used for the Group’s impairment assessment
as disclosed in Table A below and Note B.4 Impairment of
exploration and evaluation, oil and gas properties and goodwill.
The WEO explores three main scenarios1:
• The Net Zero Emissions by 2050 Scenario (NZE)
• The Announced Pledges Scenario (APS)
• The Stated Policies Scenario (STEPS)
Table A: Average real terms 2022 oil price (US$/bbl, Brent)2,
North Asian LNG price (US$/MMbtu)2 and carbon price
(US$/tCO₂-e)3 consistent with IEA dataset compared against
Woodside’s assumptions:
Average Brent
(RT US$/bbl)
NZE
APS
STEPS
Woodside
2023-2026
2027-2031
2032-2036
2037-2040
59
88
92
75
38
70
85
70
33
65
85
70
31
65
88
70
Average North Asian
LNG (RT US$/MMbtu) 2023-2026
2027-2031
2032-2036
2037-2040
NZE
APS
STEPS
Woodside
Average Carbon
(RT US$/tonne)
18
20
21
23
6
9
11
9
6
9
11
9
6
9
11
9
2023-2026
2027-2031
2032-2036
2037-2040
NZE
APS
STEPS
Woodside
1. IEA 2022. ‘World Energy Outlook 2022’. All rights reserved.
2. Based on data from IEA 2022. ‘World Energy Outlook 2022’ as modified by
100
98
80
80
135
130
80
80
169
154
80
80
199
172
80
80
Woodside analysis. Woodside used interpolation techniques to estimate Brent
annual price points in between the years for which the IEA disclosed price points.
For gas pricing assumptions all non-contracted LNG volumes were assessed at
IEA’s Japan import price, as a proxy for North Asian LNG spot price. Woodside
used interpolation techniques to estimate annual gas price points in between the
years for which the IEA disclosed prices. For oil linked LNG contracts, prices are
derived from the Brent forecasts and the terms of the contracts.
3. Based on data from IEA 2022. ‘World Energy Outlook 2022’ as modified by
Woodside analysis. The IEA only provide carbon prices from 2030 onwards. As a
result, Woodside used a starting point of US$80/tCO₂-e consistent with internal
carbon cost pricing. Woodside used the 2022 starting price point and the IEA’s
published 2030 and 2040 carbon prices for each scenario to interpolate annual
price points through to 2040.
| Annual Report 2022 Notes to the financial statements
for the year ended 31 December 2022
Climate change and energy transition (cont.)
Impairment of exploration and evaluation, oil and gas
properties and goodwill (cont.)
Refer to Note B.4 for the sensitivity analysis performed on
Woodside’s Brent oil pricing assumptions and the potential
impact on the carrying value of Woodside’s non-current assets.
These cost estimates may change in the future, as a result
of increased regulatory scrutiny and the energy transition.
Woodside continues to monitor the uncertainty around climate
change risks to assess if additional changes to restoration
provisions should be recognised.
The benchmarked pricing above has limitations and is based
on a wide range of assumptions. The impact of the benchmark
pricing assumptions could be managed by decisions Woodside
could make in response such as acquisitions, divestments or cost
reductions as well as other consequential changes. The scenarios
must therefore not be interpreted as Woodside’s investment
guidance. These are scenarios, not forecasts, and no likelihood is
assigned to any of these scenarios eventuating.
Onerous contracts
Closure or early termination of activities may lead to supply
contracts becoming onerous. As at 31 December 2022, the
Corpus Christi contract is expected to return a positive value
and on this basis the onerous contract provision has been
reversed to nil (2021: $214 million). This and other contractual
arrangements could be impacted by adverse market conditions
arising from climate-related factors.
Impact on remaining life of assets
Oil and gas properties relating to transferred exploration and
evaluation and offshore plant and equipment are depreciated
using the unit of production basis over either proved or proved
plus probable reserves. The energy transition may result in
changes to the expected useful life of oil and gas properties
and economically recoverable reserves and resources thereby
accelerating depreciation charges or resulting in an impairment.
Deferred tax assets
The Group has determined that it is probable that sufficient
future taxable income will be available to utilise the deferred
tax assets relating to carry forward unused tax losses and
credits recognised as at 31 December 2022. The recoverability of
deferred tax assets is dependent on the Group’s future taxable
income which can be impacted by the uncertainty of commodity
and carbon pricing.
Restoration and other provisions
The energy transition may result in restoration activities
occurring earlier than expected. 54% (2021: 65%) of the Group’s
non-current restoration liabilities are expected to be settled
more than 10 years in the future.
Regulatory environment
Regulation of climate-related emissions can change over time.
Woodside is not currently aware of specific proposals that
would materially change the assumptions underpinning the
financial statements.
Restoration cost estimates require judgemental assumptions
regarding removal date, environmental legislation and
regulations and the extent of restoration activities required.
107
Woodside Energy Group Ltd | Notes to the financial statements
for the year ended 31 December 2022
Key estimates and judgements
In applying the Group’s accounting policies, management
continually evaluates judgements, estimates and assumptions
based on experience and other factors, including expectations
of future events that may have an impact on the Group. All
judgements, estimates and assumptions made are believed to
be reasonable based on the most current set of circumstances
known to management, and actual results may differ. Significant
judgements, estimates and assumptions made by management
in the preparation of these financial statements are found in the
following notes:
Note B.5
Note B.6
Revenue from contracts with customers
Taxes
Exploration and evaluation
Note A.1
Note A.5
Note B.2
Note B.3 Oil and gas properties
Note B.4
Impairment of exploration and evaluation,
oil and gas properties and goodwill
Business combination
Significant production and growth asset
acquisitions
Disposal of assets
Provisions
Note B.7
Note D.5
Note D.6 Other financial assets and liabilities
Note D.7
Note E.6
Leases
Joint arrangements
Page 110
Page 115
Page 120
Page 121
Page 123
Page 128
Page 130
Page 131
Page 138
Page 140
Page 143
Page 149
Financial and capital risk management
The Board of Directors has overall responsibility for the
establishment and oversight of the Group’s risk management
framework, including review and approval of the Group’s risk
management strategy, policy and key risk parameters. The Board
of Directors and the Audit and Risk Committee have oversight of
the Group’s internal control system and risk management process,
including oversight of the internal audit function.
The Group’s management of financial and capital risks is aimed
at ensuring that available capital, funding and cash flows are
sufficient to:
• meet the Group’s financial commitments as and when they fall
due;
• maintain the capacity to fund its committed project developments;
• pay a reasonable dividend; and
• maintain a long-term credit rating of not less than ‘investment
grade’.
The Group monitors and tests its forecast financial position against
these criteria and, in general, will undertake hedging activity when
necessary to ensure that these objectives are achieved.
Other circumstances that may lead to hedging include the
management of exposures relating to trading activities. It is, and
has been throughout the period, the Group Treasury policy that
no speculative trading in financial instruments shall be undertaken.
Refer to Section 3.8 Risk Factors for more information on the Group’s
objectives, policies and processes for managing financial risk.
The below risks arise in the normal course of the Group’s business.
Risk information can be found in the following sections:
Section A
Section A
Section C
Section C
Section C
Section D
Commodity price risk management Page 109
Foreign exchange risk management Page 109
Page 132
Capital risk management
Page 132
Liquidity risk management
Page 132
Interest rate risk management
Page 136
Credit risk management
108
| Annual Report 2022 Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
In this section
This section addresses financial performance of the Group for the reporting period including, where applicable, the accounting policies
applied and the key estimates and judgements made. This section also includes the tax position of the Group for and at the end of the
reporting period.
A. Earnings for the year
A.1 Segment revenue and expenses
A.2 Finance costs
A.3 Dividends paid and proposed
A.4 Earnings/(losses) per share
A.5 Taxes
Page 110
Page 114
Page 114
Page 114
Page 115
Key financial and capital risks in this section
Commodity price risk management
The Group’s revenue is exposed to commodity price fluctuations through the sale of hydrocarbons. Commodity price risks are
measured by monitoring and stress testing the Group’s forecast financial position to sustained periods of low oil and gas prices.
This analysis is regularly performed on the Group’s portfolio and as required for discrete projects and transactions.
The Group’s management of commodity price risk includes the use of commodity derivatives to hedge its exposure (refer to Note
D.6). The hedged exposure includes oil-linked revenue related to produced volumes and revenues derived from trading operations.
Commodity derivatives protect the Group against downside price risk within its strategic and trading portfolio.
As at the reporting date, the Group held hedging financial instruments with a net liability carrying value of $557 million (2021:
$431 million) exposed to commodity price risk. An increase in relevant commodity prices of 10% would increase the instruments’ net
liability by $219 million, the effect of which would be recognised within reserves and/or the income statement in accordance with
hedge accounting application. A 10% decrease would have the same but opposite effect. This analysis assumes that all other variables
remain constant (including the price on underlying physical exposures).
Foreign exchange risk management
Foreign exchange risk arises from future commitments, financial assets and financial liabilities that are not denominated in US dollars.
The majority of the Group’s revenue is denominated in US dollars. The Group is exposed to foreign currency risk arising from
operating and capital expenditure incurred in currencies other than US dollars, particularly Australian dollars.
The Group’s management of foreign exchange risk relating to capital expenditure includes the use of forward exchange contract
derivatives to hedge its exposure (refer to Note D.6).
As at the reporting date, the Group held hedging financial instruments with a net liability carrying value of $17 million (2021: net asset
carrying value of $10 million) exposed to foreign exchange risk.
Measuring the exposure to foreign exchange risk is achieved by regularly monitoring and performing sensitivity analysis on the
Group’s financial position.
A reasonably possible change in the exchange rate of the US dollar to the Australian dollar (+12%/-12% (2021: +12%/-12%)), with all
other variables held constant, would not have a material impact on the Group’s equity or the income statement. Refer to Notes C1,
C2, D2, D4 and D7 for details of the denominations of cash and cash equivalents, interest-bearing liabilities, receivables, payables and
lease liabilities held at 31 December 2022.
The Group entered into foreign exchange forward contracts to fix the Australian dollar to US dollar exchange rate in relation to
a portion of the Australian dollar denominated capital expenditure incurred or expected to be incurred under the Scarborough
development from 2022 to 2025 (refer to Note D.6). In order to hedge the foreign exchange risk and interest rate risk (refer to Section
C) of a Swiss Franc (CHF) denominated medium term note, Woodside holds a number of cross-currency interest rate swaps (refer to
Notes C.2 and D.6). The aim of these investments is to convert the fixed interest CHF bond into variable interest US dollar debt.
109
Woodside Energy Group Ltd | Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.1 Segment revenue and expenses
Operating segment information
The Group has identified its operating segments based on
the internal reports that are reviewed and used by the Chief
Executive Officer (Chief Operating Decision Maker) in assessing
performance and determining the allocation of resources.
As a result of the merger with BHPP on 1 June 2022, the Group
has transformed into a global energy company which has led to
a change in how financial information is reported in the Group.
The disclosed operating segments have been updated to reflect
this change and the 2021 and 2020 amounts have been restated
to be presented on the same basis.
Operating segments outlined below are identified by
management based on the nature and geographical location
of the business and venture.
Australia:
Exploration, evaluation, development, production and sale of
liquified natural gas, pipeline gas, crude oil and condensate
and natural gas liquids in Australia.
International:
Exploration, evaluation, development, production and sale of
pipeline gas, crude oil and condensate and natural gas liquids
in international jurisdictions outside of Australia.
Marketing:
Marketing, Shipping and Trading of Woodside’s oil and gas
portfolio (including non-produced volumes) and optimisation
activities attributed to Marketing which have generated
incremental value.
Corporate/Other items:
Corporate/Other items comprise primarily corporate non-
segmental items of revenue and expenses and associated
assets and liabilities not allocated to operating segments as
they are not considered part of the core operations of any
segment.
In addition to the updated segments, the Group has reassessed
the reporting of revenue from the sale of liquified natural gas
on a portfolio basis. With the Marketing segment separately
reported for the year ended 31 December 2022, the Group will
no longer report revenue from the sale of liquified natural gas on
a portfolio basis to better represent the revenues and margins
generated by each segment. 2021 and 2020 amounts have been
restated to be presented on the same basis.
Major customer information
The Group has two major customers which respectively account
for 12% and 9% of the Group’s external revenue. The sales are
generated by the Australia and Marketing operating segments
(2021: two major customers; 8% and 6% generated by the
Australia operating segment and 2020: two major customers;
15% and 13% generated by the Australia operating segment).
110
Geographical
information
Asia Pacific
Americas
Africa
Europe
Revenue from external
customers1
Non-current
assets2
2020
2021
2022
US$m US$m US$m
3,362
6,342
12,521
-
-
1,545
-
-
-
238
620
2,751
2021
2022
US$m US$m
18,386
1
2,802
-
36,966
7,057
4,049
-
21,189
Consolidated
1. Revenue is attributable to geographic location based on the location of the
48,072
16,817
3,600
6,962
customers.
2. Non-current assets exclude deferred tax of $1,959 million (2021:
$1,007 million).
Recognition and measurement
Revenue from contracts with customers
Revenue is recognised when or as the Group transfers control
of products or provides services to a customer at the amount
to which the Group expects to be entitled. If the consideration
includes a variable component, the Group estimates the amount
of the expected consideration receivable. Variable consideration
is estimated throughout the contract and is recognised to the
extent that it is highly probable a significant reversal will
not occur.
• Revenue from sale of hydrocarbons – Revenue from the sale
of hydrocarbons is recognised at a point in time when control
of the product is transferred to the customer. Revenue from
take or pay contracts is recorded as unearned revenue until
the product has been drawn by the customer (transfer of
control), at which time it is recognised in earnings.
• Other operating revenue – Revenue earned from LNG
processing and other services is recognised over time as
the services are rendered.
Expenses
• Royalties, excise and levies – Royalties, excise and levies are
considered to be production-based taxes and are therefore
accrued on the basis of the Group’s entitlement to physical
production.
• Depreciation and amortisation – Refer to Note B.3.
• Impairment and impairment reversals – Refer to Note B.4.
• Leases – Refer to Note D.7.
• Employee benefits – Refer to Note E.2.
Key estimates and judgements
Revenue from contracts with customers
The transaction price at the date control passes for sales made subject
to provisional pricing periods in oil and condensate contracts is
determined with reference to quoted commodity prices.
Judgement is also used to determine if it is highly probable that a
significant reversal will not occur in relation to revenue recognised
during open pricing periods in LNG contracts. The Group estimates
variable consideration based on available information from contract
negotiations and market indicators.
| Annual Report 2022 Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.1 Segment revenue and expenses (cont.)
Liquefied natural gas
Pipeline gas
Crude oil and condensate
Natural gas liquids
Revenue from sale of hydrocarbons
Intersegment revenue1
Processing and services revenue
Shipping and other revenue
Other revenue
Operating revenue2
Production costs
Royalties, excise and levies
Insurance
Inventory movement
Costs of production
Land and buildings
Transferred exploration and evaluation
Plant and equipment
Oil and gas properties depreciation and amortisation
Shipping and direct sales costs
Trading costs
Other hydrocarbon costs
Other cost of sales
Movement in onerous contract provision3
Other cost of sales
Cost of sales
Gross profit
Other income4
Exploration and evaluation expenditure5
Amortisation of permit acquisition
Write-offs6
Exploration and evaluation
General, administrative and other costs7
Depreciation of other plant and equipment
Depreciation of lease assets
Restoration movement
Other8
Other costs
Other expenses
Impairment losses
Impairment reversals9
Australia
International
Marketing
Corporate/
Other
Consolidated
2022
US$m
8,855
1,086
2,467
171
12,579
(455)
175
-
(280)
12,299
(975)
(540)
(35)
44
(1,506)
(51)
(107)
(2,168)
(2,326)
(312)
(14)
(19)
(4)
-
(349)
(4,181)
8,118
722
(20)
(1)
-
(21)
(13)
-
(49)
(234)
(8)
(304)
(325)
-
900
2022
US$m
-
276
1,273
26
1,575
(5)
-
-
(5)
1,570
(313)
(39)
(7)
(3)
(362)
(3)
-
(436)
(439)
(36)
-
-
-
-
(36)
(837)
733
4
(277)
(9)
(164)
(450)
(21)
-
(11)
(46)
(84)
(162)
(612)
-
-
2022
US$m
2,434
-
18
9
2,461
460
-
27
487
2,948
-
-
-
-
-
-
-
-
-
(73)
(1,763)
-
-
216
(1,620)
(1,620)
1,328
5
-
-
-
-
(10)
-
-
-
(475)
(485)
(485)
-
-
2022
US$m
-
-
-
-
-
-
-
-
-
-
7
(17)
(1)
-
(11)
-
-
(33)
(33)
142
-
-
-
-
142
98
98
4
1
-
-
1
(747)
-
(80)
8
(486)
(1,305)
(1,304)
-
-
2022
US$m
11,289
1,362
3,758
206
16,615
-
175
27
202
16,817
(1,281)
(596)
(43)
41
(1,879)
(54)
(107)
(2,637)
(2,798)
(279)
(1,777)
(19)
(4)
216
(1,863)
(6,540)
10,277
735
(296)
(10)
(164)
(470)
(791)
-
(140)
(272)
(1,053)
(2,256)
(2,726)
-
900
Profit/(loss) before tax and net finance costs
1. Intersegment revenue comprises the incremental income net of all associated expenses generated by the Marketing segment’s optimisation of the oil and gas portfolio.
(1,202)
9,415
848
125
9,186
The value is incremental income net of incremental costs.
2. Operating revenue includes revenue from contracts with customers of $16,790 million and sub-lease income of $27 million disclosed within shipping and other revenue.
3. Comprises changes in estimates of $245 million offset by provisions used of $29 million. Refer to Note D.5 for further details.
4. Includes initial gain on Train 2 sell-down of $427 million, revaluation gain on the remeasurement of the Train 2 sell-down variable consideration of $71 million, fees and
recoveries, foreign exchange gains and other income not associated with the ongoing operations of the business.
5. Includes $142 million for various costs relating to the Group’s exit from the Orphan Basin exploration licences in Canada.
6. $125 million relates to costs of unsuccessful wells that have been written off. Refer to Note B.2.
7. Transaction costs of $419 million incurred as a result of the BHPP merger on 1 June 2022 are included in the Corporate/Other segment. Refer to Note B.5 for details.
8. Includes losses on hedging activities and changes in fair value of derivative financial instruments of $960 million in the Marketing and Corporate/Other segments and
other expenses not associated with the ongoing operations of the business.
9. Impairment reversals on oil and gas properties. Refer to Note B.4 for more details.
111
Woodside Energy Group Ltd | Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.1 Segment revenue and expenses (cont.)
Liquefied natural gas
Pipeline gas
Crude oil and condensate
Natural gas liquids
Revenue from sale of hydrocarbons
Intersegment revenue1
Processing and services revenue
Shipping and other revenue
Other revenue
Operating revenue2
Production costs
Royalties, excise and levies
Insurance
Inventory movement
Costs of production
Land and buildings
Transferred exploration and evaluation
Plant and equipment
Oil and gas properties depreciation and amortisation
Shipping and direct sales costs
Trading costs
Other hydrocarbon costs
Other cost of sales
Movement in onerous contract provision3
Other cost of sales
Cost of sales
Gross profit/(loss)
Other income4
Exploration and evaluation expenditure
Amortisation of permit acquisition
Write-offs5
Exploration and evaluation
General, administrative and other costs
Depreciation of other plant and equipment
Depreciation of lease assets
Restoration movement
Other6
Other costs
Other expenses
Impairment losses
Impairment reversals7
Australia
International
Marketing
Corporate/
Other
Consolidated
20218
US$m
3,910
43
1,316
60
5,329
(236)
143
4
(89)
5,240
(489)
(218)
(32)
17
(722)
(51)
(79)
(1,419)
(1,549)
(197)
(3)
(6)
(11)
-
(217)
(2,488)
2,752
97
(16)
-
-
(16)
(5)
-
(28)
(80)
(57)
(170)
(186)
(10)
1,058
20218
US$m
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(2)
(27)
(2)
(265)
(294)
(1)
-
-
12
(32)
(21)
(315)
-
-
20218
US$m
1,449
-
-
-
1,449
236
-
37
273
1,722
-
-
-
-
-
-
-
-
-
(45)
(1,492)
-
-
140
(1,397)
(1,397)
325
1
-
-
-
-
-
-
-
-
28
28
28
-
-
20218
US$m
-
-
-
-
-
-
-
-
-
-
8
-
1
-
9
-
-
-
-
32
-
-
(1)
-
31
40
40
43
(11)
(1)
-
(12)
(152)
(30)
(80)
-
(64)
(326)
(338)
-
-
2021
US$m
5,359
43
1,316
60
6,778
-
143
41
184
6,962
(481)
(218)
(31)
17
(713)
(51)
(79)
(1,419)
(1,549)
(210)
(1,495)
(6)
(12)
140
(1,583)
(3,845)
3,117
139
(54)
(3)
(265)
(322)
(158)
(30)
(108)
(68)
(125)
(489)
(811)
(10)
1,058
Profit/(loss) before tax and net finance costs
1. Intersegment revenue comprises the incremental income net of all associated expenses generated by the Marketing segment’s optimisation of the oil and gas portfolio.
(255)
(317)
3,711
354
3,493
The value is incremental income net of incremental costs.
2. Operating revenue includes revenue from contracts with customers of $6,923 million and sub-lease income of $39 million disclosed within shipping and other revenue.
3. Comprises provisions used of $45 million and changes in estimates of $95 million. Refer to Note D.5 for further details.
4. Includes other income of $67 million relating to Pluto volumes delivered into Wheatstone’s sales commitments and net foreign exchange gains of $44 million.
5. $56 million relates to costs of unsuccessful wells. $209 million relates to capitalised costs written off due to the Group’s decision to withdraw from its interests in
Myanmar. Refer to Note B.2.
6. Includes net loss on hedging activities of $91 million, various costs relating to Woodside’s exit from the Kitimat LNG development of $33 million and other expenses not
associated with the ongoing operations of the business.
7. Impairment reversals on oil and gas properties. Refer to Note B.4 for more details.
8. The 2021 amounts have been restated to reflect the changes in operating segments and portfolio reporting for LNG revenue.
112
| Annual Report 2022 Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.1 Segment revenue and expenses (cont.)
Liquefied natural gas1
Pipeline gas
Crude oil and condensate
Natural gas liquids
Revenue from sale of hydrocarbons
Intersegment revenue2
Processing and services revenue
Shipping and other revenue
Other revenue
Operating revenue
Production costs
Royalties, excise and levies
Insurance
Inventory movement
Costs of production
Land and buildings
Transferred exploration and evaluation
Plant and equipment
Oil and gas properties depreciation and amortisation
Shipping and direct sales costs
Trading costs
Other hydrocarbon costs
Other cost of sales
Movement in onerous contract provision3
Other cost of sales
Cost of sales
Gross profit/(loss)
Other income4
Exploration and evaluation expenditure
Amortisation of permit acquisition
Write-offs
Exploration and evaluation
General, administrative and other costs
Depreciation of other plant and equipment
Depreciation of lease assets
Restoration movement
Other4
Other costs
Other expenses
Impairment losses5
Impairment reversals
Australia
International
Marketing
Corporate/
Other
Consolidated
20206
US$m
2,390
73
843
16
3,322
(47)
142
4
99
3,421
(486)
(82)
(32)
(32)
(632)
(55)
(99)
(1,535)
(1,689)
(146)
(4)
(4)
-
-
(154)
(2,475)
946
3
(26)
(6)
-
(32)
(7)
-
(26)
(65)
(8)
(106)
(138)
20206
US$m
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(1)
(32)
(5)
(2)
(39)
(14)
-
-
37
-
23
(16)
(3,971)
(1,298)
-
-
20206
US$m
129
-
-
-
129
47
-
3
50
179
-
-
-
-
-
-
-
-
-
(3)
(207)
-
-
(347)
(557)
(557)
(378)
1
-
-
-
-
-
-
-
-
-
-
-
-
-
20206
US$m
-
-
-
-
-
-
-
-
-
-
8
-
1
-
9
-
-
-
-
38
-
-
-
-
38
47
47
(39)
(9)
(1)
-
(10)
(169)
(29)
(68)
-
(51)
(317)
(327)
-
-
2020
US$m
2,519
73
843
16
3,451
-
142
7
149
3,600
(478)
(82)
(31)
(32)
(623)
(55)
(99)
(1,535)
(1,689)
(111)
(211)
(4)
-
(347)
(673)
(2,985)
615
(36)
(67)
(12)
(2)
(81)
(190)
(29)
(94)
(28)
(59)
(400)
(481)
(5,269)
-
Loss before tax and net finance costs
1. Includes an adjustment of $113 million related to price reviews under negotiation for multiple contracts in the Australia segment, reducing revenue recognised in the
(3,160)
(1,315)
(377)
(319)
(5,171)
current and prior periods and increasing other liabilities.
2. Intersegment revenue comprises the incremental income net of all associated expenses generated by the Marketing segment’s optimisation of the oil and gas portfolio.
The value is incremental income net of incremental costs.
3. Comprised of the recognition of an onerous contract provision $447 million, offset by changes in estimates of $54 million, provisions used of $41 million and a revision of
discount rates of $5 million.
4. Includes foreign exchange gains and losses, gains and losses on hedging activities, cancellation costs and other expenses not associated with the ongoing operations of
the business.
5. The impairment losses represent charges on exploration and evaluation of $1,557 million and oil and gas properties of $3,712 million.
6. The 2020 amounts have been restated to reflect the changes in operating segments and portfolio reporting for LNG revenue.
113
Woodside Energy Group Ltd | Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.2 Finance costs
A.4 Earnings/(losses) per share
Interest on interest-bearing liabilities
Interest on lease liabilities
Accretion charge
Other finance costs
Less: Finance costs capitalised
against qualifying assets
2022
US$m
2021
US$m
2020
US$m
212
103
110
36
(294)
167
201
97
29
26
(123)
230
237
86
32
29
(57)
327
A.3 Dividends paid and proposed
Woodside Energy Group Ltd, the parent entity, paid and
proposed dividends set out below:
Profit/(loss) attributable to
equity holders of the parent
(US$m)
Weighted average number
of shares on issue for basic
earnings/(loss) per share
Effect of dilution from
contingently issuable shares
Weighted average number of
shares on issue adjusted for
the effect of dilution1
Basic earnings/(losses) per
share (US cents)
2022
2021
2020
6,498
1,983
(4,028)
1,511,257,404
962,604,811
951,113,086
13,061,376
9,023,439
-
1,524,318,780
971,628,250
951,113,086
430.0
206.0
(423.5)
Diluted earnings/(losses)
per share (US cents)
1. The contingently issuable shares in 2020 have an anti-dilutive impact.
426.3
204.1
(423.5)
2022
US$m
2021
US$m
2020
US$m
1,018
2,070
3,088
115
289
404
518
248
766
2,734
1,018
115
1,406
1,744
1,823
253
135
38
Earnings/(losses) per share is calculated by dividing the profit/
(loss) for the year attributable to ordinary equity holders of the
parent by the weighted average number of ordinary shares on
issue during the year. The weighted average number of shares
makes allowance for shares reserved for employee share plans.
Diluted earnings/(losses) per share is calculated by adjusting
basic earnings/(losses) per share by the number of ordinary
shares that would be issued on conversion of all the dilutive
potential ordinary shares into ordinary shares. At 31 December
2022, 13,061,376 awards (2021: 9,023,439 awards) granted under
the Woodside employee share plans are considered dilutive.
Total outstanding share awards as at 31 December 2020 were
9,392,203 and considered anti-dilutive due to the loss position
in 2020.
There have been no significant transactions involving ordinary
shares between the reporting date and the date of completion
of these financial statements.
(a) Dividends paid during the financial
year
Prior year fully franked final
dividend1
Current year fully franked interim
dividend2
(b) Dividend declared subsequent to
the reporting period (not recorded as
a liability)
Final dividend3
(c) Other information
Franking credits available for
subsequent periods
Current year dividends per share (US
cents)
1. 2022: US$1.05, paid on 23 March 2022
2021: US$0.12, paid on 24 March 2021
2020: US$0.55, paid on 20 March 2020
2. 2022: US$1.09, paid on 6 October 2022
2021: US$0.30, paid on 24 September 2021
2020: US$0.26, paid on 18 September 2020
3. 2022: US$1.44, to be paid on 5 April 2023
2021: US$1.05, paid on 23 March 2022
2020: US$0.12, paid on 24 March 2021
The Dividend Reinvestment Plan (DRP) was approved by
the shareholders at the Annual General Meeting in 2003 for
activation as required to fund future growth. The DRP was
reactivated in 2019 and suspended by the Board of Directors
on 27 February 2023.
114
| Annual Report 2022 Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.5 Taxes
(a) Tax expense comprises
Petroleum resource rent tax (PRRT)
Current tax expense
Deferred tax (benefit)/expense
PRRT (benefit)/expense
Income tax
Current year
Current tax expense
Deferred tax expense/(benefit)
Adjustment to prior years
Current tax (benefit)/expense
Deferred tax expense/(benefit)
2020
2021
2022
US$m US$m US$m
501
(814)
(313)
-
297
297
-
(439)
(439)
2,256
701
658
301
275
(1,308)
(276)
231
2,912
2,599
(44)
(45)
Income tax expense/(benefit)
Tax expense/(benefit)
(b) Reconciliation of income tax expense
Profit/(loss) before tax
9,174
PRRT benefit/(expense)
313
Profit/(loss) before income tax
9,487
Income tax expense/(benefit) calculated at 30% 2,847
Effect of tax rate differentials
(141)
Effect of deferred tax assets not recognised
150
Foreign exchange impact on tax (benefit)/
expense
Adjustment to prior years
Integration and transaction costs non-
deductible
Other
Income tax expense/(benefit)
(c) Reconciliation of PRRT benefit
Profit/(loss) before tax
Non-PRRT assessable (profit)/loss
PRRT projects profit/(loss) before tax
PRRT expense/(benefit) calculated at 40%
(Recognition)/derecognition of Pluto general
expenditure1
Augmentation
Other
PRRT (benefit)/expense
(d) Deferred tax income statement
reconciliation
PRRT
(1,362)
(175)
33
(313)
9,174
(6,197)
2,977
1,191
142
3
2,912
Production and growth assets
Augmentation for current year
Provisions
Other
PRRT (benefit)/expense
Income tax
Oil and gas properties
Exploration and evaluation assets
Lease assets and liabilities
Provisions
PRRT assets and liabilities
Unused tax losses and tax credits
Assets held for sale
Derivatives
Other
Income tax deferred tax expense/(benefit)
Deferred tax expense/(benefit)
(e) Deferred tax other comprehensive income
reconciliation
Income tax
Derivatives
Other
Deferred income tax (benefit)/expense via
other comprehensive income
(710)
(175)
(12)
83
(814)
292
14
25
151
236
19
205
21
(31)
932
118
(64)
(2)
(66)
(20)
18
957
1,254
3,290
(297)
2,993
898
(42)
114
(18)
(2)
-
7
957
16
(9)
(1,026)
(1,465)
(5,440)
439
(5,001)
(1,500)
192
270
3
7
-
2
(1,026)
3,290
(2,134)
1,156
462
(5,440)
3,080
(2,360)
(944)
-
(166)
1
297
627
(138)
16
(439)
455
(166)
(29)
37
297
674
(204)
1
(10)
(88)
149
(205)
(11)
13
319
616
(242)
(138)
(32)
(27)
(439)
(981)
(210)
(16)
(106)
134
(149)
-
16
(5)
(1,317)
(1,756)
5
5
10
(25)
6
(19)
2022
2021
2020
%
%
%
(f) Effective income tax rate: Australian and
global operations
Effective income tax rate2
Australia
Global
30.0% 30.6%
30.7% 32.0%
29.6%
20.5%
1. The $1,362 million increase of the Pluto PRRT deferred tax asset is due to the
recognition of previously unrecognised deductible expenditure that is now
expected to be utilised to offset future taxable profits.
2. The global operations effective income tax rate (ETR) is calculated as the
Group’s income tax expense divided by profit before income tax. The Australian
operations ETR is calculated with reference to all Australian companies and
excludes foreign exchange on settlement and revaluation of income tax
liabilities.
(g) Deferred tax balance sheet reconciliation
Deferred tax assets
PRRT
Production and growth assets
Augmentation for current year
Provisions
Other
PRRT deferred tax assets
Income tax3
Oil and gas properties
Exploration and evaluation assets
Lease assets and liabilities
Unused tax losses and tax credits
Derivatives
Provisions
Other
Income tax deferred tax assets
Deferred tax assets
Deferred tax liabilities
PRRT4
Production and growth assets
Augmentation for current year
Provisions
Other
PRRT deferred tax liabilities
Income tax
Oil and gas properties
Exploration and evaluation assets
Lease assets and liabilities
Provisions
PRRT assets and liabilities
Assets held for sale
Derivatives
Other
Income tax deferred tax liabilities
2021
2022
US$m US$m
1,460
113
271
(23)
1,821
(1,496)
30
23
1,464
23
60
34
138
1,959
1,281
(62)
(743)
137
613
2,857
67
(22)
(1,280)
347
-
(36)
(89)
1,844
767
166
75
(1)
1,007
-
-
-
-
-
-
-
-
1,007
-
-
-
-
-
1,520
51
(38)
(706)
303
(205)
(15)
(32)
878
Deferred tax liabilities
3. The Group was in a net income tax deferred tax liability position in
2,457
878
2021.
4. The Group was in a net PRRT deferred tax asset position in 2021.
115
Woodside Energy Group Ltd | Notes to the financial statements A. Earnings for the year
for the year ended 31 December 2022
A.5 Taxes (cont.)
Tax transparency code
Woodside participates in the Australian Board of Taxation’s
voluntary Tax Transparency Code (TTC). To increase public
confidence in the contributions and compliance of corporate
taxpayers, the TTC recommends public disclosure of tax
information. Part A of the recommended disclosures are
addressed within this Taxes note and Part B within our
Sustainable Development Report, supported by additional
information on our website.
Recognition and measurement
Current tax assets and liabilities are measured at the amount
expected to be recovered from or paid to the taxation
authorities. Deferred tax assets and liabilities are measured at
the tax rates that are expected to apply in the period in which
the liability is settled or the asset is realised. The tax rates and
laws used to determine the amount are based on those that
have been enacted or substantially enacted by the end of the
reporting period. Income taxes relating to items recognised
directly in equity are recognised in equity.
Current taxes
Current tax expense is the expected tax payable on the taxable
income for the current year and any adjustment to tax paid in
respect of previous years.
Deferred taxes
Deferred tax expense represents movements in the temporary
differences between the carrying amount of an asset or liability
in the consolidated statement of financial position and its tax
base.
With the exception of those noted below, deferred tax liabilities
are recognised for all taxable temporary differences.
Deferred tax assets are recognised for deductible temporary
differences, unused tax losses and tax credits only if it is
probable that sufficient future taxable income will be available
to utilise those temporary differences and losses.
Deferred tax is not recognised if the temporary difference arises
from goodwill or from the initial recognition (other than in a
business combination) of assets and liabilities in a transaction
that affects neither accounting profit nor the taxable profit.
In relation to PRRT, the impact of future augmentation on
expenditure is included in the determination of future taxable
profits when assessing the extent to which a deferred tax asset
can be recognised in the consolidated statement of financial
position.
Offsetting deferred tax balances
Deferred tax assets and liabilities are offset only if there is
a legally enforceable right to offset current tax assets and
liabilities and when they relate to income taxes levied by the
same taxation authority on either the same taxable entity or
different taxable entities that the Group intends to settle its
current tax assets and liabilities on a net basis. Refer to Notes E.8
and E.9 for detail on the tax consolidated groups.
116
Key estimates and judgements
(a) Income tax classification
Judgement is required when determining whether a particular tax
is an income tax or another type of tax. PRRT is considered, for
accounting purposes, to be an income tax. Accounting for deferred
tax is applied to income taxes as described above, but is not applied
to other types of taxes, e.g. North West Shelf royalties, excise and
levies which are recognised in cost of sales in the income statement.
(b) Deferred tax asset recognition
Income tax losses and credits: Deferred tax assets (DTAs) relating
to carry forward unused tax losses and credits arising from the USA
Tax Consolidation Group (USA TCG) of $1,371 million (2021: nil) and
$93 million (2021: nil) arising from regions other than Australia and
the USA have been recognised. The Group has determined that it
is probable that sufficient future taxable income will be available
to utilise those losses within those regions. Refer to Note E.9(a) for
details of tax consolidated groups.
DTAs relating to carry forward unused tax losses and credits of
$250 million from the USA TCG, $146 million from USA entities
outside of the USA TCG and $1,061 million from regions other than
Australia and the USA have not been recognised as it is not currently
probable that the assets will be utilised based on current planned
activities in those regions (2021: $497 million unrecognised DTAs).
PRRT: The recoverability of PRRT deferred tax assets is primarily
assessed with regard to future oil price assumptions impacting
forecast future taxable profits. As a result of higher actual and
forecast assessable revenues supporting future recoverability of
unrecognised quarantined exploration and general expenditure,
the Pluto PRRT DTA has increased by $1,362 million. In determining
the amount of DTA that is considered probable and eligible for
recognition, forecast future taxable profits are risk-adjusted where
appropriate by a market premium risk rate to reflect uncertainty
inherent in long-term forecasts. A long-term bond rate of 3.2%
(31 December 2021: 1.5%) was used for the purposes of augmentation.
Certain deferred tax assets on deductible temporary differences
have not been recognised on the basis that deductions from future
augmentation of the recognised deductible temporary difference will
be sufficient to offset future taxable profits. $6,523 million (2021:
$4,507 million) relates to the North West Shelf Project, $189 million
(2021: $1,432 million) relates to remaining Pluto quarantined
exploration expenditure and $831 million (2021: $1,071 million) relates
to Wheatstone. A long-term bond rate of 3.2% (31 December 2021:
1.5%) was used for the purposes of augmentation.
Had an alternative approach been used to assess recovery of
the deferred tax assets, whereby future augmentation was not
included in the assessment, additional deferred tax assets would
be recognised, with a corresponding benefit to tax expense. It
was determined that the approach adopted provides the most
meaningful information on the implications of the PRRT regime,
whilst ensuring compliance with AASB 112/ IAS 12 Income Taxes.
(c) Uncertain tax positions
The Group has tax matters, litigation and other claims, for which the
timing of resolution and potential economic outflows are uncertain.
Where the Group assesses an outcome for any tax matter, litigation
or other claim as more likely than not to be accepted by the relevant
tax authority, the position is adopted in the reported tax balances.
Because of the complexity of some of these positions the ultimate
outcome may differ from the current estimate of the position. These
differences will be reflected as increases or decreases to tax expense
in the period in which new information is available.
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
In this section
This section addresses the strategic growth (exploration and evaluation), core producing and development (oil and gas properties)
assets position of the Group at the end of the reporting period including, where applicable, the accounting policies and key estimates
and judgements applied. This section also includes the impairment position of the Group at the end of the reporting period.
B. Production and growth assets
B.1 Segment production and growth assets
B.2 Exploration and evaluation
B.3 Oil and gas properties
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill
B.5 Business combination
B.6 Significant production and growth asset acquisitions
B.7 Disposal of assets
Page 118
Page 120
Page 121
Page 123
Page 128
Page 130
Page 131
117
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.1 Segment production and growth assets
Balance as at 31 December
Asia Pacific
Americas
Africa
Total exploration and evaluation
Balance as at 31 December
Land and buildings
Transferred exploration and evaluation
Plant and equipment
Projects in development1
Total oil and gas properties
Balance as at 31 December
Land and buildings
Plant and equipment
Total lease assets
Additions to exploration and evaluation2:
Exploration
Evaluation
Restoration3
Additions to oil and gas properties2:
Oil and gas properties
Capitalised borrowings costs4
Restoration3
Additions to lease assets2:
Land and buildings
Plant and equipment
Australia
International
Marketing
Corporate/
Other
Consolidated
2022
US$m
2022
US$m
2022
US$m
2022
US$m
2022
US$m
529
-
-
529
802
481
18,249
5,623
25,155
93
214
307
1
19
(1)
19
2,252
115
(346)
2,021
4
139
143
-
240
38
278
37
-
4,647
9,795
14,479
107
131
238
121
100
-
221
1,560
179
(28)
1,711
-
90
90
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1
-
161
123
285
264
455
719
-
-
-
-
92
-
-
92
-
9
9
529
240
38
807
840
481
23,057
15,541
39,919
464
800
1,264
122
119
(1)
240
3,904
294
(374)
3,824
4
238
242
1. Projects in development include the fair value ascribed to future phases of certain projects acquired through business combinations.
2. Additions exclude acquisitions through business combinations.
3. Relates to changes in restoration provision assumptions.
4. Borrowing costs capitalised were at a weighted average interest rate of 3.8%.
Refer to Note A.1 for descriptions of the Group’s segments and geographical regions.
118
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.1 Segment production and growth assets (cont.)
Balance as at 31 December
Asia Pacific
Americas
Africa
Total exploration and evaluation
Balance as at 31 December
Land and buildings
Transferred exploration and evaluation
Plant and equipment
Projects in development
Total oil and gas properties
Balance as at 31 December
Land and buildings
Plant and equipment
Total lease assets
Additions to exploration and evaluation:
Exploration
Evaluation
Restoration
Additions to oil and gas properties:
Oil and gas properties
Capitalised borrowings costs1
Restoration
Additions to lease assets:
Land and buildings
Plant and equipment
Australia
20212
US$m
International
20212
US$m
Marketing
20212
US$m
Corporate/
Other
20212
Consolidated
2021
US$m
US$m
546
-
-
546
738
526
12,316
2,646
16,226
76
133
209
1
451
6
458
1,071
46
18
1,135
-
-
-
-
-
68
68
-
-
3
2,195
2,198
11
176
187
41
2
-
43
1,051
77
14
1,142
14
214
228
-
-
-
-
-
-
-
-
-
1
-
1
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1
-
146
78
225
289
394
683
-
-
-
-
57
-
-
57
-
-
-
546
-
68
614
739
526
12,465
4,919
18,649
377
703
1,080
42
453
6
501
2,179
123
32
2,334
14
214
228
1. Borrowing costs capitalised were at a weighted average interest rate of 3.6%.
2. The 2021 amounts have been restated to reflect the changes in operating segments. Refer to ‘Operating segment information’ in Note A.1 for details. In addition, oil and
gas properties includes other plant and equipment which is no longer separately presented in the consolidated statement of financial position. The 2021 amounts have
been reclassified to be presented on the same basis.
119
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.2 Exploration and evaluation
Year ended 31 December 2022
Carrying amount at 1 January 2022
Acquisitions through business combination1
Additions
Disposals
Amortisation of licence acquisition costs
Expensed2
Transferred exploration and evaluation
Carrying amount at 31 December 2022
Year ended 31 December 20213
Carrying amount at 1 January 2021
Additions
Amortisation of licence acquisition costs
Expensed2
Transferred exploration and evaluation
Carrying amount at 31 December 2021
Exploration commitments
Asia Pacific
US$m
Americas
US$m
Africa
US$m
546
-
19
-
-
-
(36)
529
1,981
494
-
(265)
(1,664)
546
-
180
204
(10)
(8)
(126)
-
240
-
-
-
-
-
-
68
-
17
-
(2)
(45)
-
38
64
7
(3)
-
-
68
Total
US$m
614
180
240
(10)
(10)
(171)
(36)
807
2,045
501
(3)
(265)
(1,664)
614
Year ended 31 December 2022
Year ended 31 December 20213
1. Acquisitions through business combination have been recognised on a provisional basis. Adjustments will be made to the provisional amounts if new information is
27
77
1
16
1
1
29
94
obtained within 12 months from the acquisition date. Refer to Note B.5 for details.
2. $125 million (2021: $56 million) relates to costs of unsuccessful wells. For the year ended 31 December 2021, $209 million relates to capitalised costs written off due to the
Group’s decision to withdraw its interests in Myanmar.
3. Oceania and Asia have been presented within Asia Pacific for the year ended 31 December 2022. The 2021 amounts have been reclassified to be presented on the same
basis.
Recognition and measurement
Expenditure on exploration and evaluation is accounted for in
accordance with the area of interest method.
Areas of interest are based on a geographical area for which
the rights of tenure are current. All exploration and evaluation
expenditure, including general permit activity, geological and
geophysical costs and new venture activity costs, is expensed
as incurred except for the following:
• where the expenditure relates to an exploration discovery
for which the assessment of the existence or otherwise of
economically recoverable hydrocarbons is not yet complete;
or
• where the expenditure is expected to be recouped through
successful exploitation of the area of interest, or alternatively,
by its sale.
The costs of acquiring interests in new exploration and
evaluation licences are capitalised. The costs of drilling
exploration wells are initially capitalised pending the results
of the well.
Costs are expensed where the well does not result in the
successful discovery of economically recoverable hydrocarbons
and the recognition of an area of interest.
Subsequent to the recognition of an area of interest, all further
evaluation costs relating to that area of interest are capitalised.
Upon approval for the commercial development of an area of
interest, accumulated expenditure for the area of interest is
transferred to oil and gas properties.
120
In the consolidated statement of cash flows, those cash
flows associated with capitalised exploration and evaluation
expenditure, including unsuccessful wells, are classified as cash
flows used in investing activities.
Exploration commitments
The Group has exploration expenditure obligations which
are contracted for, but not provided for in the financial
statements. These obligations may be varied from time to time
and are expected to be fulfilled in the normal course of the
Group’s operations.
Impairment
Refer to Note B.4 for details on impairment, including any
write-offs.
Key estimates and judgements
(a) Area of interest
Typically, an area of interest (AOI) is defined by the Group as an
individual geographical area whereby the presence of hydrocarbons
is considered favourable or proved to exist. The Group has
established criteria to recognise and maintain an AOI.
(b) Transfer to projects in development
Development activities commence after project sanctioning by
the appropriate level of management. Judgement is applied by
management in determining when the project is technically feasible
and economically viable to transfer to projects in development.
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.3 Oil and gas properties
Year ended 31 December 2022
Carrying amount at 1 January 2022
Acquisitions through business combinations1
Additions2
Disposals at written down value
Depreciation and amortisation
Impairment reversal3
Completions and transfers
Carrying amount at 31 December 2022
At 31 December 2022
Historical cost
Accumulated depreciation and impairment
Net carrying amount
Year ended 31 December 20214
Carrying amount at 1 January 2021
Additions
Disposals at written down value
Depreciation and amortisation
Impairment losses3
Impairment reversal3
Completions and transfers
Transfer to assets held for sale5
Carrying amount at 31 December 2021
At 31 December 20214
Historical cost
Accumulated depreciation and impairment
Land and
buildings
US$m
Transferred
exploration and
evaluation
US$m
Plant and
equipment
US$m
Projects in
development
US$m
739
64
-
(3)
(54)
87
7
840
1,765
(925)
840
749
-
(2)
(51)
(10)
44
11
(2)
739
1,701
(962)
526
-
-
(10)
(107)
30
42
481
1,538
(1,057)
481
431
-
-
(79)
-
66
108
-
526
1,495
(969)
12,465
11,952
(508)
(32)
(2,637)
783
1,034
23,057
45,273
(22,216)
23,057
12,091
13
(6)
(1,449)
-
911
905
-
12,465
32,796
(20,331)
4,919
7,337
4,332
-
-
-
(1,047)
15,541
15,937
(396)
15,541
2,195
2,321
(22)
-
-
37
640
(252)
4,919
5,321
(402)
Total
US$m
18,649
19,353
3,824
(45)
(2,798)
900
36
39,919
64,513
(24,594)
39,919
15,466
2,334
(30)
(1,579)
(10)
1,058
1,664
(254)
18,649
41,313
(22,664)
Net carrying amount
1. Acquisitions through business combination have been recognised on a provisional basis. Adjustments will be made to the provisional amounts if new information is
obtained within 12 months from the acquisition date. Refer to Note B.5 for details. Projects in development include the fair value ascribed to future phases of certain
projects acquired through business combinations.
12,465
4,919
526
739
18,649
2. Includes $3,904 million of capital additions and $294 million of capitalised borrowing costs offset by $374 million following changes in restoration provision assumptions.
3. Refer to Note B.4 for details on impairment losses and impairment reversals.
4. Oil and gas properties includes other plant and equipment which is no longer separately presented in the consolidated statement of financial position. The 2021 amounts
have been reclassified to be presented on the same basis.
5. Refer to Note B.7 for details on assets held for sale.
121
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
Key estimates and judgements
(a) Reserves
The estimation of reserves requires significant management
judgement and interpretation of complex geological and
geophysical models in order to make an assessment of the size,
shape, depth and quality of reservoirs, and their anticipated
recoveries.
Estimates of oil and natural gas reserves are used to calculate
depreciation and amortisation charges for the Group’s oil and gas
properties. Judgement is used in determining the economic reserve
base applied to each asset. Typically, late life oil assets use proved
reserves.
Estimates are reviewed at least annually or when there are changes
in the economic circumstances impacting specific assets or asset
groups. These changes may impact depreciation, asset carrying
values, restoration provisions and deferred tax balances. If proved
plus probable (2P) reserves estimates are revised downwards,
earnings could be affected by higher depreciation expense or an
immediate write-down of the asset’s carrying value.
(b) Depreciation and amortisation
Judgement is required to determine when assets are available for
use to commence depreciation and amortisation. Depreciation and
amortisation generally commences on first production.
B.3 Oil and gas properties (cont.)
Recognition and measurement
Oil and gas properties are stated at cost less accumulated
depreciation and impairment charges. Oil and gas properties
include the costs to acquire, construct, install or complete
production and infrastructure facilities such as pipelines and
platforms, capitalised borrowing costs, transferred exploration
and evaluation assets, development wells and the estimated
cost of dismantling and restoration.
Subsequent capital costs, including major maintenance, are
included in the asset’s carrying amount only when it is probable
that future economic benefits associated with the item will flow
to the Group and the cost of the item can be reliably measured.
Depreciation and amortisation
Oil and gas properties are depreciated to their estimated
residual values at rates based on their expected useful lives.
Transferred exploration and evaluation and offshore plant and
equipment are depreciated using the unit of production basis
over proved plus probable reserves or proved reserves for late
life assets. The depreciable amount for the unit of production
basis excludes future development costs necessary to bring
probable reserves into production. For certain offshore assets,
methodologies using proved and probable reserves are adjusted
to best reflect the expected pattern of consumption. Onshore
plant and equipment is depreciated using a straight-line basis
over the lesser of useful life and the life of proved plus probable
reserves. On a straight-line basis the assets have an estimated
useful life of 5-50 years.
All other items of oil and gas properties are depreciated
using the straight-line method over their useful life. They are
depreciated as follows:
• Buildings – 24-50 years;
• Plant and equipment – 2-40 years; and
• Land is not depreciated.
Impairment
Refer to Note B.4 for details on impairment.
Capital commitments
The Group has capital expenditure commitments contracted
for, but not provided for in the financial statements, of
$7,762 million as at 31 December 2022 (2021: $7,875 million).
Capital expenditure commitments relate predominantly to the
Scarborough and Sangomar projects.
122
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill
Exploration and evaluation
Impairment testing
The recoverability of the carrying amount of exploration
and evaluation assets is dependent on successful development
and commercial exploitation, or alternatively sale of the
respective AOI.
Each AOI is reviewed half-yearly to determine whether
economic quantities of hydrocarbons have been found, or
whether further exploration and evaluation work is underway
or planned to support continued carry forward of capitalised
costs. Where a potential impairment is indicated for an AOI,
an assessment is performed using a fair value less costs to
dispose (FVLCD) method to determine its recoverable amount.
Upon approval for commercial development, exploration and
evaluation assets are assessed for impairment before they are
transferred to oil and gas properties.
Impairment calculations
The recoverable amounts of exploration and evaluation assets
are determined using FVLCD, as there is no value in use (VIU).
Costs to dispose are the incremental costs directly attributable
to the disposal of an asset, excluding finance costs and income
tax expense.
If the carrying amount of an AOI exceeds its recoverable
amount, the AOI is written down to its recoverable amount and
an impairment loss is recognised in the consolidated income
statement.
For assets previously impaired, if the recoverable amount
exceeds the carrying amount, the impairment is reversed, but
only to the extent that the asset’s carrying amount does not
exceed the carrying amount that would have been recognised
if no impairment had occurred.
Oil and gas properties
Impairment testing
The carrying amounts of oil and gas properties are assessed
half-yearly to determine whether there is an indicator of
impairment or impairment reversal for those assets which
have previously been impaired. Indicators of impairment and
impairment reversals include changes in reserves, expected
future sales prices or costs.
Oil and gas properties are assessed for impairment indicators
and impairments on a cash-generating unit (CGU) basis. CGUs
are determined as offshore and onshore facilities, infrastructure
and associated oil and/or gas fields.
If there is an indicator of impairment or impairment reversal
for a CGU, its recoverable amount is calculated and compared
with the CGU’s carrying value (refer to impairment calculations
below).
Goodwill
For the purpose of impairment testing, goodwill acquired in a
business combination is, from the acquisition date, allocated
to each of the Group’s cash-generating units (CGUs) that are
expected to benefit from the combination, irrespective of
whether other assets or liabilities of the acquiree are assigned to
those units. Goodwill is tested for impairment at least annually
and more frequently if events or changes in circumstances
indicate that it might be impaired. Impairment of goodwill is
determined by assessing the recoverable amount of each CGU
to which the goodwill relates and comparing it with its carrying
value, which includes deferred taxes (refer to impairment
calculations below and Note B.5).
When part of an operation is disposed of, any goodwill
associated with the disposed operation is included in the
carrying amount of the operation in determining the gain
or loss on disposal.
Goodwill and oil and gas impairment calculations
The recoverable amount of an asset or CGU is determined as the
higher of its VIU and FVLCD.
VIU is determined by estimating future cash flows after taking
into account the risks specific to the asset and discounting to
present value using an appropriate discount rate.
FVLCD is the price that would be received to sell the asset in an
orderly transaction between market participants and does not
reflect the effects of factors that may be specific to the Group. In
determining FVLCD, recent market transactions are considered.
If no such transactions can be identified, an appropriate
valuation model, such as discounted cash flow techniques,
are applied on a post-tax basis using an appropriate discount
rate and estimates are made about the assumptions market
participants would use when pricing the asset or CGU.
If the carrying amount of an asset or CGU, including any
allocated goodwill, exceeds its recoverable amount, the asset
or CGU is written down to its recoverable amount and an
impairment loss is recognised in the consolidated income
statement. Any impairment losses are first allocated to reduce
the carrying amount of any goodwill allocated, with the
remaining impairment losses allocated to the relevant assets.
If the recoverable amount of an asset or CGU exceeds its
carrying amount, and that asset has previously been impaired,
the impairment is reversed. The carrying amount of the asset
or CGU is increased to its recoverable amount, but only to
the extent that the carrying amount does not exceed the
value that would have been determined, net of depreciation
or amortisation, if no impairment had been recognised.
Impairments of goodwill are not reversed.
123
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill (cont.)
For the year ended 31 December 2022
Goodwill allocation
The Group performed its annual goodwill impairment test as at 31 December 2022.
The carrying amount of goodwill allocated to each CGU, or groups of CGUs and excess recoverable amounts are as follows:
Segment
Australia
Australia
International
International
International
Total
CGU
Goodwill carrying amount1
Excess of recoverable amount over CGU
carrying amount2
Pluto-Scarborough
NWS Gas
Shenzi
Atlantis
Other goodwill
US$m
2,955
394
469
513
283
4,614
US$m
7,656
1,399
401
189
107
1. Carrying amount of goodwill as at 31 December 2021 was nil.
2. Amounts are with reference to the total CGU value including goodwill.
Other goodwill of $283 million (2021: nil) has been allocated across a number of CGUs within the International segment.
This represents less than one percent of net assets as at 31 December 2022.
Recognised impairment and impairment reversals
As at 31 December 2022, the Group assessed each AOI and CGU to determine whether an indicator of impairment or impairment
reversal existed. The Group identified the following indicators of impairment reversals:
• Wheatstone CGU – revision in short- and long-term LNG price assumptions and updated cost and production profiles.
For CGUs where goodwill has been allocated, no impairment was recognised as the recoverable amount exceeds the carrying amount
of the CGU.
An impairment reversal was recognised for Wheatstone (refer to Note A.1), with results as follows:
Impairment reversal
Oil and gas properties
Transferred
exploration and
Segment
Australia
CGU
Wheatstone
Recoverable amount
US$m
Land and buildings
US$m
evaluation Plant and equipment
US$m
US$m
3,456
87
30
783
Total
US$m
900
Recoverable amounts have been determined using the FVLCD method using discounted cash flow projections, classified as Level 3 on
the fair value hierarchy. The carrying amount of each CGU includes all assets allocated to the respective CGU. Refer to key estimates
and judgements for further details.
Sensitivity analysis
Recoverable amount valuations are sensitive to changes in certain key accounting estimates and judgements (refer to key estimates
and judgements for further details). Reasonable possible changes to these key assumptions are set out below:
• Post tax discount rate – plus or minus 1.5% (representing a change of 150 basis points)
• Commodity pricing – plus or minus 10%
• Foreign exchange (FX) rate – plus or minus 12%
• Production volumes – plus or minus 4%
Management’s analysis on the impact of reasonable possible changes to these assumptions on recoverable amounts is detailed below.
124
| Annual Report 2022
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill (cont.)
For the year ended 31 December 2022 (cont.)
Sensitivity analysis (cont.)
CGUs with impairment or impairment reversals
Changes in the following key assumptions have been estimated to result in a higher or lower carrying amount1 than what was
determined as at 31 December 2022:
Sensitivity (US$m)2
CGU
Wheatstone
Discount rate
increase³
(117)
Discount rate
decrease³
127
Brent price
increase
294
Brent price
decrease
(294)
FX increase
(79)
FX increase
79
Production
increase⁴
116
Production
decrease⁴
(43)
1. Increases to carrying amounts are limited to historical impairment losses recognised, net of depreciation and amortisation, that would have been recognised had no
impairment taken place.
2. The sensitivities represent the reasonable possible changes to discount rate, oil price, FX and production volumes assumptions.
3. The relationship between the discount rate and the carrying amount is non-linear and as such, sensitivities are unlikely to result in a symmetrical impact. Due to the non-
linear relationship, the impact of changing the discount rate is likely to be greater at a lower discount rate than at a higher discount rate.
4. The relationship between production and the carrying amount is non-linear due to the proportion of fixed costs. Sensitivities are therefore unlikely to result in a
symmetrical impact. A significant change in production volumes would typically require a reassessment of the asset concept and should not be interpreted in isolation.
A change in any of the above assumptions would likely have an impact on other assumptions which, when considered together, may
offset. This does not incorporate decisions management may take in order to mitigate the change in assumptions.
CGUs with goodwill
The valuation of CGUs with goodwill are most sensitive to changes in commodity prices and discount rates. Reasonably possible
changes in these estimates which could result in the estimated recoverable amount being equal to the carrying amount, assuming all
other variables are held constant, are as follows:
CGU
Commodity price1
Nominal discount rate
% change
(absolute terms)
Oil and gas properties
Oil and gas properties
Oil and gas properties
Oil and gas properties
1. Brent price applies to Pluto-Scarborough and NWS Gas. WTI price (Brent - $3/bbl) applies to Shenzi and Atlantis.
2. Management considers there to be no reasonably possible change in the respective estimate which, in isolation, would result in the estimated recoverable amount being
Pluto-Scarborough
NWS Gas
Shenzi
Atlantis
N/A²
N/A²
(7%)
(2%)
N/A²
N/A²
N/A²
10%
equal to the carrying amount.
A change in any of the above assumptions would have an impact on other assumptions which when considered together may offset.
This does not incorporate decisions management may take in order to mitigate the change in assumptions. Management considers
there to be no reasonably possible changes in production volumes, carbon prices or foreign exchange rates that would, in isolation
result in the estimated recoverable amount being equal to the carrying amount. Analysis of key assumptions which could result in
the carrying value to equal the recoverable value provides a basis to assess the magnitude of a reasonable possible change to the
carrying amounts of respective CGUs.
Key estimates and judgements
CGU determination
Identification of a CGU requires management judgement. In
determining CGUs for acquired assets during the reporting period,
management has assessed based on the smallest group of assets that
generate significant cash inflows that are independent from other
assets or groups of assets.
Allocation of goodwill
Allocation of goodwill to the relevant CGUs requires management
judgement. The goodwill arising from the merger has been allocated
to relevant CGUs which are expected to benefit from the expected
synergies as a result of the merger.
Recoverable amount calculation key assumptions
In determining the recoverable amount of CGUs, estimates are made
regarding the present value of future cash flows when determining the
FVLCD. These estimates require significant management judgement
and are subject to risk and uncertainty, and hence changes in economic
conditions can also affect the assumptions used and the rates used to
discount future cash flow estimates.
The basis for each estimate used to determine recoverable amounts as
at 31 December 2022 is set out below:
• Resource estimates – 2P and a portion of 2C reserves (where
applicable) for oil and gas properties. The reserves are as disclosed
in the Reserves and Resources Statement in the 31 December 2022
Annual Report.
• Inflation rate – an inflation rate of 2.0% has been applied for US
based assets and 2.5% for Australian based assets.
• Foreign exchange rates – a rate of $0.75 US$:AU$ is based on
management’s view of long-term exchange rates.
125
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill (cont.)
For the year ended 31 December 2022 (cont.)
Key estimates and judgements (cont.)
Recoverable amount calculation key assumptions (cont.)
• Discount rates – a range of post-tax discount rates between 8%
and 11.5% for CGUs has been applied. The discount rate reflects an
assessment of the risks specific to the asset.
• Carbon pricing – a long-term price of US$80/tonne of emissions
(real terms 2022) is based on management’s assumptions on
carbon cost pricing and incorporates an evaluation of climate risk.
This is applicable to Australian emissions that exceed facility-
specific baselines in accordance with Australian regulations, as well
as global emissions that exceed voluntary corporate net emissions
targets. Woodside continues to monitor the uncertainty around
climate change risks and will revise carbon pricing assumptions
accordingly. Refer to Climate change and energy transition section
within the basis of preparation for further information.
• LNG price – the majority of LNG sales contracts are linked to an oil
price marker; accordingly the LNG prices used are consistent with
oil price assumptions.
• Brent oil prices – derived from long-term views of global supply
and demand, building upon past experience of the industry and
consistent with external sources. Prices are adjusted for premiums
and discounts based on the nature and quality of the product. Brent
oil price estimates have considered the risk of climate policies along
with other factors such as industry investment and cost trends.
There is significant uncertainty around how society will respond
to the climate challenge; Woodside’s pricing assumptions reflect
a ‘best estimate’ scenario in which global governments pursue
decarbonisation as well as other goals such as energy security
and economic development. As with carbon pricing, Woodside
continues to monitor this uncertainty and will revise its oil pricing
assumptions accordingly in its transition to a lower carbon
economy. Further information on climate change risk is provided
in the Climate change and energy transition section within the basis
of preparation. The nominal Brent oil prices (US$/bbl) used were:
2028
31 December 20221
78
79
73
68
31 December 20212
1. Long-term oil prices are based on US$70/bbl (2022 real terms) from
2024 2025
74
69
2026
76
70
2023
87
71
2027
77
72
2025 and prices are escalated at 2.0% onwards.
2. Long-term oil prices are based on US$65/bbl (2022 real terms) from
2024 and prices are escalated at 2.0% onwards.
For the year ended 31 December 2021
Recognised impairment and impairment reversals
As at 31 December 2021, the Group identified the following indicators for impairment and impairment reversals:
• Pluto-Scarborough and Wheatstone CGU – a reduction of 2P total reserves within the Greater Pluto and Wheatstone reserves and
resources estimates.
• Pluto-Scarborough CGU – additional value generated by Scarborough and Pluto Train 2, which have been combined with Pluto into
a new Pluto-Scarborough CGU following the final investment decision for Scarborough and Pluto Train 2 in November 2021.
• North West Shelf CGU – updated cost and production profiles, including the impact of third-party processing agreements, and
short-term pricing assumptions.
• NWS Oil (Okha) CGU – the reclassification to a late life oil asset due to natural reservoir decline and short-term pricing assumptions.
No impairment was recognised for Wheatstone and NWS Oil (Okha) as the recoverable amount exceeds the carrying amount
of the CGU.
Impairment reversals were recognised for Pluto-Scarborough and NWS Gas (refer to Note A.1). The results were as follows:
Impairment reversal
Oil and gas properties
Segment
CGU
Producing and
Development
Pluto-Scarborough
Producing
North West Shelf
Total
Recoverable
amount
US$m
17,474
2,425
19,899
Land and
buildings
US$m
Transferred
exploration and
evaluation
US$m
Plant and
equipment
US$m
Projects in
development
US$m
42
2
44
53
13
66
563
348
911
24
13
37
Total
US$m
682
376
1,058
The recoverable amounts were determined using the VIU method. The carrying amounts of the CGUs include all assets allocated to
the CGU. Refer to key estimates and judgements for further details.
126
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.4 Impairment of exploration and evaluation, oil and gas properties and goodwill (cont.)
For the year ended 31 December 2021 (cont.)
Sensitivity analysis
Changes in the following key assumptions were estimated to result in a higher or lower carrying amounts1 than what was
determined as at 31 December 2021:
Discount rate:
increase of 1%3,4
Discount rate:
decrease of 1%
Brent price:
increase of 10%
Brent price:
decrease of 10%
FX:
increase of 12%5
FX:
decrease of 12%
Sensitivity (US$m)2
Oil and gas
properties
Producing and
Development
Producing
Pluto-
Scarborough
North West Shelf
Wheatstone
NWS Oil (Okha)
-
-
(159)
(4)
-
-
178
4
-
-
438
39
-
(13)
(438)
(39)
-
-
(122)
(28)
-
-
122
28
1. Increases to carrying amounts are limited to historical impairment losses recognised, net of depreciation and amortisation that would have been incurred had no
impairment taken place.
2. The sensitivities represent reasonable possible changes to the discount rate, oil price and FX assumptions.
3. A change of 1% represents 100 basis points.
4. The relationship between the discount rate and carrying amount is non-linear and as such, the sensitivities are unlikely to result in a symmetrical impact. Due to the
non-linear relationship, the impact of changing the discount rate is likely to be greater at a lower discount rate than at a higher discount rate.
5. FX sensitivity of +12%/-12% was determined based on historical 5-year standard deviation of AU$/US$.
Impairment on non-current assets held for sale
The sale of a portion of the Wheatstone Construction Village resulted in an impairment loss of $10 million as the asset’s carrying value
exceeded its FVLCD, which was determined based on the underlying sale agreements, classified as Level 3 on the fair value hierarchy.
For the year ended 31 December 2021, an impairment loss of $10 million was recognised in the Australia operating segment of
Note A.1.
Key estimates and judgements
CGU determination
Identification of a CGU requires management judgement. For the
year ended 31 December 2021, management has determined that the
Scarborough and Pluto Train 2 development concept integrates with
the existing Pluto onshore assets and is the smallest group of assets
that generate significant cash inflows that are independent from other
assets or group of assets.
Recoverable amount calculation key assumptions
In determining the recoverable amount of CGUs, estimates are made
regarding the present value of future cash flows when determining
the VIU. These estimates require significant management judgement
and are subject to risk and uncertainty, and hence changes in
economic conditions can also affect the assumptions used and
the rates used to discount future cash flow estimates.
The basis for each estimate used to determine recoverable amounts
as at 31 December 2021 is set out below:
• Resource estimates – 2P reserves for oil and gas properties, except
for NWS Oil (Okha) which is based on 1P reserves due to the
reclassification to a late life asset. The reserves are as disclosed in
the Reserves and resources statement in the 31 December 2021
Annual Report on pages 55-59.
• Inflation rate – an inflation rate of 2.0% has been applied.
• Foreign exchange rates – a rate of $0.75 US$:AU$ is based on
management’s view of long-term exchange rates.
• Discount rates – a range of pre-tax discount rates between 8.9%
and 11.6% (post-tax discount rate 7.5%-8.5%) for CGUs has been
applied. The discount rate reflects an assessment of the risks
specific to the asset.
• An evaluation of climate risk is reflected in Woodside's assumptions
on carbon cost pricing, including a long-term Australian carbon
price of US$80/tonne of emissions (real terms 2022). This is
applicable to Australian emissions that exceed facility-specific
baselines in accordance with Australian regulations, as well as
global emissions that exceed voluntary corporate net emissions
targets. Woodside continues to monitor the uncertainty around
climate change risks and will revise carbon pricing assumptions
accordingly.
• LNG price – the majority of LNG sales contracts are linked to an oil
price marker; accordingly the LNG prices used are consistent with
oil price assumptions.
• Brent oil prices – derived from long-term views of global supply
and demand, building upon past experience of the industry and
consistent with external sources. Prices are adjusted for premiums
and discounts based on the nature and quality of the product.
Brent oil price estimates have considered the risk of climate policies
along with other factors such as industry investment and cost
trends. There is significant uncertainty around how society will
respond to the climate challenge; Woodside’s pricing assumptions
reflect a ‘most-likely’ scenario in which global governments pursue
decarbonisation as well as other goals such as energy security
and economic development. As with carbon pricing, Woodside
continues to monitor this uncertainty and will revise its oil pricing
assumptions accordingly in its transition to a lower carbon
economy. Further information on climate change risk is provided
in Woodside’s Climate Report 2021. The nominal Brent oil prices
(US$/bbl) used were:
2023
71
31 December 20211
30 June 20202
62
1. Based on US$65/bbl (2022 real terms) from 2024 with prices escalated
2024 2025
69
72
2026
70
73
2022
73
57
2027
72
75
68
67
at 2.0% annually thereafter.
2. Based on US$65/bbl (2020 real terms) from 2025 with prices escalated
at 2.0% annually thereafter.
127
Woodside Energy Group Ltd |
Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.5 Business combination
BHP Petroleum merger
On 17 August 2021, Woodside and BHP Group (BHP) entered
into a merger commitment deed to combine their respective
oil and gas portfolios by an all-stock merger. The Share Sale
Agreement (SSA) and the integration and transition services
agreement were executed on 22 November 2021. Under the
SSA, the merger took economic effect from 1 July 2021 and
Woodside became entitled to the economic benefits and risks
of the assets and liabilities that were the subject of the merger
from that date.
On 19 May 2022, 98.66% of Woodside shareholders voted in
favour of the merger at Woodside’s Annual General Meeting.
On 1 June 2022, the transaction was completed with the Group
acquiring 100% of the issued share capital of BHP Petroleum
International Pty Ltd (subsequently renamed Woodside Energy
Global Holdings Pty Ltd), which held BHP’s oil and gas business.
In exchange, the Group issued 914,768,948 new Woodside
shares to BHP as part of the merger consideration. The
transaction has been accounted for as a business combination
with an acquisition date of 1 June 2022. The Group’s net profit
after tax for the year ended 31 December 2022 incorporates
BHPP results from acquisition date. The merger is expected to
create opportunities to realise ongoing synergies.
Due to the size, complexity and timing of the transaction, the
assets acquired and liabilities assumed are measured on a
provisional basis. As at 31 December 2022, the Allocable Cost
Amount (ACA) tax valuation process has been substantially
completed with potential adjustments if new information is
obtained within 12 months from the acquisition date about
facts and circumstances that existed at the acquisition
date. Adjustments will be made to the provisional amounts
recognised including the value of goodwill.
The merged Group’s financial results could be adversely affected
by impairments of goodwill or other intangible assets, the
application of future accounting policies or interpretations of
existing accounting policies including by regulatory direction,
and changes in estimates of decommissioning costs. Details
and risks have been included in the Merger Explanatory
Memorandum released on 8 April 2022.
Given the purchase consideration was agreed on 22 November
2021 based on a fixed number of shares, the final value of
consideration paid was subject to fluctuations in share price
until completion on 1 June 2022. This has resulted in a material
goodwill number which will be subject to impairment in future,
for example should commodity prices decrease.
128
Details of the purchase consideration and the provisional fair
value of goodwill, identifiable assets and liabilities of BHPP
acquired are as follows:
Provisional fair value of net identifiable assets and goodwill
arising on acquisition date
Cash and cash equivalents
Receivables
Inventories
Investments accounted for using the equity method
Other financial assets
Other assets
Exploration and evaluation assets
Oil and gas properties
Lease assets
Payables
Provisions
Tax payable
Deferred tax liabilities
Lease liabilities
Other liabilities
Net identifiable assets acquired
Goodwill arising on acquisition
Purchase consideration
Purchase consideration
Shares issued, at fair value
US$m
399
1,164
295
267
59
114
180
19,353
142
(910)
(4,804)
(365)
(576)
(268)
(1,054)
13,996
4,614
18,610
US$m
19,265
Other reserves (share replacement awards)
Provisional locked box payment received1
Adjustments to locked box payment
Total purchase consideration
1. Represents the positive net cash flow of $1,513 million generated by BHPP assets
18
(683)
10
18,610
from the effective date of the business combination offset by the notional
dividend distribution of $830 million paid to BHP.
Analysis of cash flows on acquisition
Cash acquired on acquisition
Provisional locked box payment received
Net cash flow on acquisition (included in the consolidated
statement of cash flows as investing activities)
US$m
399
683
1,082
Acquisition-related costs of $419 million that were not directly
attributable to the issue of shares are included as an expense
in general, administration and other costs in the consolidated
income statement. $357 million has been paid and included in
the consolidated statement of cash flows as operating activities.
Acquisition-related costs of $5 million directly attributable to the
issue of shares are included in contributed equity and included in
the consolidated statement of cash flows as financing activities.
Shares issued, at fair value
The fair value of 914,768,948 shares issued as part of the
consideration paid to BHP was $19,265 million. This was based
on the published share price on 1 June 2022 of US$21.06
per share.
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.5 Business comination (cont.)
Provisional locked box payment received
The Group received $683 million as part of the merger
consideration which includes the locked box payment of
$1,513 million representing the positive net cash flow generated
by BHPP assets from the effective date of the transaction to
completion date offset by the notional dividend distribution
of $830 million paid to BHP.
The $683 million of provisional locked box payment received
and the $399 million of cash and cash equivalents acquired as
part of the merger have been included within investing activities
in the consolidated statement of cash flows.
Revenue and contribution to the Group
The acquired business contributed operating revenue of
$4,653 million and profit before tax of $2,042 million to the
Group from the acquisition date to 31 December 2022. If the
acquisition had occurred on 1 January 2022, consolidated
operating revenue and profit before tax would have been higher
by $3,115 million and $1,265 million respectively.
Acquired receivables
The fair value of receivables approximates the gross amount of
trade receivables. None of the receivables have been impaired
and the full contractual amounts are expected to be collected.
Other liabilities
The Group recognised contingent liabilities of $79 million within
other liabilities. This is based on the Group’s assessment of the
fair value of contingent liabilities acquired on acquisition, taking
into account a range of possible outcomes.
As at 31 December 2022, there have been no changes to the
amount recognised on acquisition date.
Goodwill
Goodwill arising from the acquisition has been recognised as
the excess of consideration paid above the fair value of the
assets acquired and liabilities assumed as part of the business
combination. $1,958 million of the goodwill arises from the
deferred tax liability recognised on acquisition as a consequence
of asset tax bases received in the merger being lower than
the fair value of the assets acquired. The remaining goodwill
of $2,656 million reflects the value expected to be generated
from the Pluto-Scarborough CGU as a result of the merger. The
goodwill is not deductible for tax purposes.
Goodwill is initially measured at cost and is subsequently
measured at cost less any accumulated impairment losses.
For the purposes of impairment testing, goodwill acquired in
a business combination is, from the acquisition date, allocated
to each of the Group’s CGUs or groups of CGUs no larger than
an operating segment that are expected to benefit from the
combination, irrespective of whether other assets or liabilities
of the acquiree are assigned to those units.
Where goodwill has been allocated to a CGU and part of the
operation within that unit is disposed of, the goodwill associated
with the disposed operation is included in the carrying amount
of the operation when determining the gain or loss on disposal.
Goodwill is not amortised but will be assessed at least annually
for impairment and more frequently if events or changes in
circumstances indicate that it might be impaired.
Share replacement awards
In accordance with the terms of the SSA, the Group exchanged
equity-settled share-based payment awards held by employees
of BHPP for equity-settled share-based payment awards of
Woodside. The replacement awards are based on service
conditions with a vesting date of 31 August 2023 and 31 August
2024. The fair value of the replacement awards on acquisition
is $49 million based on a forfeiture rate of 3%. $18 million
has been included as part of the purchase consideration and
the remaining amount will be recognised as post-acquisition
compensation cost.
Business combination accounting
The acquisition method of accounting is used to account for
all business combinations, including business combinations
involving entities or businesses under common control,
regardless of whether equity instruments are issued or liabilities
incurred or assumed at the date of exchange. Where equity
instruments are issued in an acquisition, the fair value of the
instruments is their published market price as at the date of
exchange.
Transaction costs arising on the issue of equity instruments
are recognised directly in equity. Transaction costs that were
not directly attributable to the issue of shares are expensed as
incurred.
Contractual assets and liabilities in respect of sales agreements
are recognised at fair value.
Restoration provisions are recognised on acquisition at fair value.
Key estimates and judgements
(a) Fair value determination for net assets acquired
Judgement is required to determine the fair value of assets
acquired and liabilities assumed in a business combination, which
can have a material impact on resultant goodwill. This includes
the use of a cash flow model to estimate the expected future
cash flows of the oil and gas assets acquired, based on reserves
and resources at acquisition date and the discount rate used.
The expected future cash flows are based on estimates of future
production, commodity and carbon prices, operating costs, and
forecast capital expenditures at acquisition date.
Restoration provisions require judgemental assumptions regarding
removal date, environmental legislation and regulations and the
extent of restoration activities required in determining the cost
estimate.
Carry forward tax losses are recognised only if it is probable that
sufficient future taxable income will be available to utilise the losses.
(b) Goodwill allocation
Judgement is required in the allocation of goodwill to the Group’s
CGUs that are expected to benefit from the synergies of the
business combination. Refer to Note B.4 for the details of the
goodwill allocation.
129
Woodside Energy Group Ltd | Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.6 Significant production and growth asset acquisitions
(a) Sangomar – Acquisition from FAR Senegal
RSSD SA
On 7 July 2021, Woodside completed the acquisition of FAR
Senegal RSSD SA’s interest in the RSSD Joint Venture (13.67%
interest in the Sangomar exploitation area and 15% interest in
the remaining RSSD evaluation area), for an aggregate purchase
price of $212 million. The transaction was accounted for as an
asset acquisition.
(b) Sangomar – Acquisition from Capricorn
Senegal Limited
On 22 December 2020, Woodside completed the acquisition of
Capricorn Senegal Limited’s (Cairn’s) interest in the RSSD Joint
Venture (36.44% interest in the Sangomar exploitation area
and 40% interest in the remaining RSSD evaluation area) for an
aggregate purchase price of $527 million. The transaction was
accounted for as an asset acquisition.
Additional payments of up to $100 million are contingent on
future commodity prices and the occurrence of first oil prior to
2025. The contingent payments are accounted for as contingent
liabilities in accordance with the Group’s accounting policies.
Assets acquired and liabilities assumed
The identifiable assets and liabilities acquired as at the date of
the acquisition inclusive of transaction costs were:
Oil and gas properties
Exploration and evaluation
Cash acquired
Payables
Net other assets and liabilities assumed
Total identifiable net assets at acquisition
Cash flows on acquisition
Purchase cash consideration
Transaction costs
Total purchase consideration
Net cash outflows on acquisition
US$m
540
26
5
(51)
7
527
US$m
525
2
527
527
Additional payments of up to $55 million are contingent on
future commodity prices and timing of first oil. The contingent
payments terminate on the earliest of 31 December 2027, three
years from first oil being sold, and a total contingent payment
of $55 million being reached. The contingent payments are
accounted for as contingent liabilities in accordance with the
Group’s accounting policies.
As at 31 December 2021, Woodside held an 82% interest in the
Sangomar exploitation area (2020: 68.33%) and a 90% interest
in the remaining RSSD evaluation area (2020: 75%).
Assets acquired and liabilities assumed
The identifiable assets and liabilities acquired as at the date of
the acquisition inclusive of transaction costs are:
Oil and gas properties
Exploration and evaluation
Cash acquired
Payables
Net other assets and liabilities assumed
Total identifiable net assets at acquisition
Cash flows on acquisition
Purchase cash consideration
Transaction costs
Total purchase consideration
Net cash outflows on acquisition
US$m
205
7
3
(13)
10
212
US$m
212
-
212
212
Key estimates and judgements
Nature of acquisition
Judgement was required to determine if the transaction was the
acquisition of an asset or a business combination. The Sangomar
project was in the early phase of development and a substantive
process that had the ability to convert inputs to outputs was not
present and therefore the acquisition in 2021 was treated as asset
acquisitions.
130
| Annual Report 2022 Notes to the financial statements B. Production and growth assets
for the year ended 31 December 2022
B.7 Disposal of assets
Sell-down of Train 2
On 15 November 2021 the Group entered into a sale and
purchase agreement with Global Infrastructure Partners (GIP)
for the sale of a 49% non-operating participating interest in the
Pluto Train 2 Joint Venture.
As at 31 December 2021, the Group reclassified the carrying
value of the 49% interest in the Pluto Train 2 assets to assets
held for sale. There were no recognised liabilities associated
with the assets held for sale.
The transaction completed on 18 January 2022, reducing the
Group’s participating interest from 100% to 51%. The Group
recognised an initial pre-tax gain on sale of $427 million.
The arrangements require GIP to fund its 49% share of capital
expenditure from 1 October 2021 and an additional amount of
construction capital expenditure of $822 million on behalf of
the Group. If the total capital expenditure incurred is less than
$5,800 million, GIP will pay Woodside an additional amount
equal to 49% of the under-spend. In the event of a cost overrun,
Woodside will fund up to $822 million of GIP’s share of the
overrun. Delays to the expected start-up of production will result
in payments by Woodside to GIP in certain circumstances. The
arrangements include provisions for GIP to be compensated for
exposure to additional Scope 1 emissions liabilities above agreed
baselines, and to sell its 49% interest back to Woodside if the
status of key regulatory approvals materially changes.
Given judgement was used to determine the consideration
received, the Group is required to remeasure the variable
consideration at each reporting period. As at 31 December
2022, the variable consideration has been remeasured with a
$71 million revaluation gain recognised as other income, with a
corresponding reduction to other liabilities. The fair value of the
remaining unpaid funding from GIP has been netted against the
other liabilities and will be recognised as oil and gas properties in
the future.
Key estimates and judgements
Sell-down of Train 2
Given the arrangements include provisions for GIP to sell its
49% interest back to Woodside if the status of key regulatory
environmental approvals materially changes and the requirement
for Woodside to fund up to $822 million of GIP’s share in the event
of a cost overrun, judgement is required to determine if the sell-
down of Train 2 constitutes a sale and if a portion of the transaction
price should be considered a variable consideration.
Judgement was used to determine that the sell-down of
Train 2 constituted a sale given the various conditions included in
the sale and purchase agreement. The Group determined that a
sale occurred as control of the 49% interest was passed to GIP on
completion date. Control is determined as the ability to direct the
use of, and obtain substantially all of the economic benefits of, the
associated interest.
Judgement was used to determine if it is highly probable that a
significant reversal will not occur in relation to the consideration
received. The Group estimated the variable consideration based on
the construction capital expenditure cost profile, the development
schedule, and assessing the probability and impact of any event
which may result in a significant reversal. The constraining
estimates of variable consideration have been applied resulting
in the initial pre-tax gain on sale of $427 million.
The variable consideration is remeasured at each reporting period
with any changes recognised through the consolidated income
statement. As at 31 December 2022, the variable consideration has
been remeasured with a $71 million revaluation gain recognised as
other income.
131
Woodside Energy Group Ltd | Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
In this section
This section addresses cash, debt and the capital position of the Group at the end of the reporting period including, where applicable,
the accounting policies applied and the key estimates and judgements made.
C. Debt and capital
C.1 Cash and cash equivalents
C.2 Interest-bearing liabilities and financing facilities
C.3 Contributed equity
C.4 Other reserves
Page 133
Page 133
Page 135
Page 135
Key financial and capital risks in this section
Capital risk management
Group Treasury is responsible for the Group's capital management including cash, debt and equity. Capital management is undertaken
to ensure that a secure, cost-effective and flexible supply of funds is available to meet the Group’s operating and capital expenditure
requirements. A stable capital base is maintained from which the Group can pursue its growth aspirations, whilst maintaining a flexible
capital structure that allows access to a range of debt and equity markets to both draw upon and repay capital.
The Dividend Reinvestment Plan (DRP) was approved by shareholders at the Annual General Meeting in 2003 for activation
as required to fund future growth. The DRP was reactivated in 2019 and suspended by the Board of Directors on 27 February 2023.
A range of financial metrics are monitored, including gearing and cash flow leverage, and Treasury policy breaches and exceptions.
Liquidity risk management
Liquidity risk arises from the financial liabilities of the Group and the Group’s subsequent ability to meet its obligations to repay
financial liabilities as and when they fall due. The liquidity position of the Group is managed to ensure sufficient liquid funds are
available to meet its financial commitments in a timely and cost-effective manner.
The Group’s liquidity is continually reviewed, including cash flow forecasts to determine the forecast liquidity position and maintain
appropriate liquidity levels. At 31 December 2022, the Group had a total of $10,239 million (2021: $6,125 million) of available undrawn
facilities and cash at its disposal. The maturity profile of interest-bearing liabilities is disclosed in Note C.2, trade and other payables
are disclosed in Note D.4 and lease liabilities are disclosed in Note D.7. Financing facilities available to the Group are disclosed in
Note C.2.
Interest rate risk management
Interest rate risk is the risk that the Group’s financial position will fluctuate due to changes in market interest rates.
The Group’s exposure to the risk of changes in market interest rates relates primarily to financial instruments with floating interest
rates including long-term debt obligations, cash and short-term deposits. The Group manages its interest rate risk by maintaining an
appropriate mix of fixed and floating rate debt. To manage the ratio of fixed rate debt to floating rate debt, the Group may enter into
interest rate swaps. The Group holds cross-currency interest rate swaps to hedge the foreign exchange risk (refer to Section A) and
interest rate risk of the CHF denominated medium term note. The Group also holds interest rate swaps to hedge the interest rate risk
associated with the $600 million syndicated facility. Refer to Notes C.2 and D.6 for further details.
At the reporting date, the Group was exposed to various benchmark interest rates that were not designated in cash flow hedges,
primarily through $6,143 million (2021: $2,962 million) on cash and cash equivalents, $83 million (2021: $367 million) on interest-
bearing liabilities (excluding transaction costs), $167 million of other financial assets (2021: nil) and $5 million (2021: $9 million) on
cross-currency interest rate swaps.
A reasonably possible change in the USD London Interbank Offered Rate (USD LIBOR) (+1.5%/-1.5% (2021: +1.0%/-1.0%)), with all
variables held constant, would not have a material impact on the Group’s equity or the income statement in the current period.
The transition of a number of the Group’s financial liabilities from USD LIBOR to SOFR during the year ended 31 December 2022
did not result in a material impact to the Group. The Group’s Treasury function continues to execute the transition of the remaining
financial instruments from current benchmark rates to alternative benchmark rates.
132
| Annual Report 2022 Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
C.1 Cash and cash equivalents
Cash and cash equivalents
Cash at bank
Term deposits
Restricted cash
Total cash and cash equivalents
2022
US$m
1,222
4,967
12
6,201
2021
US$m
300
2,725
-
3,025
Recognition and measurement
Cash and cash equivalents in the consolidated statement of
financial position comprise cash at bank and short-term deposits
with an original maturity of three months or less. Cash and
cash equivalents are stated at face value in the consolidated
statement of financial position. Cash and cash equivalents
include $12 million (2021: nil) restricted by legal or contractual
arrangements.
Foreign exchange risk
The following table summarises the Group's cash and cash
equivalents by currency.
US dollar
Australian dollar
Other
2022
US$m
5,886
182
133
2021
US$m
2,917
63
45
Total cash and cash equivalents
6,201
3,025
C.2 Interest-bearing liabilities and financing facilities
Bilateral
Facilities
US$m
Syndicated
Facilities
JBIC Facility
US Bonds
Medium Term
Notes
US$m
US$m
US$m
US$m
Year ended 31 December 2022
At 1 January 2022
Repayments1
Fair value adjustment and foreign exchange movement
Transaction costs capitalised and amortised
Carrying amount at 31 December 2022
Current
Non-current
Carrying amount at 31 December 2022
Undrawn balance at 31 December 2022
Year ended 31 December 2021
At 1 January 2021
Repayments1
Fair value adjustment and foreign exchange movement
Capitalised borrowing costs
Carrying amount at 31 December 2021
Current
Non-current
Carrying amount at 31 December 2021
Undrawn balance at 31 December 2021
(4)
-
-
(1)
(5)
(2)
(3)
(5)
595
-
-
(4)
591
(3)
594
591
2,050
2,000
(4)
-
-
-
(4)
(2)
(2)
(4)
593
-
-
2
595
(2)
597
595
1,900
1,200
1. Included in cash flows classified within financing activities in the consolidated statement of cash flows.
166
(83)
-
-
83
83
-
83
-
250
(84)
-
-
166
83
83
166
-
4,081
-
-
3
4,084
(3)
4,087
4,084
-
4,778
(700)
-
3
4,081
(2)
4,083
4,081
-
592
(200)
(7)
-
385
185
200
385
-
597
-
(5)
-
592
200
392
592
-
Total
US$m
5,430
(283)
(7)
(2)
5,138
260
4,878
5,138
4,050
6,214
(784)
(5)
5
5,430
277
5,153
5,430
3,100
Recognition and measurement
All borrowings are initially recognised at fair value less
transaction costs. Borrowings are subsequently carried at
amortised cost. Any difference between the proceeds received
and the redemption amount is recognised in the income
statement over the period of the borrowings using the effective
interest method.
Borrowings designated as a hedged item are measured at
amortised cost adjusted to record changes in the fair value of
risks that are being hedged in fair value hedges. The changes in
the fair value risks of the hedged item resulted in a gain of
$7 million being recorded (2021: gain of $5 million), and a loss
of $7 million recorded on the hedging instrument (2021: loss of
$7 million).
All bonds, notes and facilities are subject to various covenants
and negative pledges restricting future secured borrowings,
subject to a number of permitted lien exceptions. Neither the
covenants nor the negative pledges have been breached at any
time during the reporting period.
133
Woodside Energy Group Ltd |
Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
C.2 Interest-bearing liabilities and financing facilities (cont.)
Fair value
The carrying amount of interest-bearing liabilities approximates
their fair value, with the exception of the Group’s unsecured
bonds and the medium term notes. The unsecured bonds have
a carrying amount of $4,084 million (2021: $4,081 million) and a
fair value of $3,852 million (2021: $4,443 million). The medium
term notes have a carrying amount of $385 million (2021:
$592 million) and a fair value of $372 million (2021:
$604 million). Fair value is calculated based on the present value
of future principal and interest cash flows, discounted at the
market rate of interest at the reporting date and classified as
Level 1 on the fair value hierarchy. Where these cash flows are in
a foreign currency, the present value is converted to US dollars
at the foreign exchange spot rate prevailing at the reporting
date. The Group’s repayment obligations remain unchanged.
Foreign exchange risk
All interest-bearing liabilities are denominated in US dollars,
excluding the CHF175 million medium term note.
Maturity profile of interest-bearing liabilities
The table below presents the contractual undiscounted
cash flows associated with the Group’s interest-bearing
liabilities, representing principal and interest. The figures will
not necessarily reconcile with the amounts disclosed in the
consolidated statement of financial position.
Due for payment in:
1 year or less
1-2 years
2-3 years
3-4 years
4-5 years
More than 5 years
Amounts exclude transaction costs.
2022
US$m
483
206
1,181
962
908
2,416
6,156
2021
US$m
470
462
188
1,169
951
3,320
6,560
Syndicated facility
During the period, Woodside refinanced and increased the
existing facilities to $2,000 million, with $800 million expiring
on 11 October 2024, $600 million expiring on 12 July 2025 and
$600 million expiring on 12 July 2027. Interest rates are based
on SOFR and margins are fixed at the commencement of the
drawdown period.
On 17 January 2020, the Group completed a $600 million
syndicated facility with a term of seven years. Interest is based
on the USD LIBOR plus 1.2%. Interest is paid on a quarterly basis.
Japan Bank for International Cooperation (JBIC)
facility
On 24 June 2008, the Group entered into a two tranche
committed loan facility of $1,000 million and $500 million
respectively. The $500 million tranche was repaid in 2013. There
is a prepayment option for the remaining balance. Interest rates
are based on USD LIBOR. Interest is payable semi-annually in
arrears and the principal amortises on a straight-line basis, with
equal instalments of principal due on each interest payment date
(every six months).
Under this facility, 90% of the receivables from designated Pluto
LNG sale and purchase agreements are secured in favour of
the lenders through a trust structure, with a required reserve
amount of $30 million.
To the extent that this reserve amount remains fully funded
and no default notice or acceleration notice has been given, the
revenue from Pluto LNG continues to flow directly to the Group
from the trust account.
Medium term notes
On 28 August 2015, the Group established a $3,000 million
Global Medium Term Notes Programme listed on the Singapore
Stock Exchange. Two notes have been issued under this
programme as set out below:
Bilateral facilities
The Group has 14 bilateral loan facilities totalling $2,050 million
(2021: 14 bilateral loan facilities totalling $1,900 million). Details
of bilateral loan facilities at the reporting date are as follows:
Maturity date
11 December 2023
29 January 2027
Currency
CHF
US$
Carrying amount
(million)
185
Nominal interest
rate
1.00%
200
3.07%
The unutilised program is not considered to be an unused facility.
Number of
facilities
1
5
4
4
Term (years)
Currency
Extension option
5 - 6
4 - 5
3 - 4
3 years or less
US$
US$
US$
US$
Evergreen
Evergreen
Evergreen
Evergreen
US bonds
The Group has four unsecured bonds issued in the United States
of America as defined in Rule 144A of the US Securities Act of
1933 as set out below:
Interest rates are based on USD LIBOR or Secured Overnight
Financing Rate (SOFR) and margins are fixed at the
commencement of the drawdown period. Interest is paid at
the end of the drawdown period. Evergreen facilities may be
extended continually by a year subject to the bank’s agreement.
Maturity date
5 March 2025
15 September 2026
15 March 2028
4 March 2029
Carrying amount
US$m
1,000
800
800
1,500
Nominal interest
rate
3.65%
3.70%
3.70%
4.50%
134
Interest on the bonds is payable semi-annually in arrears.
During the period, the Group repaid $200 million of the Yucho
2022 Medium Term Note and $83 million on the JBIC facility.
| Annual Report 2022 Notes to the financial statements C. Debt and capital
for the year ended 31 December 2022
C.3 Contributed equity
Recognition and measurement
(b) Reserved shares
Number of
shares
US$m
Purchases during the year
Vested during the year
969,631,826
9,409
Amounts at 31 December 2020
1,766,099
Issued capital
Ordinary shares are classified as equity and recorded at the
value of consideration received. The cost of issuing shares
is shown in share capital as a deduction, net of tax, from the
proceeds.
Reserved shares
Reserved shares are the Group’s own equity instruments, which
are reacquired for later use in employee share-based payment
arrangements or the Dividend Reinvestment Plan (DRP). These
shares are deducted from equity. No gain or loss is recognised in
the income statement on the purchase, sale, issue or cancellation
of the Group’s own equity instruments.
(a) Issued and fully paid shares
Year ended 31 December 2022
Opening balance
DRP – ordinary shares issued at
US$23.14 (2021 final dividend)1
Ordinary shares issued at US$21.06 for
the acquisition of BHPP2
Transaction costs associated to the
issue of shares
Amounts as at 31 December 2022
Year ended 31 December 2021
Opening balance
DRP – ordinary shares issued at
US$19.03 (2020 final dividend)
DRP – ordinary shares issued at
US$14.21 (2021 interim dividend)
Amounts as at 31 December 2021
14,348,997
332
914,768,948
19,265
-
(5)
1,898,749,771
29,001
962,225,814
1,354,072
6,051,940
969,631,826
9,297
26
86
9,409
9,010
12,072,034
942,286,900
Year ended 31 December 2020
Opening balance
DRP – ordinary shares issued at
A$25.61 (2019 final dividend)
DRP – ordinary shares issued at
A$18.79 (2020 interim dividend)
Employee share plan – ordinary
shares issued at A$18.27
(2017 Woodside equity plan)
23
9,297
Amounts as at 31 December 2020
1. Relates to ordinary shares issued for the DRP as part of the 2021 final dividend.
The Group purchased on-market shares for the issuance of DRP as part of
the 2022 interim dividend. Refer to Note C.3(b) for details of the on-market
purchases and allocation.
1,775,845
962,225,814
6,091,035
181
83
2. 914,768,948 new Woodside shares were issued as consideration for the BHPP
merger. Refer to Note B.5 for details.
All shares are a single class with equal rights to dividends,
capital, distributions and voting. The Company does not have
authorised capital nor par value in relation to its issued shares.
Year ended 31 December 2022
Opening balance
Purchases during the year
Vested/allocated during the year
Amounts at 31 December 2022
Year ended 31 December 2021
Opening balance
Purchases during the year
Vested during the year
Amounts at 31 December 2021
Year ended 31 December 2020
Opening balance
Employee share
plans
Dividend
reinvestment plan
Number of
Number of
shares US$m
shares US$m
1,819,744
2,232,589
(2,178,556)
1,873,777
(30)
-
(45) 6,823,092
37 (6,823,092)
-
(38)
-
(144)
144
-
1,766,099
2,683,469
(2,629,824)
1,819,744
1,985,306
2,242,345
(2,461,552)
(23)
(47)
40
(30)
(39)
(32)
48
(23)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
C.4 Other reserves
Other reserves
Employee benefits reserve
Foreign currency translation reserve
Hedging reserve1
Distributable profits reserve2
Other reserves
2022
US$m
2021
US$m
2020
US$m
278
796
(586)
3,541
2
4,031
232
793
(400)
58
-
683
219
793
(71)
462
-
1,403
1. The portion of the hedging reserve relating to settled hedges is $226 million.
2. For the year ended 31 December 2022, the Group transferred $5,553 million of
retained earnings to the distributable profits reserve. The increase was offset by
the 2022 interim dividend of $2,070 million which was paid on 6 October 2022.
Nature and purpose
Employee benefits reserve
Used to record share-based payments associated with the
employee share plans.
Foreign currency translation reserve
Used to record foreign exchange differences arising from the
translation of the financial statements of foreign entities from
their functional currency to the Group’s presentation currency.
Hedging reserve
Used to record gains and losses on hedges designated as cash
flow hedges, and foreign currency basis spread arising from the
designation of a financial instrument as a hedging instrument. Gains
and losses accumulated in the cash flow hedge reserve for qualifying
assets are capitalised against the carrying amount of that asset and
taken to the income statement as the asset is depreciated.
Distributable profits reserve
Used to record distributable profits generated by the Parent
entity, Woodside Energy Group Ltd.
Other reserves
Used to record gains and losses on financial instruments at fair
value through other comprehensive income.
135
Woodside Energy Group Ltd | Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
In this section
This section addresses the other assets and liabilities position at the end of the reporting period including, where applicable, the
accounting policies applied and the key estimates and judgements made.
D. Other assets and liabilities
D.1 Segment assets and liabilities
D.2 Receivables
D.3 Inventories
D.4 Payables
D.5 Provisions
D.6 Other financial assets and liabilities
D.7 Leases
Page 137
Page 137
Page 137
Page 138
Page 138
Page 140
Page 143
Key financial and capital risks in this section
Credit risk management
Credit risk is the risk that a counterparty will not meet its obligation under a financial instrument or customer contract, leading to a
financial loss to the Group. Credit risk arises from the financial assets of the Group, which comprise trade and other receivables, loans
receivables and deposits with banks and financial institutions.
The Group manages its credit risk on trade receivables and financial instruments by predominantly dealing with counterparties
with an investment grade credit rating. Sufficient collateral is obtained to mitigate the risk of financial loss when transacting with
counterparties with below investment grade credit ratings. Customers who wish to trade on unsecured credit terms are subject to
credit verification procedures. Receivable balances are monitored on an ongoing basis. As a result, the Group’s exposure to bad debts
is not significant. The Group’s maximum credit risk is limited to the carrying amount of its financial assets.
Customer credit risk is managed by the Treasury function subject to the Group’s established policy, procedures and controls relating
to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and
individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored.
At 31 December 2022, the Group had nineteen customers (2021: four customers) that owed the Group more than $10 million each and
accounted for approximately 79% (2021: 88%) of all trade receivables. Depending on the product, settlement terms are 8 to 30 days
from the date of invoice or bill of lading unless otherwise stated in the agreed payment terms.
The Group considers the probability of default upon initial recognition of the asset and whether there has been a significant
depreciation in credit quality on an ongoing basis. A significant decrease in credit quality is defined as a debtor being greater than
30 days past due in making a contractual payment. Credit losses for trade receivables (including lease receivables) and contract
assets are determined by applying the simplified approach and are measured at an amount equal to lifetime expected loss. Under the
simplified approach, determination of the loss allowance provision and expected loss rate incorporates past experience and forward-
looking information, including the outlook for market demand and forward-looking interest rates. A default on other financial assets is
considered to be when the counterparty fails to make contractual payments within 60 days of when they fall due.
At 31 December 2022, the Group had a provision for credit losses of nil (2021: nil). Subsequent to 31 December 2022, 99% (2021: 100%)
of the trade receivables balance of $1,067 million (2021: $152 million) has been received.
Credit risk from balances with banks is managed by the Treasury function in accordance with the Group’s policy. The Group’s
main funds are placed as short-term deposits with reputable financial institutions with strong investment grade credit ratings. At
31 December 2022 and 31 December 2021, there were no significant concentrations of credit risk within the Group and financial
instruments are spread amongst a number of financial institutions to minimise the risk of counterparty default. The maximum
exposure to financial institution credit risk is represented by the sum of all cash deposits plus accrued interest, bank account balances
and fair value of derivative assets. The Group’s counterparty credit policy limits this exposure to commercial and investment banks,
according to approved credit limits based on the counterparty’s credit rating.
136
| Annual Report 2022 Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.1 Segment assets and liabilities
(a) Segment assets1
Australia
International
Marketing
Corporate/Other
(b) Segment liabilities1
Australia
International
Marketing
Corporate/Other
2022
US$m
31,240
18,084
182
9,815
59,321
2022
US$m
8,104
2,677
561
10,852
22,194
20212
US$m
18,163
2,877
217
5,217
26,474
20212
US$m
2,889
435
639
8,282
12,245
1. Acquisitions through business combination have been recognised on a
provisional basis. Adjustments will be made to the provisional amounts if new
information is obtained within 12 months from the acquisition date. Refer to
Note B.5 for details.
2. The 2021 amounts have been restated to reflect the changes in operating
segments. Refer to ‘Operating segment information’ in Note A.1 for details.
Refer to Note A.1 for descriptions of the Group’s segments.
Corporate/other assets mainly comprise cash and cash
equivalents, deferred tax assets and lease assets. Corporate/
other liabilities mainly comprise interest-bearing liabilities,
deferred tax liabilities and lease liabilities.
Subsequent recoveries of amounts previously written off are
credited against other expenses in the consolidated income
statement. Certain receivables that do not satisfy the contractual
cash flow and business model tests are subsequently measured
at fair value (refer to Note D.6).
The Group’s customers are required to pay in accordance with
agreed payment terms. Depending on the product, settlement
terms are 14 to 30 days from the date of invoice or bill of lading
and customers regularly pay on time. There are no significant
overdue trade receivables as at the end of the reporting period
(2021: nil).
Fair value
The carrying amount of trade and other receivables
approximates their fair value.
Foreign exchange risk
The Group held $174 million of receivables at 31 December
2022 (2021: $121 million) in currencies other than US dollars
(predominantly Australian dollars).
Loans receivable
On 9 January 2020, Woodside Energy Finance (UK) Ltd entered
into a secured loan agreement with Petrosen (the Senegal
National Oil Company), to provide up to $450 million for the
purpose of funding Sangomar project costs. The facility has a
maximum term of 12 years and semi-annual repayments of the
loan are due to commence at the earlier of 12 months after RFSU
or 30 June 2025. The carrying amount of the loan receivable is
$408 million at 31 December 2022 (2021: $335 million), which
approximates its fair value. The remaining balance of loans
receivable is due from non-controlling interests.
D.2 Receivables
(a) Receivables (current)
Trade receivables1
Other receivables1
Loans receivable
Lease receivables
Interest receivable
(b) Receivables (non-current)
Other receivables
Loans receivable
Lease receivables
Defined benefit plan asset
2022
US$m
2021
US$m
D.3 Inventories
1,067
381
76
35
19
1,578
75
724
46
-
845
152
123
75
18
-
368
-
627
26
33
686
(a) Inventories (current)
Petroleum products
Goods in transit
Finished stocks
Warehouse stores and materials
(b) Inventories (non-current)
Warehouse stores and materials
2022
US$m
2021
US$m
95
103
480
678
11
11
35
34
133
202
19
19
1. Interest-free and settlement terms are usually between 14 and 30 days.
Recognition and measurement
Trade receivables are initially recognised at the transaction price
determined under AASB 15/ IFRS 15 Revenue from Contracts with
Customers. Other receivables are initially recognised at fair value.
Receivables that satisfy the contractual cash flow and business
model tests are subsequently measured at amortised cost less
an allowance for uncollectable amounts. Uncollectable amounts
are determined using the expected loss impairment model.
Collectability and impairment are assessed on a regular basis.
Recognition and measurement
Inventories include hydrocarbon stocks, consumable supplies
and maintenance spares. Inventories are valued at the lower of
cost and net realisable value. Cost is determined on a weighted
average basis and includes direct costs and an appropriate
portion of fixed and variable production overheads where
applicable. Inventories determined to be obsolete or damaged
are written down to net realisable value, being the estimated
selling price less selling costs.
137
Woodside Energy Group Ltd | Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.4 Payables
The following table shows the Group’s payables balances.
Trade payables1
Other payables1
Interest payable2
Total payables
2022
US$m
759
1,270
65
2,094
2021
US$m
191
390
58
639
1. Interest-free and normally settled on 30 day terms.
2. Details regarding interest-bearing liabilities are contained in Note C.2.
Recognition and measurement
Trade and other payables are carried at amortised cost and are
recognised when goods and services are received, whether or
not billed to the Group, prior to the end of the reporting period.
Fair value
The carrying amount of payables approximates their fair value.
Foreign exchange risk
The Group held $657 million of payables at 31 December 2022
(2021: $311 million) in currencies other than US dollars
(predominantly Australian dollars).
Maturity profile of payables
The Group’s payables balances at 31 December 2022 and 31
December 2021 are due for payment within a year.
D.5 Provisions
Year ended 31 December 2022
At 1 January 2022
Acquisitions through business combination3
Change in provision
Unwinding of present value discount
Carrying amount at 31 December 2022
Current
Non-current
Net carrying amount
Year ended 31 December 2021
At 1 January 2021
Change in provision
Unwinding of present value discount
Carrying amount at 31 December 2021
Current
Non-current
Restoration1 Employee benefits
US$m
US$m
Onerous
contracts2
US$m
Other
US$m
2,218
4,310
(382)
107
6,253
575
5,678
6,253
2,134
60
24
2,218
235
1,983
286
329
(98)
-
517
331
186
517
295
(9)
-
286
269
17
214
-
(216)
2
-
-
-
-
349
(140)
5
214
-
214
106
165
137
1
409
313
96
409
129
(23)
-
106
101
5
Total
US$m
2,824
4,804
(559)
110
7,179
1,219
5,960
7,179
2,907
(112)
29
2,824
605
2,219
Net carrying amount
2,824
1. 2022 change in provision is due to a revision of discount rates of $978 million (primarily due to an increase in risk free rates) and provisions used of $262 million, offset by
changes in estimates of $858 million. Changes in estimates are due to new activities, increase in scope of removal and cost and rate escalations supported by the most
recent estimates and benchmarks.
2,218
286
106
214
2. 2022 change in provision is due to changes in estimates of $245 million offset by provisions used of $29 million.
3. Acquisitions through business combination have been recognised on a provisional basis. Adjustments will be made to the provisional amounts if new information is
obtained within 12 months from the acquisition date. Refer to Note B.5 for details.
Recognition and measurement
Provisions are recognised when the Group has a present
obligation (legal or constructive) as a result of a past event, it
is probable that an outflow of resources embodying economic
benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
Restoration
The restoration provision is first recognised in the period in
which the obligation arises. The nature of restoration activities
includes the removal of facilities, abandonment of wells and
restoration of affected areas. Restoration provisions are updated
annually, with the corresponding movement recognised
against the related exploration and evaluation assets or oil
and gas properties or expensed for late life projects with no
corresponding asset.
Over time, the liability is increased for the change in the present
value based on a pre-tax discount rate appropriate to the
risks inherent in the liability. The unwinding of the discount
is recorded as an accretion charge within finance costs.
The carrying amount capitalised in oil and gas properties is
depreciated over the useful life of the related asset (refer to
Note B.3).
Costs incurred that relate to an existing condition caused by
past operations, and which do not have a future economic
benefit, are expensed.
138
| Annual Report 2022 Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.5 Provisions (cont.)
Employee benefits
Provision is made for employee benefits accumulated as a result
of employees rendering services up to the end of the reporting
period. These benefits include wages, salaries, annual leave and
long service leave.
Liabilities in respect of employees’ services rendered that are not
expected to be wholly settled within one year after the end of
the period in which the employees render the related services
are recognised as long-term employee benefits.
These liabilities are measured at the present value of the
estimated future cash outflow to the employees using the
projected unit credit method. Liabilities expected to be wholly
settled within one year after the end of the period in which the
employees render the related services are classified as short-
term benefits and are measured at the amount due to be paid.
Onerous contract provision
Provision is made for loss-making contracts at the present value
of the lower of the net cost of fulfilling and the cost arising from
failure to fulfill each contract.
Key estimates and judgements
(a) Restoration obligations
The Group estimates the future decommissioning and remediation
costs of offshore oil and gas platforms, offshore and onshore
production facilities, wells and pipelines at different stages of the
development and construction of assets or facilities. In many instances,
decommissioning of assets occurs many years into the future.
The Group’s restoration obligations are based on compliance with
the requirements of relevant regulations which vary for different
jurisdictions. For example Australian regulations require full removal for
offshore assets unless regulator approval is received to decommission
in-situ. The Group maintains technical expertise to ensure that industry
learnings, scientific research and local and international guidelines are
reviewed in assessing its restoration obligations.
The restoration obligation requires judgemental assumptions regarding
removal date, environmental legislation and regulations, the extent
of restoration activities required, the engineering methodology for
estimating cost, technologies used in determining the decommissioning
cost, and liability-specific discount rates to determine the present value
of these cash flows.
The Group applies either the ‘expected outcome’ approach or ‘expected
value’ approach in assessing the cost estimate, reflecting a difference in
approach to cost estimation for heritage Woodside and heritage BHPP
assets. Both approaches are supported by AASB 137/ IAS 37 Provisions,
Contingent Liabilities and Contingent Assets, produce reliable estimates
and are widely used in practice. Heritage Woodside assets refer to
assets held by the Group prior to the BHPP merger. Heritage BHPP
assets refers to assets acquired from BHP but excludes the commonly
held assets by both heritage entities.
Expected outcome approach
This approach is used for heritage Woodside assets, and those
assets commonly held by both heritage entities. The following cost
assumptions are applied:
• for onshore assets, provision has been made for the removal of
production facilities and above ground pipelines using current
restoration standards and techniques and taking into account risks
and uncertainties; and
subsea infrastructure are decommissioned in-situ where it can be
demonstrated that this will deliver equal or better environmental
outcomes than full removal and that regulatory approval is obtained
where arrangements are satisfactory to the regulator.
Expected value approach
This approach is used for heritage BHPP assets (excluding those
commonly held by both heritage entities).
For both onshore and offshore assets, provision has been made taking
into consideration a risked range of possible removal outcomes,
including full removal of certain assets. Individual site provisions are
an estimate of the expected value of future cash flows required to
rehabilitate the relevant site using current restoration standards and
techniques and taking into account risks and uncertainties. Individual
site provisions are discounted to their present value using country
specific discount rates aligned to the estimated timing of cash outflows.
Inherent uncertainties
The basis of the restoration obligation provision for assets with
approved decommissioning plans or general directions issued by the
regulator can differ from the assumptions disclosed above. Whilst
the provisions reflect the Group’s best estimate based on current
knowledge and information, further studies and detailed analysis of the
restoration activities for individual assets will be performed near the end
of their operational life and/or when detailed decommissioning plans
are required to be submitted to the relevant regulatory authorities.
Actual costs and cash outflows can materially differ from the current
estimate as a result of changes in regulations and their application,
prices, analysis of site conditions, further studies, timing of restoration
and changes in removal technology. These uncertainties may result in
actual expenditure differing from amounts included in the provision
recognised as at 31 December 2022.
A range of pre-tax discount rates between 3.4% and 4.7% (2021: 0.4%
to 2.4%) has been applied. If the discount rates were decreased by 0.5%
then the provision would be $316 million higher. If the cost estimates
were increased by 10% then the provision would be $627 million higher.
The proportion of the non-current balance not expected to be settled
within 10 years is 54% (2021: 65%).
• for offshore assets, provision has been made for the plug and
abandonment of wells and the removal of offshore platform topsides,
floating production storage offloading (FPSO) and some subsea
infrastructure. It is currently the Group’s assumption that in some
regulatory jurisdictions and environments, certain pipelines and
infrastructure, parts of offshore platform substructures, and certain
(b) Legal case outcomes
Provisions for legal cases are measured at the present value of the
amount expected to settle the claim. Management is required to use
judgement when assessing the likely outcome of legal cases, estimating
the risked amount and whether a provision or contingent liability should
be recognised.
139
Woodside Energy Group Ltd | Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.5 Provisions (cont.)
D.6 Other financial assets and liabilities
(c) Onerous contracts
The onerous contract provision assessment requires management
to make certain estimates regarding the unavoidable costs and the
expected economic benefits from the contract. These estimates
require significant management judgement and are subject to risk and
uncertainty, and hence changes in economic conditions can affect the
assumptions.
As at 31 December 2022, the Corpus Christi contract is expected
to return a positive value and on this basis the provision has
been reversed to nil (2021: $214 million). Changes in assumptions
predominantly relating to the narrowing of the spread between the
sales price and purchase price could result in the contract becoming
onerous in the future.
Assumptions used to determine the present value as at 31 December
2022 are set out below:
• Remaining contract term – 18 years.
• Discount rate – a pre-tax, risk free US government bond rate
of 4.10% (2021: 1.855%) has been applied.
• LNG pricing – forecast sales and purchase prices are subject to
a number of price markers. Price assumptions are based on the
best information on the market available at measurement date
and derived from short- and long-term views of global supply
and demand, building upon past experience of the industry and
consistent with external sources. The forecasted sales are linked
to gas hub prices (Title Transfer Facility (TTF)) at which physical
sales are expected to occur and incorporate known sales pricing
information1. The long-term gas sales price is estimated on the basis
of the Group’s Brent price forecast. The estimated purchase price
is linked to US gas hub prices (Henry Hub (HH)) at which physical
purchases are expected to occur. The nominal TTF, Brent oil prices
and HH gas prices used at 31 December 2022 were:
TTF (US$/MMBtu)
Brent (US$/bbl)
HH (US$/MMBtu)
2023
47.9
87
6.1
2024
36.4
78
4.7
2025
22.3
74
4.0
2026
8.8
76
4.1
2027
9.0
77²
4.23
1. For committed volumes, contracted pricing has been applied.
2. Long-term oil prices are based on US$70/bbl (2022 real terms) from 2025
and prices are escalated at 2.0% onwards.
3. Long-term gas prices are based on US$3.8/MMBtu (2022 real terms) from
2025. All long-term prices are escalated at 2.0%.
Other financial assets
Financial instruments at fair value through
profit and loss
Derivative financial instruments designated
as hedges
Other financial assets
Financial instruments at amortised cost
Hedge collateral (including interest)
Other financial assets
Financial instruments at fair value through
other comprehensive income
Other financial assets
Total other financial assets
Current
Non-current
Net carrying amount
Other financial liabilities
Financial instruments at fair value through
profit and loss
Derivative financial instruments designated
as hedges
Other financial liabilities
Total other financial liabilities
Current
Non-current
Net carrying amount
2022
US$m
2021
US$m
207
22
509
30
29
797
677
120
797
721
-
721
654
67
721
134
293
-
-
-
427
320
107
427
563
9
572
411
161
572
Recognition and measurement
Other financial assets and liabilities
Receivables subject to provisional pricing adjustments are
initially recognised at the transaction price and subsequently
measured at fair value with movements recognised in the
consolidated income statement.
Derivative financial instruments
Derivative financial instruments that are designated within
qualifying hedge relationships are initially recognised at fair
value on the date the contract is entered into. For relationships
designated as fair value hedges, subsequent fair value
movements of the derivative are recognised in the consolidated
income statement.
For relationships designated as cash flow hedges, subsequent
fair value movements of the derivative for the effective portion
of the hedge are recognised in other comprehensive income
and accumulated in reserves in equity; fair value movements
for the ineffective portion are recognised immediately in the
consolidated income statement. Costs of hedging have been
separated from the hedging arrangements and deferred to
other comprehensive income and accumulated in reserves in
equity. Amounts accumulated in equity are reclassified to the
consolidated income statement in the periods when the hedged
item affects profit or loss.
140
| Annual Report 2022 Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.6 Other financial assets and liabilities (cont.)
Derivative financial instruments (cont.)
Hedge effectiveness is determined at the inception of the hedge
relationship, and through periodic prospective effectiveness
assessments to ensure that an economic relationship exists
between the hedged exposure and the hedging instrument.
The Group assesses whether the derivative designated in each
hedging relationship has been, and is expected to be, effective in
offsetting changes in cash flows of the hedged exposure using
the hypothetical derivative method.
Ineffectiveness is recognised where the cumulative change in
the designated component value of the hedging instrument on
an absolute basis exceeds the change in value of the hedged
exposure attributable to the hedged risk.
Ineffectiveness may arise where the timing of the transaction
changes from what was originally estimated such as delayed
shipments or changes in timing of forecast sales. This may also
arise where the commodity swap pricing terms do not perfectly
match the pricing terms of the LNG revenue contracts.
Fair value
Except for the other financial assets and other financial liabilities
set out in this note, there are no material financial assets or
financial liabilities carried at fair value.
The fair value of commodity derivative financial instruments
is determined based on observable quoted forward pricing
and swap models and is classified as Level 2 on the fair value
hierarchy. The most frequently applied valuation techniques
include forward pricing and swap models that use present value
calculations. The models incorporate various inputs including the
credit quality of counterparties and forward rate curves of the
underlying commodity.
The fair value of interest rate swaps is calculated by discounting
estimated future cash flows based on the terms of maturity
of each contract, using market interest rates for a similar
instrument at the reporting date and is classified as Level 2
on the fair value hierarchy.
The fair value of foreign exchange forward contracts is
determined using quoted forward exchange rates at the
reporting date and present value calculations based on high
credit quality yield curves in the respective currencies and is
classified as Level 2 on the fair value hierarchy.
The fair values of other financial assets and other financial
liabilities are predominantly determined based on observable
quoted forward pricing and are predominantly classified as
Level 2 on the fair value hierarchy.
Foreign exchange
The derivative financial instruments include foreign exchange
forward contracts that are denominated in Australian dollars.
The Group had no material other financial assets and liabilities
denominated in currencies other than US dollars.
Hedging activities
During the period, the following hedging activities were
undertaken:
• The Group hedged a percentage of its oil-linked exposure,
entering into oil swap derivatives settling in 2023 in order to
achieve a minimum average sales price of $75 per barrel.
• The Group entered into additional separate HH commodity
swaps to hedge the purchase leg of the Corpus Christi
volumes and separate TTF commodity swaps to hedge the
sales leg of Corpus Christi volumes to mitigate pricing risk for
2023 to 2024.
• As a result of hedging activities, approximately 49% of
Corpus Christi volumes included in stock in transit for 2022,
approximately 82% of 2023 volumes and approximately 29%
of 2024 volumes have hedged pricing risk.
• The Group restruck $150 million of the TTF hedges to reduce
the derivative financial liability.
• The Group restruck $92 million of the oil swap hedges to
reduce the derivative financial liability. Further, the Group also
voluntarily placed $506 million as collateral against the oil
hedge positions to reduce counterparty credit risk exposure.
The collateral will mature in line with hedge settlements
in 2023.
• Through the use of foreign exchange forward contracts, the
Group hedged its Australian dollar to US dollar exchange rate
in relation to a portion of the Australian dollar denominated
capital expenditure expected to be incurred under the
Scarborough development.
141
Woodside Energy Group Ltd | Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.6 Other financial assets and liabilities (cont.)
Hedging activities (cont.)
Oil swaps (cash flow hedges)
Carrying amount (US$m)
Notional amount (MMbbl)
Maturity date
Hedge ratio
Weighted average hedged rate (US$/MMbbl)
HH Corpus Christi commodity swaps (cash
flow hedges)
Carrying amount (US$m)
Notional amount (TBtu)
Maturity date
Hedge ratio
Weighted average hedged rate (US$/MMBtu)
TTF Corpus Christi commodity swaps (cash
flow hedges)
Carrying amount (US$m)
Notional amount (TBtu)
Maturity date
Hedge ratio
Weighted average hedged rate (US$/MMBtu)
TTF commodity swaps (cash flow hedges)
Carrying amount (US$m)
Notional amount (TBtu)
Maturity date
Hedge ratio
Weighted average hedged rate (US$/MMBtu)
Interest rate swap (cash flow hedges)
Carrying amount (US$m)
Notional amount (US$m)
Maturity date
Hedge ratio
Weighted average hedged rate
Cross currency interest rate swap (cash flow
and fair value hedges)
Carrying amount (US$m)
Notional amount (Swiss Franc)
Maturity date
Hedge ratio
Weighted average hedged rate
FX forwards (cash flow hedges)
Carrying amount (US$m)
Notional amount (AUD$m)
Maturity date
Hedge Ratio
Weighted average hedged rate (AUD:USD)
2022
2021
(114)
18
2023
1:1
79
(1)
30
2022-2023
1:1
74
26
58
2023-2024
1:1
4
31
65
2022-2023
1:1
3
(469)
50
2023-2024
1:1
16
(465)
49
2022-2023
1:1
9
-
-
-
-
-
55
600
2027
1:1
1.7%
5
175
2023
1:1
Three
month USD
LIBOR
+2.8%
4
3
2022
1:1
26
(17)
600
2027
1:1
1.7%
9
175
2023
1:1
Three month
USD LIBOR
+2.8%
(17)
1,037
2023-2025
1:1
0.68
10
934
2022-2025
1:1
0.71
Hedge ineffectiveness loss of $72 million (2021: $38 million loss)
has been recognised in the profit and loss.
Other financial assets
Other financial assets measured at fair value include receivables
subject to provisional pricing adjustments of nil (2021:
$163 million) and repurchase agreements entered into for
the purposes of net settlement rather than for physical delivery
of nil (2021: $69 million).
Interest Rate Benchmark Reform
A fundamental reform of major interest rate benchmarks is
being undertaken globally, including the replacement of some
interbank offered rates (IBORs) with alternative nearly risk-free
rates (referred to as ‘IBOR reform’). The Group has exposures
to IBORs on its financial instruments that will be impacted as
part of these market-wide initiatives. The Group's main IBOR
exposure at the reporting date is USD LIBOR. In 2020, the
Federal Reserve announced that the three-month and six-month
LIBOR will be phased out and eventually replaced by June 2023.
During the period, the Group has transitioned a number of
financial liabilities from USD LIBOR to SOFR and is in the process
of transitioning the remaining financial instruments to alternative
benchmark rates. The Group has financial liabilities and financial
assets with a total carrying value of $670 million (2021:
$957 million) and $393 million (2021: $367 million) respectively,
which reference USD LIBOR.
The Group has the following hedging relationships which are
exposed to interest rate benchmarks impacted by IBOR Reform:
• Interest rate swaps to hedge the LIBOR interest rate risk
associated with the $600 million syndicated facility (refer to
Note C.2). The interest rate swaps are designated as cash flow
hedges, converting the variable interest into fixed interest US
dollar debt, and mature in 2027.
• A fixed rate 175 million Swiss Franc (CHF) denominated
medium term note, which it hedges with cross-currency
interest rate swaps designated in both fair value and cash flow
hedge relationships. The cross-currency interest rate swaps
are referenced to LIBOR (refer to Note C.2).
The transition of a number of the Group’s financial liabilities from
USD LIBOR to SOFR during the year ended 31 December 2022
did not result in a material impact to the Group. The Group’s
Treasury function continues to execute the transition of the
remaining financial instruments from current benchmark rates
to alternative benchmark rates.
Key estimates and judgements
Fair value of other financial assets and liabilities
Estimates have been applied in the measurement of other financial
assets and liabilities and, where required, judgement is applied in
the settlement of any financial assets or liabilities. In the current
period, this included a $3 million periodic adjustment relating to
timing which increased other financial liabilities, reflecting the
arrangements governing Wheatstone LNG sales (2021: $56 million
increase).
142
| Annual Report 2022 Notes to the financial statements D. Other assets and liabilities
for the year ended 31 December 2022
D.7 Leases
Lease assets
Year ended 31 December 2022
Carrying amount at 1 January 2022
Acquisitions through business
combination1
Additions
Lease remeasurements
Depreciation
Land and
buildings
US$m
Plant and
equipment2
US$m
Total
US$m
377
120
4
5
(42)
703
1,080
22
238
103
(266)
142
242
108
(308)
Carrying amount at 31 December 2022
464
800
1,264
At 31 December 2022
Historical cost and remeasurements
Accumulated depreciation, impairment
and disposals
Net carrying amount
Lease liabilities
Year ended 31 December 2022
At 1 January 2022
Acquisitions through business
combination1
Additions
Repayments (principal and interest)
Accretion of interest
Lease remeasurements
Carrying amount at 31 December 2022
Current
Non-current
Carrying amount at 31 December 2022
Lease assets
Year ended 31 December 2021
Carrying amount at 1 January 2021
Additions
Lease remeasurements
Disposals at written down value
Depreciation
Carrying amount at 31 December 2021
At 31 December 2021
Historical cost
Accumulated depreciation and
impairment
Net carrying amount
Lease liabilities
Year ended 31 December 2021
At 1 January 2021
Additions
Repayments (principal and interest)
Accretion of interest
Lease remeasurements
Carrying amount at 31 December 2021
Current
591
(127)
464
437
245
1
(60)
25
(25)
623
48
575
623
392
14
15
(12)
(32)
377
462
(85)
377
484
7
(70)
25
(9)
437
19
1,311
1,902
(511)
800
(638)
1,264
930
1,367
23
189
(305)
78
96
1,011
276
735
268
190
(365)
103
71
1,634
324
1,310
1,011
1,634
592
214
16
-
(119)
703
984
228
31
(12)
(151)
1,080
948
1,410
(245)
703
(330)
1,080
794
244
(192)
72
12
930
172
1,278
251
(262)
97
3
1,367
191
1,176
1,367
Non-current
Carrying amount at 31 December 2021
1. Acquisitions through business combination have been recognised on a
758
930
418
437
provisional basis. Adjustments will be made to the provisional amounts if new
information is obtained within 12 months from the acquisition date. Refer to
Note B.5 for details.
2. Marine, vessels and carriers have been included within plant and equipment for
the year ended 31 December 2022. The 2021 amounts have been reclassified to
be presented on the same basis.
Recognition and measurement
When a contract is entered into, the Group assesses whether
the contract contains a lease. A lease arises when the Group
has the right to direct the use of an identified asset which is not
substitutable and to obtain substantially all economic benefits
from the use of the asset throughout the period of use. The
leases recognised by the Group predominantly relate to LNG
vessels, property and drilling rigs.
The Group separates the lease and non-lease components of the
contract and accounts for these separately. The Group allocates
the consideration in the contract to each component on the
basis of their relative stand-alone prices.
Leases as a lessee
Lease assets and lease liabilities are recognised at the lease
commencement date, which is when the assets are available
for use. The assets are initially measured at cost, which is the
present value of future lease payments adjusted for any lease
payments made at or before the commencement date, plus any
make-good obligations and initial direct costs incurred.
Lease assets are depreciated using the straight-line method over
the shorter of their useful life and the lease term. Refer to Note
B.3 for the useful lives of assets. Periodic adjustments are made
for any re-measurements of the lease assets and for impairment
losses, assessed in accordance with the Group’s impairment
policies.
Lease liabilities are initially measured at the present value of
future minimum lease payments, discounted using the Group’s
incremental borrowing rate if the rate implicit in the lease cannot
be readily determined, and are subsequently measured at
amortised cost using the effective interest rate. Minimum lease
payments are fixed payments or index-based variable payments
incorporating the Group’s expectations of extension options and
do not include non-lease components of a contract. A portfolio
approach was taken when determining the implicit discount rate
for LNG vessels with similar terms and conditions on transition.
The lease liability is remeasured when there are changes in
future lease payments arising from a change in rates, index or
lease terms from exercising an extension or termination option.
A corresponding adjustment is made to the carrying amount of
the lease assets, with any excess recognised in the consolidated
income statement.
There are no restrictions placed upon the lessee by entering into
these leases.
Short-term leases and leases of low value
Short-term leases (lease term of 12 months or less) and leases
of low value assets are recognised as incurred as an expense in
the consolidated income statement. Low value assets comprise
plant and equipment.
Foreign exchange risk
The Group held $441 million of lease liabilities at 31 December
2022 (2021: $476 million) in currencies other than the US dollar
(predominantly Australian dollars).
143
Woodside Energy Group Ltd | Notes to the financial statements D. Other assets and liabilities
Key estimates and judgements
(a) Control
Judgement is required to assess whether a contract is or contains a
lease at inception by assessing whether the Group has the right to
direct the use of the identified asset and obtain substantially all the
economic benefits from the use of that asset.
(b) Lease term
Judgement is required when assessing the term of the lease and
whether to include optional extension and termination periods.
Option periods are only included in determining the lease term
at inception when they are reasonably certain to be exercised.
Lease terms are reassessed when a significant change in
circumstances occurs. On this basis, possible additional lease
payments amounting to $2,323 million (2021: $1,654 million)
were not included in the measurement of lease liabilities.
(c) lnterest in joint arrangements
Judgement is required to determine the Group’s rights and
obligations for lease contracts within joint operations, to assess
whether lease liabilities are recognised gross (100%) or in proportion
to the Group’s participating interest in the joint operation. This
includes an evaluation of whether the lease arrangement contains
a sublease with the joint operation.
(d) Discount rates
Judgement is required to determine the discount rate, where the
discount rate is the Group’s incremental borrowing rate if the rate
implicit in the lease cannot be readily determined. The incremental
borrowing rate is determined with reference to the Group’s
borrowing portfolio at the inception of the arrangement or
the time of the modification.
for the year ended 31 December 2022
D.7 Leases (cont.)
Maturity profile of lease liabilities
The table below presents the contractual undiscounted cash
flows associated with the Group’s lease liabilities, representing
principal and interest. The figures will not necessarily reconcile
with the amounts disclosed in the consolidated statement of
financial position.
Due for payment in:
1 year or less
1-2 years
2-3 years
3-4 years
4-5 years
More than 5 years
2022
US$m
433
272
199
186
176
966
2,232
2021
US$m
283
283
191
171
161
789
1,878
Lease commitments
The table below presents the contractual undiscounted cash
flows associated with the Group's future lease commitments
for non-cancellable leases not yet commenced, representing
principal and interest.
Due for payment:
Within one year
After one year but not more than five years
Later than five years
2022
US$m
2021
US$m
67
263
1,288
1,618
80
159
49
288
Payments of $162 million (2021: $68 million) for short-term
leases (lease term of 12 months or less) and payments of
$12 million (2021: $18 million) for leases of low value assets were
expensed in the consolidated income statement. Total payments
for leases in the consolidated statement of cash flows are $525
million (2021: $330 million), with $258 million (2021:
$244 million) included in financing activities.
The Group has short-term and/or low value lease commitments
for marine vessels and carriers, property, drill rigs and plant and
equipment contracted for, but not provided for in the financial
statements, of $60 million (2021: $53 million).
144
| Annual Report 2022 Notes to the financial statements E. Other items
for the year ended 31 December 2022
In this section
This section addresses information on items which require disclosure to comply with Australian Accounting Standards and the
Corporations Act 2001, however are not considered critical in understanding the financial performance or position of the Group.
This section includes Group structure information and other disclosures.
E. Other items
E.1 Contingent liabilities and assets
E.2 Employee benefits
E.3 Related party transactions
E.4 Auditor remuneration
E.5 Events after the end of the reporting period
E.6 Joint arrangements
E.7 Parent entity information
E.8 Subsidiaries
E.9 Other accounting policies
Page 146
Page 146
Page 149
Page 149
Page 149
Page 149
Page 151
Page 151
Page 154
145
Woodside Energy Group Ltd | Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.1 Contingent liabilities and assets
Contingent liabilities at reporting date
Contingent liabilities
Guarantees
2022
US$m
2021
US$m
161
2
163
195
7
202
Contingent liabilities relate predominantly to possible
obligations whose existence will only be confirmed by the
occurrence or non-occurrence of uncertain future events, and
therefore the Group has not provided for such amounts in these
financial statements. Additionally, there are a number of other
claims and possible claims that have arisen in the course of
business against entities in the Group, the outcome of which
cannot be estimated at present and for which no amounts have
been included in the table above.
The Group has contingent assets of $199 million as at 31
December 2022 (2021: nil).
E.2 Employee benefits
Employee benefits
Share-based payments
Defined contribution plan costs
Defined benefit plan expense
2022
US$m
2021
US$m
2020
US$m
415
26
41
9
491
217
12
26
1
256
252
19
27
2
300
(a) Employee benefits
Employee benefits for the reporting period are as follows:
Recognition and measurement
The Group’s accounting policy for employee benefits other than
superannuation is set out in Note D.5. The policy relating to
share-based payments is set out in Note E.2(c).
All employees of the Group are entitled to benefits on
retirement, disability or death from the Group’s retirement plans.
The Group operates a number of pension schemes throughout
the world. Employees entitled to defined contribution schemes
receive fixed contributions from Group companies and the
Group’s legal or constructive obligation is limited to these
contributions. Contributions to defined contribution funds are
recognised as an expense as they become payable. Prepaid
contributions are recognised as an asset to the extent that a
cash refund or a reduction in the future payment is available.
146
(b) Compensation of key management
personnel
Key management personnel (KMP) compensation for the
financial year was as follows:
2022
US$
2021
US$
2020
US$
5,730,340
155,086
3,114,043
4,300
152,531
9,156,300
Short-term employee benefits1
Post-employment benefits1
Share-based payments2
Long-term employee benefits
Termination benefits
5,868,476
63,805
7,201,653
515,585
390,087
14,039,606
1. The 2021 comparatives for short-term employee benefits and post-employment
benefits have been restated to include the superannuation component of the
2021 EIS cash and other cash bonuses for three key management personnel,
increasing the short-term employee benefits expense by $26,676 to $6,626,354
and the post-employee benefits expense by $10,881 to $88,396.
6,626,354
88,396
5,697,529
717,223
2,447,525
15,577,027
2. The 2021 comparative for share-based payments has been restated to
include amortisation of the fair value of 2021 performance rights for two key
management personnel, increasing the expense by $88,507 to $5,697,529.
(c) Share plans
The Group provides benefits to its employees (including KMP) in
the form of share-based payments whereby employees render
services for shares (equity-settled transactions).
Woodside equity plan (WEP) and
supplementary Woodside equity plan (SWEP)
The WEP is available to all permanent employees, but since 1
January 2018 has excluded Executive Incentive Scheme (EIS)
participants. The number of Equity Rights (ERs) offered to
each eligible employee is determined by the Board, and based
on individual performance as assessed under the performance
review process. The linking of performance to an allocation
allows the Group to recognise and reward eligible employees
for high performance. The ERs have no further ongoing
performance conditions after allocation, and do not require
participants to make any payment in respect of the ERs at grant
or at vesting. Each ER entitles the participant to receive
a Woodside share on the vesting date three years after the
grant date.
For awards made in 2022, the Board amended the terms of the
plan to entitle participants to receive a Woodside share on the
vesting date, three years after the grant date. Awards made in
2020 and 2021 will vest under the terms of the plan at that time,
which provided for 75% vesting of the ERs three years after the
grant date and the remaining 25% of the ERs five years after the
grant date.
In October 2011, the Board approved the establishment of the
SWEP to enable the offering of targeting retention awards
of ERs for key capability. The SWEP was updated in 2022 to
broaden eligibility to all employees of a subsidiary of Woodside
Energy Group Ltd and ensure compliance in all jurisdictions
in which Woodside operates. This facilitated the offer of
replacement unvested incentives, as required under transitional
arrangements for eligible heritage BHP employees transitioning
from BHP Group Long-Term Incentive (LTI) plans to VAR
offered under Woodside’s VAR arrangements.
| Annual Report 2022 Notes to the financial statements E. Other items
for the year ended 31 December 2022
Performance Based Pay Plus (PBP Plus)
PBP Plus is available to senior, permanent employees who
are not Executives. Participants receive an annual award of
cash and Restricted Shares based on corporate and individual
performance, recognising and rewarding eligible employees for
high performance.
The grant date of the Restricted Shares has been determined to
be subsequent to the performance year, being the date of the
Board of Directors’ approval. Accordingly, the 2021 Restricted
Shares were granted on 16 February 2022 and have been
included in the table below. The expense estimated as at 31
December 2021 in relation to the 2021 performance year was
updated to the fair value on grant date during the period.
The 2022 Restricted Shares have not been included in the table
below as they have not been approved as at 31 December 2022.
An expense related to the 2022 performance year has been
estimated for the Restricted Shares, using fair value estimates
based on inputs at 31 December 2022.
Recognition and measurement
All compensation under WEP, SWEP and Executive share plans
is accounted for as share-based payments to employees for
services provided. The cost of equity-settled transactions with
employees is measured by reference to the fair values of the
equity instruments at the date at which they are granted. The
fair value of share-based payments is recognised, together with
the corresponding increase in equity, over the period in which
the vesting conditions are fulfilled, ending on the date on which
the relevant employee becomes fully entitled to the shares. At
each balance sheet date, the Group reassesses the number of
awards that are expected to vest based on service conditions.
The expense recognised each year takes into account the most
recent estimate.
The fair value of the benefit provided for the WEP and SWEP is
estimated using the Black-Scholes option pricing technique.
The fair value of the restricted shares is estimated as the
closing share price at grant date. The fair value of the benefit
provided for the RTSR PRs is calculated using the Binomial or
Black-Scholes option pricing technique combined with a Monte
Carlo simulation methodology, where relevant, using historical
volatility to estimate the volatility of the share price in the future.
E.2 Employee benefits (cont.)
Woodside equity plan (WEP) and
supplementary Woodside equity plan (SWEP)
(cont.)
Each ER entitles the participant to receive a Woodside share or
an American Depositary share on the vesting date either one,
two, three or four years after the effective grant date, depending
on the individual details of each SWEP offered. Participants do
not make any payment in respect of the ERs at grant or
at vesting.
Executive Incentive Plans (EIP)
The EIP operated as Woodside’s Executive incentive framework
until the end of 2017, after which the Board introduced the EIS.
The EIP was used to deliver Short-Term Awards (STAs) and
Long-Term Awards (LTAs) to Senior Executives.
Short-Term Awards (STAs)
STAs were delivered in the form of restricted shares to
Executives, including all Executive KMP. There are no further
performance conditions for vesting of deferred STAs.
Participants are not required to make any payments in respect
of STA awards at grant or at vesting. Restricted shares entitle
their holders to receive dividends.
Long-Term Awards (LTAs)
LTAs were granted in the form of Performance Rights (PRs)
to Executives, including all Executive KMP. Vesting of LTAs
is subject to achievement of relative total shareholder return
(RTSR) targets, with 33% measured against the ASX 50 and the
remaining 67% tested against an international group of oil and
gas companies. Participants are not entitled to receive dividends
and are not required to make any payments in respect of LTA
awards at grant or at vesting.
Executive Incentive Scheme (EIS)
The EIS was introduced for the 2018 performance year for
all Executives including Executive KMP. The EIS is delivered
in the form of a cash incentive, Restricted Shares and
Performance Rights. The grant date of the Restricted Shares
and Performance Rights has been determined to be subsequent
to the performance year, being the date of the Board of
Directors’ approval. Accordingly, the 2021 Restricted Shares
and Performance Rights were granted on 16 February 2022 for
Executives and 19 May 2022 for the CEO and have been included
in the table below. The expense estimated as at 31 December
2021 in relation to the 2021 performance year was updated to
the fair value on grant date during the period.
The 2022 Restricted Shares and Performance Rights have
not been included in the table below as they have not been
approved as at 31 December 2022. An expense related to the
2022 performance year has been estimated for the Restricted
Shares and Performance Rights, using fair value estimates based
on inputs at 31 December 2022.
147
Woodside Energy Group Ltd | Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.2 Employee benefits (cont.)
The number of awards and movements for all share plans are summarised as follows:
Year ended 31 December 2022
Opening balance
Granted during the year1,2,3
Vested during the year
Forfeited during the year
Awards at 31 December 2022
Fair value of awards granted during the year
Year ended 31 December 2021
Opening balance
Granted during the year1,2,3
Vested during the year
Forfeited during the year
Awards at 31 December 2021
Number of performance awards
Employee plans
Executive plans
WEP
SWEP
STA4
LTA4
5,649,783
3,017,366
(1,498,065)
(539,403)
6,629,681
US$m
49
-
3,046,963
(38,146)
(124,741)
2,884,076
US$m
60
994,436
495,800
(450,609)
(46,430)
993,197
US$m
9
2,379,220
764,171
(191,736)
(397,233)
2,554,422
US$m
13
Number of performance awards
Employee plans
Executive plans
WEP
SWEP
STA4
LTA4
5,618,603
2,507,167
(1,999,676)
(476,311)
5,649,783
-
-
-
-
-
975,295
353,412
(307,402)
(26,869)
994,436
2,798,305
553,849
(322,746)
(650,188)
2,379,220
US$m
US$m
US$m
US$m
Fair value of awards granted during the year
1. For the purpose of valuation, the share price on grant date for the 2022 WEP allocations was $16.30 (2021: $15.17).
2. For the purpose of valuation, the share price on grant date for the 2022 SWEP allocations was $19.74 (2021: nil).
3. For the purpose of valuation, the share price on grant date for Restricted Shares was $19.20 and $19.27 (2021: $20.18) and Performance Rights was $13.08 and $13.71
39
7
-
9
(2021: $11.66 and $14.44).
4. Includes awards issued under EIP and EIS.
For more detail on these share plans and performance rights issued to KMPs, refer to the Remuneration Report.
148
| Annual Report 2022 Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.3 Related party transactions
The Group’s related party transactions are predominantly
with associates of the Group. During the period, the transactions
with related parties include purchases of goods/services of
$60.730 million, sale of goods/services of $18.527 million and
dividend income of $8.294 million. As at 31 December 2022,
the total amounts owing to related parties is $1.686 million
and amounts owing from related parties is $2.200 million. All
transactions to/from related parties are made at arm’s length
(normal market rates and on normal commercial terms).
There were no transactions with directors during the year.
Key management personnel compensation is disclosed in
Note E.2(b).
E.4 Auditor remuneration
For the year ended 31 December 2022, the auditor of Woodside
Energy Group Ltd is PricewaterhouseCoopers Australia (PwC)
(2021 and 2020: Ernst & Young (EY)).
2022
2021
2020
US$000
US$000
US$000
(a) Auditors of the Group
Amounts received or due and
receivable to:
PricewaterhouseCoopers (Australia)
Audit and review of financial reports
Assurance services
Other assurance and agreed upon
procedures services
Tax services
Other services
Other overseas member firms of
PricewaterhouseCoopers (Australia)
Audit of the financial reports of
controlled entities
Other assurance and agreed upon
procedures services
Tax services
Other services
(b) Other auditors and their related
network firms
Ernst & Young
Audit and review of financial reports
Assurance services
Other assurance and agreed upon
procedures services
Tax services
Other services
2,878
129
832
-
41
1,274
-
258
-
5,412
48
611
2,335
-
-
2,994
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1,732
2,687
33
129
19
4,600
1,686
-
140
178
-
2,004
E.5 Events after the end of the reporting
period
The Group has undertaken a review of the depreciation
methodology and asset useful lives for oil and gas properties
in accordance with its accounting policies and the accounting
standards, considering the scale and diversity of the post-
merger portfolio and to ensure alignment with common industry
practice.
In assessing useful lives of certain oil and gas assets, these have
been approximated by reference to either their proved (1P) or
proved plus probable (2P) reserves, which is then used in the
units of production depreciation calculation.
From 1 January 2023, upstream oil and conventional gas assets
will be depreciated over proved reserves (previously proved
plus probable, except for certain assets considered late life).
Upstream LNG assets will continue to be depreciated over
proved plus probable reserves. Multiproduct assets are assessed
on a case-by-case basis and aligned to the most appropriate
representation of useful life.
The indicative impact to depreciation expense in 2023 resulting
from the change in estimate is expected to be an increase of
approximately $600 million. This is an indicative amount and
is based on current forecasts which are subject to assumptions
and uncertainties.
E.6 Joint arrangements
(a) Interest percentage in joint ventures
Entity
North West Shelf Gas Pty
Ltd
North West Shelf Liaison
Company Pty Ltd
China Administration
Company Pty Ltd
North West Shelf Shipping
Service Company Pty Ltd
North West Shelf Lifting
Coordinator Pty Ltd
Principal activity
Contract administration
services for venturers
for LNG sales to
Japan. Marketing and
administration services
for venturers for gas
processing.
Liaison for venturers in the
sale of LNG to the Japanese
market.
Contract administration
services for venturers for
LNG sales to China.
LNG vessel fleet advisor.
Allocating, scheduling and
administering the lifting of
LNG and pipeline gas.
Group Interest %
2022
2021
33.33
16.67
33.33
16.67
33.33
16.67
33.33
16.67
33.33
16.67
149
Woodside Energy Group Ltd | Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.6 Joint arrangement (cont.)
(b) Interest percentage in joint operations
Producing and developing assets
Australia
North West Shelf1
Greater Enfield and Vincent
Stybarrow2
Balnaves
Pluto
Wheatstone
Scarborough2
Bass Strait1
Macedon1
Pyrenees1
Griffin1
Minerva1
International
Sangomar
Atlantis1
Mad Dog1
Shenzi1
Trion1
Group Interest %
2022
2021
25.0 - 66.7
12.5 - 50.0
60.0
-
65.0
90.0
60.0
50.0
65.0
90.0
13.0 - 65.0
13.0 - 65.0
-
73.5
25.0 - 50.0
71.4
40.0 - 71.4
45.0 - 71.0
90.0
82.0
44.0
23.9
72.0
60.0
-
-
-
-
-
82.0
-
-
-
-
-
-
Greater Angostura1
Calypso1
45.0 - 68.5
70.0
Exploration and evaluation assets
Oceania
Browse Basin
Carnarvon Basin3
Scarborough2,3
Bonaparte Basin
Africa
Congo4
Senegal
Egypt1
Americas
US Gulf of Mexico1
Kitimat
Asia
Republic of Korea
Myanmar5
Caribbean
Barbados1
Trinidad & Tobago1
Other joint operations
Angel6
Bonaparte Basin6
30.6
30.6
31.6 - 70.0
15.8 - 70.0
-
50.0
26.7 - 35.0
26.7 - 35.0
22.5
90.0
25.0 - 45.0
23.9 - 75.0
42.5
90.0
-
-
50.0
50.0
50.0
50.0
40.0 - 45.0
40.0 - 50.0
60.0
65.0 - 70.0
20.0
21.0
-
-
-
-
1. Increase in interests due to the merger with BHPP on 1 June 2022.
2. No longer recognised as joint operations as the Group’s interest increased to
100% due to the merger with BHPP on 1 June 2022.
3. The Carnarvon Basin and Scarborough exploration and evaluation assets which
were previously presented on the same line, have been separately presented in
2022. The 2021 Group interests have been reclassified to be presented on the
same basis.
4. The Group’s interest decreased to 22.5% upon farm-down of interest in June
2022.
5. The Group relinquished permits AD-1 and AD-8 in 2022. Formalities are pending.
6. Carbon Capture Storage titles G-10-AP and G-7-AP granted to the Group in
2022.
150
The principal activities of the joint operations are exploration,
development and production of hydrocarbons.
Key estimates and judgements
Accounting for interests in other entities
Judgement is required in assessing the level of control obtained in a
transaction to acquire an interest in another entity; depending upon
the facts and circumstances in each case, Woodside may obtain
control, joint control or significant influence over the entity or
arrangement. Judgement is applied when determining the relevant
activities of a project and if joint control is held over it.
Relevant activities include, but are not limited to, work program
and budget approval, investment decision approval, voting rights in
joint operating committees, amendments to permits and changes
to joint arrangement participant holdings. Transactions which
give Woodside control of a business are business combinations.
If Woodside obtains joint control of an arrangement, judgement
is also required to assess whether the arrangement is a joint
operation or a joint venture. If Woodside has neither control nor
joint control, it may be in a position to exercise significant influence
over the entity, which is then accounted for as an associate.
Recognition and measurement
Joint arrangements are arrangements in which two or more
parties have joint control. Joint control is the contractual agreed
sharing of control of the arrangement which exists only when
decisions about the relevant activities require unanimous
consent of the parties sharing control. Joint arrangements are
classified as either a joint operation or joint venture, based
on the rights and obligations arising from the contractual
obligations between the parties to the arrangement.
To the extent the joint arrangement provides the Group with
rights to the individual assets and obligations arising from
the joint arrangement, the arrangement is classified as a joint
operation, and as such the Group recognises its:
• assets, including its share of any assets held jointly;
• liabilities, including its share of any liabilities incurred jointly;
• revenue from the sale of its share of the output arising from
the joint operation;
• share of revenue from the sale of the output by the joint
operation; and
• expenses, including its share of any expenses incurred jointly.
To the extent the joint arrangement provides the Group with
rights to the net assets of the arrangement, the investment
is classified as a joint venture and accounted for using the
equity method.
Joint arrangements acquired which are deemed to be carrying
on a business are accounted for applying the principles of
AASB 3/ IFRS 3 Business Combinations. Joint arrangements
which are not deemed to be carrying on a business are treated
as asset acquisitions.
| Annual Report 2022 Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.7 Parent entity information
Woodside Energy Group Ltd:
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Issued and fully paid shares
Reserved shares
Employee benefits reserve
Foreign currency translation reserve
Distributable profits reserve
Retained earnings
Total shareholders equity
Profit of parent entity
Total comprehensive income of parent entity
2022
US$m
312
34,734
(1,530)
(481)
33,035
29,001
(38)
150
296
3,541
85
33,035
6,665
6,665
2021
US$m
456
10,037
(357)
(300)
9,836
9,409
(30)
112
296
58
(9)
9,836
18
18
Guarantees
Woodside Energy Group Ltd and Woodside Energy Ltd (a
subsidiary company) are parties to a Deed of Cross Guarantee
as disclosed in Note E.8. The effect of the Deed is that Woodside
Energy Group Ltd has guaranteed to pay any deficiency in
the event of winding up of the subsidiary company under
certain provisions of the Corporations Act 2001. The subsidiary
company has also given a similar guarantee in the event that
Woodside Energy Group Ltd is wound up.
Woodside Energy Group Ltd has guaranteed the discharge by
a subsidiary company of its financial obligations under debt
facilities disclosed in Note C.2. Woodside Energy Group Ltd
has guaranteed certain obligations of subsidiaries to unrelated
parties on behalf of their performance in contracts. No liabilities
are expected to arise from these guarantees.
E.8 Subsidiaries
(a) Subsidiaries
Name of entity
Ultimate Parent Entity
Woodside Energy Group Ltd
Subsidiaries
Company name
Woodside Energy Ltd
Woodside Browse Pty Ltd
Woodside Burrup Pty Ltd
Burrup Facilities Company Pty Ltd
Burrup Train 1 Pty Ltd
Pluto LNG Pty Ltd
Woodside Burrup Train 2 A Pty Ltd
Woodside Burrup Train 2 B Pty Ltd
Woodside Energy (LNG Fuels and Power) Pty Ltd
Woodside Energy (Domestic Gas) Pty Ltd
Woodside Energy (Algeria) Pty Ltd
Woodside Energy Australia Asia Holdings Pte Ltd y
Woodside Energy Holdings International Pty Ltd
Notes
(1,2,3)
(2,3,4)
(2,4)
(2,4)
(5)
(5)
(5)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4)
(4)
(2,4)
Name of entity
Woodside Energy International (Canada) Limited t
Woodside Energy (Canada LNG) Limited t
Woodside Energy (Canada PTP) Limited t
KM LNG Operating General Partnership t
KM LNG Operating Ltd t
Woodside Energy Holdings Pty Ltd
Woodside Energy Holdings (USA) Inc q
Woodside Energy (USA) Inc q
Gryphon Exploration Company q
PT Woodside Energy Indonesia
Woodside Energy (Cameroon) SARL n
Woodside Energy (Gabon) Pty Ltd
Woodside Energy (Indonesia) Pty Ltd
Woodside Energy (Indonesia II) Pty Ltd
Woodside Energy (Malaysia) Pty Ltd
Woodside Energy (Ireland) Pty Ltd
Woodside Energy (Korea) Pte Ltd y
Woodside Energy (Korea II) Pte Ltd y
Woodside Energy (Myanmar) Pte Ltd y
Woodside Energy (Morocco) Pty Ltd
Woodside Energy (New Zealand) Limited z
Woodside Energy (New Zealand 55794) Limited z
Woodside Energy (Peru) Pty Ltd
Woodside Energy (Senegal) Pty Ltd
Woodside Energy (Tanzania) Limited ¥
Woodside Energy Holdings II Pty Ltd
Woodside Power Pty Ltd
Woodside Power (Generation) Pty Ltd
Woodside Energy Holdings (South America) Pty Ltd
Woodside Energia (Brasil) Apoio Administrativo Ltda l
Woodside Energy Holdings (UK) Pty Ltd
Woodside Energy (UK) Limited p
Woodside Energy Finance (UK) Limited p
Woodside Energy (Congo) Limited p
Woodside Energy (Bulgaria) Limited p
Woodside Energy Holdings (Senegal) Limited p
Woodside Energy (Senegal) B.V.
Woodside Energy (France) SAS £
Woodside Energy Iberia S.A. º
Woodside Energy (N.A.) Ltd p
Woodside Energy Services (Qingdao) Co Ltd
Woodside Energy Julimar Pty Ltd
Woodside Energy (Norway) Pty Ltd
Woodside Energy Technologies Pty Ltd
Woodside Technology Solutions Pty Ltd
Woodside Energy Scarborough Pty Ltd
Woodside Energy Carbon Holdings Pty Ltd
Woodside Energy Carbon (Assets) Pty Ltd
Woodside Energy Carbon (Services) Pty Ltd
Woodside Energy (Financial Advisory Services) Pty Ltd
Woodside Energy Trading Singapore Pte Ltd y
WelCap Insurance Pte Ltd y
Woodside Energy Shipping Singapore Pte Ltd y
Metasource Pty Ltd
Mermaid Sound Port and Marine Services Pty Ltd
Woodside Finance Limited
Woodside Petroleum (Timor Sea 19) Pty Ltd
Woodside Petroleum (Timor Sea 20) Pty Ltd
Woodside Petroleum Holdings Pty Ltd
Woodside Energy Global Holdings Pty Ltd
Notes
(4)
(4)
(4)
(9)
(4)
(2,4)
(4)
(4)
(4)
(6)
(4)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4)
(4)
(4)
(4)
(2,4)
(4)
(4)
(2,4)
(2,4)
(7)
(2,4)
(2,4)
(2,4)
(2,4)
(8)
(2,4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(2,4)
(2,4)
(2,4,14)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4)
(4)
(4)
(4)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4)
(2,4,15)
(2,4)
151
Woodside Energy Group Ltd | Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.8 Subsidiaries (cont.)
Name of entity
Woodside Energy Global Pty Ltd
Perdido Mexico Pipeline Holdings, S.A. de C.V.
Perdido Mexico Pipeline, S. de R.L. de C.V.
Woodside Energy Investments Pty Ltd
Woodside Energia Brasil Investimentos Ltda. l
Woodside Energia Brasil Exploração e Produção Ltda. l
Woodside Energy (Great Britain) Limited p
Woodside Energy (North West Shelf) Pty Ltd
Woodside Energy (Trinidad) Holdings Ltd
Woodside Energy (Trinidad-3A) Ltd
Woodside Energy USA Operations Inc q
Hamilton Brothers Petroleum Corporation q
Hamilton Oil Company LLC q
Woodside Energy Boliviana Inc. q
Woodside Energy (North America) LLC q
Woodside Energy (Americas) Inc. q
Woodside Energy (GOM) Inc. q
Woodside Energy Hawaii Inc. q
Woodside Energy Resources Inc. q
Woodside Energy Holdings (Resources) Inc. q
Woodside Energy USA Services Inc. q
Woodside Energy Marketing Inc. q
Woodside Energy (Deepwater) Inc. q
Woodside Energy (Foreign Exploration Holdings) LLC q
Woodside Energy (Trinidad Block 3) Limited p
Woodside Energy (Trinidad Block 6) Limited p
Woodside Energy (Trinidad Block 5) Limited p
Woodside Energy (Trinidad Block 7) Limited p
Woodside Energy (Trinidad Block 14) Limited p
Woodside Energy (Trinidad Block 23A) Limited p
Woodside Energy (Trinidad Block 23B) Limited p
Woodside Energy (Trinidad Block 28) Limited p
Woodside Energy (Trinidad Block 29) Limited p
Woodside Energy (Bimshire) Limited p
Woodside Energy (South Africa 3B/4B) Limited p
Woodside Energy (Egypt) Limited p
Woodside Energy (Carlisle Bay) Limited p
Woodside Energy (Mexico) Limited p
Woodside Energía Servicios Administrativos,
S. de R.L. de C.V.
Woodside Energía Servicios de México, S. de R.L. de C.V.
Woodside Energy (Mexico Holdings) LLC q
Operaciones Conjuntas, S. de R.L. de C.V.
Woodside Energía Holdings de México, S. de R.L. de C.V.
Woodside Petróleo Operaciones de México,
S. de R.L. de C.V.
Woodside Energy (Australia) Pty Ltd
Woodside Energy (International Exploration) Pty Ltd
Woodside Energy (Bass Strait) Pty Ltd
Woodside Energy (Victoria) Pty Ltd
Woodside Energy Holdings LLC q
Woodside Energy (Trinidad-2C) Ltd t
Woodside Energy (Canada) Corporation t
Notes
(2,4)
(10)
(10)
(2,4)
(11)
(4)
(4)
(2,4)
(4)
(4)
(12)
(4)
(4)
(4)
(4)
(4)
(4)
(4,16)
(4)
(4)
(4)
(4)
(4,17)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(4)
(13)
(13)
(4)
(13)
(13)
(13)
(2,4)
(2,4)
(2,4)
(2,4)
(4)
(4)
(4)
1. Woodside Energy Group Ltd, previously Woodside Petroleum Ltd, is the ultimate
holding company and the head entity within the tax consolidated group.
2. These companies were members of the Australian tax consolidated group at 31
December 2022.
3. Woodside Energy Group Ltd and Woodside Energy Ltd are parties to a Deed of
Cross Guarantee.
4. All subsidiaries are wholly owned except those referred to in Notes 5 to 13.
152
5. Kansai Electric Power Australia Pty Ltd and Tokyo Gas Pluto Pty Ltd each hold a
5% interest in the shares of these subsidiaries. These subsidiaries are controlled.
6. PT Woodside Energy Indonesia was incorporated on 27 April 2022. As at 31
December 2022, Woodside Energy Holdings Pty Ltd held a 99% interest in
the shares of PT Woodside Energy Indonesia. Woodside Energy Ltd held the
remaining 1% interest.
7. As at 31 December 2022, Woodside Energy Holdings Pty Ltd held >99.99%
interest in the shares of Woodside Energy (Tanzania) Limited and Woodside
Energy Ltd held the remaining interest.
8. As at 31 December 2022, Woodside Energy Holdings (South America) Pty
Ltd held >99.99% interest in the shares of Woodside Energia (Brasil) Apoio
Administrativo Ltda and Woodside Energy Ltd held the remaining interest.
9. As at 31 December 2022, Woodside Energy International (Canada) Limited and
Woodside Energy (Canada LNG) Limited were the general partners of the KM
LNG Operating General Partnership holding a 99.99% and 0.01% partnership
interest, respectively.
10. As at 31 December 2022, Woodside Energy Global Holdings Pty Ltd held a
99.99% interest in shares of Perdido Mexico Pipeline Holdings, S.A. de C.V. and
Perdido Mexico Pipeline, S. de R.L. de C.V. Woodside Energy Investments Pty Ltd
held the remaining 0.01% interest.
11. As at 31 December 2022, Woodside Energy Investments Pty Ltd held a 99.97%
interest in shares of Woodside Energia Brasil Investimentos Ltda. Woodside
Energy Global Holdings Pty Ltd held the remaining 0.03% interest.
12. As at 31 December 2022, Woodside Energy Global Holdings Pty Ltd held
90% voting interest and 37.67% interest in shares of Woodside Energy USA
Operations Inc. Woodside Energy Holdings LLC held the remaining 10% voting
interest and 62.33% interest in shares.
13. As at 31 December 2022, Woodside Energy (Mexico) Limited held a 99% interest
in shares of Woodside Energía Servicios Administrativos, S. de R.L. de C.V.,
Woodside Energía Servicios de México, S. de R.L. de C.V., Operaciones Conjuntas,
S. de R.L. de C.V. and Woodside Petróleo Operaciones de México, S. de R.L. de
C.V. and 99.99% interest in shares of Woodside Energía Holdings de México,
S. de R.L. de C.V. Woodside Energy (Mexico Holdings) LLC held the remaining
0.01%-1% interest.
14. Woodside Energy Technologies Pty Ltd owns 28.50% in Blue Ocean Seismic
Services Limited which is accounted for as an investment in associate.
15. Woodside Energy (North West Shelf) Pty Ltd and Woodside Petroleum Holdings
Pty Ltd owns 16.67% in International Gas Transportation Company Limited
respectively. This investment has been accounted for as an investment in
associate.
16. Woodside Energy Hawaii Inc owns 14.96% in Iwilei District Participating Parties
LLC which is accounted for as an investment in associate.
17. Woodside Energy (Deepwater) Inc owns 25% in Caesar Oil Pipeline Company
LLC, 22% in Cleopatra Gas Gathering Company LLC and 10% in Marine Well
Containment Company LLC. These investments are accounted for as an
investment in associate.
All subsidiaries were incorporated in Australia unless identified
with one of the following symbols:
Bermuda
l Brazil
n Cameroon
t Canada
China
£ France
Mexico
Indonesia
The Netherlands
R. of Trinidad and Tobago
z New Zealand
Saint Lucia
y Singapore
º Spain
¥ Tanzania
p United Kingdom
q United States
Classification
Subsidiaries are all the entities over which the Group has the
power over the investee such that the Group is able to direct
the relevant activities, has exposure, or rights, to variable returns
from its involvement with the investee and has the ability to
use its power over the investee to affect the amount of the
investor’s returns.
| Annual Report 2022 Notes to the financial statements E. Other items
for the year ended 31 December 2022
E.8 Subsidiaries (cont.)
(b) Subsidiaries with material non-controlling
interests
The Group has two Australian subsidiaries with material
non-controlling interests (NCI).
Name of entity
Principal place of
business
Burrup Facilities Company Pty Ltd
Burrup Train 1 Pty Ltd
Australia
Australia
% held
by NCI
10%
10%
The NCI in both subsidiaries is 10% held by the same parties
(refer to Note E.8(a) footnote 5 for details).
The summarised financial information (including consolidation
adjustments but before intercompany eliminations) of
subsidiaries with material NCI is as follows:
Burrup Facilities Company Pty Ltd
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Accumulated balance of NCI
Revenue
Profit
Profit allocated to NCI
Dividends paid to NCI
Operating
Investing
Financing
2022
US$m
2021
US$m
2020
US$m
567
5,047
(68)
(528)
5,018
502
889
489
49
(43)
601
(45)
(556)
518
5,038
(71)
(528)
425
5,224
(51)
(571)
4,957
5,027
496
858
328
33
(40)
633
(111)
(522)
503
859
318
32
(32)
652
(69)
(583)
Net increase/(decrease) in cash and cash
equivalents
-
-
-
Burrup Train 1 Pty Ltd
Current assets
Non-current assets
Current liabilities
Non-current liabilities
Net assets
Accumulated balance of NCI
Revenue
Profit
Profit allocated to NCI
Dividends paid to NCI
Operating
Investing
Financing
429
2,900
(119)
(325)
435
2,915
(110)
(345)
372
3,081
(103)
(385)
2,885
2,895
2,965
289
1,471
282
28
(29)
391
(55)
(336)
290
1,421
200
20
(27)
393
(4)
(389)
297
1,423
208
21
(13)
473
(2)
(471)
Net increase/(decrease) in cash and cash
equivalents
-
-
-
(c) Deed of Cross Guarantee and Closed Group
Woodside Energy Group Ltd and Woodside Energy Ltd
are parties to a Deed of Cross Guarantee under which each
company guarantees the debts of the other. The two entities
represent a Closed Group.
The consolidated income statement and consolidated statement
of financial position of the members of the Closed Group are set
out below:
Closed Group Consolidated Income Statement and
Statement of Retained Earnings
Profit before tax
Tax expense
Profit after tax
Retained earnings at the beginning of the financial
year
Other comprehensive income
Transfer of retained earnings to distributable profits
reserve
Dividends
Retained earnings at the end of the financial year
Closed Group Consolidated Statement of Financial
Position
Current assets
Cash and cash equivalents
Receivables
Inventories
Other financial assets
Other assets
Total current assets
Non-current assets
Receivables
Other financial assets
Exploration and evaluation assets
Oil and gas properties
Deferred tax assets
Lease assets
Other assets
Total non-current assets
Total assets
Current liabilities
Payables
Other financial liabilities
Provisions
Tax payable
Lease liabilities
Other liabilities
Total current liabilities
Non-current liabilities
Payables
Other financial liabilities
Provisions
Lease liabilities
Other liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued and fully paid shares
Reserved shares
Other reserves
Retained earnings
Total equity
2022
US$m
2021
US$m
6,586
(314)
6,272
1,660
1
(5,553)
(1,018)
1,362
116
675
56
653
21
1,599
(50)
1,549
111
-
-
-
1,660
160
948
47
173
22
1,521
1,350
2,171
57,844
28
2,424
421
315
67
476
36,432
31
2,930
579
319
13
63,270
40,780
64,791
42,130
483
675
328
1,556
36
38
3,116
25,524
68
1,121
325
11
27,049
186
409
320
357
23
34
1,329
27,104
153
1,179
360
15
28,811
30,165
30,140
34,626
11,990
29,001
(38)
4,301
1,362
9,409
(30)
951
1,660
34,626
11,990
153
Woodside Energy Group Ltd | Notes to the financial statements E. Other items
for the year ended 31 December 2022
(b) New and amended accounting standards and
interpretations issued but not yet effective
A number of new standards, amendments of standards and
interpretations have recently been issued but are not yet
effective and have not been adopted by the Group as at the
financial reporting date.
The Group has reviewed these standards and interpretations
and has determined that none of the new or amended standards
will significantly affect the Group’s accounting policies, financial
position or performance.
(c) New and amended accounting standards and
interpretations adopted
As of 1 January 2022, the Group adopted AASB 2020-3
Amendments to AASs – Annual Improvements 2018-2020 and
Other Amendments including:
• Amendments to AASB 3 Reference to the Conceptual
Framework
• Amendments to AASB 9 Fees in the ‘10 per cent’ Test for
Derecognition of Financial Liabilities
• Amendments to AASB 137 Onerous Contracts – Costs of
Fulfilling a Contract
These amendments did not impact the financial statements
of the Group.
A number of other new standards are also effective from
1 January 2022 but they do not have a material effect on the
Group’s financial statements.
E.9 Other accounting policies
(a) Summary of other significant accounting
policies
Australia tax consolidation
The parent and its wholly owned Australian controlled entities
have elected to enter a tax consolidation, with Woodside Energy
Group Ltd as the head entity of the tax consolidated group.
The members of the Australian tax consolidated group are
identified in Note E.8(a).
The tax expense/benefit, deferred tax liabilities and deferred tax
assets arising from temporary differences of the members of the
tax consolidated group are recognised in the separate financial
statements of the members of the tax consolidated group, using
the stand-alone approach.
Entities within the tax consolidated group have entered into a
tax funding arrangement and a tax sharing agreement with the
head entity. Under the tax funding agreement, Woodside Energy
Group Ltd and each of the entities in the tax consolidated group
have agreed to pay or receive a tax equivalent payment to or
from the head entity, based on the current tax liability or current
tax asset of the entity.
The tax sharing agreement entered into between members
of the tax consolidated group provides for the determination
of the allocation of income tax liabilities between the entities,
should the head entity default on its tax payment obligations.
No amounts have been recognised in the financial statements in
respect of this agreement as payment of any amounts under the
tax sharing agreement is considered remote.
US tax consolidation
Woodside Energy USA Operations Inc and its wholly owned
USA controlled entities have elected to file a consolidated tax
return, with Woodside Energy USA Operations Inc as the parent
of the tax consolidated group.
The tax expense/benefit, deferred tax liabilities and deferred tax
assets arising from temporary differences of the members of the
tax consolidated group are computed on a separate company
basis.
Entities within the tax consolidated group have entered into a
tax sharing agreement. Under the tax sharing agreement, the
tax liability for the consolidated group or the utilisation of tax
attributes are settled periodically between the members of
the group. No amounts have been recognised in the financial
statements in respect of this agreement as payment of any
amounts under the tax sharing agreement is considered remote.
154
| Annual Report 2022 Directors’ Declaration
In accordance with a resolution of directors of Woodside Energy Group Ltd, we state that:
1. In the opinion of the directors:
(a) the financial statements and notes thereto, and the disclosures included in the audited 2022 Remuneration Report, comply with
Australian Accounting Standards and the Corporations Act 2001;
(b) the financial statements and notes thereto give a true and fair view of the financial position of the Group as at 31 December
2022 and of the performance of the Group for the financial year ended 31 December 2022;
(c) the financial statements and notes thereto also comply with International Financial Reporting Standards as disclosed in the
‘About these statements’ section within the notes to the 2022 Financial Statements;
(d) there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and
payable; and
(e) there are reasonable grounds to believe that the members of the Closed Group identified in Note E.8 will be able to meet any
obligations or liabilities which they are or may become subject to, by virtue of the Deed of Cross Guarantee.
2. This declaration has been made after receiving the declarations required to be made to the directors in accordance with section
295A of the Corporations Act 2001 for the year ended 31 December 2022.
For the purposes of the UK Disclosure Guidance and Transparency Rules, the directors confirm that to the best of their knowledge:
(a) the financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets,
liabilities, financial position and profit or loss of Woodside Energy Group Ltd (and the undertakings included in the consolidation
as a whole); and
(b) the management report includes a fair review of the development and performance of the business and the position of
Woodside Energy Group Ltd (and the undertakings included in the consolidation taken as a whole), together with a description
of the principal risks and uncertainties they face.
For and on behalf of the Board
R J Goyder, AO
Chair of the Board
Perth, Western Australia
27 February 2023
M E O’Neill
Chief Executive Officer and Managing Director
Sydney, New South Wales
27 February 2023
155
Woodside Energy Group Ltd | Independent auditor’s report
Independent auditor’s report
To the members of Woodside Energy Group Ltd
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Woodside Energy Group Ltd (the Company) and its controlled
entities (together the Group) is in accordance with the Corporations Act 2001, including:
(a) giving a true and fair view of the Group's financial position as at 31 December 2022 and of its
financial performance for the year then ended, and
(b) complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The Group financial report comprises:
●
●
●
●
●
●
●
the consolidated statement of financial position as at 31 December 2022
the consolidated income statement for the year then ended
the consolidated statement of comprehensive income for the year then ended
the consolidated statement of cash flows for the year then ended
the consolidated statement of changes in equity for the year then ended
the notes to the financial statements, which include significant accounting policies and other
explanatory information, and
the directors’ declaration.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the financial
report section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
Independence
We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional & Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
PricewaterhouseCoopers, ABN 52 780 433 757
Brookfield Place, 125 St Georges Terrace, PERTH WA 6000, GPO Box D198, PERTH WA 6840
T: +61 8 9238 3000, F: +61 8 9238 3999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
156
| Annual Report 2022
Independent auditor’s report (cont.)
Our audit approach
An audit is designed to provide reasonable assurance about whether the financial report is 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 influence the economic decisions of
users taken on the basis of the financial report.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the financial report as a whole, taking into account the geographic and management
structure of the Group, its accounting processes and controls and the industry in which it operates.
Materiality
Audit scope
Key audit matters
● For the purpose of our audit
we used overall Group
materiality of $459 million,
which represents
approximately 5% of the
Group’s profit before tax.
● We applied this threshold,
together with qualitative
considerations, to determine
the scope of our audit and the
nature, timing and extent of
our audit procedures and to
evaluate the effect of
misstatements on the
financial report as a whole.
● We chose Group profit before
tax because, in our view, it is
the benchmark against which
the performance of the Group
is most commonly measured.
● We utilised a 5% threshold
based on our professional
judgement, noting it is within
the range of commonly
acceptable thresholds.
● Our audit focused on where
the Group made subjective
judgements; for example,
significant accounting
estimates involving
assumptions and inherently
uncertain future events.
● The Group has major business
units in Australia and the
United States of America. In
establishing the overall
approach to the Group audit,
we determined the type of
work that needed to be
performed by us, as the Group
engagement team, and by
component auditors under our
instruction.
● Amongst other relevant
topics, we communicated the
following key audit matters to
the Audit & Risk Committee:
− BHP Petroleum business
combination – valuation
of the fair value of net
assets acquired.
− Allocation and carrying
value of goodwill.
− Estimation of restoration
provisions.
− Valuation of the
Petroleum Resource
Rent Tax (PRRT)
deferred tax assets
(DTAs).
− Wheatstone CGU
impairment reversal.
● These are further described in
the Key audit matters section
of our report.
2
157
Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report for the current period. The key audit matters were addressed in the
context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do
not provide a separate opinion on these matters. Further, any commentary on the outcomes of a
particular audit procedure is made in that context.
Key audit matter
How our audit addressed the key audit matter
Our procedures included, among others:
(i)
(ii)
evaluating the Group’s accounting for the fair
value of net assets acquired in a business
combination against the requirements of
Australian Accounting Standards, the Share
Sale Agreement and our understanding of the
acquired net assets of BHP Petroleum,
assessing the methodology applied by the
Group to estimate the fair value of assets and
liabilities acquired at 1 June 2022, including
assessing the appropriateness of significant
estimates and assumptions,
(iii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iv) evaluating the disclosures made regarding the
business combination in the Group financial
report against the requirements of Australian
Accounting Standards, and
(v) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s fair value
estimates.
BHP Petroleum business combination – valuation
of the fair value of net assets acquired
As described in Note B.5 to the Group financial
report, the Group completed the acquisition of BHP
Petroleum for total purchase consideration of $18,610
million on 1 June 2022.
The acquisition method of accounting was used by
the Group to account for this business combination,
under which the fair value of net identifiable assets
was provisionally estimated at acquisition date to be
$13,996 million, giving rise to goodwill from the
acquisition of $4,614 million.
As disclosed by the directors, estimating the fair value
of net assets acquired requires the selection of
appropriate valuation methodologies which include
the use of cash flow models underpinned by
significant estimates and assumptions. These
significant estimates and assumptions include
estimates of acquired oil and gas reserves and
resources, estimates of future production and
commodity prices, forecast operating costs and
capital expenditures, discount rate assumptions,
estimates of restoration obligations, assumptions
relating to the Group’s ability to utilise acquired tax
losses, and estimates of carbon cost.
The principal considerations for our determination that
performing procedures relating to the valuation of the
fair value of net assets acquired as part of the BHP
Petroleum business combination is a key audit matter
are:
(i)
there is a significant level of judgement applied
by the Group in determining the fair value of net
assets acquired including the use of cash flow
models. The Group has also utilised experts to
assist in the estimation of fair value,
158
3
| Annual Report 2022
Independent auditor’s report (cont.)
Key audit matter
How our audit addressed the key audit matter
(ii)
(iii)
this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s methodology, significant assumptions
and estimates required the use of professionals
with specialised skill and knowledge.
Allocation and carrying value of goodwill
Our procedures included, among others:
As described in Note B.4 and B.5 to the Group
financial report, the Group’s acquisition of BHP
Petroleum on 1 June 2022 gave rise to goodwill of
$4,614 million. At 31 December 2022, the Group
conducted its annual goodwill impairment testing.
Potential goodwill impairment is identified by the
Group comparing an estimate of the recoverable
amount of cash generating units (“CGUs”) to their
allocated carrying values, including goodwill, with
recoverable amount estimated by reference to the
higher of fair value less costs of disposal and value in
use. Fair value is estimated using cash flow models,
incorporating significant judgements and assumptions
relating to oil and gas reserves and resources,
estimates of future production and commodity prices,
forecast operating costs and capital expenditures
incorporating expected inflation and foreign exchange
rates, discount rate assumptions, and estimates of
carbon cost.
The principal considerations for our determination that
performing procedures relating to the assessment of
goodwill impairment and allocation to CGUs is a key
audit matter are:
(i)
there is a significant level of judgement applied
by the Group in determining which CGUs are
expected to benefit from synergies from the
business combination in order to allocate
goodwill,
(i)
evaluating the appropriateness of the
methodology applied to allocate goodwill arising
from the business combination to the Group’s
CGUs,
(ii) assessing the methodology applied by the
Group to estimate the CGUs’ fair values of
assets and liabilities at 31 December 2022,
including assessing the appropriateness of
significant estimates and assumptions applied
by the Group to estimate recoverable amounts,
(iii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iv) evaluating the disclosures made regarding the
goodwill recognised in the Group financial
report against the requirements of Australian
Accounting Standards, and
(v) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s recoverable
amount estimates when testing goodwill for
impairment including certain significant
assumptions.
4
159
Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
Key audit matter
How our audit addressed the key audit matter
(ii)
(iii)
there is a significant level of judgement applied
by the Group, as well as the use of the Group’s
experts, in the determination of the significant
estimates and assumptions included in
impairment testing models,
this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
(iv)
the audit effort involved the use of professionals
with specialised skill and knowledge.
Estimation of restoration provisions
Our procedures included, among others:
(i)
(ii)
(iii)
performing tests of the effectiveness of
controls relating to the Group’s assessment of
the key judgements and assumptions included
within the restoration provision estimate,
evaluating the appropriateness of the
methodologies and significant assumptions
applied to estimate the restoration provisions,
and
evaluating the disclosures made regarding
restoration provisions in the Group financial
report against the requirements of Australian
Accounting Standards.
As described in Note D.5 to the Group financial
report, restoration provisions of $6,253 million have
been recognised at 31 December 2022. The
estimation of restoration provisions by the Group
involves significant judgement in selecting
methodologies and assumptions including the
removal date, the application of environmental
legislation and regulations, the extent of restoration
activities required in the future, the methodology for
estimating cost and liability-specific discount rates
used to estimate the present value of these cash
flows.
The principal considerations for our determination that
performing procedures relating to estimation of
restoration provisions is a key audit matter are:
(i)
there is a significant level of judgement applied
by the Group in selecting methodologies and
applying the assumptions mentioned above,
and
(ii) which in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates.
160
5
| Annual Report 2022
Independent auditor’s report (cont.)
Key audit matter
How our audit addressed the key audit matter
Our procedures included, among others:
(i)
(ii)
(iii)
(iv)
assessing the appropriateness of significant
judgements and assumptions applied by the
Group to estimate the recoverable amount of
DTAs,
evaluating the work of the Group’s experts
involved in the determination of significant
judgements and estimates,
evaluating the disclosures made regarding the
valuation of the PRRT DTAs recognised in the
Group financial report against the
requirements of Australian Accounting
Standards, and
Professionals with specialised skill and
knowledge were used to assist in evaluating
the appropriateness of the Group’s
assessment of recoverability of the PRRT
DTAs including certain significant
assumptions.
Valuation of the Petroleum Resource Rent Tax
(PRRT) deferred tax assets (DTAs)
As described in Note A.5 to the Group financial
report, the Group has recognised deferred tax assets
of $1,959 million, of which $1,821 million relates to
PRRT. PRRT is considered, for accounting purposes,
to be an income tax. PRRT DTAs are based on
estimates of future taxable profits available to recover
incurred general and exploration expenditure.
The Group’s estimation of the PRRT DTAs involves
significant judgements and assumptions including
assessing the application of PRRT legislation and
regulations, the forecast future taxable profits
generated from the Australian assets, which have
regard to the future commodity price assumptions,
and forecast assessable revenues, exploration and
general expenditure.
The principal considerations for our determination that
performing procedures relating to valuation of PRRT
DTAs is a key audit matter are:
(i)
there is a significant level of judgement applied
by the Group in determining the recoverability of
the PRRT DTAs, including having regard to the
judgements and assumptions mentioned above,
and considering the specialised knowledge and
input of the Group’s experts informing significant
estimates and assumptions,
(ii) which in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
methodology, significant assumptions and
estimates, and
(iii)
the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s methodology, significant assumptions
and estimates required the use of professionals
with specialised skill and knowledge.
6
161
Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
Key audit matter
How our audit addressed the key audit matter
Wheatstone CGU impairment reversal
Our procedures included, among others:
(i)
assessing the appropriateness of significant
estimates and assumptions applied by the
Group,
(ii) evaluating the work of the Group’s experts
involved in the determination of significant
assumptions and estimates,
(iii) evaluating the disclosures made regarding the
Wheatstone CGU impairment reversal
recognised in the Group financial report against
the requirements of Australian Accounting
Standards, and
(iv) Professionals with specialised skill and
knowledge were used to assist in evaluating the
appropriateness of the Group’s recoverable
amount estimates.
As described in Note B.4 to the Group financial
report, the Group conducted an impairment
assessment at 31 December 2022 and estimated the
recoverable amount of the Wheatstone CGU. This
resulted in the recognition of an impairment reversal
of $900 million. The recoverable amount was
estimated using a fair value less costs of disposal
approach utilising a cash flow model. The Group’s
cash flow model included significant judgements and
assumptions relating to oil and gas reserves and
resources, estimates of future production and
commodity prices, forecast operating costs and
capital expenditures incorporating expected inflation
and foreign exchange rates, discount rate
assumptions, and estimates of carbon cost.
The principal considerations for our determination that
performing procedures relating to the assessment of
impairment reversal is a key audit matter are:
(i)
(ii)
(iii)
there is a significant level of judgement applied
by the Group, as well as the use of the Group’s
experts, in the determination of the significant
estimates and assumptions included in the
Wheatstone CGU impairment model,
this in turn led to a high degree of auditor
judgement, effort and subjectivity in performing
procedures and evaluating the Group’s
significant assumptions and estimates, and
the nature and extent of audit effort required to
perform the procedures and evaluate the
Group’s significant assumptions and estimates
required the use of professionals with
specialised skill and knowledge.
162
7
| Annual Report 2022
Independent auditor’s report (cont.)
Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report for the year ended 31 December 2022, but does not include
the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is
free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing
and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our
auditor's report.
8
163
Woodside Energy Group Ltd |
Independent auditor’s report (cont.)
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 78 to 97 of the directors’ report for the
year ended 31 December 2022.
In our opinion, the remuneration report of Woodside Energy Group Ltd for the year ended 31
December 2022 complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the remuneration report, based on our audit conducted in accordance with
Australian Auditing Standards.
PricewaterhouseCoopers
Justin Carroll
Partner
Perth 27 February 2023
Anthony Hodge
Partner
Perth 27 February 2023
164
9
| Annual Report 2022
SE C T I On 6 . 1
Supplementary information on oil
and gas - unaudited
In accordance with the requirements of the Financial Accounting Standards Board (FASB) Accounting Standard
Codification ‘Extractive Activities-Oil and Gas’ (Topic 932) and SEC requirements set out in Subpart 1200 of
Regulation S-K, the Group is presenting certain disclosures about its oil and gas activities. These disclosures are presented
below as supplementary oil and gas information, in addition to information relating to the reserves and production
disclosed in section 3.9 of this report.
The information set out in this section is referred to as unaudited as it is not included in the scope of the audit opinion of
the independent auditor on Woodside’s Financial Statements.
Reserves
Proved oil and gas reserves information is included in section 3.9 - Reserves and Resources Statement.
Capitalised costs relating to oil and gas production activities
The following table shows the aggregate capitalised costs related to oil and gas exploration and production activities, and
the related accumulated depreciation, depletion, amortisation and valuation provisions.
n
O
I
T
A
M
R
O
F
n
I
L
A
n
O
I
T
I
D
D
A
:
6
n
O
I
T
C
E
S
2022
Unproved properties
Proved properties1
Total costs
Less: Accumulated depreciation, depletion, amortisation and valuation provisions
Net capitalised costs
2021
Unproved properties
Proved properties1
Total costs
Less: Accumulated depreciation, depletion, amortisation and valuation provisions
Net capitalised costs
2020
Unproved properties
Proved properties1
Total costs
Less: Accumulated depreciation, depletion, amortisation and valuation provisions
Net capitalised costs
Australia
US$m
International
US$m
Total
US$m
1,154
49,190
50,344
(24,353)
25,991
1,172
38,352
39,524
(22,738)
16,786
2,709
35,892
38,601
(22,305)
16,296
1,834
15,546
17,380
(2,491)
14,889
2,988
64,736
67,724
(26,844)
40,880
1,703
2,517
4,220
2,875
40,869
43,744
(1,958)
(24,696)
2,262
19,048
1,750
1,377
3,127
(2,111)
1,016
4,459
37,269
41,728
(24,416)
17,312
1. Proved properties include the fair value ascribed to future phases of certain projects acquired through business combinations.
165
Woodside Energy Group Ltd |
Costs incurred relating to oil and gas property acquisition, exploration and development
activities
The following table shows the costs incurred related to oil and gas property acquisition, exploration and development activities
(expensed and capitalised). Amounts shown include interest capitalised.
2022
Acquisitions of proved property
Acquisitions of unproved property
Exploration1
Development2
Total costs3
2021
Acquisitions of proved property
Acquisitions of unproved property
Exploration1
Development
Total costs3
2020
Acquisitions of proved property
Acquisitions of unproved property
Exploration1
Development
Total costs3
Australia
US$m
International
US$m
8,488
-
39
2,365
10,892
-
-
459
1,141
1,600
-
-
279
987
1,266
11,098
180
541
1,740
13,559
205
7
84
935
1,231
540
26
117
256
939
Total
US$m
19,586
180
580
4,105
24,451
205
7
543
2,076
2,831
540
26
396
1,243
2,205
1. Represents gross exploration expenditure, including capitalised exploration expenditure, geological and geophysical expenditure and development evaluation costs charged to income as incurred.
2. Total development costs includes $3,812 million of expenditure and $294 million of capitalised interest in 2022.
3. Total costs include $23,991 million (2021: $2,777 million, 2020: $2,138 million) capitalised during the year.
166
| Annual Report 2022 Results of operations from oil and gas production activities
Australia
US$m
International
US$m
2022
Oil and gas revenue
Production costs
Exploration expenses
Depreciation, depletion, amortisation and valuation provision1
Production taxes2
Accretion expense3
Income taxes
Royalty-related taxes4
Results of oil and gas producing activities5
2021
Oil and gas revenue
Production costs
Exploration expenses
Depreciation, depletion, amortisation and valuation provision1
Production taxes2
Accretion expense3
Income taxes
Royalty-related taxes4
Results of oil and gas producing activities5
2020
Oil and gas revenue
Production costs
Exploration expenses
Depreciation, depletion, amortisation and valuation provision1
Production taxes2
Accretion expense3
Income taxes
Royalty-related taxes4
12,453
(1,277)
(20)
(1,476)
(429)
(85)
(2,707)
(501)
5,958
5,624
(504)
(6)
(501)
(218)
(23)
(1,312)
-
3,060
3,339
(550)
(8)
(5,833)
(82)
(27)
948
-
1,575
(353)
(440)
(460)
(16)
(23)
(151)
-
132
-
-
(48)
(268)
-
(1)
-
-
(317)
-
-
(59)
(1,137)
-
(1)
-
-
Total
US$m
14,028
(1,630)
(460)
(1,936)
(445)
(108)
(2,858)
(501)
6,090
5,624
(504)
(54)
(769)
(218)
(24)
(1,312)
-
2,743
3,339
(550)
(67)
(6,970)
(82)
(28)
948
-
Results of oil and gas producing activities5
(2,213)
(1,197)
(3,410)
Includes valuation provision reversal of $900 million in 2022 (2021: reversal of $1,048 million and 2020: recognition of $5,269 million).
1.
2. Includes royalties and excise duty.
3. Represents the unwinding of the discount on the closure and rehabilitation provision.
4. Includes petroleum resource rent tax and petroleum revenue tax where applicable. Excludes deferred tax expense/(benefit) of $(814) million (2021: $297 million; 2020: $(439) million).
5. This table reflects the results of our oil and gas activities as reported in note A.1 Segment revenue and expenses in section 5 – Financial Statements. Other income, other expenses, general and
administrative costs and amounts relating to the marketing and corporate/other segments within the note are excluded.
167
Woodside Energy Group Ltd | Standardised measure of discounted future
net cash flows relating to proved oil and gas
reserves (standardised measure)
The following tables set out the standardised measure of
discounted future net cash flows, and changes therein, related to
the Group’s estimated proved reserves as presented in Reserves,
and should be read in conjunction with that disclosure.
The analysis is prepared in compliance with FASB Oil and
Gas Disclosure requirements, applying certain prescribed
assumptions under Topic 932 including the use of unweighted
average first-day-of-the-month market prices for the previous
12-months, year-end cost factors, currently enacted tax rates and
an annual discount factor of 10% to year-end quantities of net
proved reserves.
Certain key assumptions prescribed under Topic 932 are
arbitrary in nature and may not prove to be accurate. The reserve
estimates on which the Standard measure is based are subject
to revision as further technical information becomes available or
economic conditions change.
Discounted future net cash flows like those shown below are
not intended to represent estimates of fair value. An estimate
of fair value would also take into account, among other things,
the expected recovery of reserves in excess of proved reserves,
anticipated future changes in commodity prices, exchange
rates, development and production costs as well as alternative
discount factors representing the time value of money and
adjustments for risk inherent in producing oil and gas.
Woodside standardised measure year ended 31 December
Australia
US$m
International
US$m
2022
Future cash inflows1
Future production costs1
Future development costs2
Future income taxes
Future net cash flows
Discount at 10% per annum
Standardised measure
2021
Future cash inflows1
Future production costs1
Future development costs2
Future income taxes
Future net cash flows
Discount at 10% per annum
Standardised measure
2020
Future cash inflows1
Future production costs1
Future development costs2
Future income taxes
Future net cash flows
Discount at 10% per annum
Standardised measure
197,194
(31,157)
(12,259)
(62,182)
91,596
(48,924)
42,672
76,202
(22,193)
(8,296)
(16,266)
29,447
(14,793)
14,654
14,629
(3,862)
(3,800)
(1,023)
5,944
(860)
5,084
38,256
(9,698)
(4,487)
(4,823)
19,248
(7,777)
11,471
5,695
(899)
(2,481)
(90)
2,225
(1,142)
1,083
-
-
-
-
-
-
-
Total
US$m
235,450
(40,855)
(16,746)
(67,005)
110,844
(56,701)
54,143
81,897
(23,092)
(10,777)
(16,356)
31,672
(15,935)
15,737
14,629
(3,862)
(3,800)
(1,023)
5,944
(860)
5,084
1. Woodside have entered multiple term contracts relating to LnG volumes from our producing and sanctioned assets. Under a 2P reserves outcome, we produce a sufficient quantity of LnG to satisfy
these contracts within expected timeframes. Therefore, we have not included the revenue and cost impact of LnG shortfalls under a SEC 1P reserves outcome.
2. Future development costs include decommissioning.
168
| Annual Report 2022 Changes in the standardised measure are presented in the following table.
Changes in the standardised measure
Standardised measure at the beginning of the year
15,737
5,084
10,324
2022
US$m
2021
US$m
2020
US$m
Revisions:
Prices, net of production costs
Changes in future development costs
Revisions of reserves quantity estimates
Accretion of discount
Changes in production timing and other
Sales of oil and gas, net of production costs
Acquisitions of reserves-in-place
Sales of reserves-in-place
Previously estimated development costs incurred
Extensions, discoveries, and improved recoveries, net of future costs
Changes in future income taxes
Standardised measure at the end of the year
1. Changes in reserves quantities are shown in section 3.9 - Reserves and Resources Statement.
Accounting for suspended exploratory well
costs
Expenditure on exploration and evaluation is accounted for in
accordance with the area of interest method. Areas of interest
are based on a geographical area for which the rights of tenure
are current. All exploration and evaluation expenditure, including
general permit activity, geological and geophysical costs and
new venture activity costs, is expensed as incurred except for the
following:
• where the expenditure relates to an exploration discovery
for which the assessment of the existence or otherwise of
economically recoverable hydrocarbons is not yet complete; or
• where the expenditure is expected to be recouped through
successful exploitation of the area of interest, or alternatively,
by its sale.
22,558
(873)
5,898
4,051
2,371
(10,202)
28,309
-
3,339
-
(17,045)
54,143
7,741
20
2,109
430
3,485
(5,698)
-
-
565
8,346
(6,345)
15,737
(5,800)
(29)
269
1,038
(1,180)
(2,666)
-
-
702
44
2,382
5,084
The costs of acquiring interests in new exploration and
evaluation licences are capitalised. The costs of drilling
exploration wells are initially capitalised pending the results of
the well.
Costs are expensed where the well does not result in the
successful discovery of economically recoverable hydrocarbons
and the recognition of an area of interest.
Subsequent to the recognition of an area of interest, all further
evaluation costs relating to that area of interest are capitalised.
Upon approval for the commercial development of an area of
interest, accumulated expenditure for the area of interest is
transferred to oil and gas properties.
In the consolidated statement of cash flows, those cash
flows associated with capitalised exploration and evaluation
expenditure, including unsuccessful wells, are classified as cash
flows used in investing activities.
169
Woodside Energy Group Ltd | The following table provides the changes to the capitalised exploratory well costs that were pending the determination of proved
reserves for the three years ended 31 December 2022, 31 December 2021 and 31 December 2020.
Movement in capitalised exploratory well costs1
At the beginning of the year
Acquisitions to the capitalised exploratory well costs pending the determination of proved
reserves
Additions to the capitalised exploratory well costs pending the determination of proved
reserves
Capitalised exploratory well costs expensed2,3
Capitalised exploratory well costs reclassified to wells, equipment and facilities based on
the determination of proved reserves
Sale of suspended wells
At the end of the year
1. Suspended exploratory well costs represent capitalised exploration, evaluation and permit acquisition costs.
2. Includes $1,557 million of impairment losses in 2020.
3. Includes amortisation of licence acquisition costs.
2022
US$m
614
180
111
(62)
(36)
-
807
2021
US$m
2,045
-
501
(268)
(1,664)
-
614
2020
US$m
3,809
-
399
(1,571)
(592)
-
2,045
The following table provides an ageing of capitalised exploratory well costs, based on the date the drilling was completed, and the
number of projects for which exploratory well costs has been capitalised for a period greater than one year since the completion of
drilling.1
Exploration activity typically involves drilling multiple wells, over a number of years, to fully evaluate and appraise a project. The term
‘project’ as used in this disclosure refers primarily to individual wells and associated exploratory activities.
Ageing of capitalised exploratory well costs
Exploratory well costs capitalised for a period of one year or less
Exploratory well costs capitalised for a period greater than one year
At the end of the year
Number of projects that have been capitalised for a period greater than one year
2022
US$m
124
683
807
2022
21
2021
US$m
19
595
614
2021
25
2020
US$m
330
1,715
2,045
2020
13
1. Ageing of exploratory wells considers dates prior to the merger with BHP’s petroleum business which completed on 1 June 2022.
170
| Annual Report 2022 SE C T I On 6 . 2
Three-year financial analysis
Three-year pricing overview
Woodside’s results from operations is strongly influenced by the
prices it receives for its products. Over the last three years, oil
and gas prices have experienced significant volatility. Oil and gas
prices hit record lows in 2020 as the impacts of the COVID-19
pandemic affected world economies. In 2021 prices improved as
economic activity increased. In 2022 gas prices hit record highs
driven by years of underinvestment and the supply shock caused
by Russia’s invasion of Ukraine. In 2022 there was a significant
increase in the scale of Woodside’s production portfolio, with
the completion of the merger with BHP’s petroleum business
on 1 June 2022.
Seasonality
Woodside’s revenue is exposed to commodity price
fluctuations through the sale of hydrocarbons. Commodity
pricing can be affected by seasonal energy demand
movements in different markets.
Financial results
Operating revenue
Cost of sales
Gross profit
Other income
Other expenses
Impairment losses
Impairment reversals
Profit/(loss) before tax and net finance costs
net finance costs
Total tax (expense)/benefit
Profit/(loss) after tax
Attributable to equity holders of the parent
Attributable to non-controlling interests
Profit/(loss) for the period
2022
US$m
16,817
(6,540)
10,277
735
(2,726)
-
900
9,186
(12)
(2,599)
6,575
6,498
77
6,575
2021
US$m
6,962
(3,845)
3,117
139
(811)
(10)
1,058
3,493
(203)
(1,254)
2,036
1,983
53
2,036
2020
US$m
3,600
(2,985)
615
(36)
(481)
(5,269)
-
(5,171)
(269)
1,465
(3,975)
(4,028)
53
(3,975)
Woodside’s profit/(loss) after tax attributable to equity
holders of the parent increased to $6,498 million in 2022 from
$1,983 million in 2021 and ($4,028) million in 2020.
Operating revenue of $16,817 million increased by $9,855 million,
or 142%, from 2021. The increase was driven by the merger with
BHP’s petroleum business which completed on 1 June 2022, the
Pluto-KGP interconnector, strong operational performance and
higher realised prices across all products. Operating revenue
increased by $3,362 million from 2020 to 2021, driven primarily
by higher trading activity and higher average realised prices
resulting from strengthening demand and an improvement in the
trading environment.
Cost of sales increased by $2,695 million, or 70%, to $6,540 from
2021. The increase was driven by additional volumes as a result
of the merger with BHP’s petroleum business and the Pluto-KGP
Interconnector, as well as higher costs related to Corpus Christi
and Pluto cargoes. Cost of sales increased by $860 million from
2020 to 2021 primarily due to higher royalties and excise costs as
a result of higher pricing and associated revenue.
Other income increased by $596 million, or 429%, to $735 million
from 2021, primarily due to a profit on the sell-down of Pluto
Train 2. Other income increased by $175 million from 2020 to
2021, primarily due to income from Pluto volumes delivered into
Wheatstone’s sales commitment and net foreign exchange gains.
Other expenses increased by $1,915 million, or 236%, to $2,726
million from 2021, primarily due to higher losses on hedging
activities and repurchase agreements, and transaction and
integration costs relating to the merger with BHP’s petroleum
business. The increased activity that comes with a larger, more
diverse portfolio of assets has led to an increase in expenses
associated to exploration activity and restoration movements.
Other expenses increased $330 million from 2020 to 2021, driven
by the Group’s decision to exit Myanmar in 2021.
In 2022, an impairment reversal of $900 million was recognised
for the Wheatstone asset, compared to an impairment reversal
of $1,058 million in 2021. For more information on impairment
refer to note B.4 Impairment of goodwill, exploration and
evaluation and oil and gas properties in section 5 - Financial
Statements.
171
Woodside Energy Group Ltd | net finance costs decreased by $191 million, or 94%, from 2021,
to $12 million. This was primarily due to higher interest income
generated from higher interest rates and cash balances and a
reduction in finance costs due to higher capitalised borrowing
costs. net finance costs decreased $66 million from 2020 to 2021
as a result of a lower finance expense with the redemption of the
2021 US unsecured bond for $700 million and interest capitalised
against qualifying assets; finance income was also lower due to a
reduction in interest earned on US term deposits driven by lower
interest rates and lower balances on deposit.
Total tax expense comprises income tax and petroleum resource
rent tax (PRRT). Both income tax expense and PRRT expense
increased from 2021 prior to the recognition of additional
PRRT deferred tax assets. Higher realised prices in 2022 led
to additional PRRT payments however also supported the
recognition of additional Pluto deferred tax assets
($1,362 million) which has resulted in a 2022 net PRRT tax
benefit. PRRT expense has therefore decreased from 2021 by
$610 million, or 205%, to $313 million benefit due to the Pluto
deferred tax asset recognition and the impairment reversal
in 2021 not present in 2022. PRRT expense increased $736
million from 2020 to 2021, primarily due to the impact of the
impairment reversal and the effect of higher operating revenue.
Income tax increased by $1,955 million, or 204%, to
$2,912 million. The increases are primarily related to higher
profits due to higher prices and additional production. Income
tax expense increased $1,983 million from 2020 to 2021, primarily
due to higher taxable income from the effect of higher revenue
and impairment reversals.
Volumes, realised prices and operating
revenues by product
The following describes movements in Woodside’s operating
revenues including a discussion of production volumes, sales
volumes and realised prices for the years ending 31 December
2022, 2021 and 2020.
Units
2022
2021
2020
Production volumes
LnG
Pipeline gas
Crude oil and condensate
nGLs
Total production
Sales volumes
LnG
Pipeline gas
Crude oil and condensate
nGLs
MMboe
MMboe
MMboe
MMboe
MMboe
MMboe
MMboe
MMboe
MMboe
85.1
28.6
38.7
5.3
157.7
96.6
28.4
39.3
4.6
Total sales volumes
MMboe
168.9
70.8
75.0
2.5
17.3
0.5
91.1
91.2
2.5
17.2
0.7
111.6
5.3
19.5
0.5
100.3
81.2
5.3
19.9
0.4
106.8
Units
2022
2021
2020
Average realised prices
LnG
Pipeline gas
Crude oil and condensate
nGLs
$/boe
$/boe
$/boe
$/boe
Volume – weighted average
$/boe
Operating revenues
LnG
Pipeline gas
Crude oil and condensate
nGLs
Operating revenue
$m
$m
$m
$m
$m
116.9
47.8
95.8
44.4
98.4
58.8
17.0
76.4
82.4
60.7
31.2
13.9
42.4
44.3
32.4
11,289
5,359
2,519
1,362
3,758
206
43
1,316
60
73
843
16
16,615
6,778
3,451
LNG
Revenue from the sale of LnG increased by $5,930 million,
or 111%, to $11,289 million for 2022 from 2021, primarily due to
increased volumes following the merger with BHP’s petroleum
business and the contribution of the Pluto-KGP interconnector
during a period of higher average realised prices.
Revenue from the sale of LnG increased by $2,840 million, or
113%, to $5,359 million for 2021, from 2020 due to an increase in
average LnG realised price and additional volumes.
Pipeline gas
Revenue from the sale of pipeline gas increased by $1,319 million,
or 3,067%, to $1,362 million for 2022 from 2021, primarily due to
increased pipeline gas volumes as a result of the merger with
BHP’s petroleum business and higher average realised prices.
Revenue from the sale of pipeline gas decreased by $30 million,
or 41%, to $43 million for 2021, from 2020 primarily driven by the
expiration of domestic gas contract obligations in June 2020.
The average realised price for 2021 remained comparable to the
average realised pipeline gas price in 2020.
Crude oil and condensate
Revenue from the sale of crude oil and condensate increased
by $2,442 million, or 186%, to $3,758 million for 2022 from 2021,
due to increased crude oil and condensate volumes primarily
as a result of the merger with BHP’s petroleum business as
well as higher average realised prices. Revenue from the sale of
crude oil and condensate increased by $473 million, or 56%, to
$1,316 million due to higher pricing, offset by marginally lower
production volumes.
NGLs
Revenue from the sale of nGLs increased by $146 million, or
243%, to $206 million for 2022 from 2021, due to increased nGLs
volumes as a result of the merger with BHP’s petroleum business
offset by a decreased average realised price. Revenue from the
sale of nGLs increased by $44 million, or 275%, to $60 million
primarily due to increased prices.
172
| Annual Report 2022 Performance by segment
Woodside has identified its operating segments based on the
internal reports that are reviewed and used by the Chief Executive
Officer in assessing performance, and are based on the nature and
geographical location of the related activity. For more information
on our reportable segments, please refer to note A.1 Segment
revenue and expenses in section 5 - Financial Statements.
The merger with BHP’s petroleum business on 1 June 2022
has transformed Woodside into a global energy company and
has led to a change in how financial information is reported.
Woodside’s 2021 and 2020 segment comparatives have been
restated to align with this presentation.
The performance of operating segments is evaluated based
on profit before tax and net finance costs and is measured in
accordance with Woodside’s accounting policies.
Financing requirements, including cash and debt balances,
finance income, finance costs and taxes for Woodside and its
subsidiaries are managed at a group level.
Australia
Detailed below is the financial and operating information for our
Australian operations comparing 2022, 2021 and 2020.
Key metric
2022
2021
2020
Operating revenue
$m 12,299
5,240
3,421
Profit before tax and net
finance costs
$m
9,415
3,711
(3,160)
Total production
MMboe
136.6
91.1
100.3
Average realised prices
LnG
Pipeline gas
Crude oil and condensate
natural gas liquids
$/boe
108.5
$/boe
$/boe
$/boe
47.6
99.9
47.2
56.3
17.0
76.4
82.4
31.8
13.9
42.4
44.3
Financial results
Operating revenue of $12,299 million, has increased by
$7,059 million, or 135%, from 2021 underpinned by strong
operational reliability, increased volumes and higher realised
prices across all products. The increase in volumes was primarily
as a result of the merger with BHP’s petroleum business and
the contribution of the Pluto-KGP interconnector. Refer to
the section entitled ‘Three-year pricing overview’ for more
information.
Profit before tax and net finance costs of $9,415 million, has
increased by $5,704 million, or 154%, from 2021 primarily due
to increased operating revenue and the profit on the sell-down
of Pluto Train 2 ($427 million) and an impairment reversal
recognised on Wheatstone ($900 million), offset by increased
cost of sales ($1,693 million) and increased restoration provisions
($154 million). The increased cost of sales is driven by production
and price-linked costs ($808 million) and increased depreciation
($777 million) primarily relating to acquired BHP assets.
Operating revenue increased by $1,819 million in 2021 from 2020
primarily due to higher realised prices across all products and
strong operational performance.
Profit before tax and net finance costs increased by $6,871 million
in 2021 from 2020 primarily due to increased revenue from higher
realised prices, impairment losses recognised for various assets in
2020 not present in 2021 and impairment reversals for nWS Gas
and Pluto-Scarborough recognised in 2021 not present in 2020.
Production
The Australia segment achieved an increase in production
volumes of 45.5 MMboe in 2022 compared to 2021, primarily due
to the merger with BHP’s petroleum business and the Pluto-KGP
Interconnector along with strong operational performance.
Production volumes for the Australia segment decreased by
9.2 MMboe in 2021 compared to 2020 primarily due to the expiry
of nWS joint domestic gas contract obligations, cessation of
production from the Angel field in 2020, turnaround activity on
nWS Project and Wheatstone and the impact of weather events
in 2021.
International
Detailed below is financial and operating information for our
international operations comparing 2022, 2021 and 2020.
Key metric
Operating revenue
Profit before tax and net
finance costs
2022
1,570
2021
2020
-
-
125
(317)
(1,315)
$m
$m
Total production
MMboe
21.1
Average realised prices
Pipeline gas
Crude oil and condensate
natural gas liquids
$/boe
$/boe
$/boe
49.0
88.7
31.3
-
-
-
-
-
-
-
-
Financial results
Operating revenue of $1,570 million is due to the introduction of
sales volumes as a result of the merger with BHP’s petroleum
business. For more information refer to note A.1 Segment
revenue and expenses in section 5 - Financial Statements.
Profit before tax and net finance costs of $125 million, has
increased by $442 million, or 139%, from 2021 primarily due to
increased operating revenue, offset by increased cost of sales
($837 million) and other expenses ($297 million). Increased
cost of sales is driven primarily by production and price-linked
costs ($352 million) and depreciation ($439 million) as a result
of the merger with BHP’s petroleum business. The increased
other expenses primarily relates to increased exploration and
evaluation expenditure ($250 million) and increased restoration
provision movements ($58 million), offset by Myanmar write-offs
in 2021 not present in 2022 ($265 million).
There was no operating revenue reported in this segment for
2021 and 2020.
173
Woodside Energy Group Ltd | Loss before tax and net finance costs decreased by
$998 million in 2021 from 2020 primarily due to impairment
losses for Senegal, Canada and Sunrise recognised in 2020 not
present in 2021, partially offset by the write-off of Myanmar
exploration wells in 2021 following relinquishment of the blocks
and withdrawal from Myanmar.
Production
The International segment achieved production of 21.1 MMboe
2022 due to the introduction of volume as a result of the merger
with BHP’s petroleum business. Previously no production was
recorded within the segment.
Marketing
Detailed below is financial and operating information for our
marketing operations comparing 2022, 2021 and 2020.
Key metric
Operating revenue
Profit before tax and net
finance costs
Average realised prices
2022
2,948
848
2021
1,722
2020
179
354
(377)
$m
$m
LnG
$/boe
165.6
66.6
22.8
Financial results
Operating revenue of $2,948 million, has increased by
$1,226 million, or 71%, from 2021 primarily due to higher trading
revenue due to higher realised prices and optimisation of
scheduling and shipping, offset by fewer third-party trades as a
result of tight market conditions.
Profit before tax and net finance costs of $848 million, has
increased by $494 million, or 140%, from 2021 primarily due
to increased operating revenue and movements in onerous
contract provisions ($76 million), offset by higher shipping
and trading costs ($299 million) and increased other expenses
predominantly due to attributable hedging losses and movement
on repurchase agreements ($503 million).
Operating revenue has increased by $1,543 million in 2021 from
2020 primarily due to a significant increase in traded LnG
cargoes in response to favourable market conditions, including
an increase in the number of Corpus Christi cargoes lifted.
Profit before tax and net finance costs increased by $731 million
in 2021 from 2020 primarily due to increased trading activity and
favourable movements in onerous contract provisions.
Corporate/Other Items
Detailed below is financial information for our Corporate/Other
Items comparing 2022, 2021 and 2020.
Loss before tax and net
finance costs
2022
2021
2020
$m (1,202)
(255)
(319)
Loss before tax and net finance costs of $1,202 million, has
increased by $947 million, or 371%, from 2021 primarily due to
an increase in other expenses ($966 million) driven by increased
general, administrative and other costs primarily as a result of
transaction and other costs associated with the merger with
BHP’s petroleum business ($595 million) and increased losses on
hedging activities ($422 million).
Loss before tax and net finance costs has decreased by
$64 million in 2021 from 2020 primarily due to higher foreign
exchange gains.
Capital and exploration expenditure
Woodside’s capital expenditures vary from year to year
depending on the projects that it is undertaking, their stage
of development and Woodside’s participating share in these
projects. Woodside’s business does not generally require
significant sustaining capital in order to maintain production.
Woodside’s exploration expenditures vary from year to year
depending on its strategic priorities and the exploration projects
which it undertakes.
For more information, refer to notes B.1 Segment production and
growth assets, B.2 Exploration and evaluation and B.3 Oil and
gas properties in section 5 - Financial Statements.
Capital and exploration expenditure
geographical split
Australia1
International2
2022
$m
2,351
2,090
4,441
2021
$m
1,607
1,121
2,728
2020
$m
1,126
887
2,013
1. Capital and exploration expenditure incurred in Australia.
2. Capital and exploration expenditure incurred in all other locations excluding Australia.
Australian capital and exploration expenditure increased by
$744 million, or 46%, to $2,351 million from 2021 to 2022 and
$481 million from 2020 to 2021 primarily due to continued
investment into the Scarborough and Pluto Train 2 assets.
International capital and exploration expenditure increased by
$969 million, or 86%, to $2,090 million from 2021, primarily
due to continued investment into Sangomar and the introduction
of spending in the Gulf of Mexico as a result of the merger with
BHP’s petroleum business. The increased expenditure of
$234 million from 2020 to 2021 was primarily due to investments
in the Sangomar project.
174
| Annual Report 2022 Cash flow analysis
The following section describes movements in Woodside’s cash
flows for the years ending 31 December 2022, 2021 and 2020.
net cash from operating
activities
net cash used in investing
activities
net cash used in financing
activities
2022
$m
8,811
2021
$m
3,792
2020
$m
1,849
(2,265)
(2,941)
(2,112)
(3,364)
(1,424)
(203)
Net increase/(decrease) in cash
3,182
(573)
(466)
Net cash from operating activities
net cash from operating activities increased $5,019 million, or
132%, to $8,811 million from 2021, primarily due to increased
cash generated from operations ($6,515 million) offset by
higher taxes paid due to the higher profits ($947 million),
additional restoration payments made as a result of increased
decommissioning activities ($225 million) and increased
collateral payments made relating to the Brent hedges
($506 million).
net cash from operating activities increased $1,943 million, or
105%, to $3,792 million from 2020 to 2021, driven by higher cash
generated from operations and lower borrowing costs.
Net cash used in investing activities
net cash used in investing activities decreased $676 million,
or 23%, to $2,265 million from 2021, primarily due to cash
receipts from the merger with BHP’s petroleum business
($1,082 million), payments made to acquire joint arrangements
in 2021 not present in 2022 ($212 million), higher proceeds from
the disposal of property, plant and equipment ($123 million) and
lower payments made to Petrosen under the loan facility
($158m million) offset by higher capital expenditure
predominantly related to Scarborough and Pluto Train 2, excluding
the effect of GIP additional contribution to Pluto Train 2.
net cash used in investing activities increased $829 million,
or 39%, to $2,941 million from 2020 to 2021, driven by
higher payments for capital and exploration expenditure for
Scarborough (which primarily relate to the contingent payment
paid on FID) and Sangomar, and higher advances to Petrosen
under the loan facility.
Net cash used in financing activities
net cash used in financing activities increased $1,940 million,
or 136%, to $3,364 million from 2021, primarily due to higher
dividends paid to external shareholders as a result of the
increased nPAT in the current year ($2,269 million), higher
repayments for the purchase of shares under the dividend
reinvestment plan ($144 million) and lower repayments of
borrowings predominantly due to the repayment of the 2021
US bond in the prior period ($501 million).
net cash used in financing activities increased $1,221 million,
or 601%, to $1,424 million from 2020 to 2021, primarily due to
higher repayment of borrowings and higher lease repayments
due to new drilling leases relating to Sangomar, offset by lower
proceeds from borrowings raised and lower net dividends paid.
175
Woodside Energy Group Ltd | SE C T I On 6 . 3
Additional disclosures
Employees
As of 31 December 2022, Woodside had approximately
4,427 employees, the majority of whom are located in Australia
and the United States of America (USA). The increase in the
number of employees from 2021 was due to the merger with
BHP's petroleum business, which completed on 1 June 2022.
Woodside regularly engages with our workforce and supports
freedom of association. Our employees are free to join or not
to join a labour union. Woodside strives to maintain a positive
relationship with employees and labour unions and believes that
the relationship between its management and labour union is
generally positive.
Employment region (number of staff by region)1
Australia
Africa and Middle East
Asia
Caribbean2
Europe
USA and Canada
Total
Total number of contractors
2022
3,338
50
71
108
11
849
4,427
394
2021
3,660
35
48
nPR
8
13
3,764
267
2020
3,705
9
49
nPR
7
7
3,777
235
1. Vacation students are included in relevant numbers where appropriate.
2. nPR stands for ‘not previously reported’.
Quantitative and qualitative disclosures about
market risk
In the normal course of business, Woodside is exposed to
commodity price, foreign currency exchange rate and interest
rate risks that could impact Woodside’s financial position and
results of operations. Woodside’s risk management strategy with
respect to these market risks may include the use of derivative
financial instruments. Woodside uses derivative contracts to
manage commodity price volatility, foreign exchange rate
volatility on capital expenditure plans and interest rate exposure
on financing activities.
Actual gains and losses in the future may differ materially from
the sensitivity analyses based on changes in the timing and
amount of commodity price, foreign currency exchange rate
and interest rate movements and Woodside’s actual exposures
and derivatives in place at the time of the change, as well as the
effectiveness of the derivative to hedge the related exposure.
Commodity price risk management
Woodside’s revenues are primarily derived from sales of LnG,
crude oil, condensate, pipeline gas and nGLs. Consequently,
Woodside’s results of operations are strongly influenced by the
prices it receives for these products, which in the case of oil
176
and condensate are primarily determined by prevailing crude
oil prices and in the case of pipeline gas, nGLs and LnG are
primarily determined by prevailing crude oil prices as well as
some fixed pricing and other price indexes (such as Henry Hub
and the Japan Korea Marker). For the year ended 31 December
2022, the majority (approximately 75%) of Woodside’s
production was attributed to natural gas, comprising LnG, nGLs
and pipeline gas and the remaining portion (approximately 25%)
of Woodside’s production was attributed to oil and condensate.
LnG market conditions including, but not limited to, supply
and demand, are unpredictable and are beyond Woodside’s
control. In particular, supply and demand for, and pricing of,
LnG remain sensitive to energy prices, external economic and
political factors, weather, climate conditions, natural disasters
(including pandemics), timing of FIDs for new operations,
construction and start up and operating costs for new LnG
supply, buyer preferences for LnG, coal or crude oil and evolving
buyer preferences for different LnG price regimes and the
energy transition. Buyers and sellers of LnG are increasingly
more flexible with the way they transact, and contracts may
involve hybrid pricing that is linked to other indices such as the
Intercontinental Exchange (ICE) Brent Crude deliverable futures
contract (oil price) or the Japanese Crude Cocktail, which is the
average price of customs-cleared crude oil imports into Japan
as reported in customs statistics. Typically, only LnG supplied
from the US was based on a component linked to movements in
the US Henry Hub plus certain fixed and variable components.
This type of pricing structure may become a component of the
weighted average price into Asia and other markets since LnG
supply and trade has globalised, and increasingly the lowest cost
supply is setting the floor for long-term average global natural
gas prices with transportation costs accounting for regional
differences. Tenders may also be used by suppliers and buyers,
typically for shorter-term contracts. In addition, long-term LnG
contracts typically contain price review mechanisms which
sometimes need to be resolved by expert determination or
arbitration. The use of these independent resolution mechanisms
are likely to be more prevalent in volatile commodity markets.
Alternatives to fossil fuel-based products for the generation of
electricity, for example nuclear power and renewable energy
sources, are continually under development and, if these
alternatives continue to gain market share, they could also
have a material impact on demand for LnG, which in turn may
negatively impact Woodside’s business, results of operations and
financial condition in the longer-term.
Oil prices can be very volatile, and periods of sustained low
prices could result in changes to Woodside’s carrying value
assumptions and may also reduce the reported net profit for the
relevant period. The price of crude oil may be affected by factors
beyond Woodside’s control, such as worldwide oil supply and
| Annual Report 2022 demand, the level of economic activity in the markets Woodside
serves, regional political developments and military conflicts
(including the ongoing Russia-Ukraine conflict), weather
conditions and natural disasters, conservation and environmental
protection efforts, the level of crude oil inventories, the ability of
OPEC and other major oil-producing or oil-consuming nations
to influence global production levels and prices, sanctions on
the production or export of oil, governmental regulations and
actions, including the imposition of taxes, trade restrictions,
market uncertainty and speculative activities by those who buy
and sell oil and gas on the world markets, commodity futures
trading, availability and capacity of infrastructure, supply chain
disruptions, processing facilities and necessary transportation,
the price and availability of new technology, the availability and
cost of alternative sources of energy, and the impact of climate
change considerations and actions towards energy transition on
the demand for key commodities which Woodside produces.
The transition to lower carbon sources of energy in many parts
of the world (driven by ESG and climate change concerns) may
affect demand for Woodside’s products, including crude oil,
natural gas and LnG, which in turn may affect the price received
(or expected to be received) for these products. Material adverse
price impacts (including as a result of the energy transition) may
affect the economic performance (including as to margins and
cash flows) of, and longevity of production from, Woodside’s
existing and future production assets, and ultimately the
financial performance of Woodside.
It is impossible to predict future crude oil, LnG and natural
gas price movements with certainty. A low crude oil price
environment or declines in the price of crude oil, in LnG and
natural gas prices, could adversely affect Woodside’s business,
results of operations and financial condition and liquidity. They
could also negatively impact its ability to access sources of
capital, including equity and debt markets. Those circumstances
may also adversely impact Woodside’s ability to finance planned
capital expenditures, including development projects, and may
change the economics of operating certain wells, which could
result in a reduction in the volume of Woodside’s reserves.
Declines in crude oil, LnG and natural gas prices, especially
sustained declines, may also reduce the amount of oil and gas
that it can produce economically, reduce the economic viability
of planned projects or of assets that it plans to acquire or has
acquired and may reduce the expected value and the potential
commerciality of exploration and appraisal assets. Those
reductions may result in substantial downward adjustments to
Woodside’s estimated proved reserves and require additional
write-downs of the value of its oil and gas properties.
Sales contracts with the national Gas Company of Trinidad and
Tobago relating to production from Woodside’s Trinidad and
Tobago operations are linked to ammonia pricing. Similar to
crude oil, LnG and natural gas, it is impossible to predict future
ammonia prices with certainty.
There can be no assurance that Woodside will successfully
manage its exposure to commodity prices. There is also
counterparty risk associated with derivative contracts. If any
counterparty to Woodside’s derivative instruments were to
default or seek bankruptcy protection, it could subject a larger
percentage of Woodside’s future oil and gas production to
price changes and could have a negative effect on Woodside’s
financial performance, including its ability to fund future projects.
Whether Woodside engages in hedging and other oil and gas
derivative contracts on a limited basis or otherwise, Woodside
will remain exposed to fluctuations in crude oil prices.
Foreign exchange and interest rate risk management
Refer to sections A and C in section 5 - Financial Statements for
further information on foreign exchange and interest rate risks.
Government regulations
Woodside’s assets and exploration, development, extraction and
production operations are subject to a wide range of laws and
regulations imposed by governments and regulatory bodies.
These regulations touch all aspects of our assets, including
how we extract, process and explore for oil and natural gas and
how we conduct our business, including regulations governing
matters such as environmental protection, land rehabilitation
and facilities decommissioning, occupational health and safety,
human rights, the rights and interests of First nations peoples,
competition, foreign investment, export, marketing of oil and
natural gas and taxes.
The ability to extract and process oil and natural gas is
fundamental to our business. In most jurisdictions, the rights
to explore for and extract petroleum deposits are owned by
the government. We obtain the right to access the land and
extract the product by entering into licences or leases with
the government that owns the oil or natural gas deposit.
Usually, the right to explore for oil and natural gas carries with
it the obligation to spend a defined amount of money on the
exploration, or to undertake particular exploration activities.
We also rely on governments to grant the rights necessary to
transport and treat the extracted petroleum to prepare it for sale.
The terms of the right, including the time period of the right,
vary depending on the laws of the relevant government or terms
negotiated with the relevant government.
In certain jurisdictions where we have assets, such as Trinidad
and Tobago, and Senegal, a production sharing contract
(PSC) governs the relationship between the government and
companies (typically referred to as ‘Contractor’) concerning,
among other things, how much of the oil and gas extracted from
the country each party will receive. Under PSCs, the government
awards exclusive rights for the execution of exploration,
development and production activities to the Contractor in
accordance with the PSC’s terms. Generally speaking the
Contractor bears the financial risk of the initiative to explore,
develop and ultimately produce the field. When successful,
the Contractor is permitted to use a certain set percentage
of produced oil and gas to recover its capital and operational
expenditures, often called ‘cost oil.’ The remaining production
(often called ‘profit oil’) is split between the government and the
177
Woodside Energy Group Ltd | Contractor at a rate determined by the government and set out
in the PSC.
The PSC may also include additional fiscal terms such as
royalties, production bonuses and tax treatment, and other
contractual terms addressing domestic supply obligations, local
content, measurement and valuation. PSCs are bilateral contracts
negotiated between the Contractor and the government and so
each is necessarily on different terms.
Applicable laws and regulations and any permits that Woodside
is required to obtain under these laws, may obligate Woodside
to identify, avoid, mitigate and disclose environmental risks in
various operational practices, including, among others, through
pursuing and obtaining permits before commencing activities,
restricting air and water emissions and waste discharges, limiting
the type, quantity and concentration of various substances that
can be utilised or released into the environment, addressing
potential or actual impacts to protected species or cultural
resources, monitoring or remediating contamination under
certain circumstances, establishing and following certain
inspection, testing and maintenance protocols, and disclosing
certain operational practices. Moreover, environmental permits
required for our operations may be subject to legal challenges by
third parties, and such challenges can materially and adversely
affect our operations to the extent they delay or prevent
obtaining approvals or permits required for our operations, or
otherwise require incurring increased costs in order to obtain
such approvals or permits. Applicable environmental laws and
regulations may also dictate worker health and safety and
community notification procedures.
In addition, from time to time, certain trade sanctions are
adopted by the United nations (Un) Security Council and/
or various governments, including in the United Kingdom, the
United States, the European Union (EU), China and Australia
against certain countries, entities or individuals, that may restrict
our ability to sell extracted minerals, oil or natural gas to, and/or
our ability to purchase goods or services from, these countries,
entities or individuals.
This summary focuses on the Australian and United States
regulatory regimes. It is not a full summary of the regulatory
regimes in those jurisdictions nor is it a complete list of the
legislation and regulation that applies to Woodside. Woodside is
also subject to environmental and other regulations to varying
degrees in each of the jurisdictions in which it has assets and
operations.
Australia
In Australia, petroleum exploration and development takes
place within a legal framework characterised by a division of
responsibilities between the federal and the state or territory
governments. Exploration and development conducted
onshore and within three nautical miles of the territorial sea
baseline of the relevant state or territory are the responsibility
of the individual state or territory governments. The Australian
federal government has legislative responsibility for Australian
offshore petroleum exploration and production beyond the
178
three nautical mile territorial sea, which encompasses the area
of most relevance to Woodside’s offshore activities. In addition,
Woodside has certain onshore operations in Victoria and
Western Australia which are subject to various state legislation.
Environmental regulation
Woodside’s Australian operations are subject to federal, state
and local environmental laws and regulations. For offshore
petroleum activities, these laws and regulations generally require
the acquisition of an approval before any activity commences
and require that for any activities, environmental risks are
identified and controls put in place to reduce or eliminate
the risks. For exploration drilling and seismic activities, this
is outlined in an environment plan accepted by independent
statutory authority; as an operation goes into construction,
commissioning and production, a whole project proposal
and revised environment plan is required to be submitted for
approval. These laws and regulations also restrict the type,
quantity and concentration of various substances that can
be utilised or released into the environment in connection
with marine and land-based activities; limit or prohibit drilling
and seismic or production activities in and near certain
environmentally sensitive or protected areas; and impose
criminal and civil liabilities for pollution or other unauthorised
impacts to the environment resulting from oil, natural gas and
petrochemical operations.
In addition, Australian environmental laws and regulations
also include restrictions on air emissions and water discharges
resulting from the operation of drilling equipment, processing
facilities, pipelines and transport vessels and require Woodside
to periodically report on and manage greenhouse gas emissions.
These laws also regulate the use, management and disposal of
hazardous materials and general waste; prohibit the clearing
of native vegetation without approval and protect Aboriginal
heritage and biodiversity; and require Woodside to prepare
and implement safety and environmental management plans.
Woodside is required to provide bonds for any rehabilitation,
clean-up or pollution prevention work that may be necessary
as a result of the construction, decommissioning or removal of
a pipeline and to report, monitor or remediate contamination
under certain circumstances. Woodside is subject to ‘strict
liability’ for oil spills, rendering it liable without regard to
negligence or fault and may be subject to fines and other
penalties for breaches of laws, regulations, licences or approvals.
The requirements imposed by environmental laws and
regulations are subject to change and have tended to become
stricter over time. The modification of existing foreign or
domestic laws or regulations or the adoption of new laws or
regulations curtailing exploratory or development drilling for oil
and gas for economic, political, social, environmental or other
reasons could have a material adverse effect on Woodside’s
business, financial condition or results of operations. There is
ongoing and increasing public pressure on the government to
accelerate its carbon emissions reduction program. At present,
state and federal governments are developing carbon regimes
designed to achieve net zero outcomes by 2050. As such, there
| Annual Report 2022 remains significant uncertainty regarding the future of climate
change regulation in Australia and the effect it may have on
Woodside’s business.
Fair Work Act amendments
In December 2022, the Australian federal government passed
the Fair Work Legislation Amendment (Secure Jobs, Better Pay)
Act 2022 (Cth) (Act). The Act amends the Fair Work Act 2009
(Cth) and the amendments will take effect during the first half of
2023. In summary, the key changes being implemented through
the Act are as follows:
• Agreements covering multiple employers: employers can
be required to bargain for agreements that cover multiple
employers. Employees are also able to take protected
industrial action or seek bargaining orders in support of these
agreements and there are limits on employers’/employees’
ability to remove themselves as parties to them.
• Bargaining disputes: broader powers for the Fair Work
Commission to intervene and make workplace determinations
(effectively arbitrating an enterprise agreement) where
bargaining is ‘intractable’.
• Industrial action: the removal of limitations on protected
industrial action in relation to multi-enterprise agreements, but
the inclusion of an obligation to attend Fair Work Commission
mediation/conciliation before protected industrial action is
taken (which applies to all forms of enterprise agreements
except the ‘cooperative’ multi-enterprise stream where
protected industrial action is not available).
• Terminating agreements: reduced scope for termination
of enterprise agreements, particularly during bargaining,
and the sunsetting of ‘zombie’ agreements within 12 months
of commencement (unless an extension is granted of up to
4 years).
• Enterprise agreement approval process: bargaining may start
when an employee bargaining representative gives notice
in certain circumstances (and without a majority support
determination), certain pre-approval requirements have
been removed, the ‘genuinely agreed’ test has been retained,
the ‘better off overall test’ (BOOT) has been simplified and
must involve a global (not line by line) assessment, the Fair
Work Commission can amend an enterprise agreement
during the approval process rather than relying on employer
undertakings, and parties may apply for a reassessment of
the BOOT during the life of the enterprise agreement (e.g. if
employees’ work patterns change).
Decommissioning liability amendments
On 2 September 2021, the Australian federal parliament
passed the Offshore Petroleum and Greenhouse Gas Storage
Amendment (Titles Administration and Other Measures) Act
2021 (Cth) which, among other changes, amends the OPGGSA
to impose new trailing liability and change of control provisions.
The amendments took effect from 2 March 2022. The changes
to the trailing liability regime expand the existing powers of
the national Offshore Petroleum Safety and Environmental
Management Authority (nOPSEMA) and the Minister including
the ability to recall any former titleholder to undertake
decommissioning activities on a title area. These powers are
retrospective in their application and apply to titles that are
currently in force as well as to titles that ceased to be in force on
or after 1 January 2021.
Under the new change in control provisions, any change
in control must be pre-approved by the national Offshore
Petroleum Titles Administrator (nOPTA). A person is said to
“control” a titleholder if they hold 20% or more of the voting
rights or issued securities in that titleholder. A change of
control will occur if a person controls the titleholder (“original
controller”) and either another person begins to control the
titleholder or the original controller ceases to control the
titleholder. In addition to the OPA and regulations, nOPTA will
have reference to the applicant suitability guidelines published
by the Department of Industry, Science, Energy and Resources in
determining change of control applications.
Santos Barossa decision
In December 2022, the Full Court of the Federal Court of
Australia handed down its decision in Santos nA Barossa Pty
Ltd v Tipakalippa [2002] FCAFC 193 (Appeal Decision). The
Appeal Decision decided certain aspects of the requirements
for consultation associated with the acceptance of environment
plans for offshore petroleum activities by nOPSEMA under
the OPGGSA. Subsequently, nOPSEMA published a guideline
for industry entitled “Consultation in the course of preparing
an environment plan”. As a consequence of these events,
some delays have been experienced by Woodside in obtaining
accepted environment plans for petroleum activities in
Commonwealth waters. We continue to monitor developments
related to this decision. Refer to section 3.9 – Risk factors for
further information on risks related to government regulations
and other legal developments.
Domestic gas reservation policy
Under a Western Australian State Government policy (“WA
Domestic Gas Policy”), introduced in 2006, gas equivalent to
15% of LnG production from LnG export projects is required
to be reserved for domestic use as a condition of LnG project
approval. The policy contains flexibility, allowing negotiations
to occur on a case-by-case basis regarding the method by
which the LnG project proponents fulfil their domestic gas
commitments, including from alternative sources.
Woodside and its joint venture partners have domestic gas
contractual commitments in place with the Western Australian
State Government for in respect to the Pluto LnG, Wheatstone
and nWS projects. In 2015, the nWS State Agreement (north
West Gas Development (Woodside) Agreement 1979) was
amended to include a new domestic gas commitment of 15%
(or lesser approved amount) of total LnG quantity approved
for use, supply or sale overseas. In 2006, in connection with
the Pluto LnG project, Woodside entered into an arrangement
with the Western Australian State Government to market and
make available for supply a quantity of domestic gas. Woodside
is not required to supply domestic gas if it is not commercially
179
Woodside Energy Group Ltd | viable to do so. In January 2021, Woodside signed a further
agreement with the State Government in relation to the Pluto
LnG project in which Woodside agreed to make 45.6 PJ available
for the domestic market, separate and in addition to the 2015
commitment from the nWS Joint Venture. In november 2021,
Woodside and BHP Petroleum signed a further domestic gas
agreement with the State Government with respect to the
Scarborough and Pluto Train 2 project pursuant to which,
consistent with the WA Domestic Gas Policy, the Scarborough
Joint Venture will make gas equivalent to 15% of its LnG exports
available to the domestic market. Woodside also has domestic
gas commitments in respect to its interest in the Wheatstone
LnG Project under a 2011 agreement with the Western Australian
State Government.
Additional major legislation and regulations
Woodside’s Australian offshore operations beyond coastal
waters are primarily governed by the Offshore Petroleum and
Greenhouse Gas Storage Act 2006 (Cth) (OPGGSA) and related
legislation, which establishes a joint authority (Joint Authority)
whereby relevant Australian state, territory and federal
governments cooperate in the administration and supervision
of petroleum activities in offshore areas beyond coastal waters.
The OPGGSA provides for the grant of exploration permits,
retention leases, production licences, pipeline licences and
facilities licences within the areas of the OPGGSA’s jurisdictional
operation. Within the coastal waters, petroleum operations are
covered by the relevant state or northern Territory legislation
that is substantively similar to the OPGGSA.
The Offshore Petroleum and Greenhouse Gas Storage (Resource
Management and Administration) Regulations 2011 (Cth) contain
resource management provisions, including a requirement
for the holder of a production licence to have in place a Field
Development Plan approved by the Joint Authority before
petroleum production can commence.
Many of Woodside’s operations rely on pipeline licences to
transport oil and gas from the point of production to processing
facilities and relevant markets. As mentioned above, the
OPGGSA also provides for the grant of pipeline licences within
the areas of the OPGGSA’s jurisdictional operation. Pipelines
within the coastal waters of Western Australia are licensed
under the Petroleum (Submerged Lands) Act 1982 (WA) and
pipelines within the coastal waters of Victoria are licensed under
the Offshore Petroleum and Greenhouse Gas Storage Act 2010
(Vic). Onshore pipelines in Western Australia are licensed under
the Petroleum Pipelines Act 1969 (WA) and onshore pipelines in
Victoria are licensed under the Pipelines Act 2005 (Vic).
Woodside is also subject to the following laws, among others:
• Various petroleum taxes, including royalties, excise taxes,
temporary levies, and the Petroleum Resource Rent Tax.
• Australia’s competition laws contained in the Competition
and Consumer Act 2010 (Cth), which prohibits, among other
things, engaging in conduct with the purpose or effect of
substantially lessening competition, price fixing, market
180
sharing or bid rigging. The Act was also recently amended to
allow for the imposition of gas price controls in the eastern
Australian gas market. The price of gas produced by Woodside
and supplied into the eastern Australian gas market is capped
at $12/GJ until 23 December 2023. The price cap could be
extended at the same or different price. The government also
proposes implementing a mandatory code of conduct that
will apply to gas supplied by producers like Woodside into the
eastern Australia gas market, including a ‘reasonable pricing’
provision.
• Laws protecting the rights and interests of First nations
Australians and their cultural heritage. Since 1992, Australian
common law has recognised that, in certain circumstances,
First nations Australians may have rights and interests over
land and waters in accordance with their traditional laws
and customs. The Native Title Act 1993 (Cth) (nTA) and
complimentary state legislation recognise and protect the
native title rights and interests of native title holders and
registered native title claimants. Multiple pieces of Australian
state and federal government legislation protect Aboriginal
cultural heritage, rights and access to land in Australia and
many of these laws are subject to review and change to ensure
a greater level of involvement of First nations Australians in
decisions that may impact cultural heritage and other rights
and interests.
• The Greater Sunrise Special Regime (GSSR), established
pursuant to the Maritime Boundaries Treaty which came into
force on 30 August 2019. Woodside holds PSCs and retention
leases covering its petroleum interests within GSSR under joint
Australian/Timor-Leste administrative control.
• The Foreign Acquisitions and Takeovers Act 1975 (Cth) (FATA),
regulations under the FATA and Australia’s Foreign Investment
Policy, which are intended to encourage foreign investment in
Australia that is not contrary to the Australian national interest.
As Woodside is a reporting entity of a critical gas asset within
the meaning of the Security of Critical Infrastructure Act 2018
(Cth), it is considered a ‘national security business’ under the
FATA, meaning that certain investments by foreign investors
(including foreign government investors) must be notified to
the Australian Government and require prior approval from the
Australian Treasurer in accordance with the FATA.
• Legislation covering work health and safety (WHS) in both
state and federal jurisdictions, with separate onshore and
offshore regulation. WHS laws aim to protect people’s health
and safety at work by imposing obligations on all parties
who are in a position to contribute to the management of
workplace risks, including manufacturers and suppliers of
equipment and substances, as well as employers, workers,
contractors and others. Among other things, Woodside—as
operator of both onshore and offshore facilities—is required
to develop and comply with a comprehensive ‘safety case’
which describes the facility and provides details on the
hazards and risks associated with the facility, the risk controls
and the safety management system that will be used to
minimise the risks.
| Annual Report 2022 • Federal and state legislation regarding terms and conditions
of employment as set forth in the Fair Work Act 2009 (Cth)
(FW Act). Key potential issues which may rise under the FW
Act regime for Woodside include a union right of entry to
the premises, good faith bargaining principles, and protected
industrial action, among others. State legislation regulates
matters such as long service leave, workers’ compensation,
anti-discrimination and equal opportunity, and work health
and safety.
United States
In the United States, numerous federal agencies regulate specific
portions of the industry and Woodside’s US operations. The
US federal government directly regulates the development of
hydrocarbon interests on federal lands, including those in the US
Gulf of Mexico (GOM) and elsewhere in the Outer Continental
Shelf (OCS). Federal leasing activities in recent years have been
subject to material uncertainties, delays, and legal challenges
relating to potential impacts from climate change related to new
offshore exploration and production or the adequacy of federal
environmental reviews required to be performed in connection
with GOM lease auctions. Woodside’s hydrocarbon activities
on federal offshore oil and natural gas leases in the GOM are
subject to extensive regulation and permitting by multiple
federal agencies, including the Department of the Interior (DOI),
through its agencies the Bureau of Safety and Environmental
Enforcement (BSEE), the Bureau of Ocean Energy Management
(BOEM) and the Office of natural Resources Revenue (OnRR).
These leases, which contain relatively standardised terms,
are awarded by the BOEM based on competitive bidding and
require compliance with detailed BSEE and BOEM regulations
and orders issued pursuant to various federal laws. Lessees are
also required to obtain environmental permits from agencies
such as the US Environmental Protection Agency (EPA).
Certain OCS activities are also subject to regulation by the US
Coast Guard. In addition, offshore pipelines, including those
located in the GOM, are subject to stringent federal regulation
including under the jurisdiction of the Federal Energy Regulatory
Commission (FERC) and the Pipeline and Hazardous Materials
Safety Administration (PHMSA), under the US Department
of Transportation. The BSEE has also adopted regulations for
offshore pipelines under its jurisdiction covering similar matters.
Moreover, our US operations in the GOM are subject to extensive
requirements related to the plugging and abandonment of wells
and decommissioning of offshore structures and equipment.
We may be required to post substantial financial assurance,
such as surety bonds, or to otherwise demonstrate financial
capability, such as through access to insurance, the costs of
which could be material. Further, from time to time BOEM has
considered increasing its supplemental bonding requirements,
and any such increase could generally stress the capacity of the
surety bond market to provide sufficient bonds to meet resulting
demands from the offshore oil and gas industry. In addition,
as a result of the merger with BHP's petroleum business, we
could also be responsible for plugging and abandonment
and decommissioning costs for GOM assets formerly owned
or operated by BHP if the current operator of record fails to
perform, and such costs could have a material and adverse effect
on our business, financial condition, or results of operations.
The exploration, production, and transportation of crude oil and
natural gas involves risk that hazardous liquids or flammable
gases may be released into the environment and may cause
substantial harm to the environment, natural resources, or
human health and safety. Such incidents, as well as failure to
comply with applicable environmental laws and regulations,
may result in material expenditures for response actions,
significant government civil or criminal fines and penalties,
liability to government agencies for natural resources damages,
and significant business interruption. In addition, a spill on or
related to our properties and operations could expose us to joint
and several and strict liability, without regard to fault. Existing
and new laws and regulations could require us to evaluate and
upgrade existing infrastructure and operational practices on an
accelerated basis or pursue additional capital projects, any or
all of which could result in increased operating costs, which in
turn could have a material and adverse effect on our business,
financial condition or results of operations.
Laws and regulations are frequently subject to change, and
the general trend in the United States has been for these
governmental agencies to continue to evaluate and, as
necessary, develop and implement new, more restrictive
permitting, performance and disclosure requirements,
particularly with respect to the protection of the environment,
greenhouse gas emissions, natural resources, and worker health
and safety. The modification of existing laws or regulations or
the adoption of new laws or regulations curtailing or imposing
greater restrictions on exploratory or development drilling for
oil and gas for economic, political, social, environmental or other
reasons could have a material adverse effect on our business,
financial condition or results of operations.
Other jurisdictions
In Senegal, Woodside’s PSC and the prospecting, exploration,
exploitation and transportation of hydrocarbons, as well as
the tax rules for such activities, are primarily governed by
Law no. 98-05 dated 8 January 1998 (Petroleum Code) and
its implementing decree no. 98-810 dated 6 October 1998.
The Petroleum Code determines that the Senegalese Ministry
of Petroleum and Energy is the competent authority for its
implementation and is responsible for authorising activities
for oil and gas prospecting, exploration, exploitation and
transportation. A revised Petroleum Code was introduced in
2019, however, the terms of that legislation state that any PSC
issued prior to the introduction of the 2019 Petroleum Code
retain their legal regime, and as such, the 1998 Petroleum Code
continues to apply to Woodside’s PSC. There is also other
legislation and regulation that applies to Woodside’s activities
in Senegal including, without limitation, in respect of the
environment and local content requirements.
Material limitations
Woodside has certain obligations as part of its operations
in Western Australia to provide natural gas into the Western
181
Woodside Energy Group Ltd | Australian domestic market. Please refer to ‘Government
regulations - Domestic gas reservation policy’ in this section for
further information.
Woodside is subject to ordinary course PSC limitations in
Senegal. Refer to ‘Government regulations - Other jurisdictions’
in this section for further information.
Summary of material legal proceedings
Woodside is involved from time to time in legal proceedings and
governmental investigations of a character normally incidental
to its business, including claims and pending actions against it
seeking damages, or clarification or prosecution of legal rights
and regulatory inquiries regarding business practices. Insurance
or other indemnification protection may offset the financial
impact on Woodside of a successful claim.
Except as set forth below, there are no governmental, legal or
arbitral proceedings (including any such proceedings which are
pending or threatened and of which Woodside is aware) which
may have, or have had during the 12 months prior to the date of
this report a significant effect on Woodside’s financial position or
profitability:
• In June 2022, the Environmental Defenders Office Ltd
(on behalf of the Australian Conservation Foundation)
commenced Federal Court proceedings seeking an injunction
to restrain Woodside from carrying out the Scarborough gas
project.
• In november 2021, the Conservation Council of Western
Australia filed an application seeking judicial review of a
decision by the CEO of the Western Australian Department
of Water and Environmental Regulation to grant Woodside
a works approval for the Pluto Train 2 project granted in May
2021. The matter was heard by the Supreme Court of Western
Australia in August 2022.
• In December 2020, the Conservation Council of Western
Australia filed applications seeking judicial review of
decisions in respect of approvals under section 45C of the
Environmental Protection Act (WA) granted for each of the
north West Shelf and Pluto Gas Plant. Each approval was
granted in July 2019. The Supreme Court of Western Australia
dismissed the proceedings in March 2022.
182
| Annual Report 2022 SE C T I On 6 . 4
Shareholder statistics
Information in this section is current as at 16 February 2023, unless otherwise stated. References to ‘the company’ or ‘Woodside’ on
pages 183-191 are to Woodside Energy Group Ltd and references to shareholdings and other equity on those pages are to equity in
Woodside Energy Group Ltd.
Number of shareholdings
There were 649,871 shareholders.
Distribution of shareholdings
Size of shareholding
1–1,000
1,001–5,000
5,001–10,000
10,001–100,000
Greater than 100,000
Total
1. All issued shares carry voting rights on a one-for-one basis.
Number
of holders
536,529
97,883
10,362
4,953
144
649,871
Number
of shares1
121,922,981
203,803,889
71,332,655
98,305,225
1,403,385,021
1,898,749,771
% of issued
capital
6.42
10.73
3.76
5.18
73.91
100
Unmarketable parcels
There were 63,775 members holding less than a marketable parcel of shares in the company (based on the closing market price of
A$35.00 on 16 February 2023).
Geographical distribution of shareholders and shareholdings
Registered address
Australia
new Zealand
United Kingdom
United States of America
Other
Total
US shareholdings
Classification of holder
Registered holders of voting securities
ADR holders
Distribution of rights holdings
Size of holding
1–1,000
1,001–5,000
5,001–10,000
10,001–100,000
Greater than 100,000
Total
Number
of holders
630,206
8,089
3,345
1,981
6,250
Number
of shares
1,886,398,561
6,250,112
2,284,909
1,157,338
2,658,851
649,871
1,898,749,771
Number
of holders
1,981
2,528
Number
of holders
1,069
2,780
194
140
2
4,185
Number
of shares
1,157,338
55,867,523
Number
of rights
708,839
5,985,096
1,336,970
2,940,307
371,388
11,342,600
% of issued
capital
99.35
0.33
0.12
0.06
0.14
100
% of issued
capital
0.06
2.94
% of rights
on issue
6.2%
52.8%
11.8%
25.9%
3.3%
100%
183
Woodside Energy Group Ltd | Twenty largest shareholders
Shareholders
HSBC CUSTODY nOMInEES (AUSTRALIA) LIMITED
J P MORGAn nOMInEES AUSTRALIA PTY LIMITED
CITICORP nOMInEES PTY LIMITED
BnP PARIBAS nOMS PTY LTD
CITICORP nOMInEES PTY LIMITED
COMPUTERSHARE CLEARInG PTY LTD
nATIOnAL nOMInEES LIMITED
BnP PARIBAS nOMInEES PTY LTD ACF CLEARSTREAM
HSBC CUSTODY nOMInEES (AUSTRALIA) LIMITED
CITICORP nOMInEES PTY LIMITED
nETWEALTH InVESTMEnTS LIMITED
BnP PARIBAS nOMInEES PTY LTD HUB24 CUSTODIAL SERV LTD
HSBC CUSTODY nOMInEES (AUSTRALIA) LIMITED - A/C 2
HSBC CUSTODY nOMInEES (AUSTRALIA) LIMITED-GSCO ECA
ARGO InVESTMEnTS LIMITED
AUSTRALIAn FOUnDATIOn InVESTMEnT COMPAnY LIMITED
MUTUAL TRUST PTY LTD
AUSTRALIAn FOUnDATIOn InVESTMEnT COMPAnY LIMITED
nETWEALTH InVESTMEnTS LIMITED
nAVIGATOR AUSTRALIA LTD
Shares
Held
540,125,821
380,329,074
159,728,721
56,391,502
55,867,523
44,888,188
44,344,965
17,481,477
12,441,073
10,242,867
6,974,985
6,183,407
4,180,388
3,717,621
3,321,455
2,954,652
2,896,158
2,861,381
2,215,564
1,885,392
% of issued
capital
28.45
20.03
8.41
2.97
2.94
2.36
2.34
0.92
0.66
0.54
0.37
0.33
0.22
0.20
0.17
0.16
0.15
0.15
0.12
0.10
1,359,032,214
71.58
Substantial shareholders
Substantial shareholders as disclosed in substantial shareholder notices given to the company are as follows:
Date of last notice
Substantial shareholder
Title of class
Date received
Date of change
Shares held1
BlackRock, Inc.
Ordinary shares
6 February 2023
3 February 2023
100,665,813
State Street Corporation and
subsidiaries
Vanguard Group
(The Vanguard Group, Inc. and its
controlled entities)
Ordinary shares
6 September 2022
1 September 2022
95,780,835
Ordinary shares
23 June 2022
17 June 2022
95,642,3122
2. The figures quoted are based on the number owned and voting rights provided in the latest applicable substantial shareholder notice.
3. As stated in its latest substantial shareholder notice, Vanguard Group also holds 42,270 shares of Woodside ADR.
% of total
voting rights1
5.29
5.04
5.042
Buy backs
There are currently no on-market buy backs.
Escrowed and restricted securities
Woodside Energy Group Ltd does not have any restricted securities or securities subject to voluntary escrow on issue.
On-market purchases for Woodside employee incentive plans
Total shares
purchased
832,589
1,400,000
2,232,589
Average price paid per
share (A$)
28.72
Average price paid per
share (US$)
20.68
30.66
29.94
20.01
20.26
Number of shares
purchased for employee
plans
832,589
1,400,000
2,232,589
Period
February 2022
September 2022
Total
184
| Annual Report 2022 Annual General Meeting
The 2023 Annual General Meeting (AGM) of Woodside Energy
Group Ltd will be held on 28 April 2023. Details of the business
of the meeting will be provided in the AGM notice. The AGM
will be webcast live on the internet. An archived version of the
webcast will be placed on the Woodside website to enable the
proceedings to be viewed at a later time. The closing date for
receipt of director nominations was 21 February 2023.
For more information on this topic, refer to Woodside’s
website for copies of the Chair’s and CEO’s speeches
at woodside.com
Payments are electronically credited on the dividend payment
date and confirmed by payment advice. To request direct
crediting of dividend payments, please contact the share registry
or visit the share registry website (investorcentre.com/wds).
Shareholders must make an election to alter their dividend currency
by the business day after the record date for the dividend.
Shareholders who reside outside the USA, the UK and Australia
may elect to receive their dividend electronically in their local
currency using the share registry’s Global Wire Payment Service.
For a list of currencies offered and how to subscribe to the
service, please contact the share registry.
Documents on display
Documents filed by Woodside on the ASX are available at
asx.com.au and documents filed on the LSE are available at
data.fca.org.uk/#/nsm/nationalstoragemechanism. Woodside
files Annual Reports and other reports and information with the
US Securities and Exchange Commission (SEC). These filings are
available on the SEC’s website at sec.gov.
Documents filed on the ASX or LSE or with the SEC are not
incorporated by reference into this report. The documents
referred to in this report as being available on our website,
woodside.com, are not incorporated by reference and do not
form part of this report.
Woodside Energy Group Ltd
Woodside was registered under Australian corporate law in 1971
and listed on the ASX on 18 november 1971. Woodside’s shares are
currently listed on the ASX and LSE under the ticker symbol ‘WDS’
and its American Depositary Shares (ADS) are listed on the nYSE
under the symbol ‘WDS’. Following the approval of Woodside
shareholders at Woodside’s Annual General Meeting on 19 May
2022, Woodside changed its name from ‘Woodside Petroleum
Ltd.’ to ‘Woodside Energy Group Ltd’ effective 20 May 2022.
Woodside’s registered office is Mia Yellagonga,
11 Mount Street, Perth, Western Australia 6000, Australia,
telephone +61 8 9348 4000. Additional information about
Woodside can be found on its website at woodside.com. The
information contained in, or that can be accessed through,
Woodside’s website is not intended to be incorporated into this
annual report.
Dividend payments
Woodside determines its dividends in US dollars as this is
our functional and presentation currency. Woodside pays its
dividends in Australian dollars, unless a shareholder’s registered
address is in the United Kingdom (UK), where they are paid in
UK pounds sterling, or in the United States of America (USA),
where they are paid in US dollars.
Shareholders may have their dividends paid directly into any
bank or building society account in Australia, the USA or the UK.
For more information on this topic, refer to Woodside’s
website for the history of dividends paid by the
company at woodside.com
Change of address or banking details
Shareholders should immediately notify the share registry of any
change to their address or banking arrangements for dividends
electronically credited to a bank account.
For more information on this topic, refer to
the share registry website to change details
at investorcentre.com/wds
Australian Securities Exchange
Investors who hold Woodside shares listed on the ASX
seeking information about their shareholdings should contact
Woodside’s Australian share registry:
Computershare Investor Services Pty Limited
Address:
Level 11, 172 St Georges Terrace
Perth WA 6000
Postal address:
GPO Box D182 Perth WA 6840
Telephone:
1300 558 507 (within Australia)
+61 3 9415 4632 (outside Australia)
Email:
web.queries@computershare.com.au
Website:
investorcentre.com/wds
The share registry can assist with queries on share transfers,
dividend payments, the dividend reinvestment plan, notification
of tax file numbers and changes of name, address or bank
account details.
For security reasons, you will need your Security Reference
number (SRn) or Holder Identification number (HIn) when
communicating with the share registry. The share registry
website allows shareholders to make changes to address and
banking details online.
For more information on this topic, refer to the
share registry website for details of shareholdings at
investorcentre.com/wds
185
Woodside Energy Group Ltd |
London Stock Exchange
Woodside shares are traded on the Main Market for listed
securities of the London Stock Exchange (with trades settled in
the form of UK Depository Interests) under the symbol ‘WDS’.
Woodside has appointed Computershare Investor Services PLC
as its registrar.
If you have a query regarding your shareholding, please contact
Computershare in the United Kingdom:
Computershare Investor Services PLC
Postal address: Computershare Investor Services PLC
The Pavilions, Bridgwater Road,
Bristol BS99 6ZZ
Telephone:
+44 (0)370 703 6075
Email:
WebCorres@computershare.co.uk
Website:
computershare.com/uk
American Depositary Receipts
We have an American Depositary Receipts (ADR) program. The
ADR program has a 1:1 ordinary share to American Depositary
Share (ADS) ratio.
Depositary fees
Citibank serves as the depositary bank for our ADR program.
ADR holders agree to the terms in the deposit agreement filed
with the SEC for depositing ADSs or surrendering the ADSs for
cancellation and for certain services as provided by Citibank.
Holders are required to pay all fees for general depositary
services provided by Citibank in each of our ADR programs, as
set forth in the table below.
Service
Issuance of ADSs upon deposit of shares. Up to $0.05 per ADS issued.
Fees
Up to $0.05 per ADS
cancelled.
Up to $0.05 per ADS held.
Up to $0.05 per ADS held.
Fees payable by the Depositary to the Issuer
Citibank reimburses Woodside for certain expenses Woodside
incurs in connection with its ADR program, subject to certain
ceilings. These reimbursable expenses currently include, but
are not limited to, legal, accounting and reserve engineer fees,
listing fees, expenses related to investor relations in the United
States, fees payable to service providers for the distribution of
material to ADR holders and expenses to remain in compliance
with applicable US laws and nYSE listing standards. Citibank
has further agreed to waive certain fees in connection with
Woodside’s ADR program. These waived expenses currently
include, but are not limited to, standard costs associated with
the administration of the ADR program and certain fees in
connection with issuance of ADRs under Woodside’s equity
compensatory plans. For the year ended 31 December 2022,
such direct reimbursements and waived fees totalled
approximately US$1.6 million, which includes a one-time fixed
contribution by Citibank to Woodside and waiver of certain fees
in connection with ADR-related costs incurred in connection
with the merger with BHP's petroleum business and nYSE listing.
Under certain circumstances, including termination of our ADS
program or removal of our Depositary, we may be required to
repay to the Depositary a portion of the amounts reimbursed in
prior periods.
The ADSs issued under our ADR programs trade on the nYSE
under the stock ticker WDS. As of 16 February 2023, there were
55,867,523 ADSs on issue and outstanding in the Woodside ADS
program.
ADR holders should deal directly with Citibank on all matters
related to their ADRs, using the details below:
Enquiries should be directed to:
Citibank Shareholder Services
Address:
PO Box 43077
Providence Rhode Island
02940-3077
USA Toll Free:
1-877-CITI-ADR
International:
+1 781 575 4555
Up to $0.05 per ADS held.
Email:
citibank@shareholders-online.com
Up to $0.05 per ADS held
on the applicable record
date(s) established by the
Depositary
Up to $0.05 per ADS
transferred.
Up to $0.05 per ADS
converted.
Investor Relations enquiries
Requests for specific information on Woodside can be directed
to Investor Relations:
Address:
Woodside Energy Group Ltd
Mia Yellagonga
11 Mount Street
Perth WA 6000
Postal address:
GPO Box D188 Perth WA 6840
Telephone:
+61 8 9348 4000
Email:
investor@woodside.com
Website:
woodside.com
Cancellation of ADSs.
Distribution of cash dividends or other
cash distributions.
Distribution of ADSs pursuant to (i)
stock dividends or other free stock
distributions, or (ii) exercise of rights to
purchase additional ADSs.
Distribution of securities other than ADSs
or rights to purchase additional ADSs.
ADS Services.
Registration of ADS transfers.
Conversion of ADSs of one series for
ADSs of another series.
186
| Annual Report 2022
Exchange controls
The United States does not presently impose restrictions on
the transfer of capital to and from the United States beyond
certain currency reporting requirements or economic sanctions
regimes. non-United States resident shareholders may currently
receive dividend payments without United States governmental
approval so long as the recipient is not a designated target of
United States sanctions.
Under Australian foreign exchange controls currently in effect,
transfers of capital to and from Australia are not subject to prior
government approval and, except as described below, Australia
does not restrict the flow of currency into or out of the country.
Regulations may be made under the Anti-Money Laundering
and Counter-Terrorism Financing Act 2006 of Australia (AML/
CTF Act) prohibiting the entering into of transactions involving
prescribed foreign countries. As of the date of this report, no
such regulations are in place. To control tax evasion and money
laundering, the AML/CTF Act also requires certain transactions
to be reported to the Australian Transaction Reports and
Analysis Center and prohibits reporting entities from providing
certain services to customers without having complied with
certain obligations under the AML/CTF Act (for example ‘know
your customer’ checks). The Autonomous Sanctions Regulations
2011 promulgated under the Autonomous Sanctions Act 2011
of Australia, the Charter of the United Nations Act 1945 of
Australia and other acts and regulations in Australia restrict or
prohibit payments, transactions or other dealings with assets
having a proscribed connection with certain countries or named
individuals or entities subject to financial sanctions or identified
with terrorism. The Australian Department of Foreign Affairs
and Trade maintains a list of all persons and entities subject
to financial sanctions or having a proscribed connection with
terrorism which is available to the public at the Department
of Foreign Affairs and Trade’s website. There are no specific
restrictions regarding the remittance of profits, dividends or
capital.
Taxation
The following describes the material US and Australian federal
income tax considerations of the ownership and disposition
of Woodside shares or Woodside ADSs (together, ‘Woodside
Securities’) for beneficial owners of Woodside Securities that
are US Holders (as defined below). This discussion applies only
to Woodside Securities held as a ‘capital asset’ for US federal
income tax purposes (generally property held for investment).
This summary is based on the provisions of the Internal Revenue
Code of 1986, as amended (the ‘Code’), US Treasury regulations,
Australian tax law, any tax treaties, administrative rulings, and
judicial decisions, all as in effect on the date hereof, and all
of which are subject to change and differing interpretations,
possibly with retroactive effect. Woodside cannot assure
you that any such change or differing interpretation will not
significantly alter the tax considerations described in this
discussion. Woodside has not sought and will not seek any
rulings from the Internal Revenue Service (IRS) or the Australian
Taxation Office (ATO) with respect to the statements, positions
or conclusions described in the following discussion. Such
statements, positions and conclusions are not free from doubt,
and there can be no assurance that an applicable tax adviser,
the IRS, the ATO or a court will agree with such statements,
positions, and conclusions. In addition, statements contained
herein that Woodside ‘believes’, ‘expects’, ‘intends’, ‘anticipates’,
or other similar phrases are not legal conclusions or opinions.
The following does not purport to be a complete analysis of all
potential tax effects resulting from the ownership or disposition
of Woodside Securities and does not address all aspects of US
and Australian federal income taxation that may be relevant to
individual US Holders in light of their particular circumstances.
In addition, this summary does not address the Medicare tax on
certain investment income, US federal estate or gift tax laws, any
state, local, or non-US tax laws (other than Australian federal
income tax), any tax treaties, or any other tax laws. Furthermore,
this summary does not address all US and Australian federal
income tax considerations that may be relevant to certain
categories of US Holders that may be subject to special
treatment under the US or Australian federal income tax laws,
including, but not limited to:
• banks, insurance companies, or other financial institutions
• tax-exempt or governmental organisations
• dealers in securities or foreign currencies
• persons whose functional currency is not the US dollar
• persons that actually or constructively own 5% or more of any
class of Woodside’s stock (by vote or by value)
• corporations that accumulate earnings to avoid US federal
income tax
• traders in securities that use the mark-to-market method of
accounting for US federal income tax purposes
• persons subject to the alternative minimum tax
• entities or arrangements treated as partnerships or other pass-
through entities for US federal income tax purposes or holders
of interests therein
• persons deemed to sell Woodside Securities under the
constructive sale provisions of the Code
• real estate investment trusts
• regulated investment companies
• persons that hold Woodside Securities as part of a straddle,
appreciated financial position, synthetic security, hedge,
conversion transaction, or other integrated investment or risk
reduction transaction.
THIS DISCUSSIOn IS nOT TAX ADVICE. US HOLDERS SHOULD
COnSULT WITH, AnD RELY SOLELY UPOn, THEIR TAX
ADVISERS WITH RESPECT TO THE APPLICATIOn OF US
FEDERAL InCOME TAX LAWS (InCLUDInG AnY POTEnTIAL
CHAnGES THERETO) TO THEIR PARTICULAR SITUATIOnS,
AS WELL AS AnY TAX COnSEQUEnCES ARISInG UnDER
AnY OTHER TAX LAWS, InCLUDInG, BUT nOT LIMITED TO,
US FEDERAL ESTATE OR GIFT TAX LAWS, THE LAWS OF AnY
STATE, LOCAL OR nOn-US TAXInG JURISDICTIOn, OR AnY
APPLICABLE InCOME TAX TREATY.
187
Woodside Energy Group Ltd | US Holder defined
For the purposes of this discussion, the term ‘US Holder’ is used
to mean a beneficial owner of Woodside Securities that, for US
federal income tax purposes, is:
• an individual who is a citizen or resident of the United States;
• a corporation (or other entity treated as a corporation for US
federal income tax purposes) created or organised in or under
the laws of the United States, any state thereof or the District
of Columbia
• an estate the income of which is subject to US federal income
tax regardless of its source
• a trust (A) the administration of which is subject to the
primary supervision of a US court and which has one or
more ‘United States persons’ (within the meaning of Section
7701(a)(30) of the Code) who have the authority to control
all substantial decisions of the trust or (B) that has made a
valid election under applicable US Treasury regulations to be
treated as a United States person.
If a partnership (including an entity or arrangement treated
as a partnership for US federal income tax purposes) holds
Woodside Securities, the tax treatment of a partner in such
partnership might depend upon the status of the partner or the
partnership, upon the activities of the partnership and upon
certain determinations made at the partnership or partner level.
Accordingly, Woodside urges partners in partnerships (including
entities or arrangements treated as partnerships for US federal
income tax purposes) holding Woodside Securities to consult
with, and rely solely upon, their own tax advisers regarding the
US federal income and other tax considerations to them of the
matters discussed below.
American Depositary Shares
For US federal income tax purposes, US Holders of Woodside
ADSs generally should be treated as the beneficial owners of the
underlying shares represented by the ADSs and an exchange of
ADSs for such underlying shares generally will not be subject
to US federal income tax. Throughout the remainder of this
discussion, any reference to a holder of Woodside shares is
assumed to include holders of Woodside ADSs.
Material US federal income tax considerations for US
Holders with respect to the ownership and disposition
of Woodside securities
Woodside PFIC considerations
Adverse and burdensome US federal income tax rules and
consequences apply to US Holders that hold stock in a non-US
corporation classified as a passive foreign investment company
(PFIC) for US federal income tax purposes. In general, Woodside
would be treated as a PFIC in any taxable year in which, after
applying certain look-through rules, either:
1. at least 75% of its gross income for such taxable year, including
its pro rata share of the gross income of any corporation in
which it is considered to own at least 25% of the shares by
value, consists of passive income (which generally includes
dividends, interest, rents and royalties (other than rents
188
or royalties derived from the active conduct of a trade or
business) and gains from the disposition of passive assets)
2. at least 50% of its assets in such taxable year (ordinarily
determined based on fair market value and averaged quarterly
over the year), including its pro rata share of the assets of
any corporation in which Woodside is considered to own at
least 25% of the shares by value, produce or are held for the
production of passive income.
While Woodside does not anticipate becoming a PFIC in the
current or future taxable years, there can be no assurance that
it will not be a PFIC for any taxable year, as PFIC status is tested
each taxable year and depends on the composition of its assets
and income in such taxable year. If Woodside is classified as a
PFIC for any year during which a US Holder holds Woodside
Securities, Woodside will generally continue to be treated as a
PFIC for all succeeding years during which such US Holder holds
Woodside Securities. Because PFIC status is a fact- intensive
determination made on an annual basis and depends on the
composition of Woodside’s assets and income at such time,
no assurance can be given that Woodside is not or will not
become classified as a PFIC. If Woodside were later determined
to be a PFIC, you may be unable to make certain advantageous
elections with respect to your ownership of Woodside Securities
(including a ‘mark-to-market’ election or a ‘qualified electing
fund’ election) that would mitigate the adverse consequences of
Woodside’s PFIC status, or making such elections retroactively
could have adverse tax consequences to you. Woodside has
not sought and will not seek any rulings from the IRS or any
opinion from any tax adviser as to such tax treatment. Thus, the
anticipated reporting position of Woodside described herein is
not free from doubt. Woodside is not representing to you that
Woodside will not be treated as a PFIC for the current taxable
year or any subsequent taxable year.
Consistent with Woodside’s expectation, the remainder of this
discussion assumes that Woodside will not be treated as a PFIC
in the current taxable year or any subsequent taxable year.
THE PFIC RULES ARE COMPLEX AnD UnCERTAIn. US
HOLDERS SHOULD COnSULT WITH, AnD RELY SOLELY UPOn,
THEIR TAX ADVISERS TO DETERMInE THE APPLICATIOn
OF THE PFIC RULES TO THEM AnD AnY RESULTAnT TAX
COnSEQUEnCES.
Tax characterisation of distributions with respect to Woodside
Securities
If Woodside pays a distribution in cash or other property to US
Holders of Woodside Securities, such distribution generally will
constitute a dividend for US federal income tax purposes to the
extent paid from current or accumulated earnings and profits as
determined under US federal income tax principles. Distributions
in excess of current and accumulated earnings and profits
will constitute a return of capital that will be applied against
and reduce (but not below zero) the US Holder’s adjusted tax
basis in its Woodside Securities. Any remaining excess will be
treated as gain realised on the sale of Woodside Securities and
will be treated as in the section entitled ‘Gain or loss on sale or
| Annual Report 2022 other taxable exchange or disposition of Woodside securities’.
However, because Woodside does not expect to determine its
earnings and profits on the basis of United States federal income
tax principles, US holders should expect that any distribution
paid will generally be reported to them as a ‘dividend’ for US
federal income tax purposes.
The amount of any distribution paid in a foreign currency will be
equal to the US dollar value of such currency, translated at the
spot rate of exchange on the date such distribution is received,
regardless of whether the payment is in fact converted into US
dollars at that time. If the distribution is converted into US dollars
on the date of receipt, a US Holder should not be required to
recognise foreign currency gain or loss in respect of the income
attributable to such distribution. A US Holder may have foreign
currency gain or loss if the distribution is converted into US
dollars after the date of receipt. In general, foreign currency gain
or loss will be treated as US-source ordinary income or loss.
Distributions treated as dividends
Dividends paid by Woodside will be taxable to a corporate US
Holder at regular rates and will not be eligible for the dividends-
received deduction generally allowed to US corporations in
respect of dividends received from other US corporations.
Dividends Woodside pays to a non-corporate US Holder
generally will constitute a ‘qualified dividend’ that will be subject
to US federal income tax at the maximum tax rate accorded
to long-term capital gains if Woodside Securities are readily
tradable on an established securities market in the United States
or if Woodside is eligible for certain benefits under the tax treaty
between the United States and Australia and certain holding
period and other requirements are met, including that Woodside
is not classified as a PFIC during the taxable year in which the
dividend is paid or a preceding taxable year. If such requirements
are not satisfied, a non-corporate US Holder may be subject to
tax on the dividend at regular ordinary income tax rates instead
of the preferential rate that applies to qualified dividend income.
US Holders should consult with, and rely solely upon, their tax
advisers regarding the availability of the lower preferential rate
for qualified dividend income for any dividends paid with respect
to Woodside Securities.
Woodside believes that it currently is, and anticipates continuing
to be, eligible for benefits under the tax treaty between the
United States and Australia. Under a published IRS notice,
common or ordinary shares, or ADSs representing such shares,
are considered to be readily tradable on an established securities
market in the United States if they are listed on the nYSE, as the
Woodside ADSs are expected to be so listed. However, based on
existing guidance, it is unclear whether the shares underlying the
ADSs will be considered to be readily tradable on an established
securities market in the United States, because only the ADSs
will be listed on a securities market in the United States. US
Holders are urged to consult with, and rely solely upon, their
own tax advisers regarding the availability of the favorable
rate applicable to qualified dividend income for any dividends
Woodside pays with respect to the ADSs.
Dividends paid with respect to Woodside Securities generally
will constitute foreign source income for US foreign tax credit
limitation purposes. Subject to certain complex conditions and
limitations, any Australian taxes withheld on any distributions
on Woodside Securities may be eligible for credit against a US
Holder’s federal income tax liability or, at such holder’s election,
may be eligible as a deduction in computing such holder’s
US federal taxable income. If a refund of the tax withheld is
available under the laws of Australia or under the tax treaty
between the United States and Australia, as amended, the
amount of tax withheld that is refundable will not be eligible
for such credit against a US Holder’s US federal income tax
liability (and will not qualify for the deduction against US federal
taxable income). If the dividends constitute qualified dividend
income as discussed above, the amount of the dividend taken
into account for purposes of calculating the foreign tax credit
limitation will generally be limited to the gross amount of the
dividend, multiplied by the reduced rate applicable to the
qualified dividend income, divided by the highest rate of tax
normally applicable to dividends. The limitation on foreign taxes
eligible for the credit is calculated separately concerning specific
classes of income. For this purpose, dividends distributed by
Woodside with respect to Woodside Securities will generally
constitute ‘passive category income.’ The rules relating to the
determination of the US foreign tax credit are complex, and US
Holders are urged to consult with, and rely solely upon, their
tax advisers regarding the availability of a foreign tax credit in
their particular circumstances and the possibility of claiming
an itemised deduction (in lieu of the foreign tax credit) for any
foreign taxes paid or withheld.
Withholding tax in Australia
The Australian withholding tax consequences of dividends
paid to non-Australian resident shareholders are outlined in
the section entitled ‘Material Australian tax considerations’. If
Australian dividend withholding tax is payable on dividends
from Woodside, US Holders should seek their own tax advice to
determine the Australian and US taxation implications.
Gain or loss on sale or other taxable exchange or disposition of
Woodside Securities
Upon a sale or other taxable exchange or disposition of
Woodside Securities (including any portion of a distribution
by Woodside treated as such per the section entitled ‘—Tax
Characterisation of Distributions with Respect to Woodside
Securities’), a US Holder generally will recognise capital gain or
loss in an amount equal to the difference between (i) the sum
of the amount of cash and the fair market value of any property
received in such exchange or disposition and (ii) the US Holder’s
adjusted tax basis in its Woodside Securities so disposed of.
A US Holder’s adjusted tax basis in its Woodside Securities
generally will equal the US Holder’s purchase price, or if acquired
pursuant to the Special Dividend, the fair market value, (in each
case, expressed in US dollars) for the Woodside Securities,
reduced (but not below zero) by the amount of any prior
distributions paid to such US Holder that were treated as a return
of capital for US federal income tax purposes. Any such capital
189
Woodside Energy Group Ltd | gain or loss generally will be long-term capital gain or loss if
the US Holder held the Woodside Securities for more than one
year. Long-term capital gains recognised by non-corporate US
Holders will be eligible to be taxed at reduced rates. In addition,
the deductibility of capital losses is subject to limitations.
Gain or loss, if any, realised by a US Holder on the sale or other
disposition of Woodside Securities generally will be treated
as US source gain or loss for US foreign tax credit limitation
purposes. The use of US foreign tax credits relating to any
Australian tax imposed upon the sale or other disposition of
Woodside Securities may be unavailable or limited and may
depend upon the application of the tax treaty between the
United States and Australia to such US Holder. US Holders
are urged to consult with, and rely solely upon, their own tax
advisers regarding the tax consequences if Australian taxes are
imposed on or connected with a sale or other disposition of
Woodside Securities and their ability to credit any Australian tax
against their US federal income tax liability.
Australian CGT consequences
Australian capital gains tax (CGT) consequences of disposals of
Woodside Securities by US holders are outlined in the section
entitled ‘Material Australian Tax Considerations—Disposals of
Woodside shares’. If any tax is payable in Australia on a gain
accruing on the disposal of Woodside Securities, US Holders
should seek their own tax advice to determine the Australian and
US taxation implications.
Information reporting and backup witholding
Dividends with respect to Woodside Securities and proceeds
from the sale or exchange of Woodside Securities may be subject,
under certain circumstances, to information reporting and backup
withholding. Backup withholding will not apply, however, to a
US Holder that (i) is a corporation or entity that is otherwise
exempt from backup withholding (which, when required, certifies
as to its exempt status) or (ii) furnishes a correct taxpayer
identification number and makes any other required certification
on IRS Form W-9. Backup withholding is not an additional tax.
Rather, the US federal income tax liability (if any) of persons
subject to backup withholding will be reduced by the amount of
tax withheld. If backup withholding results in an overpayment
of taxes, a refund generally may be obtained, provided that the
required information is timely furnished to the IRS.
Additional information reporting requirements
Certain US Holders may be required to comply with certain
reporting requirements relating to the Woodside Securities
with respect to the holding of certain foreign financial
assets, including stock of foreign issuers (such as Woodside).
Penalties can apply if US Holders fail to satisfy such reporting
requirements. US Holders are urged to consult with, and rely
solely upon, their own tax advisers regarding the application of
these rules to their ownership of the Woodside Securities.
Material Australian tax considerations
Dividends (including other distributions treated as dividends
for Australian tax purposes) paid by Woodside to a US Holder
190
that is not an Australian resident for Australian tax purposes will
generally not be subject to Australian withholding tax if they are
fully franked (broadly, where a dividend is franked, tax paid by
Woodside is imputed to the shareholders).
Dividends paid to such US Holders, which are not fully franked,
will generally be subject to Australian withholding tax not
exceeding 15% only to the extent (if any) that the dividend is
neither:
• franked; nor
• declared by Woodside to be conduit foreign income. (Broadly,
this means that the relevant part of the dividend is declared
to have been paid out of foreign source amounts received
by Woodside that are not subject to tax in Australia, such as
dividends remitted to Australia by foreign subsidiaries).
The Australian withholding tax outcome described above
applies to US Holders who are eligible for benefits under the Tax
Convention between Australia and the US as to the Avoidance of
Double Taxation (the Australian Tax Treaty). Otherwise, the rate
of Australian withholding tax may be 30%.
In contrast, dividends (including other distributions treated as
dividends for Australian tax purposes) paid by Woodside to a US
Holder may instead by taxed by assessment in Australia if the US
Holder:
• is an Australian resident for Australian tax purposes (although
tax will generally not exceed 15% where the US Holder is
eligible for benefits under the Australian Tax Treaty as a treaty
resident of the US and any franking credits may be creditable
against their Australian income tax liability); or
• carries on business in Australia through a permanent
establishment as defined in the Australian Tax Treaty, or
performs personal services from a fixed base in Australia, and
the shareholding in respect of which the dividend is paid is
effectively connected with that permanent establishment or
fixed base, (however, in such a case any franking credits may
be creditable against the Australian income tax liability).
The treatment of dividends outlined above may be modified
where the shareholding in Woodside is held through a trust,
limited partnership, limited liability company, pension fund,
sovereign wealth fund or other investment vehicle. Affected
US Holders should seek their own advice in relation to such
arrangements.
Material Australian tax considerations—disposals of
Woodside Securities
Gains made by US Holders on the sale of Woodside Securities
will generally not be taxed in Australia.
However, the precise Australian tax treatment of gains made
by US Holders on the sale of Woodside Securities generally
depends on whether or not the gain is an Australian sourced
gain of an income nature for Australian income tax purposes.
Where the gain is of an income nature, a US Holder will generally
only be liable to Australian income tax on an assessment
basis (whether or not they are also an Australian resident for
| Annual Report 2022 Australian tax purposes) if:
• they are not eligible for benefits under the Australian Tax
Treaty and the gain is sourced in Australia for Australian tax
purposes; or
• they are eligible for benefits under the Australian Tax Treaty
but the gain constitutes any of the following (in which case the
gain will be deemed to have an Australian source):
• business profits of an enterprise attributable to a permanent
establishment situated in Australia through which the
enterprise carries on business in Australia; or
• income or gains from the alienation of property that form
part of the business property of a permanent establishment
of an enterprise that the US Holder has in Australia, or
pertain to a fixed base available to the US Holder in Australia
for the purpose of performing independent personal
services; or
• income derived from the disposition of shares in a company,
the assets of which consist wholly or principally of real
property (which includes rights to exploit or to explore
for nature resources) situated in Australia, whether such
assets are held directly or indirectly through one or more
interposed entities.
Where the gain is not taxed as Australian sourced income, the
US Holder will generally only be liable to Australian capital gains
tax on an assessment basis if they acquired (or are deemed to
have acquired) their Woodside Securities after 19 September
1985 and one or more of the following applies:
• the US Holder is an Australian resident for Australian tax
purposes; or
• the Woodside Securities have been used by the US Holder in
carrying on a business through permanent establishment in
Australia; or
• the Woodside Securities constitute an ‘indirect Australian
real properly interest’ for Australian CGT purposes – this will
generally be the case if the US Holder (either alone or together
with associates) directly or indirectly owns or owned 10% or
more of the issued share capital of Woodside at the time of
disposal or throughout a 12-month period during the two years
prior to the time of disposal and, at the time of the disposal,
the sum of market values of Woodside’s assets (held directly
or through interposed entities) that are not taxable Australian
real property at that time (which, for these purposes including
mining, quarrying or prospecting rights in respect of minerals,
petroleum or quarry materials situated in Australia); or
• the US Holder is an individual who is not eligible for benefits
under the Australian Tax Treaty as a treaty resident of the
US and elected on becoming a non-resident of Australia to
continue to have the Woodside Securities subject to Australian
capital gains tax.
In certain circumstances, if the Woodside Securities constitute
an ‘indirect Australian real property interest’ for Australian CGT
purposes, the purchaser may be required to withhold under
the non-resident CGT withholding regime an amount equal to
12.5% of the purchase price in situations including where the
acquisition is undertaken by way of an off-market transfer.
Affected US Holders should seek their own advice in relation to
how this withholding regime may apply to them.
The comments above on the sale of Woodside Securities do not
apply:
• to temporary residents of Australia who should seek advice
that is specific to their circumstances; or
• if the Investment Management Regime (IMR) applies to the
US Holder, which exempts from the Australian income tax and
capital gains tax gains made on disposal by certain categories
of non-resident funds – called IMR entities – of (relevantly)
portfolio interests in Australian public companies (subject to a
number of conditions). The IMR exemptions broadly apply to
widely held IMR entities in relation to their direct investments
and indirect investments made through an independent
Australian fund manager. The exemptions apply to gains made
by IMR entities that are treated as companies for Australian
tax purposes as well as gains made by non-resident investors
in IMR entities that are treated as trusts and partnerships for
Australian tax purposes.
THE FOREGOInG DISCUSSIOn IS nOT TAX ADVICE OR A
COMPREHEnSIVE DISCUSSIOn OF ALL US AnD AUSTRALIAn
FEDERAL InCOME TAX COnSEQUEnCES TO US HOLDERS OF
WOODSIDE SECURITIES. SUCH HOLDERS SHOULD COnSULT
WITH, AnD RELY SOLELY UPOn, THEIR OWn TAX ADVISERS
TO DETERMInE THE SPECIFIC TAX COnSEQUEnCES TO THEM
OF THE OWnERSHIP AnD DISPOSITIOn OF WOODSIDE
SECURITIES, InCLUDInG THE EFFECT OF AnY US FEDERAL,
STATE, LOCAL, nOn-US, OR OTHER TAX LAWS.
191
Woodside Energy Group Ltd | Key announcements 2022
Events calendar 2023
Woodside completes Pluto Train 2 sell-down to
GIP
Key calendar dates for Woodside shareholders in 2023.
Please note dates are subject to review.
January
non-cash impairment reversal and other items
Fourth quarter 2021 Report
Woodside to withdraw from Myanmar
Full-year 2021 results
February
Sustainable Development Report 2021
Climate Report 2021
Court dismisses challenges to environmental
approvals
Processing of Pluto gas starts at north West Shelf
Supporting information for shareholder vote on
merger released
First quarter 2022 report
Woodside shareholders approve merger
Woodside changes company name to Woodside
Energy Group Ltd and ticker code change
27 Full-year 2022 results and briefing
27 Annual Report 2022
27 US Annual Report 2022 (Form 20-F)
27 Sustainable Development Report 2022
27 Climate Report 2022
8
9
5
Ex-dividend date for dividend entitlement
Record date for dividend entitlements
Payment of dividend
21 First quarter 2023 results
28 Annual General Meeting
30 Half-year end 2023
19 Second quarter 2023 results
February
March
April
June
July
August
24 Half-year 2023 results
October
18 Third quarter 2023 results
Woodside completes merger with BHP Petroleum
November
Investor Briefing Day 2023
December
31 Year-end 2023
Admission to trading on the new York Stock
Exchange
Admission to trading on the London Stock
Exchange
Bumi appeal dismissed
Second quarter 2022 Report
Production guidance clarification
Segment reporting restatement and other items
Half-year 2022 results
Third quarter 2022 report
Change of additional Company Secretary
March
April
May
June
July
August
October
November
2023 full-year guidance
EVP Australian Operations Resignation
December
Investor Briefing Day 2022
January
2023
February
2023
Fourth quarter 2022 Report
Line-item guidance and other items
192
| Annual Report 2022
SE C T I On 6 . 5
Business directory
AUSTRALIA
AMERICAS
ASIA-PACIFIC
Perth (HEAD OFFICE)
Mia Yellagonga
11 Mount Street, Perth WA 6000, Australia
Houston
1500 Post Oak Blvd, Houston TX 77056,
USA
Beijing
16/F, West Tower, 1607, World Financial
Centre
T: +61 8 9348 4000
T: +1 713 961 8500
Postal address: GPO Box D188, Perth WA
6840, Australia
Karratha
The Quarter HQ, Level 3, 24 Sharpe
Avenue Karratha WA 6714, Australia
T: 1800 634 988
Postal address: PO Box 517 Karratha WA
6714, Australia
Roebourne
39 Roe Street, Roebourne WA 6718,
Australia
T: 1800 634 988
Canberra
Suite 12.03, 15 London Circuit, Canberra
ACT 2601, Australia
T: +61 8 9348 4000
Melbourne
Level 3, 162 Collins Street, Melbourne
Victoria 3000, Australia
T: +61 8 9348 4000
Launceston
96 Tamar Street, Launceston Tasmania
7250, Australia
T: +61 8 9348 4000
Calgary
Suite 3750, 421-7th Avenue SW Calgary
Alberta T2P 4K9, Canada
T: +1 855 956 0916
Postal address: PO Box 22240 Bankers
Hall Calgary Alberta T2P 4J6 Canada
Mexico City
Avenida Ejercito nacional 769 Torre B,
Piso 3, Col. Granada, Migual Hidalgo,
Ciudad de Mexico 11520, Mexico
T: +52 55 9156 9635
no. 1 East 3rd Ring Middle Road
Chaoyang District, Beijing, 100020 China
T: +86 10 8591 0577
Dili
Palm Business and Trade Centre Block
E01-06 Surik Mas, Fatumeta Bairro Pite
Dili, Timor-Leste
T: +670 3310804
Seoul
11F Kwanghwamun Building 149, Sejong-
daero, Jongno-gu Seoul 03186, Republic
of Korea
T: +82 2 739 3290
Port of Spain
Invaders Bay Tower, Invaders Bay
off Audrey Jeffers Highway, Port of Spain
W.I, Trinidad and Tobago
Singapore
12 Marina View, Asia Square Tower 2
#18-03 Singapore 018961, Singapore
T: +1 868 821 5200
T: +65 6709 8000
AFRICA
Dakar
Serenity Building, 1 Route du King Fahd
Palace 2nd & 3rd floor, Almadie, Dakar,
Senegal
T: +221 32 824 40 60
Tokyo
Imperial Tower, 1-1 Uchisaiwaicho 1-Chome
Chiyoda-ku Tokyo 100-0011, Japan
T: +81 3 3501 7031
UNITED KINGDOM
London
Level 3, 10-12 Cork Street London,
England W1S 3nP United Kingdom
T: +44 20 7009 3900
193
Woodside Energy Group Ltd | SE C T I On 6 . 6
Asset facts
Producing facilities
Australia
Asset
Pluto LNG
Role
Equity
Infrastructure
Capacity (100% project)
Product
Operator
90%
Pluto LnG Plant (onshore gas
plant)
LnG: 4.9 Mtpa
Domestic gas: 25 TJ/d
LnG, pipeline gas and
condensate
North West Shelf1
Operator
33.33%
Wheatstone2
non-operator
13%
Pluto Platform
(steel jacket fixed platform)
Karratha Gas Plant
(onshore gas plant)
north Rankin Complex
(steel jacket fixed platform)
Goodwyn A Platform
(steel jacket fixed platform)
Angel Platform
(steel jacket fixed platform)
Wheatstone LnG Plant
(onshore gas plant)
Condensate: 1,140 tonnes/d
Dry gas: 1,320 MMscf/d
Gas and condensate
LnG: 16.9 Mtpa
Domestic Gas: 630 TJ/d
Condensate: 14,385 tonnes/d
LnG, pipeline gas, condensate
and nGLs
Dry gas: 60,000 tonnes/d
Gas and condensate
Condensate: 6,200 tonnes/d
Dry gas: 38,000 tonnes/d
Gas and condensate
Condensate: 18,000 tonnes/d
Dry gas: 21,500 tonnes/d
Gas and condensate
Condensate: 5,270 tonnes/d
LnG: 8.9 Mtpa
Domestic gas: 200 TJ/d
Condensate: 8,661 sm3/d
LnG, pipeline gas and
condensate
Wheatstone Platform (steel
gravity structure platform)
Dry gas: 1,970 MMscf/d
Gas and condensate
Condensate: 8,600 sm3/d
Okha FPSO
Operator
50%
FPSO
Ngujima-Yin FPSO Operator
60%
FPSO
Oil: 60 kbbl/d
Gas: 82 MMscf/d
Oil: 120 kbbl/d
Crude oil
Oil
Bass Strait
non-operator
50%
Longford (onshore gas plant)
Gas: 1,040 TJ/day
Long Island Point (onshore
processing and storage plant)
Barracouta (steel jacket
platform and West Barracouta
subsea tieback)
Crude oil and condensate:
65,000 bbl/d
Liquefied petroleum gas:
5,150 tonnes/d
Ethane: 850 tonnes/d
Crude oil and condensate,
pipeline gas and nGLs
Snapper (steel jacket
platform)
Marlin/Turrum (steel jacket
platform)
Tuna/West Tuna (steel jacket
platform and concrete gravity
structure)
Oil Block (steel jacket
platform)
32.5%
Kipper (subsea tieback to
West Tuna)
Pyrenees FPSO
Operator
40-71.4%
FPSO
Oil: 96,000 bbl/d
Macedon
Operator
71.4%
Onshore single-train gas plant Gas: 220 MMscf/d
Crude oil
Pipeline gas
Condensate: 110 bbl/d
1. The north West Shelf consists of a number of active joint ventures. Woodside’s participating interest is 33.33% in all of these apart from the nWS joint ventures with CnOOC. Woodside’s participating
interest in the CLnG JV is 25% and in the Extended Interest JVs is 31.567%.
2. The Wheatstone assets processes gas from several offshore gas fields, including the Julimar and Brunello fields, for which Woodside has 65% participating interest and is the operator.
194
| Annual Report 2022
International
Asset
Role
Equity
Infrastructure
Capacity (100% project)
Product
Greater Angostura Operator
45%
Angostura – Block 2(c)
Oil:100,000 bbl/d
(central processing platform)
Gas: 340 MMscf/d
Crude oil and condensate and
pipeline gas
Greater Shenzi
Operator
72%
Tension leg platform
68.46%
Ruby – Block 3(a)
(well protector platform)
Atlantis
non-operator
44%
Semi-submersible wet tree
development
Mad Dog
non-operator
23.9%
Phase 1 (A-Spar)
(subsea truss spar)
Phase 2 (Argos)
Oil: 100,000 bbl/d
Gas: 50 MMscf/d
Oil: 200,000 bbl/d
Gas: 180 MMscf/d
Oil:100,000 bbl/d
Gas: 60 MMscf/d
Oil: 140,000 bbl/d
1. Mad Dog Phase 2 has not achieved ready for start up.
(semi-submersible floating)1
Gas: 75 MMscf/d
LnG, pipeline gas, condensate
and nGLs
LnG, pipeline gas and
condensate
Crude oil and condensate,
pipeline gas and nGLs
Crude oil and condensate,
pipeline gas and nGLs
Projects
Post FID
Asset
Role
Equity
Infrastructure
Capacity (100% project)
Product
Scarborough
Operator
100%
51%
Semi-submersible FPU
Dry gas: 33,582 tonnes/day
Pluto Train 2
(onshore gas plant)
LnG: 5.0 Mtpa
Domestic gas: 225 TJ/d
LnG, pipeline gas and
condensate
Sangomar
Operator
82%
FPSO
Oil: 100,000 bbl/d
Crude oil
Pre FID
Asset
Trion
Role
Operator
Equity
60%
Product
Crude oil
195
Woodside Energy Group Ltd | Developments
Asset
Calypso
Browse
Liard
Wildling1
Sunrise
Myanmar A-62
Role
Operator
Operator
Operator
non-operator
Operator
Operator
Joint operator
Equity
70%
30.6%
100%
50%
100%
33.44%
40%
Product
Gas
LnG, pipeline gas and condensate
Gas
Gas
Crude oil and condensate, pipeline gas and nGLs
LnG, pipeline gas and condensate
n/A
1. Woodside does not plan to pursue any further Wildling development activities in Blocks GC564 or GC520.
2. Withdrawing; handover in progress.
New energy opportunities1
Asset
H2OK
H2Perth
Hydrogen Refueller @H2Perth
H2TAS
Woodside Solar
Role
Operator
Operator
Operator
Operator
Operator
Southern Green Hydrogen2
Preferred partner
Equity
Product
100%
100%
100%
100%
100%
-
Liquid hydrogen
Hydrogen and ammonia
Hydrogen
Hydrogen and ammonia
Solar energy
Hydrogen and ammonia
Heliogen
non-operating partner
n/A
Solar energy
1. Subject to FID and regulatory approvals
2. Woodside’s equity in Southern Green Hydrogen is subject to finalising commercial agreements.
Greenhouse gas assessement permits
Country
Australia
Permit
G-7-AP
Role
Joint venture
Comment
non-operator
Bonaparte CCS Assessment Joint
Venture
Located in the Bonaparte Basin off the north-
western coast of the northern Territory
G-8-AP
Operator
Browse Joint Venture
For carbon capture and storage evaluation for
Browse
G-10-AP
Operator
northern Carnarvon Basin CCS Joint
Venture
Located in the northern Carnarvon Basin off the
north west coast of Western Australia
196
| Annual Report 2022 Exploration
Country
Asia-Pacific
Australia
Myanmar1
Permit
WA-526-P
WA-356-P
WA-536-P
WA-550-P
nT/P86
A-7
AD-7
AD-1
AD-8
Role
Equity
Product
non-operator
Operator
Operator
Operator
Operator
Operator
50%
65%
65%
100%
100%
Gas prone basin
Gas prone basin
Gas prone basin
Gas prone basin
Gas prone basin
Relinquished, formalities pending Gas prone basin
non-operator
Relinquished, formalities pending Gas prone basin
Joint operator
Relinquished, formalities pending Gas prone basin
Joint operator
Relinquished, formalities pending Gas prone basin
Republic of Korea
8, 6-1n
Joint operator
Exit initiated
Gas prone basin
FEL 5/13
Operator
Exit initiated
Oil or gas prone basin
non-operator
Exit initiated
Oil or gas prone basin
Operator
Operator
Exit initiated
Exit initiated
non-operator
40%
Oil or gas prone basin
Oil or gas prone basin
Oil prone basin
Europe
Ireland
Africa
Senegal
Congo
Egypt
Caribbean
Barbados
Rufisque, Sangomar and Sangomar Deep
Operator
90%
Marine XX
Red Sea Block 1
Red Sea Block 3
Red Sea Block 4
Carlisle Bay, Bimshire
non-operator
22.5%
non-operator
45%
non-operator
30%
non-operator
25%
Operator
Operator
60%
65%
Trinidad and Tobago TTDAA5 MDP2
Latin America
Peru
108
North America
Canada (offshore)
EL1157
EL1158
US Gulf of Mexico
GB 640, GB 641, GB 685, GB 555, GB 556, GB 726,
GB 770, GB 771, GB 604, GB 605, GB 647, GB 648,
GB 649, GB 772, GB 728, GB 729, GB 773, GB 774,
GB 421, GB 464, GB 465, GB 508, GB 509, GB 736,
GB 780, GB 824
GB 574, GB 575, GB 619, GB 529, GB 530, GB 531
GB 630, GB 719, GB 720, GB 763, GB 807, GB 501,
GB 502, GB 545, GB 676, GB 677, GB 721, GB 762,
GB 805, GB 806, GB 851, GB 852, GB 895, GB 672,
GB 716, GB 760
GC 282, GC 237
GB 663, GB 664, GB 678, GC 564, EB 566, EB 567,
EB 610, EB 611
EB 655, EB 656, EB 699, EB 700, EB 701, AC 34,
AC 36, AC 78, AC 80, EB 870, EB 871, EB 872,
EB 914, EB 915, EB 742, EB 785, EB 786, EB 830,
AC 127, AC 170, AC 39, AC 81, AC 82
MC 798, MC 842
GC 679, GC 768
GC 238
Operator
Operator
40%3
60%
non-operator
50%
Operator
100%
Operator
70%
non-operator
45%
non-operator
31.9%
non-operator
60%
MC 368, MC 369, MC 411, MC 412, MC 455, MC 456
non-operator
25%
GC 80, GC 123, GC 124, GC 168
GC 738, GC 870
Operator
75%
non-operator
23.9%
1. Woodside announced its decision to withdraw from its interests in Myanmar on 27 January 2022.
2. Market Development Phase Area (MDP).
3. Pending regulatory assignment approval.
Oil prone basin
Oil or gas prone basin
Oil or gas prone basin
Oil and gas prone basin
Oil and gas prone basin
Oil or gas prone basin
Gas prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
Oil prone basin
197
Woodside Energy Group Ltd | SE C T I On 6 . 7
Alternative performance measures
Certain parts of this report contain financial measures that
have not been prepared in accordance with IFRS and are not
recognised measures of financial performance or liquidity under
IFRS. In addition to the financial information contained in this
report presented in accordance with IFRS, certain ‘non-GAAP
financial measures’ (as defined in Item 10(e) of Regulation S-K
under the US Securities Act of 1933, as amended) have been
included in this report. These measures include EBIT, EBITDA
excluding impairment, Gearing, Underlying nPAT, net debt, Free
cash flow, Capital expenditure, Exploration expenditure, net
tangible assets, and net tangible asset per ordinary security.
These non-IFRS financial measures are defined section 6.8 -
Glossary, units of measure and conversion factors. This section
provides a reconciliation of these measures to Woodside's
Financial Statements.
Woodside believes that the non-IFRS financial measures it
presents provide a useful means through which to examine
the underlying performance of its business. These measures,
however, should not be considered to be an indication of, or
alternative to, corresponding measures of gross profit, net profit,
cash flows from operating activities, or other figures determined
in accordance with IFRS. In addition, such measures may not be
comparable to similar measures presented by other companies.
Undue reliance should not be placed on the non-IFRS financial
measures contained in this report, and the non-IFRS financial
measures should not be considered in isolation or as a substitute
for financial measures computed in accordance with IFRS.
Although certain of these data have been extracted or derived
from Woodside’s Financial Statements, these data have not
been audited or reviewed by Woodside’s independent auditors.
You are urged to read carefully the audited Full-year Financial
Statements and related notes thereto.
Definition and calculation of non-IFRS financial information
Non-IFRS financial
information
Why is the non-IFRS financial
information useful
Calculation
methodology
EBIT
EBITDA excluding
impairment
Underlying NPAT
Used to assess the Group’s operational profitability excluding net finance costs
and taxation expense. This assists management in tracking the performance of
the Group from its operations only.
Calculated as profit before income tax, PRRT and net
finance costs.
Used to assess the Group’s operational profitability excluding net finance costs,
taxation expense, depreciation and amortisation and impairment losses/reversals.
This measure assesses the performance of the Group’s segments and aids
decision making of resource allocation.
Calculated as profit before income tax, PRRT, net finance
costs, depreciation and amortisation, impairment losses,
impairment reversals.
Used to assess the Group’s financial performance by excluding the impacts of
exceptional items. This measure indicates the performance from the Group’s
core operations only and is used by management to aid decision making of
resource allocation.
net profit after tax from the Group’s operations excluding any
exceptional items (refer to the reconciliation in this section for
the list of specific items for each financial year).
Investment
expenditure
Used to assess efficient deployment of capital for oil and gas properties,
evaluation capitalised and exploration and evaluation expenditure. Management
uses this measure as support for decision making to maintain and improve
productive capacity.
Includes capital additions on oil and gas properties,
evaluation capitalised and exploration and evaluation
expenditure less amortisation of licence acquisition costs
and prior year exploration expense written off.
Capital expenditure
Used to assess efficient deployment of capital for oil and gas properties and
evaluation capitalised. Management uses this measure as support for decision
making to maintain and improve productive capacity.
Includes capital additions on oil and gas properties and
evaluation capitalised.
Exploration
expenditure
Free cash flow
Used to assess efficient deployment of capital for exploration and evaluation
expenditure. Management uses this measure as support for decision making to
maintain and improve productive capacity.
Includes exploration and evaluation expenditure less
amortisation of licence acquisition costs and prior year
exploration expense written off.
Used to evaluate the cash available for financing activities, including shareholder
distributions and debt servicing, after investment in maintaining and growing the
Group’s operations This measure is used as a key indicator of the level of cash the
Group has at its disposal.
Cash flow from operating activities (excluding payments to
cash reserves) and cash flow from investing activities.
Net debt
net debt measures how the Group manages our balance sheet and capital
structure. Management uses this measure to track the level of debt of the Group.
Interest-bearing liabilities and lease liabilities less cash and
cash equivalents.
Net tangible assets
Used to assess the Group’s net assets (excluding intangible) to assess how much
risk the Group carries in liquidity, solvency and assets for financing purposes.
The Group’s net assets less goodwill, non-controlling interest
and intangible assets.
Net tangible assets
per ordinary security
Used by management to assess the Group’s investment strategy in comparison to
the Group’s share price.
net tangible assets divided by the number of issued and
fully paid shares.
Gearing
Used to monitor the Group’s net debt relative to the Group’s total net debt and
equity. This measure assists management in monitoring the Group’s leverage.
net debt divided by the total of net debt and equity
attributable to equity holders of the parent.
198
| Annual Report 2022 APMs derived from Consolidated Income Statement
EBIT/EBITDA excluding impairment
net profit/(loss) after tax
Adjusted for:
Finance income
Finance costs
PRRT expense/(benefit)
Income tax expense/(benefit)
EBIT
Adjusted for:
Oil and gas properties depreciation and amortisation
Amortisation of licence acquisition costs
Depreciation of lease assets
Depreciation of other plant and equipment
Impairment losses
Impairment reversals
EBITDA excluding impairment
Underlying NPAT
net profit/(loss) after tax attributable to equity holders of the parent
Adjusted for the following exceptional items:
Add: Merger transaction costs
Add: Orphan Basin exit fee
Add: Myanmar exit
Add: Kitimat exit costs
Add: Joint venture recoveries
Add: Impairment losses
Add: Recognition of the Corpus Christi onerous contract provision
Add: Other
Less: Derecognition of the Corpus Christi onerous contract provision
Less: Impairment reversal (post-tax)
Less: Pluto PRRT DTA recognition
Less: Pluto price adjustment
Underlying NPAT
APMs derived from Consolidated Cash Flow Statement and Other Notes
Capital expenditure
Capital additions on evaluation
Capital additions on oil and gas properties
Capital expenditure
Exploration expenditure
Exploration and evaluation expenditure
Adjusted for:
Amortisation expense
Prior year expense written off
Exploration capitalised
Exploration expenditure
Investment expenditure
Free cash flow
Cash flow from operating activities
Adjusted for:
Payments to cash reserves
Cash flow used in investing activities
Free cash flow
2022
US$m
6,575
(155)
167
(313)
2,912
9,186
2,798
10
140
-
-
(900)
11,234
6,498
419
142
-
-
-
-
-
-
(245)
(630)
(954)
-
5,230
2022
US$m
119
3,904
4,023
470
(10)
(164)
122
418
4,441
8,811
-
(2,265)
6,546
2021
US$m
2,036
(27)
230
297
957
3,493
1,549
3
108
30
10
(1,058)
4,135
2020
US$m
(3,975)
(58)
327
(439)
(1,026)
(5,171)
1,689
12
94
29
5,269
-
1,922
1,983
(4,028)
-
-
209
33
4
-
-
-
-
(582)
-
(27)
1,620
2021
US$m
453
2,178
2,631
322
(3)
(265)
42
96
2,727
3,792
-
(2,941)
851
-
-
-
-
-
3,923
447
105
-
-
-
-
447
2020
US$m
310
1,591
1,901
81
(12)
(2)
45
112
2,013
1,849
-
(2,112)
(263)
199
Woodside Energy Group Ltd | APMs derived from Consolidated Balance Sheet
Net tangible assets per ordinary security
net assets
Adjusted for:
Goodwill
non-controlling interest
Intangible assets
Net tangible assets
number of issued and fully paid shares
Net tangible assets per ordinary security
Gearing
Interest-bearing liabilities (Current and non-current)
Lease liabilities (Current and non-current)
Adjusted for:
Cash and cash equivalents
Add: restricted cash
Net debt
Equity attributable to equity holders of the parent
Total net debt and equity attributable to equity holders of the parent
Gearing (%)
2022
US$m
37,127
(4,614)
(791)
(55)
31,667
2021
US$m
14,229
-
(786)
(2)
13,441
2020
US$m
12,875
-
(800)
(1)
12,074
1,898,749,771
969,631,826
962,225,814
16.68
13.86
5,138
1,634
(6,201)
12
583
36,336
36,919
1.6
5,430
1,367
(3,025)
-
3,772
13,443
17,215
21.9
12.55
6,214
1,278
(3,604)
-
3,888
12,075
15,963
24.4
200
| Annual Report 2022 SE C T I On 6 . 8
Glossary, units of measure and
conversion factors
Glossary
$, $m
1P
2C
2P
ADR
AGM
ASX
A$
Brent
Capital expenditure
Carbon credit
Cash margin
CCS
CCUS
CHF
CO2
CO2-e
Condensate
cps
Decarbonisation
DRP
EBIT
EBITDA excluding
impairment
EPS
US dollars unless otherwise stated, millions of dollars
Proved reserves
Best Estimate of Contingent resources
Equity greenhouse
gas emissions
Proved plus Probable reserves
American Depository Receipts
Annual General Meeting
Australian Securities Exchange
Australian dollars
Intercontinental Exchange (ICE) Brent Crude deliverable
futures contract (oil price)
Includes capital additions on oil and gas properties and
evaluation capitalised
A tradable financial instrument that is issued by a
carbon-crediting program. A carbon credit represents a
greenhouse gas emission reduction to, or removal from,
the atmosphere equivalent to 1 tCO2-e, calculated as the
difference in emissions from a baseline scenario to a project
scenario. Carbon credits are uniquely serialised, issued,
tracked and retired or administratively cancelled by means
of an electronic registry operated by an administrative
body, such as a carbon-crediting program
Revenue from sale of produced hydrocarbons less
production costs, royalties, excise and levies, insurance,
inventory movement, shipping and direct sales costs
and other hydrocarbon costs; excludes exploration
and evaluation, general administrative and other costs,
depreciation and amortisation, PRRT and income tax
Carbon capture and storage
Carbon capture utilisation and storge
Swiss francs
Carbon dioxide
CO2 equivalent. The universal unit of measurement to
indicate the global warming potential of each of the
seven greenhouse gases, expressed in terms of the global
warming potential of one unit of carbon dioxide. It is
used to evaluate releasing (or avoiding releasing) any
greenhouse gas against a common basis1
Hydrocarbons that are gaseous in a reservoir but that
condense to form liquids as they rise to the surface
Cents per share
Woodside uses this term to describe activities or pathways
that have the effect of moving towards a state that is lower
carbon, as defined in this glossary
Dividend reinvestment plan
Calculated as profit before income tax, PRRT and net
finance costs
Calculated as profit before income tax, PRRT, net finance
costs, depreciation and amortisation, impairment losses,
impairment reversals
Earnings per share
Exploration
expenditure
FEED
FID
FPSO
FPU
Free cash flow
FVLCD
GAAP
GDP
Gearing
GHG or greenhouse
gas
Gross margin
GWF
H1, H2
HSE
IFRS
Investment
expenditure
JCC
JV
KGP
Liquidity
LNG
Lower carbon
Woodside sets its Scope 1 and 2 greenhouse gas emissions
reduction targets on an equity basis. This ensures that the
scope of its emissions reduction targets is aligned with
its economic interest in its investments. Equity emissions
reflect the greenhouse gas emissions from operations
according to Woodside’s share of equity in the operation.
Its equity share of an operation reflects its economic
interest in the operation, which is the extent of rights it has
to the risks and rewards flowing from the operation2
Includes exploration and evaluation expenditure less
amortisation of licence acquisition costs and prior year
exploration expense written off
Front-end engineering design
Final investment decision
Floating production storage and offloading
Floating production unit
Cash flow from operating activities less cash flow from
investing activities
Fair value less costs to dispose
Generally Accepted Accounting Principles
Gross domestic product
net debt divided by the total of net debt and equity
attributable to equity holders of the parent
The seven greenhouse gases listed in the Kyoto Protocol
are: carbon dioxide (CO2); methane (CH4); nitrous oxide
(n20); hydrofluorocarbons (HFCs); nitrogen trifluoride
(nF3); perfluorocarbons (PFCs); and sulphur hexafluoride
(SF6)1
Gross profit divided by operating revenue. Gross profit
excludes income tax, PRRT, net finance costs, other income
and other expenses
Greater Western Flank
Halves of the calendar year (H1 is 1 January to 30 June and
H2 is 1 July to 31 December)
Health, safety and environment
International Financial Reporting Standards
Includes capital expenditure and exploration expenditure
The Japan Customs-cleared Crude is the average price of
customs-cleared crude oil imports into Japan as reported
in customs statistics (also known as ‘Japanese Crude
Cocktail’) and is used as a reference price for long-term
supply LnG contracts
Joint venture
Karratha Gas Plant
Total cash and cash equivalents and available undrawn
debt facilities
Liquified natural gas
Woodside uses this term to describe the characteristic of
having lower levels of associated potential GHG emissions
when compared to historical and/or current conventions
or analogues, for example relating to an otherwise similar
resource, process, production facility, product or service,
or activity
All footnotes related to this page are displayed on the next page.
201
Woodside Energy Group Ltd | Lower carbon
portfolio
Lower carbon
services
LSE
Net debt
Net equity
greenhouse gas
emissions
Net greenhouse gas
emissions
Net profit
attributable to
equity holders of the
parent
Net tangible assets
Net tangible assets
per ordinary security
Net zero
New energy
NGLs
NPAT
NWS
NYSE
Offsets
PRRT
PSC
PSE
For Woodside, a lower carbon portfolio is one from which
the net equity scope 1 and 2 greenhouse gas emissions,
which includes the use of offsets, are being reduced
towards targets, and into which new energy products and
lower carbon services are planned to be introduced as a
complement to existing and new investments in oil and gas.
Our Climate Policy sets out the principles that we believe
will assist us achieve this aim.
Woodside uses this term to describe technologies, such as
CCUS or offsets that could be used by customers to reduce
their net greenhouse gas emissions
London Stock Exchange
Interest-bearing liabilities and lease liabilities less cash and
cash equivalents
Woodside’s equity share of net greenhouse gas emissions
Woodside has set its Scope 1 and 2 greenhouse gas
emissions reduction targets on a net basis, allowing for
both direct emissions reductions from its operations and
emissions reductions achieved from the use of offsets. net
greenhouse gas emissions are equal to an entity’s gross
greenhouse gas emissions reduced by the number of
retired carbon credits
net profit after tax excluding non-controlling interests from
the Group’s operations
The Group’s net assets less goodwill, non-controlling
interest and intangible assets
net tangible assets divided by the number of issued and
fully paid shares
net zero emissions are achieved when anthropogenic
emissions of greenhouse gases to the atmosphere are
balanced by anthropogenic removals over a specified
period. Where multiple greenhouse gases are involved, the
quantification of net zero emissions depends on the climate
metric chosen to compare emissions of different gases
(such as global warming potential, global temperature
change potential, and others, as well as the chosen time
horizon)3
Woodside uses this term to describe energy technologies,
such as hydrogen or ammonia, that are emerging in
scale but which are expected to grow during the energy
transition due to having lower greenhouse gas emissions at
the point of use than conventional fossil fuels
natural gas liquids
net profit after tax
north West Shelf
new York Stock Exchange
The compensation for an entity’s greenhouse gas emissions
within its scope by achieving an equivalent amount of
emission reductions or removals outside the boundary or
value chain of that entity
Petroleum resources rent tax
Production sharing contract
Process safety event
Revenue from
ordinary activities
RFSU
Revenue from the sale of hydrocarbons, processing and
services revenue and shipping and other revenue
Ready for start up
RSSD
Scope 1 GHG
emissions
Scope 2 GHG
emissions
Scope 3 GHG
emissions
Target
TCFD
Tier 1 PSE
Tier 2 PSE
TRIR
Underlying NPAT
Unit production
costs
US, USA
USD
WA
Rufisque Offshore, Sangomar Offshore and Sangomar
Deep Offshore
Direct GHG emissions. These occur from sources that
are owned or controlled by the company, for example,
emissions from combustion in owned or controlled boilers,
furnaces, vehicles, etc.; emissions from chemical production
in owned or controlled process equipment. Woodside
estimates greenhouse gas emissions, energy values and
global warming potentials are estimated in accordance with
the relevant reporting regulations in the jurisdiction where
the emissions occur (e.g. Australian national Greenhouse
and Energy Reporting (nGER), US EPA Greenhouse Gas
Reporting Program (GHGRP)). Australian regulatory
reporting principles have been used for emissions in
jurisdictions where regulations do not yet exist2
Electricity indirect GHG emissions. Scope 2 accounts for
GHG emissions from the generation of purchased electricity
consumed by the company. Purchased electricity is defined
as electricity that is purchased or otherwise brought into
the organisational boundary of the company. Scope 2
emissions physically occur at the facility where electricity is
generated. Woodside estimates greenhouse gas emissions,
energy values and global warming potentials are estimated
in accordance with the relevant reporting regulations in
the jurisdiction where the emissions occur (e.g. Australian
national Greenhouse and Energy Reporting (nGER),
US EPA Greenhouse Gas Reporting Program (GHGRP)).
Australian regulatory reporting principles have been used
for emissions in jurisdictions where regulations do not yet
exist2
Other indirect GHG emissions. Scope 3 is a reporting
category that allows for the treatment of all other indirect
emissions. Scope 3 emissions are a consequence of the
activities of the company, but occur from sources not
owned or controlled by the company. Some examples
of Scope 3 activities are extraction and production of
purchased materials; transportation of purchased fuels; and
use of sold products and services. Please refer to the data
table on page 58 of the Climate Report 2022 for further
information on the Scope 3 emissions categories reported
by Woodside2
Woodside uses this term to describe an intention to
seek the achievement of an outcome, where Woodside
considers that it has developed a suitably defined plan or
pathway to achieve that outcome
Taskforce on Climate-related Financial Disclosures.
A typical Tier 1 process safety event is loss of containment
of hydrocarbons greater than 500 kg (in any one-hour
period)
A typical Tier 2 process safety event is loss of containment
of hydrocarbons greater than 50 kg but less than 500 kg
(in any one-hour period)
Total recordable injury rate. The number of recordable
injuries (fatalities, lost workday cases, restricted work day
cases and medical treatment cases) per million work hours
net profit after tax from the Group’s operations excluding
any exceptional items
Production costs ($ million) divided by production volume
(MMboe)
United States of America
US dollars
Western Australia
1. See IFRS Foundation 2021: Climate Related Disclosures Prototype. Appendix A. The IFRS published a further consultation document subsequent to the 2021 prototype. As it did not contain a updated
definition of Paris-Aligned scenarios Woodside has retained use of the previous edition.
2. World Resources Institute and World Business Council for Sustainable Development 2004. “GHG Protocol: a corporate accounting and reporting standard”.
3. IPCC, 2018: Annex I: Glossary [Matthews, J.B.R. (ed.)]. In: Global Warming of 1.5°C. An IPCC Special Report on the impacts of global warming of 1.5°C above pre-industrial levels and related global
greenhouse gas emission pathways, in the context of strengthening the global response to the threat of climate change, sustainable development, and efforts to eradicate poverty [Masson-Delmotte,
V., P. Zhai, H.-O. Pörtner, D. Roberts, J. Skea, P.R. Shukla, A. Pirani, W. Moufouma-Okia, C. Péan, R. Pidcock, S. Connors, J.B.R. Matthews, Y. Chen, X. Zhou, M.I. Gomis, E. Lonnoy, T. Maycock, M. Tignor,
and T. Waterfield (eds.)]. In Press. Page 555.
202
| Annual Report 2022 Units of measure
Conversion factors
Term
bbl
Bcf
boe
boe/d
CO2-e
Mbbl
Mboe
MMboe
MMBtu
MMscf
Mtpa
MW
scf
tpd
Definition
barrel
billion cubic feet of gas
barrel of oil equivalent
barrels of oil equivalent per day
carbon dioxide equivalent
thousand barrels
thousand barrels of oil equivalent
million barrels of oil equivalent
million British thermal units
million standard cubic feet of gas
million tonnes per annum
megawatt
standard cubic feet of gas
tonnes per day
Product
Natural gas
Condensate
Oil
Natural gas liquids (NGL)
Facility
Karratha Gas Plant
Pluto Gas Plant
Wheatstone
Unit
5,700 scf
1 bbl
1 bbl
1 bbl
Unit
1 tonne
1 tonne
1 tonne
Conversion factor
1 boe
1 boe
1 boe
1 boe
LNG conversion factor
8.08 boe
8.34 boe
8.27 boe
The LnG conversion factor from tonne to boe is specific to volumes produced at each facility and
is based on gas composition which may change over time.
203
Woodside Energy Group Ltd | SE C T I On 6 . 9
Information about this report
Unreasonable prejudice
As permitted by sections 299(3) and 299A(3) of the
Corporations Act 2001, we have omitted certain information
from our operating and financial review in relation to our
business strategy, future prospects and likely developments in
our operations and the expected results of those operations in
future financial years. We have done this on the basis that such
information, if disclosed, would be likely to result in unreasonable
prejudice to Woodside (for example, because the information is
premature, commercially sensitive, confidential or could give a
third-party a commercial advantage). The omitted information
relates to our internal budgets, forecasts and estimates, details
of our business strategy, and LnG contractual pricing.
Forward-looking statements
This report may contain forward-looking statements with respect
to Woodside’s business and operations, market conditions, results
of operations and financial condition, including, for example, but
not limited to, statements about expectations regarding long-
term demand for Woodside’s products, timing of completion
of Woodside’s projects, expected synergies from the merger
with BHP's petroleum business, expectations regarding growth
opportunities, Woodside’s strategic framework, Woodside’s
dividend policy, future results of projects, operating activities,
and new energy products, and expectations regarding the
achievement of Woodside’s Scope 1 and 2 net equity emissions
reduction and new energy investment target and other climate,
sustainability and ESG goals. All forward-looking statements
contained in this report reflect Woodside’s views held as at
the date of this report. All statements, other than statements
of historical or present facts, are forward-looking statements
and generally may be identified by the use of forward-looking
words such as ‘guidance’, ‘foresee’, ‘likely’, ‘potential’, ‘anticipate’,
‘believe’, ‘aim’, ‘estimate’, ‘expect’, ‘intend’, ‘may’, ‘target’, ‘plan’,
‘forecast’, ‘project’, ‘schedule’, ‘will’, ‘should’, ‘seek’ and other
similar words or expressions. Similarly, statements that describe
the objectives, plans, goals or expectations of Woodside are or
may be forward-looking statements.
The information and statements in this report about Woodside’s
future strategy and other forward-looking statements are not
guidance, forecasts, guarantees or predictions of future events
or performance, but are in the nature of aspirational targets that
Woodside has set for itself and its management of the business.
Those statements and any assumptions on which they are based
are only opinions and are subject to change without notice and
are subject to inherent known and unknown risks, uncertainties,
assumptions and other factors, many of which are beyond the
control of Woodside, its related bodies corporate and their
respective beneficiaries.
204
Important factors that could cause actual results to differ
materially from those in the forward-looking statements include,
but are not limited to, fluctuations in commodity prices, actual
demand, currency fluctuations, geotechnical factors, drilling
and production results, gas commercialisation, development
progress, operating results, engineering estimates, reserve
estimates, loss of market, industry competition, environmental
risks, climate related risks, physical risks, legislative, fiscal and
regulatory developments, changes in accounting standards,
economic and financial markets conditions in various countries
and regions, political risks, project delay or advancement,
approvals, cost estimates and the effect of future regulatory
or legislative actions on Woodside or the industries in which
it operates, including potential changes to tax laws, as well as
general economic conditions, prevailing exchange rates and
interest rates and conditions in financial markets.
Details of the key risks relating to Woodside and its business
can be found in section 3.8 - Risk factors. You should review and
have regard to these risks when considering the information
contained in this report.
If any of the assumptions on which a forward-looking statement is
based were to change or be found to be incorrect, this would likely
cause outcomes to differ from the statements made in this report.
Investors are strongly cautioned not to place undue reliance on
any forward-looking statements. Actual results or performance
may vary materially from those expressed in, or implied by, any
forward-looking statements. none of Woodside nor any of its
related bodies corporate, nor any of their respective beneficiaries,
nor any person named in this report or involved in the preparation
of the information in this report, makes any representation,
assurance, guarantee or warranty (either express or implied) as
to the accuracy or likelihood of fulfilment of any forward-looking
statement, or any outcomes, events or results expressed or
implied in any forward-looking statement in this report.
Past performance (including historical financial information and
pro forma information) is given for illustrative purposes only. It
should not be relied on and is not necessarily a reliable indicator
of future performance, including future security prices.
Emissions data
All greenhouse gas emissions data in this report are estimates,
and our methodologies for measuring or quantifying
greenhouse gas emissions may evolve as best practices
continue to develop and data quality and quantity continue to
improve. Woodside ‘greenhouse gas’ or ‘emissions’ information
reported are Scope 1 GHG emissions, Scope 2 GHG emissions,
and Scope 3 GHG emissions. For more information on emissions
data refer to the Climate Report 2022 and the Sustainable
Development Report 2022.
| Annual Report 2022 Industry and market data
This report contains industry, market and competitive position
data that are based on industry publications and studies
conducted by third parties as well as Woodside’s internal
estimates and research. These industry publications and
third-party studies generally state that the information they
contain has been obtained from sources believed to be reliable,
although they do not guarantee the accuracy or completeness
of such information. While Woodside believes that each of these
publications and third-party studies is reliable, Woodside has not
independently verified the market and industry data obtained
from these third-party sources. Forecasts and other forward-
looking information obtained from these sources are subject to
the same qualifications and uncertainties as the other forward-
looking statements contained in this report and may differ
among third-party sources. These forecasts and forward-looking
information are subject to uncertainty and risk due to a variety
of factors, including those described in section 3.8 - Risk factors
and in this section, section 6.9 - Information about this report.
These and other factors could cause results to differ materially
from those expressed in Woodside’s forecasts or estimates or
those of independent third parties. While Woodside believes
its internal research is reliable and its selection of industry
publications and third-party studies and the description of its
market and industry are appropriate, neither such research nor
these descriptions have been verified by any independent source.
Basis of Presentation
Woodside’s Financial Statements are prepared in accordance
with the Australian Accounting Standards and other
authoritative pronouncements of the Australian Accounting
Standards Board (AASB) and comply with the International
Financial Reporting Standards (IFRS) as issued by the
International Accounting Standards Board (IASB).
Other important information
All references to dollars, cents or $ in this report are to US
currency, unless otherwise stated.
References to ‘Woodside’ may be references to Woodside
Energy Group Ltd or its applicable subsidiaries.
This report does not include any express or implied prices at
which Woodside will buy or sell financial products.
This report contains references to Woodside’s website, our
Sustainable Development Report 2022 and our Climate Report
2022. These references are for the readers’ convenience only.
Woodside is not incorporating by reference into this report
any information posted on woodside.com or in the Sustainable
Development Report 2022 or our Climate Report 2022. The
content of any other websites referred to in this report does not
form part of this report.
205
Woodside Energy Group Ltd | SE C T I On 6 . 1 0
Ten-year comparative data summary
Profit and loss
(USDm)1,2
Operating revenues
LnG
Pipeline gas
natural gas liquids (nGLs)
Crude oil and condensate
Processing and services Revenue
Trading revenue
Other hydrocarbon revenue
Shipping and other revenue
Total
EBITDAX excluding impairment
EBITDA excluding impairment
EBIT
Exploration and evaluation (excluding amortisation of permit
acquisition)
Depreciation and amortisation
Amortisation of licence acquisition costs
Impairment/impairment reversal
net finance costs
Tax expense
non-controlling interest
Reported nPAT
Reported EPS (cents) 3
DPS (cents)
Total assets
Debt
net debt
Shareholder equity (net of non-controlling interest)
Balance sheet
(USDm)2
Cashflow (USDm)
and capital
expenditure
(USDm)
Cash flow from
Operations
Investing
Financing
Volumes1
Capital expenditure
Exploration and evaluation
Oil and gas properties
ROACE4
Return on equity
Gearing
Sales (million boe)
LnG
Pipeline gas
nGLs
Crude oil and condensate
Total
Production (million boe)5
LnG
Pipeline gas
nGLs
Crude oil and condensate
Other data
Total (million boe)
Reserves (Proved plus Probable) natural gas (Tcf)6
Reserves (Proved plus Probable) Crude oil and condensate (MMbbl)6
Reserves (Proved plus Probable) nGLs (MMbbl)6
2022
2021
2020
20192
2018
20171
2016
2015
2014
2013
11,289
5,359
2,519
3,664
3,761
2,674
2,751
3,095
1,362
206
3,758
175
-
-
27
16,817
11,694
11,234
9,186
43
60
1,316
143
-
-
41
6,962
4,454
4,135
3,493
73
16
843
142
-
-
7
85
44
946
119
-
-
15
89
25
952
202
210
1
-
153
43
813
192
53
47
-
303
34
715
202
70
-
-
3,600
1,991
1,922
(5,171)
4,873
3,680
3,531
1,091
5,240
4,041
3,814
2,278
3,975
3,095
2,918
1,714
4,075
3,004
2,734
1,388
296
34
1,071
180
354
-
-
5,030
3,443
3,063
441
4,563
377
80
2,056
198
161
-
-
7,435
5,853
5,568
3,672
3,347
371
88
1,970
150
-
-
-
5,926
4,460
4,188
2,538
460
319
69
149
227
177
270
380
285
272
2,938
10
(900)
12
2,599
77
6,498
430
253
59,321
6,772
583
36,336
1,687
3
(1,048)
203
1,254
53
1,983
206
135
26,474
6,797
3,772
13,443
1,812
12
5,269
269
(1,465)
53
(4,028)
(424)
38
24,623
7,492
3,888
12,075
1,688
15
737
229
480
39
343
37
91
29,353
6,849
2,791
16,617
1,451
46
39
183
628
103
1,364
148
144
27,088
4,071
2,397
17,489
1,188
16
-
84
465
96
1,069
123
98
25,399
5,065
4,747
15,081
1,320
26
-
48
367
105
868
104
83
24,753
4,973
4,688
14,839
1,517
22
1,083
85
243
87
26
3
109
23,839
4,441
4,319
14,226
1,441
21
434
163
993
102
2,414
293
255
24,082
2,586
(682)
15,876
1,218
45
387
179
545
65
1,749
213
249
23,770
3,764
1,541
15,225
8,811
(2,265)
3,792
(2,941)
1,849
(2,112)
3,305
(1,238)
3,296
(1,772)
2,400
(1,568)
2,587
(2,473)
2,475
(5,555)
4,785
(617)
3,330
(1,059)
(3,364)
(1,424)
(203)
317
(159)
(805)
51
(58)
(3,119)
(2,470)
119
3,904
24.5%
17.9%
1.6%
96.6
28.4
4.6
39.3
168.9
85.1
28.6
5.3
38.7
157.7
16.43
710.6
48.0
460
2,178
15.6%
14.8%
21.9%
91.2
2.5
0.7
17.2
111.6
70.8
2.5
0.5
17.3
91.1
11.67
244.4
-
355
1,591
-21.0%
-33.4%
24.4%
81.2
5.3
0.4
19.9
106.8
75.0
5.3
0.5
19.5
100.3
4.50
250.7
-
443
749
4.1%
2.1%
14.4%
75.3
6.2
0.7
15.2
97.4
67.7
6.1
0.5
15.3
89.6
5.65
222.4
-
728
993
9.3%
7.8%
12.1%
69.6
5.8
0.4
13.4
89.2
71.9
5.8
0.6
13.1
91.4
6.05
175.9
-
328
1,039
7.4%
7.1%
23.9%
61.2
7.6
0.7
14.6
84.1
61.7
7.3
0.6
14.8
84.4
6.54
186.9
-
965
1,214
6.2%
5.8%
24.0%
1,305
4,309
2.0%
0.2%
23.3%
63.6
14.5
0.7
16.2
95.0
63.7
14.5
0.7
16.0
94.9
7.09
198.6
-
57.6
13.4
0.7
21.0
92.7
57.5
13.3
0.7
20.7
92.2
7.59
176.1
-
261
425
17.5%
15.2%
-4.5%
58.3
13.3
0.8
20.8
93.2
60.3
13.3
0.8
20.7
95.1
6.65
171.2
-
166
420
12.0%
11.5%
9.2%
52.4
14.1
0.9
18.3
85.7
53.6
14.1
0.9
18.4
87.0
7.09
192.2
-
Other
Employees
Shares
High (A$)
Low (A$)
Close (A$)
number (000’s)
number of shareholders7
Market capitalisation (USD equivalent at reporting date)
Market capitalisation (AUD equivalent at reporting date)
Finding costs ($/boe) (3 year average)8
Reported effective income tax rate (%)
net debt/total market capitalisation (%)
4,376
39.16
21.93
35.44
1,898,750
649,871
45,759
67,292
9.78
30.7%
1.3%
3,684
27.40
19.20
21.93
969,632
261,019
15,948
21,264
14.65
32.0%
23.7%
3,670
36.14
15.27
22.74
962,226
276,431
16,817
21,881
30.44
20.5%
23.1%
3,834
37.40
30.49
34.38
942,287
220,065
22,666
32,396
21.71
57.2%
12.3%
3,662
39.00
28.45
31.32
936,152
209,753
20,681
29,320
29.90
31.7%
11.6%
3,597
33.97
28.16
33.08
842,445
209,383
21,762
27,868
26.21
34.0%
21.8%
3,511
31.88
23.94
31.16
842,445
214,350
18,922
26,251
39.06
35.9%
24.8%
3,456
38.33
26.20
28.72
823,911
225,138
17,250
23,663
107.45
49.8%
25.0%
3,803
44.23
33.71
38.01
823,911
227,798
25,664
31,317
44.09
30.1%
-2.7%
3,896
39.54
33.29
38.90
823,911
217,383
28,579
32,050
30.43
29.8%
5.4%
1. 2017 has been restated for the impact of AASB 15 Revenue from contracts with customers. Comparative financial information prior to 2016 has not been restated for AASB 15.
2. 2019 includes the adoption of AASB 16 Leases.
3. Earnings per share has been calculated using the following weighted average number of shares (2022: 1,511,257,404; 2021: 962,604,811; 2020: 951,113,086; 2019: 935,833,092; 2018: 921,165,018; 2017:
866,201,877; 2016: 835,011,896; 2015: 822,943,960; 2014: 822,771,118; 2013:822,983,715).
4. The calculation for ROACE has been revised in 2014 to use EBIT as the numerator, in addition to a change in the composition of capital employed. ROACE for 2013 has been restated to include this change.
5. Includes production of 156.8 MMboe from Woodside reserves and 0.9 MMboe primarily from feed gas purchased from Pluto non-operating participants processed through the Pluto-KGP Interconnector.
6. Reporting of reserves by product changed in 2022 to include natural gas; crude oil and condensate; nGLs. For years prior to 2022, nGLs were included in natural gas and crude oil and condensate
were reported separately. Years prior to 2022 have otherwise not been restated for any other changes in reporting methodology.
7. As per the date specified in the relevant Annual Report.
8. Finding cost methodology is in accordance with SEC industry standard. The 2020 outcome excludes the impact of Greater Pluto (WA-404-P) Proved (1P) Undeveloped Reserves of 91 MMboe to Best
Estimate (2C) being reclassified to Contingent Resources, resulting from impairment of Pluto (WA-404-P).
206
| Annual Report 2022 Head Office:
Woodside Energy Group Ltd
Mia Yellagonga
11 Mount Street
Perth WA 6000
Postal Address:
GPO Box D188
Perth WA 6840
Australia
T: +61 8 9348 4000
E: companyinfo@woodside.com
Woodside Energy Group Ltd
ABn 55 004 898 962
woodside.com