PESAF (PESAF) Q2 2026 Earnings Report, Transcript and Summary

Good morning, and welcome to Panoro's Half 1 Results Presentation. I would first like to draw your attention to this disclaimer. This presentation contains certain statements that are or may be deemed to be forward-looking statements, which include all statements other than statements of historical fact. Forward-looking statements involve making certain assumptions based on the company's experience and perception of historical trends, current conditions, expected future developments and other factors that we believe are appropriate under the circumstances. Although we believe that the expectations reflected in these forward-looking statements are reasonable, actual events or results may differ materially from those projected or implied in such forward-looking statements due to unknown or known risks, uncertainties and other factors. Next slide, please. There will be time for Q&A at the end of the presentation. [Operator Instructions] I would now like to hand you over to Julien Balkany, Panoro's Chairman, who will take you through some highlights of today's exciting news and our results.

Thank you, Andy. Good morning, everyone. I'm joined today on the call by Eric d'Argentre, Panoro's CEO and President; and Qazi Qadeer, our CFO. Before we move to our half year results, trading, financial and operational update, I would like to say a few key words on the new transformational and accretive acquisition that we have announced yesterday evening. By now, you will have all seen the exciting announcement we made yesterday after market close whereby we have signed a definitive agreement with DNO to acquire an indirect 9.09% interest in the gas producing Block CI-27 offshore Ivory Coast. Before we talk in more detail in the next slide about our latest acquisition, I want to take a moment to reflect on how our well-timed and strongly accretive M&A strategy that is part of our DNA has been a core driver of our growth in recent years. Since 2018, we have successfully completed acquisition of production assets in Tunisia, Equatorial Guinea, Gabon and now Ivory Coast, establishing a robust and well-diversified production business across 4 jurisdictions in Africa. This latest acquisition, which will be our second this year, coming hot on the heels of our recent purchase of an additional 40% interest in Block G from Kosmos Energy. It will establish a fourth production leg to our business in a new first-class jurisdiction that has a very strong oil and gas sector and which we believe can position us for further follow-on growth opportunities at the right time. When we look at the business back then compared to today and following the number on this slide, they speak for themselves. Panoro is today a more resilient, better diversified business that it has ever been at any point in its history. If you look at it, we have rapidly scaled our production from virtually 0 at the start of 2018 to a current pro forma rate of around 20,800 BOE per day, firmly positioning Panoro as a leading independent producer in Africa. We have increased our 2P reserve by a factor of more than 4 with our overall 2P plus 2C resources have increased by almost 8x to 183 million BOE, illustrating the depth of organic growth reserves and resources opportunity we have within our portfolio today. Over this time and up to yesterday close, we have seen around a 4.5x appreciation to Panoro share price in the same period. It is important to note that when we have issued equity to fund external growth, we have always done so at a progressively higher valuation each time than the time before with today at NOK 28.77, we will issue share to DNO. Alongside this, we have responsibly used various form of debt financing and be careful to preserve what we believe to be a prudent and disciplined leverage profile. It has also allowed us to return substantial amount to shareholders, which, including the cash distribution announced today amount to a total of NOK 950 million so far or roughly about 25% of our market cap as yesterday close. Delivering enhanced shareholder return over the long run is our backbone and core to our strategy. Next slide, please. Acquisition of indirect 9.09% interest in Block CI-27. Moving on this acquisition itself, Block CI-27 is operated by the privately held and excellent first-class and long-time established operator of Foxtrot International, whose principal business is a 27.27% effective participating interest in the asset. The DNO subsidiary, which Panoro is acquiring hold an indirect 33.33% interest in Foxtrot and therefore, an indirect 9.09% interest in that asset. Other joint venture partners in the asset include Petroci, the national oil company and SECI S.A. The consideration is $80 million and the effective date of the transaction is January 1, 2025. It is important to highlight that there is no regulatory approval pending or required and there are no preemptive rights. This transaction is therefore fully derisked, and we expect completion to occur by the end of Q3. I will let Eric to talk to you in further details about the asset, which holds the country's largest nonassociated gas and meeting over 70% of the country gas need. Net production for our interest in the assets stand at approximately 3,334 BOE per day in the first half 2026 and net 2P and 2C resources at 14.4 million BOE. In terms of funding, to finance the acquisition, Panoro will issue 7 million new shares to DNO, which will represent about 4.9% of outstanding Panoro share, post issuance of those shares. The share price is based on the VWAP for the last 5 trading days preceding the announcement, so coming at a price of NOK 28.77 per share. Additionally, to diversify our credit profile, Panoro has placed a $50 million senior unsecured bond carrying a 10.25% coupon with maturity in 2031. The bond was fully placed and subscribed in the private domain by 2 long-standing strategic investors along primary insiders. In summary, this new acquisition will continue to transform the scale, geographical diversity and longevity of Panoro portfolio and strengthen our capital structure enabling us to deliver enhanced shareholder return over the long run while also positioning us for further growth opportunities at the right time in Ivory Coast. Next slide, please. Some of you may not be too familiar with Cote d'Ivoire. So I think it is worth briefly touching on why the core country fundamentals are extremely supportive for our gas business supplying the domestic market here. Natural gas sits at the heart of Cote d'Ivoire power system, accounting for around 65% of electricity generation, which makes reliable domestic gas supply a strategic priority rather than a marginal fuel source. The country has delivered consistently strong economic growth with the World Bank highlighting average real GDP growth constantly above 6% for the last years. And growth in Ivory Coast is not dependent on a single sector. Cote d'Ivoire has developed into one of West Africa's most diversified and strong economy with a BB- sovereign credit rating, underpinned by agriculture, mining, services, manufacturing and a growing hydrocarbon sector. Indeed, Cote d'Ivoire is a thriving oil and gas sector and is yielding some of the largest and most impactful oil and gas exploration discoveries in West Africa in recent years, Eni with Baleine and Calao South discoveries, more recently, Murphy with Bubale discovery that was announced as being commercial in June. I will now hand over to Eric, our COO and President, who will take you through the next slides. Thank you. Eric d'Argentré: Thank you, Julien. Good morning, everyone. So I will take you through the presentation of CI-27 asset overview. So that CI-27 is between 12 and 15 kilometers offshore Ivory Coast in what we call shallow water with platform territories. This is the largest nonassociated gas accumulation in the country. And as Julien mentioned, meeting more than 70% of the domestic gas need. The asset was developed back in 1999 with the first 2 fields, Foxtrot and Mahi, and the installation of the first platform, PFA and the production has been increased and be very good and steady over the years. In 2015, Foxtrot developed the Marlin and Manta accumulation that you can see on the right-hand side of the map with the installation of a second platform, platform Bravo, PFB. Today, we have 12 wells on production. Both platforms are equipped with all the required process to treat the gas and condensate as well as gas compression, and I will come back on the compression. There is a lot of -- we see, and there is a lot of upside potential in the CI-27 in those current fields and additional appraisal fields or fields to be appraised, sorry. We have today Foxtrot started a drilling campaign back 4 months ago on Foxtrot field with 5 wells to be drilled, infill wells. The first 2 wells have reached a reservoir with a higher pressure than expected, which is a very good news. It means that the depletion assumed is lower than it is in reality. So more volume to be produced. So those volumes will be moved very shortly from 2P to PDPs, proved, developed and producing volumes and will help to extend the plateau, the production plateau and increase depending on gas demand. We are today producing an average of 200 million scf per day for the last 3 to 4 years. If the demand grows, those wells will be available to match the demand if it does peak. To come back on the potential, there is a potential as well in surface facilities to upgrade. There is the gas compression system. Without entering too much in details, but the lower the pressure is on the gas well, the better and the longer it will deliver in life and the compression can be worked on, and there is some compression project to be able to produce longer and drain more volume at lower pressure in the future. So lots of potential way past the 2034 PSC terms. Next, please. So in terms of gas and liquid sales agreement, we have a very strong partnership in Ivory Coast. The vast majority of our gas produced is sold to CI-ENERGIES with CI-ENERGIES is a key partner in Ivory Coast. CI-E mission is to ensure supply of energy that supply of energy meets the demand. They lead major structuring project in production, transport and distribution of energy with rural electrification. So CI-E is a key partner derisking the gas export sales to the local consumers. We have a long-term contract to the PSC term 2034 with a take-or-pay of 140 million scf per day. We are delivering an average of 200, as mentioned earlier, and a gas price that is around the USD 6.5 per million BTU on the contract sales. Next, please. So once -- the group production update, some of you will remember, we communicated last quarter that Panoro was on the way to 20,000 barrel of oil per day net once we would have recovered the full potential of the Ceiba field in Equatorial Guinea and with the MaBoMo Phase 2 drilling campaign in Gabon with the well on stream. We are already today at 17,500 net, and that's a strong -- a very strong performance in the last quarter. We're clearly on track to the 20,000 barrel of oil per day in 2027, including the recently announced transaction from last night, that does accelerate the 20,000 milestone for the group. And on a pro forma basis, we would already be above the 20,000. And therefore, Panoro net is more on the road to 23,000 barrels of oil per day net in 2027 once all the mentioned work will have been completed. I would like to highlight our resilience in terms of costs. It's important to note that our operating cost per barrel is at $23 today with $3 to $5 on what we call the non-recurrent CapEx, meaning all the important integrity, FPSO life extension, class extension that needs to be done on a yearly basis. So between $26 and $28 per barrel that makes Panoro very resilient in low price environment, which is a very good discipline to have. Next, please. On Equatorial Guinea Block G update, as I said in my previous slide, very strong performance in production, especially in the last quarter with some good action on -- good results on Ceiba recovery from MPPs and subsea clusters as well as in productive investments, well intervention workover on the Okume complex that does illustrate the great potential of those 2 accumulations. The latest production net to Panoro today is above 11,000 barrels of oil per day. And we have -- we are working on the future project with our partner and operator, Trident Energy. The recovery factor of the block is still low. Drilling campaign is being matured with our partner and the objective is to take FID for the future campaign in Okume complex with a jack-up, conventional jack-up rig end of 2026 for the FID so that we should be able to drill on Okume complex by Q1, Q2 2028. Recovery factor is low. So any 1% additional recovery is 25 million barrels to be produced, and that's the objective on the short, mid and long term of the partnership. Next, please. In Gabon, update on Dussafu, our cornerstone asset. Dussafu is a very prolific area, and we continue to have a strong performance, good uptime and good production in this very prolific block. We are today drilling in MaBoMo Phase 2 as it was announced previously. The rig is on location, drilling the first well, we have a campaign of delineation and infill wells, 4 producing wells, maybe more depending on the results. There is some optionality for more wells. This MaBoMo Phase 2 drilling campaign will take us back to the nameplate capacity of the installation at 40,000 barrels of oil per day. And another important milestone is we -- the partnership took FID on the Bourdon discovery that was announced last year. We have now FID the project. Its work is ongoing on the jack-up conversion to become the [indiscernible], a little bit like the MaBoMo development. And we have 3 wells to be drilled and the pipeline to be installed to connect the Bourdon to the main pipeline. First oil of Bourdon is expected for Q1 2028. So lots of things happening in Dussafu as well as the reprocessing of the recently shot seismic in Niosi, Guduma, that is as well covering the north part of the block and to mature the current and already recognized prospects. So bear with us on Dussafu, lots of things happening in the near term. Next, please. On Tunisia update, TPS assets, very stable production above 3,000 barrels of oil per day, project being matured on workover, well intervention and additional development in our various concession. We have managed in the last 6 to 9 months to offset the natural decline by some productive investments and work on our wells. So it's encouraging for future project. Next, please. I will take you through quickly on the Estrella and Rodo high-graded prospect in Block EG-23. We have discussed and presented this in the past. It's very exciting prospects. We are now working on a commingle development. As you can see on the map, the Estrella discovery in 2001, which is a gas condensate field accumulation and next to it, the Rodo in green. The Rodo field, it's an oil accumulation. There are a few kilometers away, and our conceptual development plan is to install a drilling center in the middle and drill both accumulation in the same campaign and make what we call a commingled development. Engineering is ongoing for the well architecture, platform specification and pipeline design and installation. We will progress that and give some more news on this development next quarter. Next, please.

Thank you very much, Eric, for the operational review. This is Qazi Qadeer. I'm the CFO of Panoro, and I'll take you through the financial highlights. We have had a relatively stable quarter on an IFRS basis for the second quarter. The half year results, as we published this morning with lesser liftings compared to the previous period in 2025. This is largely due to timing differences on how the parcels are spread out through the course of the year. And other than that, there is no major difference, which I would like to flag. However, the eventful thing that happened during the quarter right at the very end was the completion of our acquisition of the enhanced interest in Block G in Equatorial Guinea, which has been now integrated into our financial statements. So you would expect to see an increase in assets and liabilities, which were consolidated through a purchase price allocation exercise on a provisional basis as of 30th of June. Because the completion only happened around mid-June, there is very little reflected in the results with no sales and costs associated with the acquisition. Henceforth, we have prepared details on a pro forma basis to facilitate analysis. On a pro forma basis, first half results are strong with revenue of $130 million and a pro forma EBITDA of $68 million based on accounting policies and assumptions consistently used by Panoro as a group. We have been carrying a sizable amount of inventory as well at the end of the quarter with about unsold 1.3 million barrels as of 30th of June. We continue to make distributions to our shareholders. And this morning, we have announced a NOK 50 million distribution for this quarter, which is expected to be paid by 21st of September 2026. Next slide, please. Again, just continuing on the theme for shareholder distributions. I will echo the points made by Julien that the company has consistently and -- returned cash to the shareholders, and we will continue to make it part of our philosophy going forward as well. However, just to point out and repeat here, like we always do, is that the distributions are determined after taking into account various factors, including oil prices, operational performance, which is what we bring to the equation every time we make a decision to distribute. Our capacity to distribute is determined under the bond terms, which is basically 50% of full year cash flow, which was determined to be about $21 million for the calendar year 2026. So we have basically followed the guidance that we gave at the start of the year and are following in equal distributions throughout the year. Next slide, please. We are going to talk a little bit about liftings. So as I mentioned earlier, the second quarter was a stable quarter with no enhanced barrels added on an IFRS basis from the acquisition. So following the completion of the Block G acquisition, we will expect a more pronounced second half of 2026 with higher volumes and an improved frequency of liftings, which you would see that we are guiding about 1.3 million to 1.5 million barrels for 3Q. Again, this is all coming from the inventory we are carrying at 30th of June, which I mentioned a few minutes ago. The fourth quarter guidance, again, is of a similar nature with consistent volumes available to be lifted in the fourth quarter. Next slide, please. This is a busy slide, but the key points here are to guide towards the CapEx. CapEx guidance has remained unchanged at $55 million on a core basis. Since we have now acquired Block G business, the $72 million guidance for the full calendar year on a pro forma basis is now confirmed. On an IFRS basis, up to end of June, we have spent only $12.5 million year-to-date, which is the current run rate at the moment, but expected to increase because of the higher percentage we are carrying in the assets we have just acquired. We are not giving any guidance at the moment on our newly announced acquisition in Ivory Coast. We will include the refined pro forma-based guidance once we have made the completion of the acquisition. And hopefully, we should be able to give all the details by the time of our third quarter results later this year. I will now leave Eric to conclude on the next slide and open up for questions. Eric d'Argentré: Thank you, Qazi. As a conclusion, I'd like to come back on today's presentation on the strong operational performance, the disciplined financial management of Panoro and the delivery of the growth strategy. Panoro has 3 main pillars in its strategy, production and reserve in our asset portfolio. Group production today is at a record level, as I mentioned, at 17,500 barrels of oil per day without additional announced transaction. We are above the 20,000 including CI-27 transaction. We are drilling in Dussafu as we speak with 2 pilot wells and 4 production wells. That's a very exciting project that will increase even more our production and delivery. And we have material reserves and resources base with almost 170 million barrels of oil equivalent in 2P plus 2C. And it's important to highlight that the very healthy position with -- in our 2P base with more than 15 years of production in our 2P volumes. That's a very good position to be in. So that's the first pillar. The second pillar of Panoro is to mature its asset portfolio and extend reserve life. We are doing this with the FID of Bourdon as explained earlier in the presentation. Estrella and Rodo in EG-23 is a very exciting project. I have explained you the conceptual development plan we are working on. We are targeting first oil and first gas on this commingled development by mid-2028. That's a very exciting part of the business. And the 3D seismic, again, shot last year in South of Gabon is explaining and demonstrating the maturing and the work done on exploration and asset portfolio. So lots of projects on this pillar 2. And the third one and a very important one that Julien explained in his introductory slide on the corporate and external growth strategy. Panoro has a strong track record in its DNA, accretive M&A transaction. We have announced earlier the Block G with Kosmos Energy, today with the DNO indirect interest in CI-27, and that's a demonstration of our strategy on growing the Panoro business. Thank you.

Thank you very much. And we will now move to Q&A. [Operator Instructions] The first question will come from Stephane Foucaud.

I've got a few on Cote d'Ivoire. So the transaction has an effective date of early '25. There is a consideration of about $80 million. Is it what you expect to pay on closing in 3Q? That's my first question. And I was wondering whether you could talk about payback for the acquisition, maybe the remaining CapEx to produce the 2P, if there are any decommissioning and when that will happen? And lastly, so Panoro will hold a stake in Foxtrot. So how do you see the mechanism for the cash from Foxtrot to go back to Panoro?

Thank you very much, Stephane. This is Qazi Qadeer. I have noted down a few questions, so I may ask you to repeat some. I think I'll take the last one first. There's a very well-established mechanism from Foxtrot to the entities we will own in a few weeks or months' time, which is basically a formalized arrangement between the Foxtrot and up the chain, how the money distributes. So what we see is that instantly, when funds are paid by the buyer of gas, they land in dedicated accounts and those accounts -- bank accounts have instructions to basically flow the money up the chain pretty much immediately. So there is hardly a lag of about a day or 2 from collection to reaching the top of the chain. But financially speaking, the way the funds flow is technically distributions from down the chain to the top of the chain.

So sort of dividend on a regular basis?

Yes, dividends on a regular basis, but it is a function of how the mechanism is designed. There's no lag. It is on proceeds basis that the funds are routing up the chain. Okay. Then your other question was about...

Closing price.

Closing price, yes. So I'll let Julien answer that.

Based obviously on what will be the timing, but I would say to be on -- more or less, we would expect the closing price around $70 million. You had some additional question?

Yes. Then maybe a sense of payback on the acquisition, if you had. And then I had some question around the technicality, some technicality on the asset.

Yes. I believe the asset has been constantly generating between $17 million to $20 million in free cash flow per year. So on the safe side, I would say it would be somewhere between -- it's 3.5x. So it gives you an idea about the payback.

Yes. Great. And then I have more question about the asset, which is the remaining CapEx to produce the 2P reserve and whether there are some decommissioning and by when? Eric d'Argentré: Yes, this is Eric. The remaining CapEx, well, the ongoing drilling campaign has a budget of around $220 million gross for the 5 wells that are being drilled on the Foxtrot field. And decommissioning is not -- we have numbers. There is obviously numbers on decommissioning, but it's not something that is imminent at all. As we said, there is more than 520 Bcf of 2P and almost more than 900 Bcf of potential altogether with 2P, 2C. And the contract will undoubtedly be extended and the life of the field extended.

Yes. So just to add to that, Stephane, we see that the remaining productive life is 15 years or more for the asset. So it's a very long-dated, stable, steady profile. And so the decommissioning is at the back end of that. The next question will be from Teodor Sveen-Nilsen.

A few questions first on the deal. The Ivory Coast deal definitely establishes you in a new country and a new jurisdiction. How should we think about this deal as a platform to do more M&A in the country? And what kind of opportunities do you see in the country? And second question on the deal specifically, that is I understand that the gas is priced at $6.5 per MMBtu. Is that a fixed price for the entire volume? Or is that a function of gas price or oil price? Any comments around that would be useful.

Yes. Thank you, Teodor. This is Julien. So clearly, it's an exciting new entry for us in a well-established oil and gas jurisdiction, as I mentioned earlier. And obviously, it's a first step. And I think it's going to position us in the near future for follow-on growth opportunities. But I would say it will be the future, not right now. First thing first, we have to close on this transaction, and we will have to digest it.

Understood. And on the pricing, can you share some more details on how we should think around the pricing other than the $6.5 per MMBtu?

Yes, yes. So there's a minimum fixed price of $6 per MMBtu, and there's an indexation applied to that, which has increased the current pricing to around $6.50 per MMBtu. So there's a very, very stable minimum price, and there's -- underpinned by a take-or-pay feature within the gas sales agreements. So there's virtually no volatility on 95% of the product sales from the asset.

Okay. Understood. And a couple of more questions here on the overall production for your portfolio, you're talking about a few new wells in Gabon and EG in second half of the year. From the portfolio, excluding Ivory Coast, how much growth should we expect in second half?

Sorry, Teodor, just you're asking about the production growth organically in the second half of the year or including pro forma the acquisition?

Organically, excluding Ivory Coast assets? Eric d'Argentré: Okay. Yes, that's Eric. Production growth, as I mentioned earlier, in Block G has been very strong, very good and positive in the first half of the year. We started the year a bit softly with some -- the Ceiba subsea problems and some in Okume as well. We have regained a very good level at almost 22,000 barrels of oil per day gross in Block G today. We were more in the 15,000, 16,000 earlier this year. There is still work ongoing, productive investment in Okume, the workover unit is still doing well intervention. So we expect to increase. An important point I did not mention not to answer in too much details, but the long-term problems we had on water injection in the Ceiba accumulation as well as in Okume has been repaired. And we see now a very positive effect on the Ceiba production from the water injection. So that's a very steady operation, and we will regain potential on the long-term basis on Ceiba with the water injection. We have as well dedicated team working on the central cluster and C-45 well intervention. That takes more time with supply chain and engineering, but we hope to do the intervention end of the year and next year on those wells. So yes, organically, Block G will continue to increase. Tunisia will remain stable with a slight increase. And importantly, in Dussafu, we have -- we will be on an increasing trend from now on with a well coming on stream every 2 to 3 months on the MaBoMo Phase 2 drilling and very shortly after the Bourdon development. So yes, production will remain strong in '26 and continue to increase in '27.

Okay. And my final question is just on accounting technicality for the Ivory Coast assets. I assume you will account for that or use full consolidation. Or will this be accounted for as an associated company?

I think, Teodor, the accounting assessment at present is the same, how the vendor used to account for it. So it will be accounted as an associate, but we will obviously include enhanced pro forma disclosures to capture the fundamentals on a like-for-like basis.

Thank you. The next question is from Robert [indiscernible].

This is my question. With the PSC extension in Gabon to 2053 and Panoro's focus on the long-term asset, how is Panoro approaching government relation and local content strategy to ensure regulatory stability and sustainable partnership across the West African country, including Equatorial Guinea. Eric d'Argentré: This is Eric. Thank you for your question. As you mentioned, yes, we have a long-term extension on our PSC in Gabon, 2053. Part of our policy and strategy in Panoro is to have a very healthy and positive relationship with all stakeholders, including the authority in each country where we operate. Local content is part of the strategy that we are monitoring and implementing with our partners when we are non-operated. And there is a strong local content policy and reporting and the regular reporting from our operator in Gabon as well as in Equatorial Guinea, where we have a regular meeting, operating committee meeting and other statutory meeting with government, national company and ministries to demonstrate our involvement in the local content and sustainability part of our operation.

Thank you, Eric. And with no further questions, that will conclude today's Q&A and our webcast. Thank you very much. Goodbye.