Exhibit 1
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited Interim Condensed Consolidated Financial Statements as of June 30, 2019 and December 31, 2018 and for thesix-month periods ended June 30, 2019 and 2018
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited Interim Condensed Consolidated Financial Statements as of June 30, 2019 and December 31, 2018 and for thesix-month periods ended June 30, 2019 and 2018
INDEX
• | Interim condensed consolidated statement of profit or loss and other comprehensive income for thesix-month periods ended June 30, 2019 and 2018. |
• | Interim condensed consolidated statement of financial position as of June 30, 2019 and December 31, 2018. |
• | Interim condensed consolidated statement of changes in shareholders’ equity for thesix-month periods ended June 30, 2019 and 2018. |
• | Interim condensed consolidated statement of cash flows for thesix-month periods ended June 30, 2019 and 2018. |
• | Notes to the interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for thesix-month periods ended June 30, 2019 and 2018. |
2
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of profit or loss and other comprehensive income for thesix-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars)
Notes | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||||
Revenue from contract with customers | 4 | 214,088 | 110,286 | 120,361 | 110,286 | |||||||||||||
Cost of sales: | ||||||||||||||||||
Operating expenses | 5.2 | (60,288 | ) | (30,942 | ) | (32,519 | ) | (30,942 | ) | |||||||||
Crude oil stock fluctuation | 5.1 | 3,373 | (386 | ) | 2,047 | (386 | ) | |||||||||||
Depreciation, depletion and amortization | 2.2/12/13 | (68,745 | ) | (30,883 | ) | (44,274 | ) | (30,883 | ) | |||||||||
Royalties | (32,991 | ) | (16,919 | ) | (18,192 | ) | (16,919 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||||
Gross profit | 55,437 | 31,156 | 27,423 | 31,156 | ||||||||||||||
|
|
|
|
|
|
|
| |||||||||||
Selling expenses | 6 | (13,542 | ) | (5,999 | ) | (7,847 | ) | (5,999 | ) | |||||||||
General and administrative expenses | 7 | (20,874 | ) | (10,308 | ) | (12,169 | ) | (7,387 | ) | |||||||||
Exploration expense | 8 | (944 | ) | (302 | ) | (818 | ) | (302 | ) | |||||||||
Other operating income | 9.1 | 1,750 | 287 | 1,123 | 345 | |||||||||||||
Other operating expenses | 9.2 | (2,649 | ) | (8,149 | ) | (531 | ) | (8,149 | ) | |||||||||
|
|
|
|
|
|
|
| |||||||||||
Operating profit | 19,178 | 6,685 | 7,181 | 9,664 | ||||||||||||||
|
|
|
|
|
|
|
| |||||||||||
Interest income | 10.1 | 315 | 1,476 | 240 | (489 | ) | ||||||||||||
Interest expense | 10.2 | (12,325 | ) | (3,894 | ) | (6,508 | ) | (2,679 | ) | |||||||||
Other financial results | 10.3 | (12,744 | ) | (17,192 | ) | 1,484 | (15,947 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||||
Financial results, net | (24,754 | ) | (19,610 | ) | (4,784 | ) | (19,115 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||||
(Loss) / profit before income tax | (5,576 | ) | (12,925 | ) | 2,397 | (9,451 | ) | |||||||||||
Current income tax expense | 14 | (3,467 | ) | (16,128 | ) | (398 | ) | (16,134 | ) | |||||||||
Deferred income tax (expense) / benefit | 14 | (933 | ) | (15,291 | ) | 1,703 | (15,291 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||||
Income tax (expense) / benefit | (4,400 | ) | (31,419 | ) | 1,305 | (31,425 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||||
Net (loss) / profit for the period | (9,976 | ) | (44,344 | ) | 3,702 | (40,876 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||||
Other comprehensive | ||||||||||||||||||
Other comprehensive that will not be reclassified to profit or loss in subsequent periods | ||||||||||||||||||
- Remeasurements (loss) / profit related to defined benefits plans | 24 | (1,020 | ) | 2,317 | (1,020 | ) | 2,317 | |||||||||||
- Deferred income tax benefit / (expense) | 14 | 255 | (579 | ) | 255 | (579 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||||
Other comprehensive that will not be reclassified to profit or loss in subsequent periods | (765 | ) | 1,738 | (765 | ) | 1,738 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||||
Other comprehensive for the period, net of tax | (765 | ) | 1,738 | (765 | ) | 1,738 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||||
Total comprehensive (loss) / profit for the period | (10,741 | ) | (42,606 | ) | 2,937 | (39,138 | ) | |||||||||||
|
|
|
|
|
|
|
|
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
3
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of profit or loss and other comprehensive income for the period ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars)
Notes | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||||
(Losses) / Earnings per share attributable to equity holders of the parent | ||||||||||||||||||
Basic - (In U.S. dollars per share) | 11 | (0.13 | ) | (1.04 | ) | 0.05 | (0.96 | ) | ||||||||||
Diluted - (In U.S. dollars per share) | 11 | (0.13 | ) | (1.04 | ) | 0.05 | (0.96 | ) |
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
4
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of financial position as of June 30, 2019 and December 31, 2018
(Amounts expressed in thousands of US Dollars)
Notes | As of June 30, 2019 | As of December 31, 2018 | ||||||||||
Assets | ||||||||||||
Non-current assets | ||||||||||||
Property, plant and equipment | 12 | 898,125 | 820,722 | |||||||||
Goodwill | 13 | 28,484 | 28,484 | |||||||||
Other intangible assets | 13 | 32,000 | 31,600 | |||||||||
Right-of-use assets | 2.2 | 9,784 | — | |||||||||
Trade and other receivables | 15 | 18,431 | 20,191 | |||||||||
|
|
|
| |||||||||
Totalnon-current assets | 986,824 | 900,997 | ||||||||||
|
|
|
| |||||||||
Current assets | ||||||||||||
Inventories | 17 | 16,765 | 18,187 | |||||||||
Trade and other receivables | 15 | 109,542 | 86,050 | |||||||||
Cash, bank balances and other short-term investments | 18 | 74,486 | 80,908 | |||||||||
|
|
|
| |||||||||
Total current assets | 200,793 | 185,145 | ||||||||||
|
|
|
| |||||||||
Total assets | 1,187,617 | 1,086,142 | ||||||||||
|
|
|
| |||||||||
Shareholders’ equity and liabilities | ||||||||||||
Shareholders’ equity | ||||||||||||
Share capital | 19 | 567,398 | 513,255 | |||||||||
Share-based payment reserve | 8,775 | 4,021 | ||||||||||
Accumulated other comprehensive loss | (3,439 | ) | (2,674 | ) | ||||||||
Accumulated Loss | (44,921 | ) | (34,945 | ) | ||||||||
|
|
|
| |||||||||
Total shareholders’ equity | 527,813 | 479,657 | ||||||||||
|
|
|
| |||||||||
Liabilities | ||||||||||||
Non-current liabilities | ||||||||||||
Deferred income tax liabilities | 134,435 | 133,757 | ||||||||||
Leases liabilities | 2.2 | 5,506 | — | |||||||||
Provisions | 20 | 16,015 | 16,186 | |||||||||
Borrowings | 16.1 | 280,332 | 294,415 | |||||||||
Warrants | 16.4 | 35,727 | 23,700 | |||||||||
Employee defined benefit plans obligation | 24 | 4,475 | 3,302 | |||||||||
Accounts payable and accrued liabilities | 23 | 817 | 1,007 | |||||||||
|
|
|
| |||||||||
Totalnon-current liabilities | 477,307 | 472,367 | ||||||||||
|
|
|
| |||||||||
Current liabilities | ||||||||||||
Provisions | 20 | 4,711 | 4,140 | |||||||||
Leases liabilities | 2.2 | 4,492 | — | |||||||||
Borrowings | 16.1 | 85,914 | 10,352 | |||||||||
Salaries and social security payable | 21 | 6,174 | 6,348 | |||||||||
Income tax payable | — | 22,429 | ||||||||||
Other taxes and royalties payable | 22 | 7,379 | 6,515 | |||||||||
Accounts payable and accrued liabilities | 23 | 73,827 | 84,334 | |||||||||
|
|
|
| |||||||||
Total current liabilities | 182,497 | 134,118 | ||||||||||
|
|
|
| |||||||||
Total liabilities | 659,804 | 606,485 | ||||||||||
|
|
|
| |||||||||
Total shareholders’ equity and liabilities | 1,187,617 | 1,086,142 | ||||||||||
|
|
|
|
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
5
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of changes in shareholders’ equity for thesix-month period ended June 30, 2019
(Amounts expressed in thousands of US Dollars)
Share Capital | Share-based payment reserve | Accumulated other comprehensive losses | Accumulated losses | Total shareholders’ equity | ||||||||||||||||
Balances as of December 31, 2018 | 513,255 | 4,021 | (2,674 | ) | (34,945 | ) | 479,657 | |||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Loss for the period | — | — | — | (9,976 | ) | (9,976 | ) | |||||||||||||
Other comprehensive loss for the period | — | — | (765 | ) | — | (765 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Total comprehensive (loss) | — | — | (765 | ) | (9,976 | ) | (10,741 | ) | ||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Proceeds from Series A shares net of issuance costs (Note 19) | 54,143 | — | — | — | 54,143 | |||||||||||||||
Recognition of share-based payments reserve | — | 4,754 | — | — | 4,754 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Balances as of June 30, 2019 | 567,398 | 8,775 | (3,439 | ) | (44,921 | ) | 527,813 | |||||||||||||
|
|
|
|
|
|
|
|
|
|
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
6
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of changes in shareholders’ equity for thesix-month period ended June 30, 2018
(Amounts expressed in thousands of US Dollars)
Share Capital | Share-based payment reserve | Non-controlling interest | Accumulated other comprehensive losses | Retained earnings (Accumulated Loss) | Total shareholders’ equity | |||||||||||||||||||
Balances as of December 31, 2017 | 25 | — | — | — | (5,095 | ) | (5,070 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||
Loss for the period | — | — | — | — | (44,344 | ) | (44,344 | ) | ||||||||||||||||
Other comprehensive profit for the period | — | — | — | 1,738 | — | 1,738 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||
Total comprehensive loss | — | — | — | 1,738 | (44,344 | ) | (42,606 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||
Series A shares net of issuance costs (Note 19) | 513,918 | — | — | — | — | 513,918 | ||||||||||||||||||
Non-controlling interest arising on business combination | — | — | 1,307 | — | — | 1,307 | ||||||||||||||||||
Acquisition ofnon-controlling interest | — | — | (1,307 | ) | — | — | (1,307 | ) | ||||||||||||||||
Recognition of share-based payments reserve | — | 900 | — | — | — | 900 | ||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||
Balances as of June 30, 2018 | 513,943 | 900 | — | 1,738 | (49,439 | ) | 467,142 | |||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
7
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of cash flows for thesix-month period ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars)
Notes | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||||
Cash flows from operating activities | ||||||||||||||||||
Net profit / (loss) for the period | (9,976 | ) | (44,344 | ) | 3,702 | (40,876 | ) | |||||||||||
Adjustments to reconcile net cash flows provided by (used in) operating activities: | ||||||||||||||||||
Non-cash items related with operating activities: | ||||||||||||||||||
Constitution of (Reversal in) allowances, net | 6 | (180 | ) | 2 | 77 | 2 | ||||||||||||
Net exchange differences | 10.3 | (1,934 | ) | 10,792 | 778 | 10,785 | ||||||||||||
Unwinding of discount on asset retirement obligation provision | 10.3 | 802 | 380 | 404 | 380 | |||||||||||||
Increase of provisions, net | 9.2 | 1,982 | 66 | 647 | 66 | |||||||||||||
Interest expense leases | 10.3 | 440 | — | 110 | — | |||||||||||||
Other discount on assets and liabilities | 10.3 | 426 | — | 194 | — | |||||||||||||
Share-based payment expense | 7 | 4,754 | 900 | 3,510 | 900 | |||||||||||||
Employee defined benefits obligation | 24 | 112 | — | (121 | ) | — | ||||||||||||
Accrued income tax | 14 | 4,400 | 31,419 | (1,305 | ) | 31,425 | ||||||||||||
Non-cash items related with investing activities: | ||||||||||||||||||
Depreciation and depletion | 12/2.2 | 68,162 | 30,611 | 43,947 | 30,611 | |||||||||||||
Amortization of intangible assets | 13 | 583 | 272 | 327 | 272 | |||||||||||||
Interest income | 10.1 | (315 | ) | (1,476 | ) | (240 | ) | 489 | ||||||||||
Change in fair value of financial instruments | 10.3 | (78 | ) | — | 369 | — | ||||||||||||
Non-cash items related with financing activities: | ||||||||||||||||||
Interest expense | 10.2 | 12,325 | 3,894 | 6,516 | 2,679 | |||||||||||||
Warrants | 10.3 | 12,027 | — | (4,057 | ) | — | ||||||||||||
Amortized cost | 10.3 | 917 | 6,020 | 466 | 4,782 | |||||||||||||
Changes in working capital: | ||||||||||||||||||
(Increase) in trade and other receivables | (21,720 | ) | (19,728 | ) | (12,804 | ) | (19,727 | ) | ||||||||||
(Increase) in inventories | (3,374 | ) | (2,235 | ) | (2,117 | ) | (2,235 | ) | ||||||||||
(Decrease)/Increase in accounts payable and accrued liabilities and other payables | (19,495 | ) | 34,903 | (12,913 | ) | 34,559 | ||||||||||||
(Decrease) in employee defined benefits obligations | (253 | ) | (2,736 | ) | (253 | ) | (2,736 | ) | ||||||||||
Increase /(Decrease) in salaries and social security payable | 92 | (2,576 | ) | 1,995 | (2,493 | ) | ||||||||||||
(Decrease) in other taxes and royalties payable | (1,614 | ) | (8,104 | ) | (1,619 | ) | (8,107 | ) | ||||||||||
(Decrease) in provisions | (859 | ) | (17,607 | ) | (374 | ) | (17,607 | ) | ||||||||||
Income taxes paid(1) | (22,369 | ) | (8,306 | ) | (22,369 | ) | (8,306 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||||
Net cash flows generated by operating activities | 24,855 | 12,147 | 4,870 | 14,863 | ||||||||||||||
|
|
|
|
|
|
|
|
8
VISTA OIL & GAS S.A.B. DE C.V.
Unaudited interim condensed consolidated statement of cash flows for the six-month period ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars)
Notes | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||
Payments for acquisition business, net of cash acquired | — | (708,136 | ) | — | (708,136 | ) | ||||||||||||||
Payments for acquisition of property, plant and equipment(2) | (132,414 | ) | (14,865 | ) | (40,548 | ) | (14,865 | ) | ||||||||||||
Payments for acquisition of other intangible assets | (1,190 | ) | 202 | (58 | ) | 202 | ||||||||||||||
Proceeds from sales of other financial assets | 5,650 | 3,621 | 5,292 | 3,621 | ||||||||||||||||
Proceeds from interest received | 10.1 | 315 | 1,476 | 240 | 1,476 | |||||||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Net cash flows (used in) investing activities | (127,639 | ) | (717,702 | ) | (35,074 | ) | (717,702 | ) | ||||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Cash flows from financing activities | ||||||||||||||||||||
Payment for acquisition ofnon-controlling interests | — | (1,307 | ) | — | (1,307 | ) | ||||||||||||||
Warrants | — | — | (1,965 | ) | ||||||||||||||||
Payment of redemption of Series A shares | 19 | — | (204,590 | ) | — | (204,590 | ) | |||||||||||||
Proceeds from capitalization of Serie A shares | 19 | — | 95,000 | — | 95,000 | |||||||||||||||
Payment of issue costs from capitalization of Series A shares | 19 | 54,143 | (23,574 | ) | (248 | ) | (23,574 | ) | ||||||||||||
Proceeds from borrowings | 16.1 | 60,000 | 260,000 | 25,000 | 260,000 | |||||||||||||||
Payment of cost of borrowings | — | (11,128 | ) | — | (11,128 | ) | ||||||||||||||
Payments of borrowings´ interests | 16.2 | (11,767 | ) | (1,502 | ) | (958 | ) | (1,502 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Net cash flows generated by financing activities | 102,376 | 112,899 | 23,794 | 110,934 | ||||||||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Net (decrease) in cash and cash equivalents | (408 | ) | (592,656 | ) | (6,410 | ) | (591,905 | ) | ||||||||||||
Cash and cash equivalents at the beginning of the period | 66,047 | 655,232 | 72,588 | 654,481 | ||||||||||||||||
Effects of exchange rate changes on cash and cash equivalents | (442 | ) | (17,420 | ) | (981 | ) | (17,420 | ) | ||||||||||||
Net (decrease) in cash and cash equivalents | (408 | ) | (592,656 | ) | (6,410 | ) | (591,905 | ) | ||||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Cash and cash equivalents at the end of the period | 65,197 | 45,156 | 65,197 | 45,156 | ||||||||||||||||
|
|
|
|
|
|
|
| |||||||||||||
Significant non-cash transactions | ||||||||||||||||||||
Acquisition of property, plant and equipment through increase in account payables | 35,042 | — | 35,042 | — | ||||||||||||||||
Capitalization of Series A Shares | — | 442,491 | — | 442,491 |
(1) | Includes 13,087 related to income tax expense for the year ended December 31 2018. |
(2) | Includes 10,104 and 22,251 of acquisition net of property, plant and equipment, pending of payment forthe six and three-month period ended June 30, 2019, respectively. |
Notes 1 to 28 are an integral part of these unaudited interim condensed consolidated financial statements
9
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 1. Corporate and Group information
1.1 General information and Group structure and activities
Vista Oil & Gas S.A.B. de C.V. (“VISTA” or the “Company” or the “Group”) was organized as a corporation with variable capital stock under the laws of the United Mexican States (“Mexico”) on March 22, 2017. The Company adopted the public corporation or “Sociedad Anónima Bursátil” form, on July 28, 2017.
The address of the Company´s main office is located in Mexico City (Mexico), at Volcán 150, Floor 5, Lomas de Chapultepec, Miguel Hidalgo, C.P.11000.
The main activity of the Company is, through its subsidiaries, the exploration and production of oil and gas (Upstream).
These unaudited interim condensed financial statements have been approved for issue by the Board of Directors on August 7, 2019.
There were no changes to the Group’s structure and activities since the date of issuance of the Group’s annual financial statements as of December 31, 2018.
Public Offering with New York Stock Exchange (“NYSE”) listing
On July 25, 2019 the Company made a global offering on the New York Stock Exchange (“NYSE”) and began trading the following day under the ticker “VIST”. Likewise, the Company issued additional Series A shares on the Mexican Stock Exchange (“BMV”). See Note 28 for more details.
Note 2. Basis of preparation and significant accounting policies
2.1 Basis of preparation and presentation
The unaudited interim condensed consolidated financial statements for the six months ended June 30, 2019 and 2018 have been prepared in accordance with the International Accounting Standard (“IAS”) No. 34 – “Interim Financial Information”. The Company has chosen to present its financial statements corresponding to interim periods in the condensed form provided for in IAS 34. Selected explanatory notes are included to explain the events and transactions that are significant for the understanding of the changes in the financial position as of June 30, 2019 and the results of the Company for thesix-month period ended June 30, 2019. Therefore, the interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Company’s annual consolidated financial statements as of December 31, 2018.
These unaudited interim condensed consolidated financial statements have been prepared using the same accounting policies as used in the preparation of our consolidated financial statements as of December 31, 2018, except for the adoption of new standards and interpretations effective as from January 1, 2019 and the income tax expense that is recognized in each interim period based on the best estimate of the weighted average annual income tax rate expected for the full financial year.
The financial statements have been prepared on a historical cost basis, except for certain financial assets and liabilities that have been measured at fair value. The financial statements are presented in U.S. Dollars, which is the Company’s functional currency, and all values are rounded to the nearest thousand (U.S. Dollars 000), except when otherwise indicated.
2.2 New accounting standards, amendments and interpretations issued by the IASB adopted by the Company
The Company has not early adopted any other standard, interpretation or amendment that has been issued but is not yet effective.
The Company applies, for the first time, IFRS 16 Leases. As required by IAS 8, the nature and effect of the changes required by the standard are disclosed below.
10
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
IFRS 16 Leases
IFRS 16 supersedes IAS 17 Leases, IFRIC 4 Determining whether an Arrangement contains a Lease,SIC-15 Operating Leases-Incentives andSIC-27 Evaluating the Substance of Transactions Involving the Legal Form of a Lease. The standard sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for most leases under a singleon-balance sheet model.
The Company adopted IFRS 16 using the modified retrospective method of adoption with the date of initial application on January 1, 2019. Under this method, the standard is applied retrospectively with the cumulative effect of initially applying the standard recognized at the date of initial application. The Company elected to use the exemptions applicable to the standard on lease contracts for which the lease terms ends within 12 months as of the date of initial application, and lease contracts for which the underlying asset is of low value.
The effect of adoption IFRS 16 as at January 1, 2019 (increase/(decrease)) is as follows:
Assets | ||||
Right-of-use assets | 12,103 | |||
|
| |||
Total assets | 12,103 | |||
|
| |||
Liabilities | ||||
Lease liabilities | (12,103 | ) | ||
|
| |||
Total liabilities | (12,103 | ) | ||
|
|
The lease liabilities as at January 1, 2019 can be reconciled to the operating lease commitments as of 31 December 2018 as follows:
Operating lease commitments as at December 31, 2018 | 16,153 | |||
Weighted average incremental borrowing rate as at 1 January 2019 | 9.356 | % | ||
Discounted operating lease commitments at January 1, 2019 | 13,608 | |||
Less: | ||||
Commitments relating to short-term leases | (1,401 | ) | ||
Commitments relating to leases oflow-value assets | (104 | ) | ||
|
| |||
Total liabilities as at January 1, 2019 | 12,103 | |||
|
|
a) | Nature of the effect of adoption of IFRS 16 |
The Company has lease contracts for various items of buildings, office equipment and items of plant and machinery. Before the adoption of IFRS 16, the Company classified each of its leases (as lessee) at the inception date as either a finance lease or an operating lease. A lease was classified as a finance lease if it transferred substantially all of the risks and rewards incidental to ownership of the leased asset to the Company; otherwise it was classified as an operating lease. Finance leases were capitalized at the commencement of the lease at the inception date fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments were apportioned between interest (recognized as finance costs) and reduction of the lease liability. In an operating lease, the leased property was not capitalized, and the lease payments were recognized as rent expense in profit or loss on a straight-line basis over the lease term. Any prepaid rent and accrued rent were recognized under Trade and other receivables and Trade and other payables, respectively.
• | The Company did not have leases previously classified as financial leases. |
• | Leases previously accounted for as operating leases: |
The Company recognizedright-of-use assets and lease liabilities for those leases previously classified as operating leases, except for short-term leases and leases oflow-value assets. Theright-of-use assets for most leases were recognized based on the carrying amount as if the standard had always been applied, apart from the use of incremental borrowing rate at the date of initial application. In some leases, theright-of-use assets were recognized based on the amount equal to the lease liabilities, adjusted for any related prepaid and accrued lease payments previously recognized. Lease liabilities were recognized based on the present value of the remaining lease payments, discounted using the incremental borrowing rate at the date of initial application.
11
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The Company also applied the available practical expedients wherein it:
• | Used a single discount rate to a portfolio of leases with reasonably similar characteristics |
• | Applied the short-term leases exemptions to leases with lease term that ends within 12 months at the date of initial application |
• | Used hindsight in determining the lease term where the contract contains options to extend or terminate the lease |
b) | Summary of new accounting policies |
Set out below are the new accounting policies of the Company upon adoption of IFRS 16, which have been applied from the date of initial application:
• | Right-of-use assets |
The Company recognizesright-of-use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use).Right-of-use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost ofright-of-use assets includes the amount of lease liabilities recognized, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. Unless the Company is reasonably certain to obtain ownership of the leased asset at the end of the lease term, the recognizedright-of-use assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term.Right-of-use assets are subject to impairment.
• | Lease liabilities |
At the commencement date of the lease, the Company recognizes lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (includingin-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating a lease, if the lease term reflects the Company exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognized as expense in the period on which the event or condition that triggers the payment occurs.
In calculating the present value of lease payments, the Company uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities are remeasured if there is a modification, a change in the lease term, a change in thein-substance fixed lease payments or a change in the assessment to purchase the underlying asset.
• | Short-term leases and leases oflow-value assets |
The Company applies the short-term lease recognition exemption to its short-term leases of machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease oflow-value assets recognition exemption to leases of office equipment that are individually considered of low value. Lease payments on short-term leases and leases oflow-value assets are recognized as expense on a straight-line basis over the lease term.
• | Significant judgement in determining the lease term of contracts with renewal options |
The Company determines the lease term as thenon-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.
The Company applies judgement in evaluating whether it is reasonably certain to exercise the option to renew. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Company reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise (or not to exercise) the option to renew (e.g., a change in business strategy).
12
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
c) | Amounts recognized in the statement of financial position and profit or loss |
Set out below, are the carrying amounts of the Company’sright-of-use assets and lease liabilities and the movements during the period:
Right –of –use assets | ||||||||||||||||
Buildings | Plant and machinery | Total | Lease liabilities | |||||||||||||
As of January 1, 2019 | 1,843 | 10,260 | 12,103 | (12,103 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||
Additions | — | 294 | 294 | (294 | ) | |||||||||||
Depreciation ofright-of-use(1) | (264 | ) | (2,349 | ) | (2,613 | ) | — | |||||||||
Payments | — | — | — | 3,096 | ||||||||||||
Interest expense(2) | — | — | — | (697 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||
As of June 30, 2019 | 1,579 | 8,205 | 9,784 | (9,998 | ) | |||||||||||
|
|
|
|
|
|
|
|
(1) | Depreciation of right of use associated to leases from drilling services incurred is capitalized as work in progress by 1,686. |
(2) | Interest expenses of right of use associated to leases from drilling services incurred is capitalized as work in progress by 257. |
IFRIC Interpretation 23 Uncertainty over Income Tax Treatment
The Interpretation addresses the accounting for income taxes when tax treatments involve uncertainty that affects the application of IAS 12 Income Taxes. It does not apply to taxes or levies outside the scope of IAS 12, nor does it specifically include requirements relating to interest and penalties associated with uncertain tax treatments. The Interpretation specifically addresses the following:
• | Whether an entity considers uncertain tax treatments separately |
• | The assumptions an entity makes about the examination of tax treatments by taxation authorities |
• | How an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates |
• | How an entity considers changes in facts and circumstances |
An entity has to determine whether to consider each uncertain tax treatment separately or together with one or more other uncertain tax treatments. The approach that better predicts the resolution of the uncertainty needs to be followed.
The Company applies significant judgement in identifying uncertainties over income tax treatments. Since the Group operates in a complex multinational environment, it assessed whether the Interpretation had an impact on its consolidated financial statements.
The interpretation did not have an impact on the consolidated financial statements of the Company, since the Company’s current practice is in line with these amendments.
Amendments to IFRS 9: Prepayment Features with Negative Compensation
Under IFRS 9, a debt instrument can be measured at amortized cost or at fair value through other comprehensive income, provided that the contractual cash flows are ‘solely payments of principal and interest on the principal amount outstanding’ (the SPPI criterion) and the instrument is held within the appropriate business model for that classification. The amendments to IFRS 9 clarify that a financial asset passes the SPPI criterion regardless of an event or circumstance that causes the early termination of the contract and irrespective of which party pays or receives reasonable compensation for the early termination of the contract.
These amendments had no impact on the consolidated financial statements of the Company as it did not have prepayment Features with Negative Compensation during the period.
13
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Amendments to IAS 19: Plan Amendment, Curtailment or Settlement
The amendments to IAS 19 address the accounting when a plan amendment, curtailment or settlement occurs during a reporting period. The amendments specify that when a plan amendment, curtailment or settlement occurs during the annual reporting period, an entity is required to determine the current service cost for the remainder of the period after the plan amendment, curtailment or settlement, using the actuarial assumptions used to remeasure the net defined benefit liability (asset) reflecting the benefits offered under the plan and the plan assets after that event. An entity is also required to determine the net interest for the remainder of the period after the plan amendment, curtailment or settlement using the net defined benefit liability (asset) reflecting the benefits offered under the plan and the plan assets after that event, and the discount rate used to remeasure that net defined benefit liability (asset).
These amendments had no impact on the consolidated financial statements of the Company as it did not have any plan amendments, curtailments, or settlements during the period.
Amendments to IAS 28: Long-term interests in associates and joint ventures
The amendments clarify that an entity applies IFRS 9 to long-term interests in an associate or joint venture to which the equity method is not applied but that, in substance, form part of the net investment in the associate or joint venture (long-term interests).
This clarification is relevant because it implies that the expected credit loss model in IFRS 9 applies to such long-term interests. The amendments also clarified that, in applying IFRS 9, an entity does not take account of any losses of the associate or joint venture, or any impairment losses on the net investment, recognized as adjustments to the net investment in the associate or joint venture that arise from applying IAS 28 Investments in Associates and Joint Ventures.
These amendments had no impact on the consolidated financial statements as the Company does not have long-term interests in its associate and joint venture.
Annual Improvements 2015-2017 Cycle
• | IFRS 3 Business Combinations |
The amendments clarify that, when an entity obtains control of a business that is a joint operation, it applies the requirements for a business combination achieved in stages, including remeasuring previously held interests in the assets and liabilities of the joint operation at fair value. In doing so, the acquirer remeasures its entire previously held interest in the joint operation.
An entity applies those amendments to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after 1 January 2019, with early application permitted.
These amendments had no impact on the consolidated financial statements of the Company as there is no transaction where a joint control is obtained during thesix-month period ended.
• | IAS 12 Income Taxes |
The amendments clarify that the income tax consequences of dividends are linked more directly to past transactions or events that generated distributable profits than to distributions to owners. Therefore, an entity recognizes the income tax consequences of dividends in profit or loss, other comprehensive income or equity according to where it originally recognized those past transactions or events.
An entity applies the amendments for annual reporting periods beginning on or after 1 January 2019, with early application permitted. When the entity first applies those amendments, it applies them to the income tax consequences of dividends recognized on or after the beginning of the earliest comparative period.
Since the Company’s current practice is in line with these amendments, they had no impact on the interim consolidated financial statements of the Company. In addition, no dividends have been declared during the period.
• | IAS 23 Borrowing Costs |
The amendments clarify that an entity treats as part of general borrowings any borrowing originally made to develop a qualifying asset when substantially all of the activities necessary to prepare that asset for its intended use or sale are complete.
14
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The entity applies the amendments to borrowing costs incurred on or after the beginning of the annual reporting period in which the entity first applies those amendments. An entity applies those amendments for annual reporting periods beginning on or after 1 January 2019, with early application permitted.
Since the Company’s current practice is in line with these amendments, they had no impact on the consolidated financial statements of the Company.
2.3 Basis of consolidation
The unaudited interim condensed consolidated financial statements incorporate the financial statements of the Company and its subsidiaries. There have been no changes in the Company’s ownership interests in subsidiaries during the period ended June 30, 2019.
2.4 Regulatory framework
There have been no significant changes in the Company’s Regulatory framework during the period ended June 30, 2019.
2.5 Reclassifications
Some figures shown in the second quarter 2018 unaudited interim condensed consolidated financial statements have been reclassified as originally issued for comparability of presentation with the 2019 unaudited interim condensed consolidated financial statements. The effects of this reclassification were recognized retrospectively in the statement of financial position as of June 30, 2018, in conformity with IAS 8, Accounting Policies, Changes in Accounting Estimates and errors.
For the period from January 1st to June 30, 2018 | ||||||||
As reported originally | As reclassified | |||||||
Statement of profit or loss | ||||||||
Foreign currency exchange difference | (10,792 | ) | — | |||||
Costs of early settlements of borrowings and other financing costs | (6,020 | ) | — | |||||
Unwinding of discount on asset retirement obligation | (380 | ) | ||||||
Other financial results | — | (17,192 | ) | |||||
Other operating income | — | 287 | ||||||
Other operating expenses | — | (8,149 | ) | |||||
Other operating results, net | (7,862 | ) | — | |||||
For the period from April 1st to June 30, 2018 | ||||||||
As reported originally | As reclassified | |||||||
Statement of profit or loss | ||||||||
Foreign currency exchange difference | (10,785 | ) | — | |||||
Costs of early settlements of borrowings and other financing costs | (4,782 | ) | — | |||||
Unwinding of discount on asset retirement obligation | (380 | ) | ||||||
Other financial results | — | (15,947 | ) | |||||
Other operating income | — | 345 | ||||||
Other operating expenses | — | (8,149 | ) | |||||
Other operating results, net | (7,804 | ) | — |
15
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
For the period from January 1st to June 30, 2018 | ||||||||
As reported originally | As reclassified | |||||||
Statement of cash flows | ||||||||
(Decrease) in provisions | (25,913 | ) | (17,607 | ) | ||||
Income taxes paid | — | (8,306 | ) | |||||
For the period from April 1st to June 30, 2018 | ||||||||
As reported originally | As reclassified | |||||||
Statement of cash flows | ||||||||
(Decrease) in provisions | (25,913 | ) | (17,607 | ) | ||||
Income taxes paid | — | (8,306 | ) |
Note 3. Segment information
The Executive Management Committee (the “Committee”) of the Company has been identified as the CODM, which is responsible for the allocation of resources and evaluating the performance of the operating segment. The Committee monitors the operating results of its oil and gas properties, based on its separate production, due to the purpose of making decisions about the allocation of the resources and performance indicators.
The Committee considers the business as one single segment, the exploration and production of natural gas, liquid gas and crude oil (includes all upstream business activities), through its own activities, subsidiaries and shareholdings in joint operations, and based on the business nature, customer portfolio and risks involved. The company did not aggregate any segment, as it has only one.
The subsidiaries’ accounting policies to measure results, assets and liabilities of the segment are consistent with that used in this unaudited interim condensed financial statement.
Note 4. Revenue from contracts with customers
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Sales of goods and services | 214,088 | 110,286 | 120,361 | 110,286 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total revenue from contracts with customers | 214,088 | 110,286 | 120,361 | 110,286 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Recognized at a point in time | 214,088 | 110,286 | 120,361 | 110,286 | ||||||||||||
|
|
|
|
|
|
|
|
4.1 Disaggregated revenue information
Types of goods | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||
Revenue from crude oil | 170,771 | 85,329 | 97,500 | 85,329 | ||||||||||||
Revenue from natural gas | 39,246 | 22,699 | 20,171 | 22,699 | ||||||||||||
Revenue from NGL | 4,071 | 2,258 | 2,690 | 2,258 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Revenue from contracts with customers | 214,088 | 110,286 | 120,361 | 110,286 | ||||||||||||
|
|
|
|
|
|
|
|
16
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Sales Channel | For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | ||||||||||||
Refineries | 170,771 | 85,329 | 97,500 | 85,329 | ||||||||||||
Industries | 21,643 | 12,518 | 10,937 | 12,518 | ||||||||||||
Retail distributors of natural gas | 14,453 | 8,359 | 8,525 | 8,359 | ||||||||||||
Natural gas for electricity generation | 3,150 | 1,822 | 709 | 1,822 | ||||||||||||
Commercialization of NGL | 4,071 | 2,258 | 2,690 | 2,258 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Revenue from contracts with customers | 214,088 | 110,286 | 120,361 | 110,286 | ||||||||||||
|
|
|
|
|
|
|
|
Note 5. Crude oil stock fluctuation and operating expenses
5.1 Crude oil stock fluctuation
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Inventories of crude oil at the beginning of the period (Note 17) | 2,722 | — | 4,048 | — | ||||||||||||
Incorporation of inventories for acquisition of companies | — | 2,924 | — | 2,924 | ||||||||||||
Less: Inventories of crude oil at the end of the period (Note 17) | (6,095 | ) | (2,538 | ) | (6,095 | ) | (2,538 | ) | ||||||||
|
|
|
|
|
|
|
| |||||||||
Total Crude oil stock fluctuation | (3,373 | ) | 386 | (2,047 | ) | 386 | ||||||||||
|
|
|
|
|
|
|
|
5.2 Operating expenses
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Fees and compensation for services | 35,125 | 19,437 | 19,757 | 19,437 | ||||||||||||
Consumption of materials and repairs | 10,153 | 3,516 | 4,310 | 3,516 | ||||||||||||
Salaries and social security charges | 5,280 | 3,451 | 2,832 | 3,451 | ||||||||||||
Easements and tariffs | 5,082 | 2,425 | 2,893 | 2,425 | ||||||||||||
Transportation | 1,203 | 881 | 624 | 881 | ||||||||||||
Employee benefits | 1,098 | 463 | 652 | 463 | ||||||||||||
General expenses | 2,347 | 769 | 1,451 | 769 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total Operating expenses | 60,288 | 30,942 | 32,519 | 30,942 | ||||||||||||
|
|
|
|
|
|
|
|
Note 6. Selling expenses
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Taxes, rates and contributions | 7,036 | 3,021 | 4,296 | 3,021 | ||||||||||||
Transportation | 4,526 | 1,941 | 2,500 | 1,941 | ||||||||||||
Tax on bank transactions | 2,122 | 1,004 | 973 | 1,004 | ||||||||||||
Allowances/(Reversal) for expected credit losses | (180 | ) | 2 | 77 | 2 | |||||||||||
Fees and compensation for services | 38 | 31 | 1 | 31 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total selling expenses | 13,542 | 5,999 | 7,847 | 5,999 | ||||||||||||
|
|
|
|
|
|
|
|
17
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 7. General and administrative expenses
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Salaries and social security charges | 5,160 | 1,059 | 3,104 | 577 | ||||||||||||
Fees and compensation for services | 5,526 | 7,273 | 2,970 | 4,904 | ||||||||||||
Share-based payments expense | 4,754 | 900 | 3,510 | 900 | ||||||||||||
Employee benefits | 2,926 | 716 | 1,130 | 716 | ||||||||||||
Institutional advertising and promotion | 935 | 70 | 902 | — | ||||||||||||
Taxes, rates and contributions | 506 | 290 | 176 | 290 | ||||||||||||
Other | 1,067 | — | 377 | — | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total General and administrative expenses | 20,874 | 10,308 | 12,169 | 7,387 | ||||||||||||
|
|
|
|
|
|
|
|
Note 8. Exploration expenses
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Geological and geophysical expenses | 944 | 302 | 818 | 302 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total exploration expenses | 944 | 302 | 818 | 302 | ||||||||||||
|
|
|
|
|
|
|
|
Note 9. Other operating income and expenses
9.1 Other operating income
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Services to third parties(1) | 1,543 | 287 | 1,010 | 345 | ||||||||||||
Other | 207 | — | 113 | — | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total other operating income | 1,750 | 287 | 1,123 | 345 | ||||||||||||
|
|
|
|
|
|
|
|
(1) | Corresponds to services provided to customers that does not correspond to the main activity of the Company. |
9.2 Other operating expenses
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Allowance for materials and spare parts(1) | (1,523 | ) | 98 | (188 | ) | 98 | ||||||||||
Restructuring expenses(2) | (667 | ) | (6,151 | ) | — | (6,151 | ) | |||||||||
Transaction costs related to the business combinations | — | (2,380 | ) | — | (2,380 | ) | ||||||||||
Provision for environmental remediation | (153 | ) | (167 | ) | (40 | ) | (167 | ) | ||||||||
Provision for contingencies | (306 | ) | 3 | (306 | ) | 3 | ||||||||||
Other | — | 448 | 3 | 448 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total other operating expenses | (2,649 | ) | (8,149 | ) | (531 | ) | (8,149 | ) | ||||||||
|
|
|
|
|
|
|
|
(1) | Includes 486 related to current materials and spare parts and 1,037 related tonon-current materials and spare parts, for the six months ended June 30, 2019. |
(2) | The Company recorded restructuring charges that includes severance payments and other related fees, such charges relate principally to reorganization in the structure of the Group. |
18
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 10. Financial results
10.1 Interest income
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Interests on government notes at amortized costs | 37 | 264 | 11 | 264 | ||||||||||||
Financial interests | 278 | 1,212 | 229 | (753 | ) | |||||||||||
|
|
|
|
|
|
|
| |||||||||
Total interest income | 315 | 1,476 | 240 | (489 | ) | |||||||||||
|
|
|
|
|
|
|
|
10.2 Interest expense
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Borrowing interest (Note 16.2) | (12,329 | ) | — | (6,520 | ) | — | ||||||||||
Other interest | 4 | (3,894 | ) | 12 | (2,679 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||
Total interest expense | (12,325 | ) | (3,894 | ) | (6,508 | ) | (2,679 | ) | ||||||||
|
|
|
|
|
|
|
|
10.3 Other financial results
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Foreign currency exchange difference, net | 1,934 | (10,792 | ) | (778 | ) | (10,785 | ) | |||||||||
Changes in the fair value of government bonds and mutual funds | 78 | — | (369 | ) | — | |||||||||||
Changes in the fair value of Warrants (Note 16.4.1) | (12,027 | ) | — | 4,057 | — | |||||||||||
Unwinding of discount on asset retirement obligation | (802 | ) | (380 | ) | (404 | ) | (380 | ) | ||||||||
Effect of discount of assets and liabilities at present value | (426 | ) | — | (194 | ) | — | ||||||||||
Interest expense leases (Note 2.2) | (440 | ) | — | (110 | ) | — | ||||||||||
Amortized costs (Note 16.2) | (917 | ) | (6,020 | ) | (466 | ) | (4,782 | ) | ||||||||
Other | (144 | ) | — | (252 | ) | — | ||||||||||
|
|
|
|
|
|
|
| |||||||||
Total Other financial results | (12,744 | ) | (17,192 | ) | 1,484 | (15,947 | ) | |||||||||
|
|
|
|
|
|
|
|
Note 11. Earnings (loss) per share
a) | Basic |
Basic earnings (loss) per share are calculated by dividing the results attributable to equity holders of the parent by the weighted average of outstanding common shares during the period of the Company.
b) | Diluted |
Diluted earnings (loss) per share are calculated by adjusting the weighted average of outstanding common shares of the Company to reflect the conversion of all dilutive potential common shares.
Potential common shares will be deemed dilutive only when their conversion into common shares may reduce the earnings per share or increase losses per share of the continuing business. Potential common shares will be deemed anti-dilutive when their conversion into common shares may result in an increase in the earnings per share or a decrease in the losses per share of the continuing operations.
19
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The calculation of diluted earnings (loss) per share does not entail a conversion, the exercise or another issuance of shares which may have an anti-dilutive effect on the losses per share, or where the option exercise price is higher than the average price of common shares during the period, no dilutive effect is recorded, being the diluted earnings (loss) per share equal to the basic.
During thesix-month period ended June 30, 2018, the Company does not hold any potential dilutive shares nor any antidilutive potential dilutive share; therefore, there are no differences with the basic loss per share.
As of June 30, 2019, VISTA has shares that can potentially be dilutive. The basic loss per share (LPS) is calculated by dividing the net loss for the period by the weighted average number of common shares outstanding during the period. The diluted earnings/(loss) per share (LPS) is calculated by dividing the net (loss) / earnings by the weighted average number of common shares outstanding during the period, plus the weighted average number of common shares that would be issued upon the conversion of all instruments with dilution potential in common shares unless such shares are anti-dilutive.
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Net (loss) / earnings for the period | (9,976 | ) | (44,344 | ) | 3,702 | (40,876 | ) | |||||||||
Weighted average number of outstanding common shares | 74,576,540 | 42,581,603 | 75,917,752 | 42,581,603 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Basic (loss)/ earnings per common share (US Dollar per share) | (0.13 | ) | (1.04 | ) | 0.05 | (0.96 | ) | |||||||||
|
|
|
|
|
|
|
|
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Net (loss) / earnings for the period | (9,976 | ) | (44,344 | ) | 3,702 | (40,876 | ) | |||||||||
Weighted average number of outstanding common shares | 74,576,540 | 42,581,603 | 79,030,213 | 42,581,603 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Diluted (loss) / earnings per common share (US Dollar per share) | (0.13 | ) | (1.04 | ) | 0.05 | (0.96 | ) | |||||||||
|
|
|
|
|
|
|
|
As of June 30, 2019, VISTA has the following potential common shares that are anti-dilutive and are therefore excluded from the weighted average number of common shares for the purpose of diluted (loss) / earnings per share:
i. | 33,226,667 Series A shares related to the 99,680,000 outstanding Warrants, and |
ii. | 3,417,236 Series A shares to be used pursuant to the Long-Term Incentive Plan (LTIP) for employee and for which has not been granted as part of LTIP. |
Due to the anti-dilutive nature of the potential common shares disclosed above there are no differences with the basic loss per share.
There have been no other transactions involving common shares or potential common shares between the reporting date and the date of authorization of these unaudited interim condensed consolidated financial statements.
20
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 12. Property, plant and equipment
Changes in property, plant and equipment for thesix-month period ended June 30, 2019 are as follows:
Land and buildings | Vehicles, machinery, installations, computer equipment and furniture | Oil and gas properties | Wells and production facilities | Work in progress | Materials and spare parts | Total | ||||||||||||||||||||||
Cost | ||||||||||||||||||||||||||||
As of December 31, 2018 | 2,221 | 15,665 | 351,306 | 424,962 | 90,693 | 9,491 | 894,338 | |||||||||||||||||||||
Additions | — | 32 | — | — | 65,833 | 80,500 | 146,365 | |||||||||||||||||||||
Transfers | — | 443 | — | 91,812 | (27,100 | ) | (65,155 | ) | — | |||||||||||||||||||
Allowance for obsolescence | — | — | — | — | — | (1,727 | ) | (1,727 | ) | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||
As of June 30, 2019 | 2,221 | 16,140 | 351,306 | 516,774 | 129,426 | 23,109 | 1,038,976 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||
Accumulated depreciation | ||||||||||||||||||||||||||||
As of December 31, 2018 | (14 | ) | (1,354 | ) | (1,426 | ) | (70,822 | ) | — | — | (73,616 | ) | ||||||||||||||||
Depreciation and depletion charge for the period | (6 | ) | (1,129 | ) | (6,153 | ) | (59,947 | ) | — | — | (67,235 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||
As of June 30, 2019 | (20 | ) | (2,483 | ) | (7,579 | ) | (130,769 | ) | — | — | (140,851 | ) | ||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||
Net book value | ||||||||||||||||||||||||||||
As of June 30, 2019 | 2,201 | 13,657 | 343,727 | 386,005 | 129,426 | 23,109 | 898,125 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||||||||||||
As of December 31, 2018 | 2,207 | 14,311 | 349,880 | 354,140 | 90,693 | 9,491 | 820,722 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 13. Goodwill and other intangible assets
Changes in goodwill and other intangible assets for thesix-month period ended June 30, 2019 are as follows:
Other intangible assets | ||||||||||||||||
Goodwill | Software licenses | Exploration rights | Total | |||||||||||||
Cost | ||||||||||||||||
As of December 31, 2018 | 28,484 | 2,716 | 29,681 | 32,397 | ||||||||||||
Additions | — | 1,190 | — | 1,190 | ||||||||||||
Write offs | — | — | (207 | ) | (207 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||
As of June 30, 2019 | 28,484 | 3,906 | 29,474 | 33,380 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Accumulated amortization | ||||||||||||||||
As of December 31, 2018 | — | (797 | ) | — | (797 | ) | ||||||||||
Amortization charge for the period | — | (583 | ) | — | (583 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||
As of June 30, 2019 | — | (1,380 | ) | — | (1,380 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||
Net book value | ||||||||||||||||
As of June 30, 2019 | 28,484 | 2,526 | 29,474 | 32,000 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
As of December 31, 2018 | 28,484 | 1,919 | 29,681 | 31,600 | ||||||||||||
|
|
|
|
|
|
|
|
Note 14. Income tax expense
The Company calculates the period of income tax expense using the rax rate that would be applicable to the expected total annual earnings. The major components of income tax expense in the intermin condensed consolidated statement for profit or loss are the following:
For the period from January 1st to June 30, 2019 | For the period from January 1st to June 30, 2018 | For the period from April 1st to June 30, 2019 | For the period from April 1st to June 30, 2018 | |||||||||||||
Income taxes | ||||||||||||||||
Current income tax (expenses) | (3,467 | ) | (16,128 | ) | (398 | ) | (16,134 | ) | ||||||||
Deferred income (expenses) tax relating to origination and reversal of temporary differences | (933 | ) | (15,291 | ) | 1,703 | (15,291 | ) | |||||||||
|
|
|
|
|
|
|
| |||||||||
Income tax (expense) / benefit reported in the statement of profit or loss | (4,400 | ) | (31,419 | ) | 1,305 | (31,425 | ) | |||||||||
|
|
|
|
|
|
|
| |||||||||
Deferred tax charged to OCI | 255 | (579 | ) | 255 | (579 | ) | ||||||||||
|
|
|
|
|
|
|
| |||||||||
Total income tax (expenses) / benefit | (4,145 | ) | (31,998 | ) | 1,560 | (32,004 | ) | |||||||||
|
|
|
|
|
|
|
|
For the six months ended June 30, 2019 and 2018, the Company´s effective tax rate was 79% and 243%, respectively.
Significant differences between the effective and the statutory tax rate for thesix-month period ended June 30, 2019 and 2018 includes (i) devaluation of Argentine Peso against the U.S. Dollar which impacts the tax deduction of the Company’snon-monetary assets, (ii) unrecognized net operating losses incurred in Mexico and (iii) thepre-tax basis for each period.
22
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Effective tax rate as of June 30, 2019 increased by 29.5% compared to the expected effective tax rate on March 31, 2019 due to 1) recognition of tax inflation adjustment in Argentina applicable since this quarter, this effect mainly result in an increase in property, plant and equipment generating a greater depreciation, 2) increased in depreciation as a result of property, plant and equipment resulting from an increased in production impacting depreciation rate and net income. Regarding for the period ended March 31, 2019, in Argentine the conditions for the application of the tax inflation adjustment were not given, therefore the Company assessed income tax without applying the tax inflation adjustment, thereby generating a higher effective tax rate.
Note 15. Trade and other receivables
As of June 30, 2019 | As of December 31, 2018 | |||||||
Non-current | ||||||||
Other receivables: | ||||||||
Prepayments, tax receivables and others: | ||||||||
Prepaid expenses and other receivables | 10,024 | 10,646 | ||||||
Turnover tax credit | 603 | 496 | ||||||
|
|
|
| |||||
10,627 | 11,142 | |||||||
Financial assets: | ||||||||
Natural gas surplus injection stimulus program credit(1) | 7,057 | 9,049 | ||||||
Advances and loans to employees | 747 | — | ||||||
|
|
|
| |||||
7,804 | 9,049 | |||||||
|
|
|
| |||||
Other receivables | 18,431 | 20,191 | ||||||
|
|
|
| |||||
Totalnon-current trade and other receivables | 18,431 | 20,191 | ||||||
|
|
|
|
As of June 30, 2019 | As of December 31, 2018 | |||||||
Current | ||||||||
Trade: | ||||||||
Receivables from oil and gas sales (net) | 69,115 | 55,032 | ||||||
Checks to be deposited | 4 | 883 | ||||||
|
|
|
| |||||
Trade receivables, net | 69,119 | 55,915 | ||||||
|
|
|
| |||||
Other receivables: | ||||||||
Prepayments, tax receivables and others: | ||||||||
Value Added Tax (“VAT”) credit | 11,226 | 10,127 | ||||||
Income tax credit | 10,697 | 3,826 | ||||||
Turnover tax credit | 504 | 1,938 | ||||||
Prepaid expenses | 1,810 | 572 | ||||||
|
|
|
| |||||
24,237 | 16,463 | |||||||
Financial assets: | ||||||||
Natural gas surplus injection stimulus program credit(1) | 11,950 | 6,899 | ||||||
Receivables from services to third parties | 770 | 2,850 | ||||||
Director´s Advances and loans to employees | 900 | 1,818 | ||||||
Grants on propane credit | 932 | 982 | ||||||
Related parties (Note 25) | 194 | 186 | ||||||
Price stability program of NGL credit | 877 | 151 | ||||||
Other | 563 | 786 | ||||||
|
|
|
| |||||
16,186 | 13,672 | |||||||
|
|
|
| |||||
Other receivables | 40,423 | 30,135 | ||||||
|
|
|
| |||||
Total current trade and other receivables | 109,542 | 86,050 | ||||||
|
|
|
|
(1) | As of June 30, 2019, and December 31, 2018 corresponds to balances pending collection for compensations under the Natural Gas Surplus Injection Promotion Program for Companies with Reduced Injection (“IR Program”). |
23
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Due to the short-term nature of the current trade and other receivables, their carrying amount is considered to be similar to its fair value. For thenon-current trade and other receivables, the fair values are also not significantly different to their carrying amounts.
Trade receivables arenon-interest bearing and are generally on terms of 30 to 45 days. No interest is charged on outstanding trade receivables.
There has been no change in the estimation techniques or significant assumptions made during thesix-month period ended June 30, 2019.
The Group writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings. None of the trade receivables that have been written off is subject to enforcement activities. The Company has recognized a loss allowance of 100% against all receivables over 90 days past due because historical experience has indicated that these receivables are generally not recoverable.
As of June 30, 2019, trade receivables that were past due amounted to 11,417 and no allowance for expected credit losses of trade receivables were registered.
As of the date of these condensed interim financial statements, the maximum exposure to credit risk corresponds to the carrying amount of each class of receivables.
Note 16. Financial Assets and financial liabilities
16.1 Financial liabilities: Borrowings
As of June 30, 2019 | As of December 31, 2018 | |||||||
Non-Current | ||||||||
Financial borrowings | 280,332 | 294,415 | ||||||
|
|
|
| |||||
Totalnon-current | 280,332 | 294,415 | ||||||
|
|
|
| |||||
Current | ||||||||
Financial borrowings | 85,914 | 10,352 | ||||||
|
|
|
| |||||
Total current | 85,914 | 10,352 | ||||||
|
|
|
| |||||
|
|
|
| |||||
Total borrowings | 366,246 | 304,767 | ||||||
|
|
|
|
The maturities of the Company’s borrowings (excluding finance lease liabilities) and its exposure to interest rates are as follow:
As of June 30, 2019 | As of December 31, 2018 | |||||||
Fixed rate | ||||||||
Less than one year | 73,268 | 4,841 | ||||||
One to two years | 28,352 | 14,721 | ||||||
Three to five years | 111,814 | 132,486 | ||||||
Floating rates | ||||||||
Less than one year | 12,646 | 5,511 | ||||||
One to two years | 28,352 | 14,721 | ||||||
Three to five years | 111,814 | 132,487 |
See note 16.4 for information regarding the fair value of the borrowings.
24
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The following are the details of new borrowings entered into during thesix-month period ended June 30, 2019:
Company (1) | Bank | Subscription date | Currency | Amount of principal | Interest | Rate | Expiration | Carrying amount as of June 30, 2019 | ||||||||||||
Vista Argentina | Banco de la Ciudad de Buenos Aires | March, 2019 | US dollar | 10,000 | Fixed | 0% to 8% | September 2019 to March 2020 | 10,035 | ||||||||||||
Vista Argentina | Banco Itaú | March, 2019 | US dollar | 10,000 | Fixed | 6.5% | October 2019 | �� | 10,166 | |||||||||||
Vista Argentina | Banco Macro | March, 2019 | US dollar | 15,000 | Fixed | 6.75% | September 2019 | 15,258 | ||||||||||||
Vista Argentina | Banco Macro | May, 2019 | US dollar | 15,000 | Fixed | 5.5% | July 2019 | 15,106 | ||||||||||||
Vista Argentina | Banco BBVA | May, 2019 | US dollar | 10,000 | Fixed | 4.1% | August 2019 | 10,058 |
(1) | Vista Oil & Gas Argentina S.A. actually Vista Oil & Gas Argentina S.A.U. |
16.2 Changes in liabilities arising from financing activities
The movements in the borrowings are as follows:
As of June 30, 2019 | As of December 31, 2018 | |||||||
Balance at the beginning of the period | 304,767 | 644,630 | ||||||
Proceeds from the bridge loan | — | 260,000 | ||||||
Payment of bridge loan transaction costs | — | (11,904 | ) | |||||
Payment of bridge loan | — | (260,000 | ) | |||||
Proceeds from the Syndicated term loan | — | 300,000 | ||||||
Payment of Syndicated term loan transaction costs | — | (6,376 | ) | |||||
Payment of redemption of Series A shares | — | (204,590 | ) | |||||
Capitalization of liability related to Series A shares(1) | — | (442,491 | ) | |||||
Interest expense (Note 10.2) | 12,329 | 15,546 | ||||||
Proceeds from loans | 60,000 | — | ||||||
Payment of borrowings’ interests | (11,767 | ) | (5,018 | ) | ||||
Costs of early settlements of borrowings and amortized cost (Note 10.3) | 917 | 14,970 | ||||||
|
|
|
| |||||
At the end of the period | 366,246 | 304,767 | ||||||
|
|
|
|
(1) | Non-cash movement |
25
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
16.3 Financial instruments by category
The following chart presents financial instruments by category:
As of June 30, 2019 | Financial assets/liabilities at amortized cost | Financial assets/liabilities FVTPL | Total financial assets/liabilities | |||||||||
Assets | ||||||||||||
Natural gas surplus injection stimulus program credit (Note 15) | 7,057 | — | 7,057 | |||||||||
American governments bonds | 7,800 | 7,800 | ||||||||||
Advances and loans to employees (Note 15) | 747 | — | 747 | |||||||||
|
|
|
|
|
| |||||||
Totalnon-current Financial assets | 15,604 | — | 15,604 | |||||||||
|
|
|
|
|
| |||||||
Cash and Banks (Note 18) | 53,452 | — | 53,452 | |||||||||
Short term investments (Note 18) | 11,006 | 10,028 | 21,034 | |||||||||
Receivables from oil and gas sales (Note 15) | 69,115 | — | 69,115 | |||||||||
Check to be deposited (Note 15) | 4 | — | 4 | |||||||||
Natural gas surplus injection stimulus program credit (Note 15) | 11,950 | — | 11,950 | |||||||||
Receivables from services to third parties (Note 15) | 770 | — | 770 | |||||||||
Advances and loans to employees (Note 15) | 900 | — | 900 | |||||||||
Grants on propane credit (Note 15) | 932 | — | 932 | |||||||||
Related parties (Note 25) | 194 | — | 194 | |||||||||
Price stability program of NGL credit (Note 15) | 877 | — | 877 | |||||||||
Other (Note 15) | 563 | — | 563 | |||||||||
|
|
|
| �� |
|
| ||||||
Total current Financial assets | 149,763 | 10,028 | 159,791 | |||||||||
|
|
|
|
|
| |||||||
Liabilities | ||||||||||||
Accounts payable and accrued liabilities (Note 23) | 817 | — | 817 | |||||||||
Borrowings (Note 16.1) | 280,332 | — | 280,332 | |||||||||
Warrants (Nota 16.4) | — | 35,727 | 35,727 | |||||||||
|
|
|
|
|
| |||||||
Totalnon-current Financial liabilities | 281,149 | 35,727 | 316,876 | |||||||||
|
|
|
|
|
| |||||||
Accounts payable and accrued liabilities (Note 23) | 73,827 | — | 73,827 | |||||||||
Borrowings (Nota 16.1) | 85,914 | — | 85,914 | |||||||||
|
|
|
|
|
| |||||||
Total current Financial liabilities | 159,741 | — | 159,741 | |||||||||
|
|
|
|
|
|
26
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
As of December 31, 2018 | Financial assets/liabilities at amortized cost | Financial assets/liabilities FVTPL | Total financial assets/liabilities | |||||||||
Assets | ||||||||||||
Natural gas surplus injection stimulus program credit (Note 15) | 9,049 | — | 9,049 | |||||||||
|
|
|
|
|
| |||||||
Totalnon-current Financial assets | 9,049 | — | 9,049 | |||||||||
|
|
|
|
|
| |||||||
Cash and Banks (Note 18) | 13,254 | — | 13,254 | |||||||||
Short term investments (Note 18) | 38,862 | 28,792 | 67,654 | |||||||||
Receivables from oil and gas sales (Note 15) | 55,032 | — | 55,032 | |||||||||
Check to be deposited (Note 15) | 883 | — | 883 | |||||||||
Natural gas surplus injection stimulus program credit (Note 15) | 6,899 | — | 6,899 | |||||||||
Receivables from services to third parties (Note 15) | 2,850 | — | 2,850 | |||||||||
Advances and loans to employees (Note 15) | 1,818 | — | 1,818 | |||||||||
Grants on propane credit (Note 15) | 982 | — | 982 | |||||||||
Related parties (Note 25) | 186 | — | 186 | |||||||||
Price stability program of NGL credit (Note 15) | 151 | — | 151 | |||||||||
Other (Note 15) | 786 | — | 786 | |||||||||
|
|
|
|
|
| |||||||
Total current Financial assets | 121,703 | 28,792 | 150,495 | |||||||||
|
|
|
|
|
| |||||||
Liabilities | ||||||||||||
Accounts payable and accrued liabilities (Note 23) | 1,007 | — | 1,007 | |||||||||
Borrowings (Note 16.1) | 294,415 | — | 294,415 | |||||||||
Warrants (Note 16.4) | —�� | 23,700 | 23,700 | |||||||||
|
|
|
|
|
| |||||||
Totalnon-current Financial liabilities | 295,422 | 23,700 | 319,122 | |||||||||
|
|
|
|
|
| |||||||
Accounts payable and accrued liabilities (Note 23) | 84,334 | — | 84,334 | |||||||||
Borrowings (Note 16.1) | 10,352 | — | 10,352 | |||||||||
|
|
|
|
|
| |||||||
Total current Financial liabilities | 94,686 | — | 94,686 | |||||||||
|
|
|
|
|
|
27
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The income, expenses, gains and losses derived from each of the financial instrument categories are indicated below:
For thesix-months period ended June 30, 2019:
Financial assets/liabilities at amortized cost | Financial assets/liabilities at FVTPL | Total | ||||||||||
Interest income (Note 10.1) | 315 | — | 315 | |||||||||
Interest expense (Note 10.2) | (12,325 | ) | — | (12,325 | ) | |||||||
Amortized costs (Note 10.3) | (917 | ) | — | (917 | ) | |||||||
Changes in the fair value of Warrants (Note 10.3) | — | (12,027 | ) | (12,027 | ) | |||||||
Changes in the fair value of government bonds and mutual funds (Note 10.3) | — | 78 | 78 | |||||||||
Interest expense leases (Note 10.3) | (440 | ) | — | (440 | ) | |||||||
Effect of discount of assets and liabilities at present value (Note 10.3) | (426 | ) | — | (426 | ) | |||||||
Unwinding of discount on asset retirement obligation (Note 10.3) | (802 | ) | — | (802 | ) | |||||||
Foreign exchange, net (Note 10.3) | 1,934 | — | 1,934 | |||||||||
Other financial results (Note 10.3) | (144 | ) | — | (144 | ) | |||||||
|
|
|
|
|
| |||||||
Total | (12,805 | ) | (11,949 | ) | (24,754 | ) | ||||||
|
|
|
|
|
|
For thesix-months period ended June 30, 2018:
Financial assets/liabilities at amortized cost | Financial assets/liabilities at FVTPL | Total | ||||||||||
Interest income (Note 10.1) | 1,476 | — | 1,476 | |||||||||
Interest expense (Note 10.2) | (3,894 | ) | — | (3,894 | ) | |||||||
Amortized costs (Note 10.3) | (6,020 | ) | — | (6,020 | ) | |||||||
Unwinding of discount on asset retirement obligation (10.3) | (380 | ) | — | (380 | ) | |||||||
Foreign exchange, net (Note 10.3) | (10,792 | ) | — | (10,792 | ) | |||||||
|
|
|
|
|
| |||||||
Total | (19,610 | ) | — | (19,610 | ) | |||||||
|
|
|
|
|
|
16.4 Fair values
This note provides information about how the Group determines fair values of various financial assets and financial liabilities.
16.4.1 Fair value of the Group’s financial assets and financial liabilities that are measured at fair value on a recurring basis
The Company classifies the fair value measurements of financial instruments using a fair value hierarchy, which reflects the relevance of the variables used to perform those measurements. The fair value hierarchy has the following levels:
• | Level 1: quoted prices (not adjusted) for identical assets or liabilities in active markets. |
• | Level 2: data different from the quoted prices included in Level 1 observable for the asset or liability, either directly (i.e. prices) or indirectly (i.e. derived from prices). |
• | Level 3: Asset or liability data based on information that cannot be observed in the market (i.e., unobservable data). |
28
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The following table shows the Company’s financial assets and liabilities measured at fair value as of June 30, 2019 and December 31, 2018:
As of June 30, 2019 | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Assets | ||||||||||||||||
Financial assets at FVTPL | ||||||||||||||||
Government bonds and mutual funds | 10,028 | — | — | 10,028 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total assets | 10,028 | — | — | 10,028 | ||||||||||||
|
|
|
|
|
|
|
|
As of June 30, 2019 | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Liabilities | ||||||||||||||||
Financial liabilities at FVTPL | ||||||||||||||||
Warrants | — | — | 35,727 | 35,727 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total liabilities | — | — | 35,727 | 35,727 | ||||||||||||
|
|
|
|
|
|
|
|
As of December 31, 2018 | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Assets | ||||||||||||||||
Financial assets at FVTPL | ||||||||||||||||
Government bonds and mutual funds | 28,792 | — | — | 28,792 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total assets | 28,792 | — | — | 28,792 | ||||||||||||
|
|
|
|
|
|
|
|
As of December 31, 2018 | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Liabilities | ||||||||||||||||
Financial liabilities at FVTPL | ||||||||||||||||
Warrants | — | — | 23,700 | 23,700 | ||||||||||||
|
|
|
|
|
|
|
| |||||||||
Total liabilities | — | — | 23,700 | 23,700 | ||||||||||||
|
|
|
|
|
|
|
|
The value of the financial instruments negotiated in active markets is based on the market quoted prices as of the date of these financial statements. A market is considered active when the quoted prices are regularly available through a stock exchange, broker, sector-specific institution or regulatory body, and those prices reflect regular and current market transactions between parties that act in conditions of mutual independence. The market quotation price used for the financial assets held by the Company is the current offer price. These instruments are included in Level 1.
The fair value of financial instruments that are not negotiated in active markets is determined using valuation techniques. These valuation techniques maximize the use of market observable information, when available, and rely as little as possible on specific estimates of the Company. If all significant variables to establish the fair value of a financial instrument can be observed, the instrument is included in Level 2.
If one or more variables used to determine the fair value could not be observed in the market, the financial instrument is included in Level 3.
There were no transfers between Level 1 and Level 2 during the period from December 31, 2018 through June 30, 2019 or from December 31, 2017 through June 30, 2018.
The fair value of the Series A warrants and Sponsor Warrants is determined using the Black & Scholes warrant pricing model by taking into consideration the expected volatility of the Company’s common shares in estimating the Company’s future stock price volatility. The risk-free interest rate for the expected life of the Sponsor Warrants is based on the yield available on government benchmark bonds with an approximate equivalent remaining term at the time of the grant. The expected life is based upon the contractual term.
29
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
The following weighted average assumptions were used to estimate the fair value of the warrant liability as of June 30, 2019:
As of June 30, 2019 | ||||
Annualized volatility | 20.324 | % | ||
Domestic risk-free interest rate | 7.240 | % | ||
Foreign risk-free interest rate | 1.705 | % | ||
Expected life of warrants in years | 3.76 years | |||
Fair value per Warrant | US 35,727 |
This is a Level 3 recurring fair value measurement. The key level 3 inputs used by management to determine the fair value are the market price and the expected volatility. If the market price were to increase by US 0.10 this would increase the obligation by approximately 1,259 as of June 30, 2019. If the market price were to decrease US 0.10 this would decrease the obligation by approximately 1,247. If the volatility were to increase by 50 basis points this would increase the obligation by approximately 379 as of June 30, 2019. If the volatility were to decrease by 50 basis point, this would decrease the obligation by approximately 403 as of June 30, 2019.
Reconciliation of Level 3 fair value measurements:
As of June 30, 2019 | As of December 31, 2018 | |||||||
Balance of warrant liability as of the beginning of the period/year: | 23,700 | 14,840 | ||||||
Total gains or losses: | ||||||||
– in profit or loss | 12,027 | 8,860 | ||||||
|
|
|
| |||||
Closing balance | 35,727 | 23,700 | ||||||
|
|
|
|
16.4.2 Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required)
Except as detailed in the following table, the Company consider that the carrying amounts of financial assets and financial liabilities recognized in the consolidated financial statements approximate their fair values as explained in the correspondent notes.
As of June 30, 2019 | Carrying amount | Fair Value | Level | |||||||||
Liabilities | ||||||||||||
Borrowings | 366,246 | 283,863 | 2 | |||||||||
|
|
|
| |||||||||
Total liabilities | 366,246 | 283,863 | ||||||||||
|
|
|
|
16.5 Financial instruments risk management objectives and policies
16.5.1 Financial Risk Factors
The Company’s activities are subject to several financial risks: market risk (including the exchange rate risk, the interest rate risk and the price risk), credit risk and liquidity risk.
Financial risk management is encompassed within the Company’s global policies, there is an integrated risk management methodology focused on monitoring risks affecting the whole Group. The Company’s risk management strategy seeks to achieve a balance between profitability targets and risk exposure levels. Financial risks are those derived from financial instruments the Company is exposed to during or at the closing of each period. The Company did not use derivative instruments to hedge any risk according to its risk management internal policies in the periods presented.
30
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Financial risk management is controlled by the Company’s Financial Department, which identifies, evaluates and covers financial risks. Risk management systems and policies are reviewed on a regular basis to reflect changes in market conditions and the Company’s activities. The Company has reviewed its exposure to financial risk factors and has not identified any significant change to the risk analysis included within its 2018 annual financial statements except for the following:
16.5.1.1 Market risks
Foreign exchange risk
The Company’s financial situation and the results of its operations are sensitive to variations in the exchange rate between the U.S. Dollars and Argentina peso (“ARS”) and other currencies. The Company does not use derivative financial instruments to mitigate associated exchange rate risks in the periods presented.
The majority of the Company´s sales are directly denominated in dollars or the evolution of its price follows the evolution of the quotation of this currency. The Company collects a significant portion of its revenues in ARS pursuant to prices which are indexed to the U.S. dollar, mainly revenues resulting from the sale of gas and crude oil.
During the period from December 31, 2018 through June 30, 2019 the Argentine Peso depreciated by approximately 13%.
The following tables demonstrate the sensitivity to a reasonably possible change in ARS exchange rate against the U.S. Dollar, with all other variables held constant. The impact on the Group’s profit before tax is due to changes in the fair value of monetary assets and monetary liabilities denominated in currencies other that the U.S. Dollar, the functional currency of the Company. The Group’s exposure to foreign currency changes for all other currencies is not material.
As of June 30, 2019 | ||
Change in Argentine Peso Rate | +/- 19% | |
Effect in profit before tax | (9,831) / 9,831 | |
Effect inpre-tax equity | (9,831) / 9,831 |
Argentine inflationary environment
Inflation in Argentina has been high for several years, but consumer price inflation (CPI) was not reported consistently. Given the differences in geographical coverage, weights, sampling, and methodology of various inflation series, the average CPI inflation for 2014, 2015, and 2016, andend-of-period inflation for 2015 and 2016 were not reported in the IMF’s April 2018 World Economic Outlook. The3-year cumulative inflation using different combinations of retail price indices has been in excess of 100% since late 2017. However, the wholesale price index, which had been available consistently for the past three years, was about 75% on a3-year cumulative basis in December 2017.
In thesix-month period ended June 30, 2019 the Argentine Peso devalued approximately 13%. During 2018, the Argentine Peso devalued approximately 100%, annual interest rates were raised in excess of 60%, and wholesale price inflation accelerated considerably. The3-year cumulative rate of inflation reach a level of around 140%.
Note 17. Inventories
As of June 30, 2019 | As of December 31, 2018 | |||||||
Materials and spare parts | 10,670 | 15,465 | ||||||
Crude oil (Note 5.1.) | 6,095 | 2,722 | ||||||
|
|
|
| |||||
Total | 16,765 | 18,187 | ||||||
|
|
|
|
31
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 18. Cash, bank balances and short-term investments
As of June 30, 2019 | As of December 31, 2018 | |||||||
Banks | 53,452 | 13,254 | ||||||
Mutual funds | 11,745 | 52,793 | ||||||
Government bonds | 9,289 | 11,457 | ||||||
Treasury Notes | — | 3,404 | ||||||
|
|
|
| |||||
Total | 74,486 | 80,908 | ||||||
|
|
|
|
For the purposes of the statement of cash flows, cash and cash equivalents include cash on hand and in banks, mutual funds and time deposits with a maturity less than three month used by the Company and its part of its cash management. Cash and cash equivalents at the end of the reporting period as shown in the consolidated statement of cash flows can be reconciled to the related items in the consolidated statement of financial position as follows:
As of June 30, 2019 | As of December 31, 2018 | |||||||
Cash, banks and short-term investments | 74,486 | 80,908 | ||||||
Less | ||||||||
Government bonds and treasury notes | (9,289 | ) | (14,861 | ) | ||||
|
|
|
| |||||
Cash and cash equivalents | 65,197 | 66,047 | ||||||
|
|
|
|
Note 19. Share Capital
As of June 30, 2019, the Company’s variable share capital consisted of 75,929,000 Series A common shares with no face value each and each granting the right to one vote, issued and fully paid. As of June 30, 2019, the authorized common capital of the Company includes 41,956,982 Series A common shares in its treasury; which can be used in connection with the Warrants, the Forward Purchase Agreements and LTIP (See Note 11 for more details).
The variable portion of our capital stock is of unlimited amount pursuant to our bylaws and the applicable laws, whereas, the fixed portion of our capital stock is divided into 2 class C shares.
The following chart shows a reconciliation of the movements in equity of the Company from December 31, 2018 through June 30, 2019:
Series A Publicly traded shares | Series A Private Offering | Series B | Series C | Total | ||||||||||||||||
Balances as of December 31, 2018 | 423,017 | 90,238 | — | — | 513,255 | |||||||||||||||
Number of shares | 60,909,315 | 9,500,000 | — | 2 | 70,409,317 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Net value of Series A shares(1) | 54,143 | — | — | — | 54,143 | |||||||||||||||
Number of shares | 5,500,000 | — | — | — | 5,500,000 | |||||||||||||||
Series A shares granted for the LTIP(2) | — | — | — | — | — | |||||||||||||||
Number of shares | — | 19,685 | — | — | 19,685 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Balance as of June 30, 2019 | 477,160 | 90,238 | — | — | 567,398 | |||||||||||||||
Number of shares | 66,409,315 | 9,519,685 | — | 2 | 75,929,002 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
(1) | On February 13, 2019 the Company completed the sale of 5,500,000 of series A shares and 5,000,000 of warrants to purchase series A shares for an aggregate amount of 55,000 to Kensington Investments B.V., pursuant to a Forward Purchase Agreement and certain subscription commitment, disclosed in Note 20.1.1 of the annual financial statements. |
(2) | On May 2019 the Company granted 19,685 Serie A shares that were in treasury to be used to implement the Long-Term Incentive Plan (LTIP) such shares are deposit into an Administrative Trust. |
32
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 20. Provisions
As of June 30, 2019 | As of December 31, 2018 | |||||||
Non-Current | ||||||||
Asset retirement obligation | 15,334 | 15,430 | ||||||
Environmental remediation | 681 | 756 | ||||||
|
|
|
| |||||
TotalNon-current | 16,015 | 16,186 | ||||||
|
|
|
|
As of June 30, 2019 | As of December 31, 2018 | |||||||
Current | ||||||||
Asset retirement obligation | 2,604 | 823 | ||||||
Environmental remediation | 1,797 | 2,968 | ||||||
Provisions for contingencies | 310 | 349 | ||||||
|
|
|
| |||||
Total Current | 4,711 | 4,140 | ||||||
|
|
|
|
Note 21. Salaries and social security payable
As of June 30, 2019 | As of December 31, 2018 | |||||||
Current | ||||||||
Salaries and social security contributions | 2,570 | 925 | ||||||
Provision for gratifications and bonus | 3,604 | 5,423 | ||||||
|
|
|
| |||||
Total current | 6,174 | 6,348 | ||||||
|
|
|
|
Note 22. Other taxes and royalties payable
As of June 30, 2019 | As of December 31, 2018 | |||||||
Current | ||||||||
Royalties | 6,187 | 5,467 | ||||||
Tax withholdings payable | 853 | 909 | ||||||
Value added tax | 265 | — | ||||||
Turnover tax | — | 139 | ||||||
Other | 74 | — | ||||||
|
|
|
| |||||
Total current | 7,379 | 6,515 | ||||||
|
|
|
|
Note 23. Accounts payable and accrued liabilities
As of June 30, 2019 | As of December 31, 2018 | |||||||
Non-Current | ||||||||
Accrued liabilities: | ||||||||
Extraordinary canon on SGIC | 817 | 1,007 | ||||||
|
|
|
| |||||
Totalnon-current accounts payable and accrued liabilities | 817 | 1,007 | ||||||
|
|
|
| |||||
Current | ||||||||
Accounts payable: | ||||||||
Suppliers | 71,206 | 73,609 | ||||||
|
|
|
| |||||
Total current accounts payable | 71,206 | 73,609 | ||||||
|
|
|
|
33
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
As of June 30, 2019 | As of December 31, 2018 | |||||||
Accrued liabilities: | ||||||||
Concession extension bonus Bajada del Palo payable | — | 7,899 | ||||||
Extraordinary canon on SGIC | 1,383 | 769 | ||||||
Balances with joint operations | 1,238 | 1,023 | ||||||
Directors’ fees | — | 1,034 | ||||||
|
|
|
| |||||
Total current accrued liabilities | 2,621 | 10,725 | ||||||
|
|
|
| |||||
|
|
|
| |||||
Total current accounts payable and accrued liabilities | 73,827 | 84,334 | ||||||
|
|
|
|
Due to the short-term nature of the current payables and other payables, their carrying amount is considered to be the same as their fair value. The carrying amount of thenon-current accrued liabilities does not differ significantly from its fair value.
Note 24. Employee defined benefit plans obligation
The following tables summarize the components of the net expense recognized in the consolidated statement of income for long-term employee benefit plans and the evolution of the long-term employee benefits liability in the consolidated statement of financial position:
As of June 30, 2019 | ||||
Cost of the current services | (38 | ) | ||
Cost of interest | (73 | ) | ||
|
| |||
Total | (111 | ) |
As of June 30, 2019 | ||||||||||||
Present value of the obligation | Fair value of plan assets | Net liability at the end of the year | ||||||||||
Balances at the beginning of period | (11,014 | ) | 7,712 | (3,302 | ) | |||||||
Items classified in profit or loss | ||||||||||||
Current services cost | (38 | ) | — | (38 | ) | |||||||
Cost for interest | (266 | ) | 193 | (73 | ) | |||||||
Items classified in other comprehensive income | ||||||||||||
Actuarial loss | (915 | ) | (105 | ) | (1,020 | ) | ||||||
Benefit payments | 253 | (253 | ) | — | ||||||||
Contributions paid | — | 253 | 253 | |||||||||
Additions | (295 | ) | — | (295 | ) | |||||||
|
|
|
|
|
| |||||||
At the end of period | (12,275 | ) | 7,800 | (4,475 | ) | |||||||
|
|
|
|
|
|
The fair value of the plan assets at the end of the reporting period by category, is as follow:
As of June 30, 2019 | ||||
American government bonds | 7,800 | |||
|
| |||
Total | 7,800 | |||
|
|
34
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Estimated expected benefits payments for the next ten years are shown below. The amounts in the table represent the undiscounted cash flows and therefore do not reconcile to the obligations recorded at the end of the year.
As of June 30, 2019 | ||||
Less than one year | 844 | |||
One to two years | 868 | |||
Two to three years | 856 | |||
Three to four years | 844 | |||
Four to five years | 872 | |||
Six to ten years | 4,412 |
Significant actuarial assumptions used were as follows:
As of June 30, 2019 | ||||
Discount rate | 5 | % | ||
Assets return rate | 5 | % | ||
Salaries increase | ||||
Up to 35 years old | 1 | % | ||
From 36 to 49 years old | 1 | % | ||
More than 50 years old | 1 | % |
The following sensitivity analysis shows the effect of a variation in the discount rate and salaries increase on the obligation amount.
If the discount rate would be 100 basis points higher (lower), the defined benefit obligation would decrease by 1,294 (increase by 1,089) as of June 30, 2019.
If the expected salary growth increases (decreases) by 1%, the defined benefit obligation would increase by 210 (decrease by 225) as of June 30, 2019.
The sensitivity analyses above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of each reporting period, based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. Therefore, the presented analysis may not be representative of the actual change in the defined benefit obligation. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.
Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of each reporting period, which is the same as that applied in calculating the defined benefit obligation liability recognized in the consolidated statement of financial position.
There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.
Refer to Note 22 to the Annual Financial Statements for further details on the employee defined benefits plan obligation.
Note 25. Related parties’ transactions and balances
Note 2.3 to the Company’s annual financial statements as of December 31, 2018 provides information about the Group’s structure, including details of the subsidiaries of the holding company and the Company.
The following table provides the total amount of balances and transactions that have been entered into with related parties:
As of June 30, 2019 | As of December 31, 2018 | |||||||
Other receivables | ||||||||
Riverstone Vista Capital Partners L.P. | 194 | 186 |
35
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Outstanding balances at theperiod-end/year-end are unsecured and interest free and settlement occurs in cash. There have been no guarantees provided or received for any related party receivables or payables. For the period beginning December 31, 2018 through June 30, 2019 and from December 31, 2017 through June 30, 2018, the Group has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment is undertaken at eachperiod-end through examining the financial position of the related party and the market in which the related party operates.
There are no other related party transactions.
Note 26. Commitments and contingencies
For a description of the Company’s investment commitments regarding their oil and gas properties, see notes 27 and 29.4 to the 2018 annual financial statements. With respect to the commitments and contingencies that occurred after that date, it is detailed below:
Investment agreement for the formation of Aleph Midstream S.A.
On June 27, 2019, Vista announced the signing of an investment agreement with an affiliate of Riverstone and an affiliate of Southern Cross Group (“the Financial Sponsors hereinafter”) to create Aleph Midstream S.A., a midstream company in Argentina (“Aleph Midstream” or “Aleph”).
Under the terms of this agreement and other related agreements, subject to the satisfaction of certain conditions precedent, including obtaining certain regulatory approvals, the Financial Sponsors expect to contribute up to 160,000 in the aggregate to Aleph Midstream, in exchange for a controlling interest of up to 78.4% of Aleph Midstream’s total equity.
As a result of this agreement, Vista expects to contribute the majority of its midstream assets located in the Neuquina basin, valued at approximately 45,000, to Aleph Midstream, in exchange to maintain an equity interest in Aleph Midstream for at least 21.6%.
Aleph expects to use the proceeds to be provided by the Financial Sponsors to fund the construction of the midstream assets which are necessary for the gathering, processing and evacuation of our oil and gas production in the Neuquina basin located in Argentina, including the Vaca Muerta shale play. Aleph Midstream expects to provide midstream services to Vista, which may include the gathering, processing and evacuation of the oil and gas production of our Bajada del Palo Oeste shale development in Vaca Muerta as wells as our conventional production in the Neuquina basin.
Finally, if certain required regulatory approvals relating to the concession titles to certain midstream assets to be obtained by Vista and assigned to Aleph Midstream are not obtained by the earlier of (i) the date on which the Financial Sponsors have contributed 75,000 in Aleph Midstream, or (ii) 11 months from the closing of the transaction relating to Aleph Midstream, the Financial Sponsors will have the right to exercise a put option to sell back all of their interests in Aleph Midstream at a price which shall account for the return of such Financial Sponsor’s cash contribution to Aleph Midstream, plus an agreed interest and we will have twelve months to effect such payment.
On July 2019 the Financial Sponsors provided contributions for an amount of 37,488. Such amounts have been accounted a financial debt by the Company.
Note 27. Business Combinations
There were no business combinations during the period ended June 30, 2019. Refer to Note 30 to the Annual Financial Statements for further details on the 2018 business combinations.
36
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Note 28. Events after the reporting period
The Company has evaluated subsequent events as of June 30, 2019 to assess the need for potential recognition or disclosure in these financial statements. The Company assessed such events until August 7, 2019, the date these financial statements were available to be issued:
Public Offering with New York Stock Exchange (“NYSE”) listing
On July 25, 2019, the Company made a public offering with NYSE listing by placing a total of 10,906,257 Series A shares.
The global offering consisted of:
(i) | an international offering in the United States and other countries outside of Mexico of 10,091,257 American Depositary Shares (“ADS”), each one representing one Series A share, at a price of U.S.$9.25 per ADS. The ADS are listed on the New York Stock Exchange under the ticker “VIST”; and |
(ii) | a concurrent public offering in Mexico of 815,000 Series A shares at a price equivalent to U.S.$9.25 in Mexican pesos per Series A share. |
For the global offering, the Company obtained net estimated resources for 93,243.
Based on IAS 32, said capital transaction costs were recorded as a decrease of the Company’s shareholders’ equity, because these costs were incremental costs directly attributable to the equity transaction that otherwise would have been avoided.
The number of shares issued, and the amounts obtained from the IPO and issuance of new Series A shares in Mexico, are detailed as follows:
Global Ofertting (Shares) | ||||||||||||||||
México | International | Total new share issuance | Total Amounts obtained | |||||||||||||
Series A common shares | 815,000 | 10,091,257 | 10,906,257 | 93,185 | ||||||||||||
|
|
|
|
|
|
|
|
After completed the IPO and the issue of the new Serie A Share, the number of shares and the share capital will be in the following table:
Series A Publicly traded shares | Series A Private Offering | Series B | Series C | Total | ||||||||||||||||
Balances as of December 31, 2018 | 423,017 | 90,238 | — | — | 513,255 | |||||||||||||||
Number of shares | 60,909,315 | 9,500,000 | — | 2 | 70,409,317 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Net value of Series A shares | 54,143 | — | — | — | 54,143 | |||||||||||||||
Number of shares | 5,500,000 | — | — | — | 5,500,000 | |||||||||||||||
Series A shares issued for the LTIP | — | — | — | — | — | |||||||||||||||
Number of shares | — | 19,685 | — | — | 19,685 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Balance before Public Offering | 477,160 | 90,238 | — | — | 567,398 | |||||||||||||||
Number of shares before Public Offering | 66,409,315 | 9,519,685 | — | — | 75,929,002 | |||||||||||||||
Net value of Series A shares | 93,185 | — | — | — | 93,185 | |||||||||||||||
Number of shares | 10,906,257 | — | — | — | 10,906,257 | |||||||||||||||
|
|
|
|
|
|
|
|
|
| |||||||||||
Balance after Public Offering | 570,345 | 90,238 | — | — | 660,583 | |||||||||||||||
Number of shares after Public Offering | 77,315,572 | 9,519,685 | — | 2 | 86,835,259 | |||||||||||||||
|
|
|
|
|
|
|
|
|
|
37
VISTA OIL & GAS S.A.B. DE C.V.
Notes to the unaudited interim condensed consolidated financial statements as of June 30, 2019 and December 31, 2018 and for the six-month periods ended June 30, 2019 and 2018
(Amounts expressed in thousands of US Dollars, except otherwise indicated)
Debt issuance of Vista Argentina
Vista Argentina a subsidiary of the Company issued a simplenon-convertible debt security, (obligaciones negociables simples no convertibles en acciones), under the Notes Program (the “Notes Program”). This Program was approved by the Argentine Securities Commission (theComisión Nacional de Valores, or the “CNV”), as follow:
• | On July 31, 2019, Vista Argentina issued for an aggregate principal amount of 50,000, with the annual interest rate 7.88%, and expiration date as of July 31, 2021. |
• | On August 07, 2019, Vista Argentina issued for an aggregate principal amount of 50,000, with the annual interest rate 8.50%, and expiration date as of August 07, 2022. |
Under the Notes Program, Vista Argentina may publicly offer and issue debt securities in Argentina for up to an aggregate principal amount at any time outstanding of 800,000 or its equivalent in other currencies.
Other subsequent events:
• | Exploration permit for Aguila Mora block has expired on June 26, 2019. Prior to such expiration, on June 11, 2019, the request for a35-year term unconventional exploitation concession was filed with local authorities. The Decree approving the granting of the unconventional exploitation concession on Aguila Mora block is expected to be obtained no later thanmid-August 2019. |
• | On July 2, 2019 the Company completed a corporate reorganization process whereby APCO Oil & Gas S.A.U. and APCO Argentina were merged by absorption without liquidation into Vista Argentina (the “Argentine Reorganization”) as part of atax-free reorganization under the terms of the Argentine Income Tax Law. The Argentine Reorganization is effective as of January 1, 2019 and since that date APCO Oil & Gas S.A.U. and APCO Argentina had effectively been operating as a consolidated entity under Vista Argentina. |
There are no other events or operations that occurred between the closing date of the fiscal year and the date of issuance of the unaudited interim financial statements that could significantly affect the equity situation or the Company´s results as of the closing date.
38