C01755-2019

SECURITIES AND EXCHANGE COMMISSIONSEC FORM 17-C

CURRENT REPORT UNDER SECTION 17
OF THE SECURITIES REGULATION CODE
AND SRC RULE 17.2(c) THEREUNDER

1. Date of Report (Date of earliest event reported)
Mar 21, 2019
2. SEC Identification Number
CS200719819
3. BIR Tax Identification No.
006-940-588-000
4. Exact name of issuer as specified in its charter
PXP ENERGY CORPORATION
5. Province, country or other jurisdiction of incorporation
Philippines
6. Industry Classification Code(SEC Use Only)
7. Address of principal office
2/F LaunchPad, Reliance cor. Sheridan St., Mandaluyong City Postal Code 1550
8. Issuer's telephone number, including area code
026311381
9. Former name or former address, if changed since last report
n/a
10. Securities registered pursuant to Sections 8 and 12 of the SRC or Sections 4 and 8 of the RSA
Title of Each Class Number of Shares of Common Stock Outstanding and Amount of Debt Outstanding
Common 1,960,000,000
Debt 738,685,912
11. Indicate the item numbers reported herein
9

The Exchange does not warrant and holds no responsibility for the veracity of the facts and representations contained in all corporate disclosures, including financial reports. All data contained herein are prepared and submitted by the disclosing party to the Exchange, and are disseminated solely for purposes of information. Any questions on the data contained herein should be addressed directly to the Corporate Information Officer of the disclosing party.

PXP Energy CorporationPXP

PSE Disclosure Form 4-31 - Press Release References: SRC Rule 17 (SEC Form 17-C)
Section 4.4 of the Revised Disclosure Rules

Subject of the Disclosure

PRESS RELEASE

AUDITED FINANCIAL AND OPERATING HIGHLIGHTS
FOR THE YEAR ENDED DECEMBER 31, 2018
Background/Description of the Disclosure

• FY 2018 Consolidated Net Loss Attributable to Equity Holders of the Parent Company at P78.9 million (FY 2017: P39.1 million). Reported consolidated net loss at P96.4 million (FY 2017: P57.1 million).

Consolidated petroleum revenues 3.3% higher at P107.9 million (FY 2017: P104.4 million) resulting from the 35% improvement in crude oil price offset by 24.3% decline in volume.

Consolidated cost and expenses 40.0% higher at P221.4 million (FY 2017: P158.2 million) brought about by higher depletion cost in Galoc and the decommissioning of Tara and Libro wells in Service Contract 14; Group overhead higher by P11.3 million due to a one-time other charge of P11.9 million.

Net loss of P96.4 million (FY 2017: P57.1 million) due to lower oil production, higher depletion cost and decommissioning cost, other overhead charge of P11.9 million; offset by a Forex gain of P18.7 million.

• On January 10, 2018, Karoon Gas Australia Ltd (“Karoon”) announced that it has executed a Farm-in Agreement with Tullow Peru Limited, a wholly owned subsidiary of Tullow Oil plc (‘Tullow’), wherein Tullow will acquire a 35% interest in the Peru Block Z-38 under the following terms:

1. Fund 43.75% of the cost of the first exploration well, capped at US$27.5 million (at 100%), beyond which Tullow will pay its 35% share.

2. Pay US$2 million to Karoon, upon completion of the first exploration well referred to above, with a further US$7 million payable upon declaration of commercial discovery and submission of a development plan to Perupetro.

The Agreement remains subject to the satisfaction of certain licensing conditions and regulatory approvals in Peru. Following completion of the farm-out well, Tullow will have an option to assume operatorship of the block.

Following the farm-in of Tullow, the resulting participating interests in Z-38 are as follows:

From To
Karoon 70% 40%
Tullow nil 35%
Pitkin Petroleum Limited (“Pitkin”) 25% 25%
 

• On September 21, 2018, Karoon announced that it has been positively impacted by recent changes to the hydrocarbon law in Peru, which has resulted in the force majeure being lifted from Block Z-38. Karoon added that it has been actively working with the Peruvian authorities with this outcome in mind, and considers these changes as a step forward for exploration in Peru.

Karoon and its new farm-in partner (subject to regulatory approval), Tullow are moving forward to drill the Marina-1X exploration well during early 2020.

Pitkin, a 53.43% owned subsidiary, is carried in the cost of the Marina-1X, plus another future well under a separate Farm-In Agreement that Pitkin signed with Karoon in 2009.

• On October 26, 2018, PXP and Dennison Holdings Corporation (Dennison) signed a Subscription Agreement wherein the latter subscribed to 340,000,000 common shares of PXP at Php11.85 per share or an aggregate amount of Php4.03 billion (the “Subscription Price”). The Subscription Price shall be payable in two tranches. In addition, as a substantial consideration for the Company agreeing to the subscription by Dennison, Dennison shall cause its affiliate or related party, Phoenix Petroleum Philippines, Inc. (“Phoenix Petroleum”), subject to its board approval and consent of China National Offshore Oil Corporation (“CNOOC”), to grant certain preferential rights to the Company or to any of its affiliates to acquire up to 49% of the equity, interest or participation of Phoenix Petroleum and/or its affiliates in the contemplated joint venture or related agreement with CNOOC for the construction, development, and operation of a liquified natural gas terminal and gas fired power plant in the Philippines. Following the subscription to the shares, Dennison shall be entitled to at least one (1) seat in the Board who will then be nominated as Vice Chairman of the Board.

see more Attached
Other Relevant Information

About PXP Energy Corporation

PXP is an upstream oil and gas company incorporated in the Philippines whose shares are listed on the Philippine Stock Exchange. The Company directly and indirectly owns oil and gas exploration and production assets located in the Philippines, and indirectly owns an exploration asset located in offshore Peru.

For further information, please contact:

Mark H. Rilles
Finance Controller
PXP Energy Corporation
Telephone: (632) 631 1381
Email: [email protected]
Filed on behalf by:
Name Mark Raymond Rilles
Designation Finance Controller