Tenaz Energy Corp. (TNZ) Earnings Call Transcript & Summary

Good afternoon, ladies and gentlemen. I am Marty Proctor, the Chair of the Board of Directors of Tenaz Energy Corp., and I now call the meeting to order. Welcome to the 2024 Annual General Meeting of Shareholders of Tenaz. Today's meeting is being held virtually by way of live webcast, accessible to all of our shareholders who have followed the procedures described in the management proxy circular for this meeting. The virtual meeting format alleviates the logistical and travel expenses of in-person and hybrid meetings and is a more sustainable and environmentally conscious alternative to an in-person meeting. Before proceeding with the business of the meeting, I would like to introduce directors and officers of the corporation. The directors are Anna Alderson, John Chambers, Varinia Radu, Mark Rollins and Anthony Marino, a Director and President and CEO of the company. The officers are Bradley Bennett, CFO; Michael Kaluza, COO; David Burghardt, Senior Vice President of Engineering; Jonathan Balkwill, Vice President, Business Development; Jennifer Russel-Houston, Vice President, Geoscience; and Brian Giang, VP of Finance. In accordance with the company's bylaws, I will act as Chairman of the meeting. Jamie Gagner of Lawson Lundell LLP will act as Secretary of the meeting and Bart Wingerak of Odyssey Trust Company will act as Scrutineer. I would like to take a moment to comment on the meeting procedures. Voting on all matters at today's meeting will be conducted by electronic ballot. Registered shareholders and duly appointed proxy holders will be able to vote on each item of business through the electronic meeting platform. Polling is now open for the items of business to be voted upon at this meeting. If you have not already voted prior to the meeting, please vote now. If you previously voted, you do not need to vote again. The final voting results will be announced and filed by the company following today's meeting. Questions in respect of an item of business may be submitted by a registered shareholder or duly appointed proxy holder through the meeting platform. A corporate presentation will follow the formal portion of the meeting, and questions relating to the company's business and operations will be considered at that time. For efficiency, we have arranged for Brian Giang and Jonathan Balkwill, shareholders of the company, to move and second the motions at today's meeting. Notice of this meeting and the accompanying management proxy circular and form of proxy were mailed on May 17, 2024 to shareholders of record on May 10, 2024. A quorum for the transaction of today's -- of business at today's meeting is at least 2 persons present in person holding or representing by proxy, in aggregate, not less than 5% of the outstanding common shares entitled to vote at the meeting. According to Tenaz' by-law #1, a person electronically participating in today's meeting is deemed to be present at the meeting. I am advised by the Scrutineer that a quorum is present, and notice having been properly given, I declare the meeting properly called and constituted for the transaction business. The first item of business is to receive the audited consolidated financial statements of the company for the financial year ended December 31, 2023 and the auditor's report thereon. I would ask that questions on the financial statements be deferred until the formal business of the meeting has concluded. We will now move to the items of business to be voted upon. The polls remain open for voting in respect of each item of business. You may vote at any time until the last item of business is completed, at which time the polls will close. As a reminder, if you have not already voted, please vote now. If you previously voted, you do not need to vote again. The next item of business is to fix the number of directors to be elected at the meeting at 6. May I have a motion to fix the number of directors to be elected?

My name is Jonathan Balkwill, and I move that the number of Directors of Tenaz Energy Corp. to be elected at the meeting be fixed at 6.

Will someone second the motion?

My name is Brian Giang, and I second the motion.

Is there any discussion on this matter? As there is no discussion on this matter, we will proceed to the next item of business. The next item of business is the election of directors for the ensuing year. The company's Advanced Notice By-law fixes a deadline by which shareholders must submit director nominations to Tenaz prior to an Annual Meeting of Shareholders. For this meeting, the nomination deadline was May 20, 2024. Tenaz did not receive any shareholder director nominations in respect of this meeting. Accordingly, the director nominees for election at the meeting are those named in the management proxy circular for this meeting. Information regarding the director nominees was included in the management proxy circular for this meeting. Each nominee has indicated their willingness to serve as a director. The Board has adopted a majority voting policy that requires a director nominee that is not elected at this meeting by at least a majority of the votes cast to submit his or her resignation for the Board's consideration. The Board is then required to determine whether or not to accept the resignation within 90 days of the meeting. The majority voting policy provides that a resignation shall be accepted absent exceptional circumstances. May I have a motion to nominate each of the directors of Tenaz Energy Corp. specified in the management proxy circular?

I nominate each person specified in the management proxy circular for this meeting, namely Marty Proctor, Anna Alderson, John Chambers, Varinia Radu, Mark Rollins and Anthony Marino be elected as a Director of Tenaz Energy Corp. for the ensuing year.

Will someone second the motion?

I second the motion.

Is there any discussion on this matter? As there is no discussion on this matter, we will proceed to the next item of business. The next item of business is to appoint Deloitte LLP as auditors of the company for the ensuing year and to authorize the directors to fix their remuneration. As described in the management proxy circular, Deloitte is proposed for appointment by shareholders as the company's auditor following an RFP process for the external auditor engagement upon the expiry of the term of appointment of the company's prior auditor at this meeting. May I have a motion to appoint Deloitte as the company's auditors?

I move that Deloitte LLP be appointed as the auditors of the company to hold office until the next Annual Meeting of Shareholders and that the Board of Directors of the company be authorized to fix their remuneration.

Will someone second the motion?

I second the motion.

Is there any discussion on this matter? I am advised there is no discussion on this matter. If you haven't already voted on the items of business, please do so now through the meeting platform as voting will close momentarily. [Voting]

Voting is now closed on all items of business. As mentioned previously, the detailed voting results will be announced by the company following today's meeting. The Scrutineers have provided their preliminary report of the results of today's voting for the meeting, and I confirm as follows: in respect of fixing the number of directors to be elected at 6, greater than a majority of the votes cast have been voted in favor of this resolution, and therefore, I declare the motion carried. In respect of electing each director nominee specified in the management proxy circular as a director of Tenaz Energy Corp. for the ensuing year, greater than a majority of the votes cast have been voted in favor of the election of each director, and therefore, I declare the motion carried and each nominee for election as a director has been elected. In respect of the appointment of Deloitte LLP as auditors of the company, greater than a majority of the votes cast have been voted in favor of the appointment of Deloitte LLP as auditors, and therefore, I declare the motion carried. Is there any other business to be brought before this meeting? Since there is no further business, may I have a motion to conclude the meeting?

I move that this meeting be concluded.

I declare the formal business of this meeting concluded. Thank you all for your attendance. I will now ask Anthony Marino, President and Chief Executive Officer of Tenaz, to provide a brief business update. Tony?

Thanks so much, Marty, and thank you to all of our shareholders who are attending today. I'm going to make a brief presentation, really only cover 4 slides here, and this will appear on your screen. I'll start out by pointing out that we do have an advisory on forward-looking statements that we would ask you to read. And in fact, at the end of the presentation, there's an additional disclaimer. So first substantive slide, to cover a review of 2023. Point out, first of all, that we closed during 2023 our second acquisition of nonoperated Netherlands gas assets. In so doing, we increased our 6:1 energy exposure to TTF to approximately 38% of our product mix for this year. And it's a market we like being in, very strong in comparison to North American gas markets. If you convert the current TTF prompt price to Canadian dollars per MMBtu, it's about $14 per MMBtu; if you look forward to the winter, an even higher price, equivalent to about $16 per MMBtu in the forward curve. Strong market, one that we're very happy to expand in and one of the key areas of our emphasis in M&A going forward. Secondly, we executed, I think, quite successful drilling program at Leduc-Woodbend. That is our semi-conventional oil development project South of Edmonton in Alberta. We drilled 4 gross wells, 3.35 net to Tenaz interest, all among the best wells that we have drilled to date as we go longer and longer and have even more effective stimulations of the horizontal laterals. The result of this, if you look at the lower left panel on this slide, is that we were able to double production from '22 to '23, and at the same time, a combination of the -- this production increase, of course, resulting from the drilling program, but also from the second acquisition that we made in Netherlands and having a full year impact of the first Netherlands acquisition, combination of these factors leading to the doubling of production. And we would project a continued increase in '24. At the same time that we have the production increase, we're able to also have a significant increase in our adjusted working capital, which we think of as our negative net debt, shown in the upper right panel on this slide. So rising production and rising positive working capital balance, at the same time, resulting FFO shown on the lower right panel, significant increase in quite a large multiple of FFO in 2023 and under the strip for 2024 in comparison to the level that the company was at, at the time of the recapitalization. This is driven, of course, by the production increase I talked about and also an improvement in the product mix due to having the higher value TTF product in the mix and also a general increase in commodity prices, particularly for oil over this period. We have continued our NCIB program. In '23, we retired 1.3 million shares at an average price of just under $3 a share. In aggregate, since we began the NCIB program, we've retired 7% of the float at a price of about $2.70 per share. And during 2023, we continued our pursuit of value-adding M&A with a very technically intensive approach and great discipline, I believe, in the levels that we're willing to pay for assets. And we continue that M&A effort, as I'll discuss later, on a variety of fronts. So that is really 2023 in a very brief review. Let me move forward to the 2024 outlook. Really, one update item on Slide 6. We previously announced that we had made an acquisition of a gas plant and the surrounding leasehold in the area of our Leduc-Woodbend field gas plant located just to the southwest of the field and leasehold to the southwest and southeast of our previous Leduc-Woodbend leasehold. That aggregate purchase price for 100% of the plant and 7/8 of the leasehold net to Tenaz, about $3 million. That transaction was approved by the AER and closed on May 28 of this year. Purpose of the plant of course is, first of all, to provide solution gas processing for the Leduc-Woodbend oil production. With respect to this proprietary stream that flows into the plant, we're very happy to own the plant today. We've been operating for a little bit over 2 weeks now. Very happy with the staff that we assumed in the acquisition. And this operating control, we think, is going to allow us to maximize the gas plant processing availability for the upstream assets and to improve the overall efficiency of the way the plant operates. The plant also does generate some third-party gas processing revenue, and it does have unused capacity to process more gas that can come out of both the proprietary stream and from third parties that we would service there. To summarize the assets that were acquired. The gas plant capacity, we would currently put at about 7.5 million cubic feet a day. About 3/4 of that is currently being utilized in the current throughput of the plant. We believe that the capacity can be expanded to somewhere in the range of 12 million cubic feet a day by reactivating and overhauling an existing idle compressor. Interestingly, the plant is licensed for up to 20 million cubic feet a day and is licensed to handle sour production. Bulk of our production in the area, the vast, vast, vast majority, of course, is sweet. But there is some sour third-party production in the area that may need a home for processing. The plant has that capability and is licensed to do it, and that's a valuable feature. In addition to the plant acquisition, we acquired some leasehold interest for upstream production, not a very significant amount of production today. But we think some very strong horizontal development opportunities really occurring in at least, I would say, 3 of the zones within the Mannville stack, including in the Rex where -- which is the current focus of our development in the Leduc-Woodbend field; and in the glauconitic zone, which we also produce from in the units at Leduc-Woodbend. Beyond these 2 existing producing zones that we have in the legacy Leduc-Woodbend field, there is also, we think, a horizontal multilateral drilling opportunity in a reasonably sized Ellerslie pool that currently has a small amount of production. We think there's actually a fair amount of potential to drill and expand the productivity in the Ellerslie over time. And it may well be that we put in Ellerslie well within our planned drilling program for 2024, and I'll discuss that again very briefly in just a minute. So that is a summary of the gas plant and leasehold acquisition that we announced earlier, with the real update item being that, that acquisition was closed a little bit over 2 weeks ago. The next item to discuss is continued organizational advancement in the company. And the first point I'd like to make is that our Chief Operating Officer, Mike Kaluza, has notified us of his intention to retire after a very illustrious 47-year career in the energy industry. He made a great number of contributions to Tenaz as one of the founding members of the executive team. And a number of us on the management team and in the technical ranks at Tenaz have worked with him extensively before, and he made a great deal of contributions to the successes we've had in the past. And I'll speak to it actually directly from my career. For this 47 years that Mike has been working in the industry, about half of it, I have had the luck of being associated with him. Tenaz is our fourth company that we worked on together in the U.S. and in Canada. And I'll say that Mike is one of the most outstanding oil and gas professionals that I've worked with. And he's a good friend as well. And certainly, I would never have been able to accomplish the things in my career without that association that I've had with him. So we and I will certainly miss Mike, but we wish him well in the retirement, and all good things do have to come to an end. So that is the pending retirement of Mike Kaluza, one of the founding members of Tenaz. We're very fortunate to be able to announce as well that Mike is going to be replaced by Jenson Tan. He is -- Jenson is another professional the people on the Tenaz team have worked with extensively in the past, a number of years. He has a 22-year record of success in engineering and operations and in business development in the oil and gas industry. Most recently, he was VP of Business Development at Vermilion, where a number of us worked with him. And earlier in his career, he was with another very fine company, ConocoPhillips. Had a variety of assignments there. Worked internationally not only with Vermilion, but with Conoco as well. Career experience ranging from tight gas development in South Texas and the U.S. Gulf Coast to some worldwide offshore projects where he provided engineering and asset management. So we're very lucky to be able to bring Jenson into the company to replace Mike. And I will point out that we'll work this transition over a period of time, and we have the double benefit during this transition period of having access to both Mike's and Jenson's capabilities. And I'll point out as well that Mike has agreed to be available to us as needed for consulting even after -- as we need it after the end of that transition period. So congratulations to both of these gentlemen their new roles. And to complete this presentation, the last slide I'm going to cover is just a review of our '24 outlook. There's not a great deal of change with respect to this. We're going to continue the development of our Canadian-operated assets. The only prospective change there is that we have the opportunity, should we choose to do so, to further increase the capital efficiency by substituting potentially Ellerslie development for some of the Rex drilling opportunities we identified. Rex is a great project. It's got very strong capital efficiency and very low risk. But nonetheless, we may be able to further improve the capital efficiency by using some of the Ellerslie development that we've recently acquired. Production guidance remains the same 2,700 to 2,900 boe/d. Drilling and development CapEx guidance unchanged as well, a range of $23 million to $25 million. Main effort in the company is to continue pursuing very high-quality and value-adding M&A projects in our main targeted regions of the world, really an order, first of all, Europe; secondly, Latin America and potentially as well some optionality that we have to APAC transactions and Middle East, North Africa. But again, main emphasis in Europe followed by Latin America. I think our transaction pipeline is a very strong one. To me, it has improved ever since we did the recap in late 2021. And though we can't guarantee the absolute timing of making a transaction, I'm very confident that we're going to be able to realize this potential that we see in the international assets -- in the international market to acquire assets at very strong base rates of return and then to get really outsized improvements to the operating results as compared to what we think might be available in the North American market. And that double impact, we think, can lead to very high returns on capital as a result of this model. So that concludes my presentation today. I will, first of all, thank our employees in the company, the management team and the technical personnel and our field personnel that have worked so hard to advance Tenaz to date. I thank our Board, the outstanding Board that we have that has provided such great guidance and corporate governance framework for Tenaz. And most of all, our shareholders, we're -- all of us in the company are shareholders as well, but we really work for this group of shareholders that have taken the risk with the company and put their faith in us. We fully intend to deliver for all of you. We do have the opportunity to ask questions online, and I will give you just a minute pause here to provide questions, if there are any. So we don't have any questions in the queue. And as a result, I think I will close this meeting and again say thank you to shareholders, Board and employees of the company. Goodbye.