GEOPARK LTD filed this 20-F on Mar 31, 2022
GEOPARK LTD - 20-F - 20220331 - COMPANY_INFORMATION

As we indirectly own Colombian Assets, the indirect transfer rules would apply to transfers of our common shares provided certain conditions outside of our control are met. If such conditions were present and as a result the indirect transfer rules were to apply to sales of our common shares, such sales would be subject to indirect transfer tax on the capital gain realized in connection with such sales. For a description of the indirect transfer rules and the conditions of their application see “Item 10. Additional Information—E. Taxation—Colombian tax on transfers of shares.”

Legislation enacted in Bermuda as to Economic Substance may affect our operations.

Pursuant to the Economic Substance Act 2018 (as amended) of Bermuda (the “ES Act”) that came into force on January 1, 2019, a registered entity other than an entity which is resident for tax purposes in certain jurisdictions outside Bermuda (“non-resident entity”) that carries on as a business any one or more of the “relevant activities” referred to in the ES Act must comply with economic substance requirements. The ES Act may require in-scope Bermuda entities which are engaged in such “relevant activities” to be directed and managed in Bermuda, have an adequate of qualified employees in Bermuda, incur an adequate level of annual expenditure in Bermuda, maintain physical offices and premises in Bermuda or perform core income-generating activities in Bermuda. The list of “relevant activities” includes carrying on any one or more of: banking, insurance, fund management, financing, leasing, headquarters, shipping, distribution and service center, intellectual property and holding entities.  

The ES Act could affect the manner in which we operate our business, which could adversely affect our business, financial condition and results of operations.  Although it is presently anticipated that the ES Act will have little material impact on us or our operations, as the legislation is new and remains subject to further clarification and interpretation, it is not currently possible to ascertain the precise impact of the ES Act on us.

ITEM 4.  INFORMATION ON THE COMPANY

A.    History and development of the company

General

We were incorporated as an exempted company pursuant to the laws of Bermuda in February 2006. We maintain a registered office in Bermuda at Clarendon House, 2 Church Street, Hamilton HM11, Bermuda. Our principal executive offices are located at Street 94 N° 11-30, 8, 9, 8th floor, Bogotá, Colombia, telephone number +57 1 743 2337, and Florida 981, 1st floor, Buenos Aires, Argentina, telephone number +5411 4312 9400.

The SEC maintains an internet website that contains reports, proxy, information statements and other information about issuers, like us, that file electronically with the SEC. The address of that website is www.sec.gov. The Company’s website address is www.geo-park.com. The information contained on, or that can be accessed through, the Company’s website is not part of, and is not incorporated into, this annual report.

Our Company

We are a leading independent oil and natural gas exploration and production (“E&P”) company with operations in Latin America. We operate in Colombia, Chile, Brazil, Argentina and Ecuador. We are focused on Latin America because we believe it is one of the most important regions globally in terms of hydrocarbon potential, with less presence of independent E&P companies compared to the United States and Canada. In this region, much of the acreage has historically been controlled or owned by state-owned companies. We believe that these factors create an opportunity for smaller, more agile companies like us to build a long-term business.

We produced a net average of 37.6 mboepd during the year ended December 31, 2021, of which 83%, 6%, 6% and 5% were, respectively, in Colombia, Chile, Argentina and Brazil, and of which 86% was oil. As of December 31, 2021, according to the ANH, we were ranked as the second largest oil operator in Colombia, where we made the largest new oil field discovery in the last 20 years and we are the first private oil and gas operator in Chile. We partnered with Petrobras in one of Brazil’s largest producing gas fields. During 2019, we signed the final participation contracts to start our operations in Ecuador. In January 2020, we successfully closed the acquisition and initiated operational takeover and

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integration of Amerisur’s assets in Colombia. In 2021, we drilled our first exploratory well in the Perico Block and we accepted an offer to divest non-core Argentina assets for a consideration of US$16 million, which closed on January 31, 2022.

We have built our company around three principal capabilities:

as an Explorer, which is our ability, experience, methodology and creativity to find and develop oil and gas reserves in the subsurface, based on the best science, solid economics and ability to take the necessary managed risks.
as an Operator, which is our ability to execute in a timely manner and to have the know-how to profitably drill for, produce, treat, transport and sell our oil and gas – with the drive and persistence to find solutions, overcome obstacles, seize opportunities and achieve results.
as a Consolidator, which is our ability and initiative to assemble the right balance and portfolio of upstream assets in the right hydrocarbon basins in the right regions with the right partners and at the right price – coupled with the visions and skills to transform and improve value above ground.

Our business model reflects our principal capabilities:

Asset Management, Performance & Quality

Effectively and profitably manage our entire asset portfolio and teams, work with partners, obtain regulatory and other permits, and carry out our work programs to explore, develop and produce our oil and gas reserves and resources.

Exploration & Subsurface

Use our brainpower, experience, creativity and discipline to find and develop new oil and gas reserves – based on the best science, solid economics and the ability to take the necessary managed risks.

Operations & Execution

Execute in a timely manner to be the safest lowest cost producer, and with the necessary know-how to profitably drill, produce, transport and sell our oil and gas with the drive and creativity to find solutions, overcome obstacles, seize opportunities and achieve results.

Nature & Neighbors

Having the cleanest and kindest hydrocarbons by minimizing the impact of our projects on the environment, making our operational footprint cleaner and smaller, and being the preferred neighbor and partner by creating a mutually beneficial exchange with the local communities where we work.

Value Delivery & Generation

Create consistent stakeholder value through disciplined capital allocation, rigorous and comprehensive risk management, self-funded and flexible work programs, capital and operating cost efficiency, maximizing the value of every barrel, expanding scale, protecting the balance sheet and returning tangible value to our shareholders.

Commitment & Culture

Build a performance-driven and trust-based culture, based on SPEED, that values and protects our communities, employees, environment and shareholders to underpin and strengthen our long-term plan for success.

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We believe that our risk and capital management policies have enabled us to compile a geographically diverse portfolio of properties that balances exploration, development and production of oil and gas. These attributes have also allowed us to raise capital and to partner with premier international companies. Most importantly, we believe we have developed a distinctive culture within our organization that promotes and rewards trust, partnership, entrepreneurship and merit. Consistent with this approach, all of our employees are eligible to participate in our long-term incentive program, which is the Performance-Based Employee Long-Term Incentive Program. See “Item 6. Directors, Senior Management and Employees—B. Compensation—Employee Performance-Based and Long-Term Incentive Programs.”

Our regional platform and risk-balanced portfolio has been built following a proactive but conservative long-term technical approach, converting projects into successful value-generating assets.

History

We were founded in 2002 by Gerald E. O’Shaughnessy and James F. Park, who have over 40 years of international oil and natural gas experience, respectively. Mr. O’Shaughnessy served as our Chairman until June 8, 2021. Mr. Park currently serves as our Chief Executive Officer and Deputy Chairman of the Board. In 2021, Sylvia Escovar Gomez was appointed as new Chair of the Board.

We are a leading independent oil and natural gas exploration and production (“E&P”), company with operations in Latin America. During 2021, we operated in Colombia, Chile, Brazil, Argentina and Ecuador.

Our History can be summarized by our growth in each country and our performance in the capital markets:

Chile

In 2006, after demonstrating our technical expertise and committing to an exploration and development plan, we obtained a 100% operating working interest in the Fell Block from the Republic of Chile. Then, in 2011, ENAP awarded us the opportunity to obtain operating working interests in each of the Isla Norte, Flamenco and Campanario Blocks in Tierra del Fuego, Chile, which we refer to collectively as the Tierra del Fuego Blocks, and in 2012, jointly with ENAP, we entered into CEOPs with Chile for the exploration and exploitation of hydrocarbons within these blocks.

Colombia

In the first quarter of 2012, we moved into Colombia by acquiring three privately held E&P companies: (i) Winchester Oil and Gas S.A., a Colombian branch of a sociedad anónima incorporated under the laws of Panama, which merged into GeoPark Colombia SAS (“Winchester”), (ii) La Luna Oil Company Limited S.A., a sociedad anónima incorporated under the laws of Panama, which merged into GeoPark Colombia SAS (“Luna”) and (iii) Hupecol Cuerva LLC, a limited liability company incorporated under the laws of the state of Delaware, which merged into GeoPark Colombia SAS (“Cuerva”). These acquisitions provided us with an attractive platform of reserves and resources in Colombia.

During 2019, jointly with Ecopetrol/Hocol, we acquired five low-cost, low-risk and high-potential exploration blocks in the Llanos Basin, surrounding the Llanos 34 Block, and we also executed an agreement with Parex to assume a 50% working interest in the Llanos 94 Block.

On January 16, 2020, we acquired the entire share capital of Amerisur, a company previously listed on the Alternative Investment Market (“AIM”) of the London Stock Exchange. The principal activities of Amerisur were exploration, development and production of oil and gas reserves in Latin America.

Brazil

Since 2013, we have participated many times in the Brazilian ANP Bid Rounds and every time we participated we have been awarded exploratory concessions.

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As of 2014, following the Rio das Contas acquisition, we have a 10% working interest in the BCAM-40 Concession, which includes an interest in the Manati Gas Field operated by Petrobras.

On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati gas field to Gas Bridge for a total consideration of R$144.4 million (approximately US$27 million as of the date of the agreement at the exchange rate of R$5.35 to US$1.00), including a fixed payment of R$124.4 million plus an earn-out of R$20.0 million, which is subject to obtaining certain regulatory approvals. The transaction was agreed with an effective date of December 31, 2020 and is subject to certain conditions, including the acquisition by Gas Bridge of the remaining 90% working interest and operatorship of the Manati gas field. As of the date of this annual report these conditions have not been met.

Argentina

In December 2017, we agreed to purchase from Pluspetrol, a 100% working interest and operatorship of the Aguada Baguales, El Porvenir and Puesto Touquet blocks in Argentina. We entered into an asset purchase agreement with Pluspetrol, dated December 18, 2017 (the “APA”). The transaction closed on March 27, 2018.

In June 2018, we announced a partnership with YPF, the state-owned oil company of Argentina, on the Los Parlamentos block – a large high potential block in the Neuquén Basin with both conventional and unconventional prospects. The assignment of rights agreement was signed in October 2019.

During May 2021, we initiated a process to evaluate farm-out or divestment opportunities to sell our 100% working interest and operatorship in the Aguada Baguales, El Porvenir and Puesto Touquet Blocks in Argentina, including the associated gas transportation license through the Puesto Touquet pipeline.

On November 3, 2021, the sale and purchase and assignment agreement was signed for a total consideration of US$16 million, subject to working capital adjustments. Closing of the transaction took place on January 31, 2022.

Peru

In October 2014, we expanded our footprint into Peru by acquiring the Morona Block in a joint operation with Petroperu. This transaction awarded us a 75% working interest of the Morona Block. In December 2016, we obtained final regulatory approval for our acquisition of the Morona Block in Peru. The Joint Investment and Operating Agreement dated October 1, 2014 and its amendments were closed on December 1, 2016, following the issuance of Supreme Decree 031-2016-MEM.

On July 15, 2020, we notified our irrevocable decision to retire from the non-producing Morona Block (Block 64) in Peru, due to extended force majeure, which allows for the termination of the license contract. On April 6, 2021, the final agreement with Petroperu was signed and, on May 31, 2021, the joint operation agreement was terminated. On September 28, 2021, the supreme decree approving the assignment was issued by the Peruvian Government, and the public deed corresponding to that assignment was executed by us and Petroperu on November 15, 2021. Consequently, from such date, Petroperu holds all the rights and obligations under the Morona Block license contract.

Ecuador

On May 22, 2019, we signed final participation contracts for the Espejo (GeoPark operated, 50% working interest) and Perico (GeoPark non-operated, 50% working interest) Blocks in Ecuador, which were awarded to GeoPark in the Intracampos Bid Round held in Quito, Ecuador in April 2019. We assumed a commitment of carrying out 3D seismic in the Espejo Block and drilling four exploration wells in each block, which amounts to US$39 million in capital expenditures for our working interest, until June 2025.

In December 2021 we drilled and completed the first exploration well in the Perico Block, which resulted in discovery of oil, with testing activities currently underway and we are carrying out the acquisition of 60 sq km of 3D seismic in the Espejo Block, targeting to spud the first exploration well in the second half of 2022.

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Funding

In February 2014, we commenced trading on the NYSE and raised US$98 million (before underwriting commissions and expenses), including the over-allotment option granted to and exercised by the underwriters, through the issuance of 13,999,700 common shares.

In September 2017, we issued US$425.0 million aggregate principal amount of 6.50% senior notes due 2024. The net proceeds from the Notes were used by us (i) to make a capital contribution to our wholly-owned subsidiary, Agencia, providing it with sufficient funds to fully repay senior secured notes due 2020 and to pay any related fees and expenses, including a call premium, and (ii) for general corporate purposes, including capital expenditures, such as the acquisition of Aguada Baguales, El Porvenir and Puesto Touquet blocks in the Neuquén Basin in Argentina and to repay existing indebtedness, including the Itaú loan.

In January 2020, we issued US$350.0 million aggregate principal amount of 5.5% senior notes due 2027. The net proceeds from the Notes were used by us (i) to make an intercompany loan to our wholly-owned subsidiary, GeoPark Colombia S.A.S., providing it with sufficient funds to pay the total consideration for the acquisition of Amerisur (see Note 36.1 to our Consolidated Financial Statements) and to pay related fees and expenses, and (ii) for general corporate purposes.

In April 2021, we executed a series of transactions that included a successful tender to purchase US$255.0 million of the 2024 Notes that was funded with a combination of cash in hand and a US$150.0 million new issuance from the reopening of the 2027 Notes. The new notes offering, and the tender offer closed on April 23, 2021, and April 26, 2021, respectively.

The tender total consideration included the tender offer consideration of US$1,000 for each US$1,000 principal amount of the 2024 Notes plus the early tender payment of US$50 for each US$1,000 principal amount of the 2024 Notes. The tender also included a consent solicitation to align the covenants of the 2024 Notes to those of the 2027 Notes.

The reopening of the 2027 Notes was priced above par at 101.875%, representing a yield to maturity of 5.117%. The debt issuance cost for this transaction amounted to US$2.0 million. The Notes are fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia.

Following these transactions, we reduced our total indebtedness nominal amount by US$105.0 million and improved our financial profile by extending our debt maturities.

B.    Business Overview

We have grown our business through drilling, developing and producing oil and gas, winning new licenses and acquiring strategic assets and businesses. Since our inception, we have supported our growth through our prospect development efforts, drilling program, long-term strategic partnerships and alliances with key industry participants, accessing debt and equity capital markets, developing and retaining a technical team with vast experience and creating a successful track record of finding and producing oil and gas in Latin America. A key factor behind our success ratio is our experienced team of geologists, geophysicists and engineers, including professionals with specialized expertise in the geology of Colombia, Chile, Brazil, Argentina and Ecuador.

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The following map shows the countries in which we have blocks with working and/or economic interests as of December 31, 2021. For information on our working interests in each of these blocks, see “—Our assets” below.

Graphic

(1)In process of relinquishment. See “—Our operations—Operations in Colombia” and “—Our operations—Operations in Argentina.”
(2)On February 23, 2021, we requested the termination of the contract due to the occurrence of force majeure events relating to legal proceedings commenced by ethnic communities. This request is subject to ANH approval as of the date of this annual report. See “—Our operations—Operations in Colombia.”

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(3)On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati Block in Brazil subject to certain precedent conditions and obtaining regulatory approvals. As of the date of this annual report those conditions have not been met. See “—Our operations—Operations in Brazil.”
(4)During May 2021, we initiated a process to evaluate farm-out or divestment opportunities to sell our 100% working interest and operatorship in these blocks. Closing of the transaction took place on January 31, 2022. See “—Our operations—Operations in Argentina.”

The following table sets forth our net proved reserves and other data as of and for the year ended December 31, 2021.

For the year ended December 31, 2021

 

    

    

    

Oil 

    

    

Revenues 

    

    

Oil

Gas

equivalent 

(in thousands 

% of total 

 

Country

(mmbbl)

(bcf)

(mmboe)

% Oil

of US$)

revenues

 

Colombia

 

78.8

 

1.2

 

79.0

 

100

%  

618,268

 

90

%

Chile

 

1.3

 

16.7

 

4.2

 

31

%  

21,471

 

3

%

Brazil

 

 

13.6

 

2.3

 

%  

20,109

 

3

%

Argentina

 

1.8

 

3.4

 

2.3

 

78

%  

28,695

 

4

%

Total

 

81.9

 

34.9

 

87.8

 

93

%  

688,543

 

100

%

Our commitment to growth has translated into a strong compounded annual growth rate (“CAGR”), of 8% for production in the period from 2017 to 2021, as measured by boepd in the table below.

For the year ended December 31, 

    

2021

    

2020

    

2019

    

2018

    

2017

    

Average net production (mboepd)

 

37.6

 

40.2

 

40.0

 

36.0

 

27.6

% oil

 

86

%  

87

%  

86

%  

85

%  

83

%  

The following table sets forth our production of oil and natural gas in the blocks in which we have a working and/or economic interest as of December 31, 2021.

Average daily production

For the year ended December 31, 2021

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Total

Oil production

 

  

 

  

 

  

 

  

 

  

Total crude oil production (bopd)

 

30,920

 

313

 

26

 

1,215

 

32,474

Natural gas production

 

  

 

  

 

  

 

  

 

  

Total natural gas production (mcf/day)

 

1,374

 

12,507

 

11,357

 

5,529

 

30,767

Oil and natural gas production

 

  

 

  

 

  

 

  

 

  

Total oil and natural gas production (mboepd)

 

31,150

 

2,397

 

1,919

 

2,136

 

37,602

Our assets

We have a well-balanced portfolio of assets that includes working and/or economic interests in 42 hydrocarbon blocks, 41 of which are onshore blocks, including 10 in production as of December 31, 2021. Our assets give us access to more than 6.7 million gross exploratory and productive acres.

According to the D&M Reserves Report, as of December 31, 2021, the blocks in Colombia, Chile, Brazil and Argentina in which we have a working interest had 87.8 mmboe of net proved reserves, with 90%, 5%, 3% and 3% of such net proved reserves located in Colombia, Chile, Brazil and Argentina, respectively.

We produced a net average of 37.6 mboepd during the year ended December 31, 2021, of which 83%, 6%, 6% and 5%, were in Colombia, Chile, Argentina and Brazil, respectively, and of which 86% was oil.

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Our strengths

We believe that we benefit from the following competitive strengths:

High quality and diversified asset base built through a successful track record of organic growth and acquisitions

Our assets include a diverse portfolio of oil and natural gas-producing reserves, operating infrastructure, operating licenses and valuable geological surveys in Latin America. Throughout our history, we have delivered continuous growth in our production, and our management team has been able to identify under-exploited assets and turn them into valuable, productive assets, and to allocate resources effectively based on prevailing conditions.

Colombia. In 2012, we acquired assets in Colombia at attractive prices, which gave us access to exploratory and productive acres with many prospects. In the Llanos Basin, we pioneered a new play type combining structural and stratigraphic traps. As a result, in the Llanos 34 Block our average daily production has grown from 0 at the time of acquisition to more than 26,000 bopd at our working interest, as of December 31, 2021. During 2019, jointly with Ecopetrol/Hocol, we acquired five low-cost, low-risk and high potential exploration blocks in the Llanos Basin, surrounding the Llanos 34 Block, and we also executed an agreement with Parex to assume a 50% working interest in the Llanos 94 Block. On January 16, 2020, we acquired the entire share capital of Amerisur, which owned thirteen production, development and exploration blocks in Colombia and a cross-border oil pipeline from Colombia to Ecuador named Oleoducto Binacional Amerisur (“OBA”).
Chile. In 2002, we acquired a non-operating working interest in the Fell Block in Chile, which at the time had no material oil and gas production or reserves despite having been actively explored and drilled over the course of more than 50 years. Since 2006, when we became the operator of the Fell Block we have performed active exploration and development drilling that resulted in multiple oil and gas discoveries.
Brazil. Since 2013, we have participated in the Brazilian ANP Bid Rounds and were awarded exploratory concessions in each one of them. In 2014, we acquired Rio das Contas, which gave us a 10% working interest in the BCAM-40 Concession, including the shallow-depth offshore Manati Field in the Camamu-Almada Basin in the State of Bahia, which has consistently self-funded its operations. The Manati Field has provided up to 1.8% of total gas produced in Brazil. On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati Block. The transaction is subject to certain conditions, including the acquisition by the acquirer of the remaining working interest and operatorship of the Manati gas field, and other regulatory approvals. As of the date of this annual report, these conditions have not been met.

Argentina. On December 18, 2017, we executed an asset purchase agreement (the “APA”) with Pluspetrol to acquire a 100% working interest and operatorship of the Aguada Baguales, El Porvenir and Puesto Touquet blocks in Argentina. Closing of the transaction occurred on March 27, 2018. In June 2018, we announced the acquisition of a 50% working interest in the Los Parlamentos exploratory block in partnership with YPF S.A., and in October 2019, we signed the final agreement. On November 3, 2021, we signed the sale and purchase and assignment agreement to sell our 100% working interest and operatorship in the Aguada Baguales, El Porvenir and Puesto Touquet Blocks in Argentina, including the associated gas transportation license through the Puesto Touquet pipeline for a total consideration of US$16 million, subject to working capital adjustments. Closing of the transaction took place on January 31, 2022, after the corresponding regulatory approvals.
Ecuador. On May 22, 2019, we signed final participation contracts for the Espejo (GeoPark operated, 50% working interest) and Perico (GeoPark non-operated, 50% working interest) Blocks in Ecuador, which were awarded to GeoPark in the Intracampos Bid Round held in Quito, Ecuador in April 2019. In December 2021 we drilled and completed the first exploration well in the Perico Block with testing activities currently underway and we are carrying out the acquisition of 3D seismic in the Espejo Block, targeting to spud the first exploration well in the second half of 2022.

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Significant drilling inventory and resource potential from existing asset base

Our portfolio includes large land holdings in high-potential hydrocarbon basins and blocks with multiple drilling leads and prospects in different geological formations, which provide several attractive opportunities with varying levels of risk. Our drilling inventory and our development plans target locations that provide attractive economics and support a predictable production profile, as demonstrated by our expansions in Colombia.

Our geoscience team continues to identify new potential accumulations and expand our inventory of prospects and drilling opportunities.

Continue to grow a risk-balanced asset portfolio

We intend to continue to focus on maintaining a risk-balanced portfolio of assets, combining cash flow-generating assets with upside potential opportunities, and on increasing production and reserves through finding, developing and producing oil and gas reserves in the countries in which we operate. In general, when we enter a new country we look for a mix of three elements: (i) producing fields, or existing discoveries with near-term possibility of production, to generate cash flows; (ii) an inventory of adjacent low-risk prospects that can offer medium-term upside for steady growth; and (iii) a periphery of higher-risk projects which have a potential to generate significant upside in the long run.

For example, in Colombia, we acquired Amerisur to pursue a risk-balanced approach: one block had mainly proven production and reserves to provide us with a steady cash flow base, and the remaining blocks had highly prospective exploration licenses.

We believe this approach will allow us to sustain continuous and profitable growth and also participate in higher risk growth opportunities with upside potential. See “—Our operations.”

Platform and Funding

We are focused on continued growth utilizing a disciplined capital structure and a conservative financial philosophy. Due to the volatile nature of commodity prices, expenditure discipline and a focus on disciplined capital structure are critical to our business. Our multi-country platform and asset portfolio is managed through our capital allocation methodology, which also allows us to quickly adapt and grow. Under this methodology, each country, has a local team running the business who recommends and advocates for the projects with which they want to move forward. The corporate team then ranks all of the projects based on economic, technical, environmental, social and corporate governance and strategic criteria, for the purpose of comparing projects. This also creates opportunities for improvements in the projects that can, in turn, improve their ranking. Finally, once the production and reserve growth targets are defined, the corporate team decides the amount of capital to be invested and allocates that capital to the highest value-adding projects. As an example, for the 2022 capital allocation process, over 115 projects were selected which comprise our 2022 work program, under the base capital program. Additionally, given the inherent oil price volatility, we design our work programs to be flexible, which means that they can be increased or decreased depending on the oil price scenario.

We have historically benefited from access to debt and equity capital markets and cash flows from operations, as well as other funding sources, which have provided us with funds to finance our organic growth and the pursuit of potential new opportunities.

We generated US$216.8 million and US$168.7 million in cash from operations in the years ended December 31, 2021 and 2020, respectively, and had US$100.6 million and US$201.9 million of cash and cash equivalents as of December 31, 2021 and 2020, respectively.

As of December 31, 2021, we had US$674.1 million of total outstanding indebtedness and over 99% of our debt is scheduled to mature in 2024 (25.5%) and 2027 (74.2%).

In April 2021, we executed a series of transactions that included a successful tender to purchase US$255.0 million of the 2024 Notes that was funded with a combination of cash in hand and a US$150.0 million new issuance from the

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reopening of the 2027 Notes. The new notes offering, and the tender offer closed on April 23, 2021, and April 26, 2021, respectively.

The tender total consideration included the tender offer consideration of US$1,000 for each US$1,000 principal amount of the 2024 Notes plus the early tender payment of US$50 for each US$1,000 principal amount of the 2024 Notes. The tender also included a consent solicitation to align the covenants of the 2024 Notes to those of the 2027 Notes.

The reopening of the 2027 Notes was priced above par at 101.875%, representing a yield to maturity of 5.117%. The debt issuance cost for this transaction amounted to US$2.0 million. The Notes are fully and unconditionally guaranteed jointly and severally by GeoPark Chile SpA and GeoPark Colombia S.A.S.

Following these transactions, we reduced our total indebtedness nominal amount by US$105.0 million and improved our financial profile by extending our debt maturities.

In June 2020, we entered into an offtake and prepayment agreement with Trafigura, under which we sold and delivered a portion of our Colombian crude oil production to Trafigura. The offtake agreement also provided us with a prepayment line of up to US$75 million in the form of prepaid future oil sales. The availability period for the prepayment agreement expired on August 10, 2021. We have not withdrawn any amount from this prepayment agreement.

In January 2020, we issued US$350.0 million aggregate principal amount of 5.50% senior notes due 2027 (the “Notes due 2027”). The Notes due 2027 contain incurrence-based limitations on the amount of indebtedness we can incur. See Note 27 to our Consolidated Financial Statements.

Strong cash flow

We benefit from a strong cash flow from operating activities. For the year ended December 31, 2021, cash flows from operating activities were US$216.8 million. Our cash flows from operating activities plays a significant role in funding our capital expenditures.

Maintain financial strength

We seek to maintain a prudent and sustainable capital structure and a strong financial position to allow us to maximize the development of our assets and capitalize on business opportunities as they arise. We intend to remain financially disciplined by limiting substantially all our debt incurrence to identified projects with repayment sources. We expect to continue benefiting from diverse funding sources such as our partners and customers in addition to the international capital markets.

Our cash flow generation is complemented by our financial hedging program. Since October 2016, we have entered into derivative financial instruments to manage our exposure to oil price risk. The purpose of our hedging strategy is to establish minimum oil prices to secure a stable cash flow and the execution of our work program. For more information regarding our financial hedging program please see Note 8 to our Consolidated Financial Statements.

Since December 2018 we decided to manage our future exposure to local currency fluctuation with respect to income tax balances in Colombia. Consequently, we entered into derivative financial instruments with local banks in Colombia, for an amount equivalent to US$83.7 million in 2019 and US$92.1 million in 2018, in order to anticipate any currency fluctuation with respect to income taxes to be paid during the first half of the following year. As of December 31, 2021, and 2020, we have no currency risk management contracts in place.

In relation to the cash consideration payable for the acquisition of Amerisur, we were exposed to fluctuations of the British pound sterling as of December 31, 2019. Consequently, we decided to manage this exposure by entering into a deal-contingent forward with a British bank, in order to anticipate any currency fluctuation.

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Since 2020, we have entered into Vasconia-based derivative contracts, a new instrument within our hedging portfolio. These derivatives protect both the overall crude price exposure to ICE Brent as well as the Vasconia differential, which reflects the quality adjustment for our Llanos Basin crude production in Colombia.

We believe that by maintaining a disciplined capital structure and a conservative financial philosophy, including limiting our debt incurrence to specified projects with repayment sources and our use of financial hedges, we are positioned to maintain sufficient liquidity and remain flexible in volatile commodity price environments. Our financial flexibility also gives us the ability to pursue new opportunities through future potential acquisitions.

Pursue strategic acquisitions in Latin America

We have historically benefited from, and intend to continue to grow through, strategic acquisitions in Latin America. These acquisitions have provided us with additional attractive platforms in the region. Our Colombian acquisitions, for example, highlight our ability to identify and execute on attractive growth opportunities, as we have grown to become the second largest operator in Colombia. We acquired our interest in the Llanos 34 Block in the first quarter of 2012 for US$30 million and have achieved 1P reserve PV-10 of US$1.1 billion as of December 31, 2021. Our enhanced regional portfolio, including investment-grade countries and strong partnerships, position us as a regional consolidator. We intend to continue to grow through strategic acquisitions in other countries in Latin America, which we may consider from time to time. Our acquisition strategy is aimed at maintaining a balanced portfolio of lower-risk cash flow-generating properties and assets that have upside potential, keeping a balanced mix of oil and gas-producing assets (though we expect to remain weighted towards oil) and focusing on both assets and corporate targets.

On January 16, 2020, we acquired the entire share capital of Amerisur, a company listed on the Alternative Investment Market (“AIM”) of the London Stock Exchange. The principal activities of Amerisur were exploration, development and production for oil and gas reserves in Latin America. Amerisur owned thirteen production, development and exploration blocks in Colombia (twelve operated blocks in the Putumayo Basin and one non-operated block in the Llanos Basin) and a cross-border oil pipeline from Colombia to Ecuador named Oleoducto Binacional Amerisur (“OBA”).

Maintain a high degree of operatorship to control production costs

As of the date of this annual report, we are and intend to continue to be the operator of a majority of the blocks and concessions in which we have working interests. Operating the majority of our blocks and concessions gives us the flexibility to allocate our capital and resources opportunistically and efficiently within a diversified asset portfolio. We believe that this strategy has allowed, and will continue to allow us, to leverage our unique culture, focused on excellence, and our talented technical, operating and management teams. For example, as commodity prices were projected to decline throughout 2020, on March 19, 2020, we announced a decision to shift our development plan primarily to our operations in the Llanos 34 Block to focus on the Llanos Basin, which had demonstrated strong returns on capital. Our operating team reacted quickly to pivot our operations that were unburdened by drilling obligations and worked with our service partners to coordinate a smooth and efficient transition to a new plan. Since then, we were able to control production costs, as exemplified by our average operating costs for the Llanos 34 Block, which were US$5.8 per boe for the year ended December 31, 2021.

Long-term strategic partnerships and strong strategic relationships provide us with additional funding flexibility to pursue further acquisitions

We benefit from a number of strong partnerships and relationships. In Chile, we believe we have strong long-term commercial relationships with Methanex and ENAP, and in Colombia, we believe we have developed a strong relationship with Ecopetrol, the Colombian state-owned oil and gas company. In Brazil, we believe we will continue to derive benefits from the long-term relationship with Petrobras.

In February 2018, we announced the formation of a new long-term strategic partnership to jointly acquire, invest in, and create value from upstream oil and gas projects with the objective of building a large-scale, economically-profitable and risk-balanced portfolio of assets and operations across Latin America with ONGC Videsh, the wholly-owned subsidiary and international arm of Oil and Natural Gas Corporation Limited, India’s national oil company.

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Maintain our commitment to environmental, safety, human rights and social responsibility

A major component of our business strategy is our focus on and commitment to our safety, environmental and social responsibilities, in line with international standards. We see this as a fundamental element of ensuring long-term business initiatives. We are committed to minimizing the impact of our projects on the environment and aim to create mutually beneficial relationships with the local communities in which we operate in order to enhance our ability to create sustainable value in our projects. These commitments are embodied in our in-house value system, which we refer to as “S.P.E.E.D.” (Safety, Prosperity, Employees, Environment and Community Development). Our S.P.E.E.D. program was developed in accordance with several international quality standards, including ISO 14001 (for environmental management issues), ISO 45001 (for occupational health and safety management issues), ISO 26000 (for social accountability and workers’ rights issues), and associations guidelines including IOGP, IPIECA, IADC and ARPEL. See “—Health, safety and environmental matters.”

During 2016, we began the ISO 14001 certifying process through programs related to the efficient use of natural resources and compliance with environmental regulation. We have also provided training to our staff and the communities in which we operate with respect to these matters.

In August 2017, we obtained the ISO 14001:2015 certification for our environmental management process for the design, construction, operation, maintenance, modernization and dismantlement of GeoPark Colombia S.A.S.’s facilities, and the performance of exploration and oil and gas production activities in the Llanos 34 and VIM-3 blocks with a commitment to continuously improve our processes. We obtained the ISO 14001:2015 re-certification in 2018 and in 2020 the certification was renewed and extended until August 2023.

Since 2017, GeoPark has certified the greenhouse gas inventory of its operations in Scopes 1 and 2 in Colombia, through the NTC-ISO 14064-3:2006 standard of the Colombian Institute of Technical Standards and Certification (ICONTEC). GeoPark was the second private company to get this certification in Colombia, allowing us to draw a roadmap to reduce our emissions of greenhouse gases and help the country meet the commitment it took on at the 2015 United Nations Climate Change Conference.

In 2018, the Colombian government granted GeoPark the “Best Social Practices in the Energy Industry” award for our good neighbor social conflict prevention program. GeoPark’s model for community engagement was chosen out of 107 different initiatives by a panel composed of representatives from the Ministry of Mines and Energy, the National Hydrocarbons Agency and the United Nations Development Program. In 2019, we won the “Best Social Practices in the Energy Industry” award for the second year in a row, along with the “Best Socio-Laboral Practices” award, for our “Juntos Sumamos” program. Once again in 2021 we won the “Best Social Practices in the Energy Industry” award through our ‘Viviendas Sostenibles’ housing program that improves the living conditions and welfare of our Casanare and Putumayo neighbors. The jury was composed of public sector members and representatives from academic and multilateral organizations. The award was determined based on the impact of each initiative, its sustainability efforts, innovation and relation to the 2030 agenda.

In spite of physical distancing due to the COVID-19 pandemic, in 2021 we kept in permanent contact with the local communities in which we operate, contributing to food security for vulnerable households and supporting local and national authorities’ efforts to halt the spread of the virus.

In 2019, we joined the Equipares gender equality certification program, an initiative of the Colombian government and the United Nations Development Program (UNDP) focused on achieving parity in the workplace. In 2020, we created a standing company-wide committee to implement action plans that encourage and sustain the values of equity, inclusion and diversity. In 2020, we reported for the first time our gender equality metrics using the Bloomberg Gender Reporting Framework. In 2021 we achieved the Equipares Silver Seal, after the Colombian Institute of Technical Standards and Certification (ICONTEC) gave a 91/100 rating to our SGIG (Gender Equality Management System).

In January 2022 GeoPark was added to the Bloomberg Gender-Equality Index, including companies with best-in-class gender-related practices and policies. In January 2021, we participated in but were not included due to our market capitalization, but we were highlighted nevertheless for our score.

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In 2021, we reported our S.P.E.E.D. and Environment, Social and Governance metrics according to the Global Reporting Initiative (GRI) standards as well as the sustainability reporting guide of the Global Oil and Gas Association for Advancing Environmental and Social Performance (IPIECA, 2020) and the Sustainability Accounting Standards Board (SASB, 2018).

Among the material sustainability topics included in our 2020 S.P.E.E.D. and ESG report are: safety and health management, supply chain management, stakeholder relations, legal compliance, employee development and training, integrated water resources management, energy efficiency, emissions management, biodiversity protection, social risk assessment, and relationship with indigenous communities.

On March 26, 2021, we received a rating of BBB (on a scale of AAA-CCC) in the MSCI ESG Ratings assessment. We progressed from B in 2018 to BBB in 2021. The improvement in ratings was principally due to governance and greenhouse gas emission plan. The 2021 upgrade was based on our improvements in Health & Safety and Carbon Emissions.

Our approach on human rights seeks to conduct business in a way that is consistent with the UN Guiding Principles on Business and Human Rights (the “UN Guiding Principles”), the ten UN Global Compact Principles and the Voluntary Principles on Security and Human Rights. Our commitment to the Voluntary Principles on Security and Human Rights is reflected in our S.P.E.E.D. program, as well as in all our policies and procedures. Human rights aspects are integrated into relevant internal management processes, tools, and trainings. On-going activities, business relationships and new business opportunities are assessed for potential human rights impacts and aspects, following a risk-based approach, with continued efforts to strengthen the diversity of our workforce, considering gender, nationality, background, ethnicity, competence, age and preferences.

In 2021, we continued the strengthening of our processes for managing human rights in our supply chain and on raising awareness. A compliance appendix, covering human rights and anti-corruption standards for suppliers, was introduced for all material contracts.

On October 13, 2021, five United Nations rapporteurships on human rights matters, coordinated by the working group on the issue of human rights and transnational corporations and other business enterprises, delivered to our Chief Executive Officer a letter under the special procedures of the United Nations Human Rights Council, to request: i) clarification on the information received from the Siona Buenavista Indigenous community, located in Puerto Asis, Putumayo, related with human rights alleged violations and, ii) information on the Human Rights Due Diligence procedures, policies, processes and actions implemented by us to prevent, mitigate and remediate human rights violations within its operations.

On December 7, 2021, we replied to the letter received from the UN Special Procedures Secretariat dated October 13, 2021, providing information on each of the matters addressed therein.

On December 14, 2021, and January 4, 2022, the chancelleries of Chile and Colombia submitted their reply to the United Nations Human Rights Council letter, respectively.

In February 2022, we met with the Latin American representative to the UN Working Group on Business and Human Rights, to establish direct contact with this group, which will enable further communication as may be required.

Transparency, ethics and anti-corruption

Transparency is a cornerstone of good governance. It is embodied in our corporate values. Transparency allows business to prosper in a predictable and competitive environment. We believe that doing business in an ethical and transparent manner is a prerequisite for sustainable business. We have zero-tolerance policy towards all forms of corruption. This policy is embedded across our Company through our corporate values, our Code of Conduct (Our Code), and our Compliance Program. They prohibit all forms of corruption and bribery and reflects our values and our commitment to high ethical standards in business activities; they apply to all our employees, board members and third parties.

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We support and engage in global transparency initiatives through our membership in the Extractive Industries Transparency Initiative (EITI). Since 2018, we have actively participated in the Colombian EITI initiative and taken part of a multi-stakeholder working group organized by Transparency International Colombia in preparation of the report.

Highly committed founding shareholder and technical and management teams with proven industry expertise and technically-driven culture

Management and operating teams have significant experience in the oil and gas industry and a proven technical and commercial performance record in onshore fields, as well as complex projects in Latin America and around the world, including expertise in identifying acquisition and expansion opportunities. Moreover, we differentiate ourselves from other E&P companies through our technically-driven culture, which fosters innovation, creativity and timely execution. Our geoscientists, geophysicists and engineers are pivotal to the success of our business strategy, and we have created an environment and supplied the resources that enable our technical team to focus its knowledge, skills and experience on finding and developing oil and gas fields.

In addition, we strive to provide a safe and motivating workplace for employees in order to attract, protect, retain and train a quality team in the competitive marketplace for capable energy professionals.

Our CEO, Mr. James F. Park, has been involved in E&P projects in Latin America since 1978. He has been closely involved in grass-roots exploration activities, drilling and production operations, surface and pipeline construction, legal and regulatory issues, crude oil marketing and transportation and capital raising for the industry. As of March 12, 2022, Mr. Park held 14.0% of our outstanding common shares.

Our management and operating team have an average experience in the energy industry of more than 25 years in companies such as Chevron, ENAP, Petrobras, Pluspetrol, San Jorge, Total and YPF, among others. Throughout our history, our management and operating team has had success in unlocking unexploited value from previously underdeveloped assets.

In addition, as of March 12, 2021, our executive directors and key management (excluding one of our founding shareholders, Mr. James F. Park) owned 2.1% of our outstanding common shares, aligning their interests with those of our shareholders and helping retain the talent we need to continue to support our business strategy. See “Item 6. Directors, Senior Management and Employees—B. Compensation.” One of our founding shareholders is also involved in our daily operations and strategy.

Technically-driven culture and capitalization of local knowledge

We intend to continue to pursue strategies that maximize value. For this purpose, we intend to continue expanding our technical teams and to foster a culture that rewards talent according to results. For example, we have been able to maintain the technical teams we inherited through our Colombian and Brazilian acquisitions. We believe local technical and professional knowledge is key to operational and long-term success and intend to continue to secure local talent as we grow our business in different locations.

Innovation

We are continuously looking for opportunities to innovate driving efficiency, employee productivity, engagement, collaboration, communication, and decision-making leveraging technology in all areas of our organization. We believe we have successfully incorporated new digital capabilities like artificial intelligence, machine learning, internet of things, big data, automation and cloud computing. During 2021, we implemented more than 40 innovative initiatives with top partners like Microsoft, Google, Halliburton, Cisco, SAP, among others. The following are some of the projects that have been part of or innovation culture:  

Digital drilling: We automated the drilling platforms using sophisticated technology with partners such as Halliburton, aimed at increasing the rate of penetration and reducing costs focused on non-production time and unplanned events based on information from the drillers. During our drilling operations, our platform

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helps the operation make quicker, smarter decisions to stay on plan and achieve predictable results consistently. The digital drilling transformation program is on track and is expected to be fully implemented by the first semester of 2022.
Hydraulic stimulation: We implemented hydraulic stimulation techniques to increase productivity of low-performance wells (Jacana 33 and Jacana 44 in Llanos 34 Block in Colombia) and we are expecting results by the first semester of 2022.
ESP failure prediction: During the second semester of 2021, we embraced the challenge to create a model using artificial intelligence and machine learning to predict failures of the electro submersible pump platforms with positive results. Following its successful implementation, we expect to continue using this technology during 2022.
Separation of mercury from oil: We implemented a chemical treatment process of the crude produced in the Fell Block to reach the mercury content specification for sales. We expect this to generate positive results during the first semester of 2022.
Micro-bubble: We embraced the challenge to implement a simplified crude water separation process by incorporating the micro-bubble generation technology in the skim tank that allows increasing efficiencies in the removal of fats and oils to values greater than 90%, allowing us to reduce the use of chemicals in the treatment and elimination of flotation cell equipment. If the results continue to be positive in the short term, we expect to expand our use of this technology on a large scale by 2022.
Transition to cloud and enhanced cyber security: A successful transition to cloud has been implemented with sophisticated security controls based on end point response technology, firewalls, and software protections. This project has helped to boost productivity taking advantage of cloud services. We also implemented a data interconnection platform based on SDWAN software that allows our offices to be connected and at the same time with Microsoft Azure clouds, reducing MPLS interconnection services costs significantly.

Other innovation projects such as the optimization and implementation of water disposal, oil data capture, electrical reliability, artificial intelligence for geologists, automation of critical processes and data portals are part of the Digital Innovation roadmap that we intend to advance going forward. We continue to look for opportunities that drive efficiency, mitigate risk, reduce costs, and increase production using internal and external talent with advanced technology.

For a more in-depth discussion of our 2021 results, liquidity and its capital resources, please see “Item 5—Operating and Financial Review and Prospects”.

2022 Strategy and Outlook

Oil prices have been volatile over the past years. In preparation for continued volatility and the prolonged effects of the COVID-19 pandemic, we have developed multiple scenarios for our 2022 capital expenditure program.

Our preliminary base capital program for 2022 considered a reference oil price assumption of US$65-70 per barrel and called for approximately US$160-180 million to fund our exploration and development which we intend to fund through cash flows from operations and cash-in-hand, to be allocated approximately as follows:

Colombia: US$145-165 million. Focus on continuing the development of the core Llanos 34 block, accelerating development and exploration activities in high potential blocks near Llanos 34 plus 3D seismic and other pre-drilling activities to continue adding new plays, leads and prospects.

Ecuador: US$13-17 million. Focus on two or three gross exploration wells: one or two in the Espejo block and one or two in the Perico block plus the acquisition of 60 square kilometers of 3D seismic in the Espejo block.

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Other activities in Putumayo and Chile: US$1-2 million. Focus on two or three gross development wells and one potential gross exploration well plus seismic reprocessing and other preoperational activities.

In addition, we have developed downside and upside work program scenarios based on different oil prices and project performance. The downside scenario work program considers a reference oil price assumption below US$50 per barrel and consists of an alternative capital expenditure program of approximately US$120 million-US$150 million consisting mainly of certain low risk and quick cash flow generating projects. The upside scenario work program considers a reference oil price assumption above US$80 per barrel or higher and consists of an alternative capital expenditure program of approximately US$190 million-US$220 million to be selected from identified projects designed to increase reserves and production.

In order to secure minimum oil prices for our 2022 production and beyond, we have commodity risk management contracts in place covering a portion of our production for 2022 and 2023 and monitor market conditions on a continuous basis to evaluate additional new commodity risk management contracts for the future.

Additionally, we continue to monitor the potential impact of the COVID-19 pandemic and the oil price volatility as a result of the armed conflict in Ukraine on our financial condition, cash flows and results of operations.

Our operations

We have a well-balanced portfolio of assets that includes working and/or economic interests in 42 hydrocarbon blocks, 41 of which are onshore blocks, including 10 in production as of December 31, 2021.

Our well-balanced portfolio of assets provides the ability to quickly optimize capital allocation as market conditions change. The current crisis, however, is still evolving and may become more severe and complex. For additional information about the business risks relating to the COVID-19 pandemic and related governmental actions, See “Item 3. Key Information—D. Risk factors—Risks relating to our business—The COVID-19 pandemic has and may continue to adversely impact our business, financial condition, and results of our operations, the global economy, and the demand for and prices of oil and natural gas. The unprecedented nature of the current situation makes it impossible for us to identify all potential risks related to the pandemic or estimate the ultimate adverse impact that the pandemic may have on our business”.

Operations in Colombia

As of December 31, 2021, our Colombian assets gave us access to more than 3,690,000 gross exploratory and productive acres across 23 blocks in what we believe to be one of South America’s most attractive oil and gas geographies.

Since we entered Colombia in 2012, we have achieved consistent growth and we were able to maintain our oil production and proved reserves, mainly achieved through successful exploration and development activities we made at our operated Llanos 34 Block, which as of December 31, 2021 accounts for 81% of our production and 88% of our proved reserves in Colombia.

The table below shows average production and proved oil and gas reserves (derived from D&M Reserves Report) in Colombia for the years ended December 31, 2021, 2020 and 2019:

    

2021

    

2020

    

2019

Average net oil production (mboepd)

 

30.9

 

33.0

 

32.1

Net proved reserves at year-end (mmboe)

 

79.0

 

89.3

 

91.0

Highlights of the year ended December 31, 2021 related to our operations in Colombia included:

National electric grid connection and PV solar projects currently underway to continue improving industry-leading cost and carbon footprint performance in the Llanos 34 Block;

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We were awarded with the Equipares Silver Award by Colombian Ministry of Labor, for our commitment to promote equality, inclusion and diversity;
In September 2021, we were included in the S&P Colombia BMI, to continue expanding our investor base;
The Colombian government awarded us a first prize for the Company’s “Viviendas Sostenibles” initiative, as part of the “Significant Experiences Program” that recognizes sustainability best practices in the mining and energy industries;
Drilling campaign with 26 gross wells drilled and put into production in the Jacana, Tigana and Tigui oil fields in the Llanos 34 Block;
Completed 250 and 112 sq. km. of 3D seismic acquisitions in the CPO-5 and PUT-8 Blocks respectively, in the second quarter of 2021;
Recent successful results in the Tigui area in Llanos 34 Block, expanding field limits and opening new drilling opportunities;
Successful drilling of the Jacana 49 development in Llanos 34 Block in November 2021. The well shows higher productivity rates and improved reservoir conditions than neighboring wells, opening new drilling opportunities that will be tested in 2022. Jacana 49 is located close to the southwest limits of the field and 1.7 km. from the CPO-5 Block;
Successfully drilling of the Alea Oeste 1 development well in Platanillo Block, with completion and testing activities currently underway;
Continuity in our operations without interruptions, despite the COVID-19 pandemic;
Average net oil production decreased by 6%, to 30.9 mboepd in 2021 from 33.0 mboepd in 2020;
Proved oil and gas reserves decreased by 12% to 79.0 mmboe at year-end 2021, from 89.3 mmboe at year-end 2020 after producing 10.5 mmboe;
Capital expenditures increased by 95% to US$119.9 million in 2021 from US$61.6 million in 2020; and
Operating costs levels per barrel increased by 20% from US$5.4 in 2020 to US$6.5 in 2021.

Our interests in Colombia include working interests and economic interests. “Working interests” are direct participation interests granted to us pursuant to an E&P Contract with the ANH, whereas “economic interests” are indirect participation interests in the net revenues from a given block based on bilateral agreements with the concessionaires.

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The map below shows the location of the blocks in Colombia in which we have working and/or economic interests.

Graphic

(1)In process of relinquishment. See “—Our operations—Operations in Colombia.”
(2)On February 23, 2021, we requested the termination of the contract due to the occurrence of force majeure events relating to legal proceedings commenced by ethnic communities. This request is subject to ANH approval as of the date of this annual report.

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The table summarizes information about the blocks in Colombia in which we have working interests as of and for the year ended December 31, 2021.

    

Gross acres

    

    

    

    

Net proved

    

    

    

(thousand

Working

reserves

Production

Concession

Block

acres)

interest(1)

Partners(2)

Operator

(mmboe)

(boepd)

Basin

expiration year

Llanos 34

 

63.5

 

45

%  

Verano Energy

 

GeoPark

 

69.6

 

25,187

 

Llanos

 

Exploitation: 2039-2045(3)

Llanos 32

 

50.2

 

12.5

%  

Verano Energy

 

Verano Energy

 

2.4

 

456

 

Llanos

 

Exploration: 2022

Exploitation: 2040-2045(3)

VIM-3

 

46.9

 

100

%  

 

GeoPark

 

 

 

Magdalena

 

In process of termination

Llanos 86

255.5

50

%  

Hocol

GeoPark

Llanos

 

Phase zero(4)

Llanos 87

107.6

50

%  

Hocol

GeoPark

Llanos

Exploration: 2023

Llanos 104

274.8

50

%  

Hocol

GeoPark

Llanos

Phase zero(4)

Llanos 123

88.3

50

%  

Hocol

GeoPark

Llanos

Exploration: 2024

Llanos 124

27.6

50

%  

Hocol

GeoPark

Llanos

Exploration: 2024

Llanos 94

89.2

50

%  

Parex

Parex

Llanos

Exploration: 2023

Andaquíes

114.9

100

%  

GeoPark

Putumayo

In process of termination

Coatí

61.8

100

%  

GeoPark

Putumayo

Exploration: Currently suspended

CPO-5

490.8

30

%  

ONGC Videsh

ONGC Videsh

5.1

3,722

Llanos

Exploration: 2022

Exploitation: 2042

Mecaya

74.1

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: Currently suspended

Platanillo

27.3

100

%  

GeoPark

1.9

1,766

Putumayo

Exploitation: 2033(3)

PUT-8

102.8

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: 2022

PUT-9

121.5

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: Currently suspended

PUT-12

134.5

60

%  

Pluspetrol

GeoPark

Putumayo

In process of termination

PUT-14

114.6

100

%  

GeoPark

Putumayo

Phase zero(4)

PUT-30

95.2

100

%  

GeoPark

Putumayo

In process of termination

PUT-36

148.0

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: Currently suspended

Tacacho

589.0

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: Currently suspended

Terecay

586.6

50

%  

Sierracol Energy

GeoPark

Putumayo

Exploration: Currently suspended

(1)Working interest corresponds to the working interests held by our respective subsidiaries in such block, net of any working interests held by other parties in each block.
(2)Partners with working interests.
(3)The concession expiration year is set on a field by field basis.
(4)In this phase the Ministry of Interior must certify the presence or absence of indigenous communities and carry out a prior consultation process, if applicable. Only when this process has been completed and the corresponding regulatory approvals have been obtained, the blocks will enter into Phase 1, where the exploratory commitments become mandatory.

The table summarizes information about the blocks in Colombia in which we have economic interests as of and for the year ended December 31, 2021

    

Gross acres

    

    

    

    

(thousand

Economic

Production

Block

acres)

interest(1)

Operator

(boepd)

Basin

Abanico

 

25.7

 

10

%  

Frontera

 

19

 

Magdalena

(1)

Economic interest corresponds to indirect participation interests in the net revenues from the block, granted to us pursuant to a joint operating agreement.

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Eastern Llanos Basin:

The Eastern Llanos Basin is a Cenozoic Foreland basin in the eastern region of Colombia. Two giant fields (Caño Limón and Castilla), three major fields (Rubiales, Apiay and Tame Complex) and approximately fifty minor fields had been discovered. The source rock for the basin is located beneath the east flank of the Eastern Cordillera, as a mixed marine-continental shale basinal facies of the Gachetá formation. The main reservoirs of the basin are represented by the Paleogene Carbonera and Mirador sandstones. Within the Cretaceous sequence, several sandstones are also considered to have good reservoirs.

Llanos 34 Block. We are the operator of, and have a 45% working interest in, the Llanos 34 Block, which covers approximately 63,529 gross acres (257 sq. km.). We acquired an interest in and took operatorship of the block in the first quarter of 2012, which at that time had no production, reserves or wells drilled on it, and with 210 sq. km. of existing 3D seismic data on which our team had mapped multiple exploration prospects. From 2012 to 2021 we engaged in exploration and development activities that resulted in 10 new oil fields discoveries and increased proved reserves and oil production year by year up to a peak oil production of 34,995 bopd. Average net production in 2021 was 25,187 bopd and net reserves of 69.6 mmboe. By the end of 2021, we have drilled more than 160 wells, with 139 producer wells that have accumulated more than 139 million barrels of oil. The Llanos 34 Block has three reservoirs: the Guadalupe Formation, which produces 88% of our oil production in the Block, Mirador, which produces 11% of our oil production in the Block and Gacheta, which produces 1% of our oil production in the Block, with an API gravity between 13° and 30.6°. During these 10 years of operation in Llanos 34 Block, we have built all the required infrastructure to produce and manage the fluids of the assets, including 10 production facilities, 24 kilometers of power grid, more than 45 kilometers of flowlines for fluid transfer, 136 kilometers of roads and a 42 kilometers oil pipeline. In December 2020, we connected the Tigana field in the Llanos 34 Block to the ODCA pipeline in, further reducing truck traffic, contributing to further reduce operational risk, costs and carbon emissions. As of the date of this annual report, outstanding investment commitments of US$17.4 million related to this block correspond to the drilling of 3 exploratory wells before November 10, 2021. Due to a private agreement with the partner in the block, the investment commitment incurred by us amounts to US$12.8 million. As of the date of this annual report, we had already drilled the three exploratory wells and are waiting for ANH’s approval to fulfill the investment commitment.

Our partner in the Llanos 34 Block is Verano Energy (a subsidiary of Parex), which has a 55% interest. See “—Our operations.” We operate in the block pursuant to an E&P Contract with the ANH. See “—Significant Agreements—Colombia—E&P Contracts—Llanos 34 Block E&P Contract.”

Llanos 32 Block. We have a 12.5% working interest in the Llanos 32 Block. The Llanos 32 Block covers approximately 50,211 gross acres (203 sq. km.). Verano Energy is the operator of this block and has an 87.5% working interest. Since 2015, the operator focused on the commissioning of a gas facility on this block to produce natural gas and light crude oil from the Une formation and to facilitate shipment of processed gas south to the adjacent Llanos 34 Block. For the year ended December 31, 2021, our average net production in the Llanos 32 Block was 456 bopd. As of the date of this annual report, outstanding investment commitments related to this block correspond to the drilling of 5 exploratory wells before February 20, 2022. Due to a private agreement with the partner in the block, the investment commitment incurred by us amounts to US$9.2 million. As of the date of this annual report, the five exploratory wells have already been drilled and ANH approval of the fulfillment of the investment commitment is pending.

Abanico Block. In October 1996, Ecopetrol and Explotaciones CMS Nomeco Inc. entered into the Abanico Block association contract. Pacific Rubiales Energy is the operator of, and has a 100% working interest in, the Abanico Block, which covers an area of approximately 25,658 gross acres (103 sq. km.). We do not maintain a direct working interest in the Abanico Block, but rather have a 10% economic interest in the net revenues from the block pursuant to a joint operating agreement initially entered into with Kappa Resources Colombia Limited (now Pacific, who subsequently assigned its participation interest to Cespa de Colombia S.A., who then assigned the interest to Explotaciones CMS Oil & Gas), Maral Finance Corporation and Getionar S.A.

Llanos 86 and Llanos 104 Blocks. We and Hocol (a subsidiary of Ecopetrol), each with fifty percent (50%) working interest executed an E&P contract over these blocks on July 11, 2019, as a result of the Permanent Competitive Process launched by ANH in 2019. We are the operator of these contracts that are in its exploratory phase 1 as of the date of this

54

annual report and cover approximately 530,309 gross acres (2,146 sq. km.). We have requested the Ministry of Interior to certify if there are indigenous communities present in the area and the Ministry confirmed the presence of such communities. Therefore, we conducted the due prior consultation process with the communities. On March 15, 2022 the prior consultation process concluded, and the contract entered into exploratory phase 1 in which the commitments are: acquisition of 3D seismic, reprocessing of 2D seismic and drilling of two exploratory wells for an estimated amount of US$9.5 million for Llanos 86 Block and US$8.4 million for Llanos 104 Block as of the date of this annual report.

Llanos 87 Block. GeoPark and Hocol, each with fifty percent (50%) working interest executed an E&P contract over this block on July 11, 2019, as a result of the Permanent Competitive Process launched by ANH in 2019. The Ministry of Interior certified the absence of indigenous communities in the area. We are the operator of this contract that is currently in exploratory phase 1 and covers approximately 107,624 gross acres (435 sq. km.). Phase 1 commitments are reprocessing of 3D seismic, drilling of four exploratory wells and acquisition of aero geophysics before January 18, 2023, with an estimated amount of US$13.2 million as of the date of this annual report.  

Llanos 123 and Llanos 124 Blocks: GeoPark and Hocol, each with fifty percent (50%) working interest executed an E&P contract over these blocks on December 20, 2019, as a result of the Permanent Competitive Process launched by ANH in 2019. We are the operator of these contracts that covers approximately 115,956 gross acres (469 sq. km.). As of the date of this annual report, outstanding investment commitments of US$16.8 million related to these blocks correspond to (i) reprocessing 3D seismic, acquiring geochemistry and drilling of two exploratory wells for Llanos 123 Block with an estimated amount of US$6.8 million before January 14, 2024, and; (ii) the acquisition of 3D seismic, reprocessing of 3D seismic, acquisition of geochemistry and drilling of three exploratory wells for Llanos 124 Block with an estimated amount of US$10.0 million before January 14, 2024.

Llanos 94 Block. On July 24, 2019, the E&P contract was awarded to Parex Energy as a result of the Permanent Competitive Process launched by ANH in 2019. This contract is in its exploratory phase 1 and covers approximately 89,175 gross acres (360.8 sq. km.). We acquired a 50% working interest from Parex and obtained ANH’s approval to such transfer in May, 2020. As of the date of this annual report, outstanding investment commitments of US$10.9 million related to this block correspond to the acquisition of 3D seismic, reprocessing of 3D seismic and drilling of 3 exploratory wells before October 1, 2023.

CPO-5 Block. On December 26, 2008, the E&P Contract was executed between ONGC Videsh, as operator and the ANH as a result of the Competitive Process “Ronda Colombia 2008”. This contract covers approximately 490,825 gross acres (1,986 sq. km.). We hold a 30% working interest since the acquisition of Amerisur. As of the date of this annual report this contract is in exploratory phase 2 in which the pending commitment correspond to the acquisition, processing and interpretation of 230 sq. km. of 3D seismic for an amount of US$2.8 million before July 8, 2024. There are two commercial fields called Mariposa and Indico. Average net production in 2021 was 3,722 bopd and net reserves were 5.1 mmboe.

Magdalena Basin:

VIM-3 Block. On July 23, 2014, we were awarded an exploratory license during the 2014 Colombia Bidding Round, carried out by the ANH. The VIM-3 Block is located in the Lower Magdalena Basin. In 2018, we filed a request before the ANH to terminate the E&P Contract due to environmental restrictions in the block. These restrictions became apparent once the National Authority of Environmental Licenses issued the environmental license. As of the date of this annual report, the termination was approved by the ANH with a remaining commitment for an amount of US$9.3 million, which were transferred to CPO-5 Block in Colombia. As of the date of this annual report, the relinquishment of the Block is still pending.

Putumayo Basin:

Andaquies Block. We are the operator of and have a 100% working interest in the Andaquies Block, which covers approximately 114,879 gross acres (465 sq. km.). As of the date of this annual report the contract is in phase 3 of the exploration period. On February 14, 2020, we presented our withdrawal from the E&P Contract and requested the ANH

55

to approve the transfer of the pending commitments to the Llanos 32 Block. On February 20, 2020, the ANH approved the request. We and the ANH already began the process of relinquishment of the E&P Contract and its subsequent liquidation.  

Coati Block. We are the operator of and have a 100% working interest in the Coati Block, which covers approximately 61,843 gross acres (250 sq. km.). As of the date of this annual report the contract is in phase 3 of the exploration period, which exploration commitment consists of the acquisition of 57 sq. km. of 3D seismic and 30 km. of 2D seismic, for an estimated amount of US$4.5 million. Furthermore, on September 2006, the former operator declared an Evaluation Area and presented an Evaluation Program in the southern part of the Block for the Temblon wells (Temblon Evaluation Program), which includes the completion and evaluation of the Coatí-1 well. Both, the phase 3 and the Temblon Evaluation Program, are currently suspended due to force majeure events (relating to prior consultations).

Mecaya Block. We are the operator of and have a 50% working interest in the Mecaya Block, which covers approximately 74,128 gross acres (300 sq. km.). Sierracol Energy is the owner of the remaining 50% working interest. As of the date of this annual report, the contract is in unified phases 1 and 2 of the exploration period, which remaining exploration commitment consists of the acquisition of 52.2 sq. km. of 3D seismic for an amount of US$0.6 million. On December 2010, the former operator declared an evaluation area and presented an evaluation program for the Mecaya-1 well (Mecaya Evaluation Program). Both the unified phases 1 and 2 and the evaluation program are currently suspended due to force majeure events (relating to prior consultations).

Platanillo Block. We are the operator of and have a 100% working interest in the Platanillo Block, which covers approximately 27,300 gross acres (110 sq. km.). On September 11, 2009, we began the commercial exploitation of the Platanillo Block (Alea 1 and Platanillo 2 wells, began). Average net production in 2021 was 1,766 bopd and net reserves of 1.9 mmboe.

Putumayo 8 Block. We are the operator of and have a 50% working interest in the Putumayo 8 Block, which covers approximately 102,800 gross acres (416 sq. km.). Sierracol Energy is the owner of the remaining 50% working interest. The contract is in unified phases 1 and 2 of the exploration period. As of the date of this annual report, outstanding investment commitments of US$13.1 million related to this block correspond to the drilling of 3 exploratory wells and the acquisition of 112 sq. km. of 3D seismic before July 5, 2023.

Putumayo 9 Block. We are the operator of and have a 50% working interest in the Putumayo 9 Block, which covers approximately 121,453 gross acres (492 sq. km.). Sierracol Energy is the owner of the remaining 50% working interest. As of the date of this annual report, the contract is in phase 1 of the exploration period and outstanding investment commitments of US$4.4 million related to this block correspond to drilling of two exploratory wells before October 14, 2020, and the acquisition of 126.25 sq. km. of 3D seismic. Phase 1 was suspended on June 25, 2019, due to the occurrence of a force majeure event consisting of the issuance of the Municipal Agreement No. 007 of Puerto Guzmán, which prohibits the hydrocarbon exploration and production activities in such municipality.  

Putumayo 12 Block. We are the operator of and have a 60% working interest in the Putumayo 12 Block, which covers approximately 134,534 gross acres (544 sq. km.). Pluspetrol Colombia Corporation (“Pluspetrol”) is the owner of the remaining 40% working interest. As of the date of this annual report, the contract is in phase 1 of the exploration period, and outstanding investment commitments of US$14.4 million related to this block consist of the drilling of one exploratory well, the acquisition of 131 km. of 2D seismic, and the acquisition of geochemistry before November 29, 2021. On February 23, 2021, we requested the termination of the contract due to the occurrence of force majeure events related with judicial procedures initiated by ethnic communities.

Putumayo 14 Block. We are the operator of and have a 100% working interest in the Putumayo 14 Block, which covers approximately 114,560 gross acres (464 sq. km.). The contract is in phase 0, as the applicable prior consultation process must be completed. The Ministry of Interior certified the presence of two indigenous communities for the execution of the seismic commitment for phase 1. Prior consultations with the two ethnic communities are ongoing. Phase 1 commitments consist of the acquisition of 98 km. of 2D seismic and the drilling of one exploratory well for an estimated net amount of US$16.1 million as of the date of this annual report.

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Putumayo 30 Block. We are the operator of and have a 100% working interest in the Putumayo 30 Block, which covers approximately 95,172 gross acres (385 sq. km.). On February 23, 2021, we submitted to the ANH our request to withdraw from to the E&P contract and transfer the remaining commitments to other E&P contracts. The ANH approved the request. The remaining investment was transferred to Llanos 34 Block and Platanillo Block. The contract is in process of termination as of the date of this annual report.

Putumayo 36 Block. We are the operator of and have a 50% working interest in the Putumayo 36 Block, which covers approximately 148,021 gross acres (599 sq. km.). Sierracol is the owner of the remaining 50% working interest. The contract is in preliminary phase, whereby applicable prior consultation processes must be completed. The Ministry of Interior certified the presence of one indigenous community for the execution of the seismic commitment for phase 1. As of the date of this annual report, the contract is in phase 0 as the applicable prior consultation process must be completed, and outstanding investment commitments of US$9.5 million related to this block consist of the acquisition of 105.6 sq. km. of 3D seismic and the drilling of two exploratory wells. Prior consultation has not been initiated with the ethnic community due to the restrictions that derive from the issuance of Municipal Agreement 007 of Puerto Guzmán. Preliminary phase is suspended due to the occurrence of force majeure events from April 1, 2020, to June 20, 2022.

Tacacho Block. We are the operator of and have a 50% working interest in the Tacacho Block, which covers approximately 589,009 gross acres (2,384 sq. km.). Sierracol Energy is the owner of the remaining 50% working interest. As of the date of this annual report, the contract is in phase 1 of the exploration period, and outstanding investment commitments of US$1.2 million related to this block consist of the acquisition, processing and interpretation of 480 km. of 2D seismic. Phase 1 is suspended due to the occurrence of force majeure events related with social and public order conditions of the area as of the date of this annual report.

Terecay Block. We are the operator of and have a 50% working interest in the Terecay Block, which covers approximately 586,625 gross acres (2,374 sq. km.).  Sierracol Energy is the owner of the remaining 50% working interest. As of the date of this annual report, the contract is in phase 1 of the exploration period, and outstanding investment commitments of US$2.9 million related to this block consist of the acquisition, processing and interpretation of 476 km. of 2D seismic. Phase 1 is suspended due to the occurrence of force majeure events related with social and public order conditions of the area as of the date of this annual report.

As per farm-out agreement executed on November 21, 2018, Sierracol Energy shall carry us in certain exploration activities for the Mecaya, PUT-9, Tacacho and Terecay Contracts.

Operations in Chile

Our Chilean assets currently give us access to 716,000 of gross exploratory and productive acres across 4 blocks in a large fully-operated land base across the Magallanes Basin, with existing reserves, production and cash flows.

Our Chilean blocks are located in the provinces of Última Esperanza, Magallanes and Tierra del Fuego in the Magallanes Basin, a proven oil and gas-producing area. As of December 31, 2021, the Magallanes Basin accounted for all of Chile’s oil and gas production.

Substantial technical data (seismic, geological, drilling and production information), developed by us and by ENAP, provides an informed base for new hydrocarbon exploration and development. Shut-in and abandoned fields may also have the potential to be put back in production by constructing new pipelines and plants. Our geophysical analyses suggest additional development potential in known fields and exploration potential in undrilled prospects and plays, including opportunities in the Springhill, Tertiary, Tobífera and Estratos con Favrella formations. The Springhill formation has historically been the source of production in the Fell Block, though the Estratos con Favrella shale formation is the principal source rock of the Magallanes Basin, and we believe it contains unconventional resource potential.

Highlights of the year ended December 31, 2021, related to our operations in Chile included:

Continuity in our operations without interruptions, despite the COVID-19 pandemic;

57

Average net oil and gas production decreased by 26% to 2,397 boepd in 2021 from 3,242 boepd in 2020;
Proved oil and gas reserves decreased by 32% to 4.2 mmboe at year-end 2021 from 6.2 at year-end 2020 after producing 0.8 mmboe; and
Capital expenditures decreased by 64% to US$4.3 million in 2021 from US$11.9 million in 2020.

The map below shows the location of the blocks in Chile in which we have working interests.

Graphic

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The table below summarizes information about the blocks in Chile in which we have working interests as of and for the year ended December 31, 2021.

    

Gross

    

    

    

    

    

    

    

acres

Net proved

(thousand

Working

reserves

Production

Concession

Block

acres)

interest (1)

Partners (2)

Operator

(mmboe)

(boepd)

Basin

expiration year

Fell

 

367.8

 

100

%  

 

GeoPark

 

4.2

 

2,397

 

Magallanes

 

Exploitation: 2032

Isla Norte

 

97.7

 

60

%  

ENAP

 

GeoPark

 

 

 

Magallanes

 

Exploration: 2023

 

Exploitation: 2044

Campanario

 

144.2

 

50

%  

ENAP

 

GeoPark

 

 

 

Magallanes

 

Exploration: 2023

 

Exploitation: 2045

Flamenco

 

105.9

 

50

%  

ENAP

 

GeoPark

 

 

 

Magallanes

 

Exploration: 2021

 

Exploitation: 2044

(1)Working interest corresponds to the working interests held by our respective subsidiaries in such block, net of any working interests held by other parties in each block.
(2)Partners with working interests.

Fell Block

In 2006, we became the operator and 100% interest owner of the Fell Block. When we first acquired an interest in the Fell Block in 2002, it had no material oil and gas production. Since then, we have completed more than 1,100 sq. km. of 3D seismic surveys and drilled 140 exploration and development wells. In the year ended December 31, 2021, we produced an average of 2,397 boepd, in the Fell Block, consisting of 87% gas.

The Fell Block has an area of 367,800 gross acres (1,488 sq. km.) and its center is located approximately 140 km. northeast of the city of Punta Arenas. It is bordered on the north by the international border between Argentina and Chile and on the south by the Magellan Strait.

From 2006 through August 2011, we successfully explored and developed the Fell Block, which allowed us to transition approximately 84% of the Fell Block’s area from an exploration phase into an exploitation phase, which we expect will last through 2032. There are no minimum work and investment commitments under the Fell Block CEOP associated with the exploitation phase.

The Fell Block is located in the north-eastern part of the Magallanes Basin. The principal producing reservoir is composed of sandstones in the Springhill formation, at depths of 2,200 to 3,500 meters. Additional reservoirs have been discovered and put into production in the Fell Block—namely, Tobífera formation volcanoclastic rocks at depths of 2,900 to 3,600 meters, and Upper Tertiary and Upper Cretaceous sandstones, at depths of 700 to 2,000 meters.

The Fell Block also contains the Estratos con Favrella shale reservoir as a broad area within Fell Block (1,000 sq. km.) which appears to be in the oil window for this play.

Tierra del Fuego Blocks (Isla Norte, Campanario and Flamenco Blocks)

In the first and second quarters of 2012, we entered into three CEOPs with ENAP and Chile granting us working interests in the Isla Norte, Campanario and Flamenco Blocks, located in the center-north of the Tierra del Fuego Province of Chile. We are the operator of all three of these blocks, with working interests of 60%, 50% and 50%, respectively. We believe that these three blocks, which collectively cover 347,700 gross acres (1,407 sq. km.) and are geologically contiguous to the Fell Block.

Flamenco Block. We are the operator of, and have a 50% working interest in, the Flamenco Block, in partnership with ENAP. The block covers approximately 105,900 gross acres (428 sq. km.). In June 2013, we discovered a new oil and gas field in the block following the successful testing of the Chercán 1 well, the first well drilled by us in Tierra del Fuego.

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We have completed all the committed activities for the first and second exploration periods under the CEOP governing the Flamenco Block. We opted out of the third exploration period, and as of the date of this annual report, the exploration phase in the Flamenco Block has been concluded.

Isla Norte Block. We are the operator of and have a 60% working interest in partnership with ENAP in the Isla Norte Block, which covers approximately 97,650 gross acres (395 sq. km.). As of the date of this annual report, we had completed 100% of the commitments of the first exploratory period and outstanding investment commitments of US$0.9 million related to this block correspond to one exploratory well of the second exploratory period.

Campanario Block. We are the operator of, and have a 50% working interest in, the Campanario Block, in partnership with ENAP. The block covers approximately 144,150 gross acres (583 sq. km.). As of the date of this annual report, we had completed 100% of the commitments of the first exploratory period and outstanding investment commitments of US$5.0 million related to this block correspond to two exploratory wells of the second exploratory period. The drilling campaign relating to the committed wells of Isla Norte and Campanario Blocks started in February 2020 but due to the COVID-19 pandemic, the execution of the 2020 work plan was interrupted.

Therefore, in April 2020, January 2021, and July 2021, we presented to the Ministry of Energy notifications of declaration of force majeure, which were approved and we obtained an extension of the second exploratory period to fulfill the commitments of the Campanario and Isla Norte Blocks until the first quarter of 2023.

During 2020 we fulfilled all the committed activities for the second exploration period under the CEOP governing the Flamenco Block, and we have outstanding investment commitment of US$5.9 million as of the date of this annual report, consisting of two exploratory wells before April 20, 2023, on the Campanario Block, and one exploratory well before February 19, 2023, on the Isla Norte Block.

Operations in Brazil

Our Brazilian assets currently give us access to 61,400 of gross exploratory and productive acres across 6 blocks (5 exploratory blocks and the BCAM-40 Concession, which is in production phase) in an attractive oil and gas geography.

Highlights of the year ended December 31, 2021 related to our operations in Brazil included:

On March 1, 2021, the farm-out agreement to sell our 70% interest in REC-T-128 Block was signed. Closing of the transaction took place in May 2021, after receipt of the corresponding customary regulatory approvals.
Average net oil and gas production increased by 34% to 1,919 boepd (99% gas) in the year ended December 31, 2021, as compared to 1,432 boepd in 2020;
Proved oil and gas reserves decreased by 4% to 2.3 mmboe at year-end 2021, from 2.4 mmboe at year-end 2020 after producing 0.6 mmboe; and
Capital expenditures decreased by 100% to zero in 2021 from US$0.4 million in 2020.

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The map below shows the location of our concessions in Brazil in which we have a current or future working interest:

Graphic

(1)On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati Block in Brazil subject to certain precedent conditions and obtaining regulatory approvals. As of the date of this annual report, those conditions have not been met.

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The following table sets forth information as of December 31, 2021 on our concessions in Brazil in which we have a current or future working interest:

    

Gross acres

    

    

    

    

Net proved

    

    

(thousand

Working

reserves

Production

Concession expiration

Concession

acres)

interest(1)

Partners

Operator

(mmboe)

(boepd)

Basin

    

year

POT-T-785

 

7.9

 

70

%

Petroil

 

GeoPark

 

 

 

Potiguar

 

Exploration: 2023

 

Exploitation: 2050

REC-T 58

7.8

100

%  

GeoPark

Recôncavo

Exploration: 2025

Exploitation:2052

REC-T 67

7.7

100

%  

GeoPark

Recôncavo

Exploration: 2025

Exploitation:2052

REC-T 77

7.7

100

%  

GeoPark

Recôncavo

Exploration: 2025

Exploitation:2052

POT-T 834

7.5

100

%  

GeoPark

Potiguar

Exploration: 2025

Exploitation:2052

Manati (2)

 

22.8

 

10

%  

Petrobras; Enauta; PetroRio

 

Petrobras

 

2.3

 

1,919

 

Camamu-Almada

 

Exploitation: 2029

(1)Working interest corresponds to the working interests held by our respective subsidiaries in such block, net of any working interests held by other parties in each block.
(2)On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati Block in Brazil subject to certain precedent conditions and obtaining regulatory approvals. As of the date of this annual report, those conditions have not been met.

Manati Field

We have a 10% working interest in the BCAM-40 Concession, which originally included an interest in the Manati Field, which is located in the Camamu-Almada Basin. Petrobras is the operator of, and has a 35% working interest in, the BCAM-40 Concession, which covers approximately 22,784 gross acres (92.2 sq. km.). In addition to us, Petrobras’ partners in the block are PetroRio S.A. and Enauta Energia S.A. (Enauta), with 10% and 45% working interests, respectively. Petrobras operates the BCAM-40 Concession pursuant to a concession agreement with the ANP, executed on August 6, 1998. See “—Significant Agreements—Brazil—Overview of concession agreements—BCAM-40 Concession Agreement.” In September 2009, Petrobras announced the relinquishment of BCAM-40’s exploration area within the concession to the ANP, except for the Manati Field.

The Manati Field is located 65 km. south of Salvador, offshore at a water depth of 35 meters. The field was discovered in October 2000, and, in 2002, Petrobras declared the field commercially viable. Production began in January 2007. As of December 31, 2021, 11 wells had been drilled in the Manati Field, 6 of which are productive and connected to a fixed production platform installed at a depth of 35 meters, located 9 km. from the coast of the State of Bahia. From the platform, the gas flows by sea and land through a 125 km. pipeline to the Estação Vandemir Ferreira or EVF gas treatment plant. The gas is sold to Petrobras up to a maximum volume as determined in the existing Petrobras Gas Sales Agreement (as defined below).

In 2020 we executed the 15th Amendment to the Petrobras Gas Sales Agreement in order to reflect the negotiations to mitigate the effects of the COVID-19 pandemic on the natural gas agents. Additionally, and in parallel a Term of Settlement of Outstanding Issues was executed to reflect the negotiations related to the take or pay agreement.

On November 22, 2020, we signed an agreement to sell our 10% non-operated working interest in the Manati gas field to Gas Bridge for a total consideration of R$144.4 million (approximately $27 million as of the date of the agreement at the exchange rate of R$5.35 to US$1.00), including a fixed payment of R$124.4 million plus an earn-out of R$20.0 million, which is subject to obtaining certain regulatory approvals. The transaction was agreed with an effective date of December 31, 2020 and is subject to certain conditions, including the acquisition by Gas Bridge of the remaining 90% working interest and operatorship of the Manati gas field. As of the date of this annual report, these conditions have not been met.

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REC-T-128 Concession

The block REC-T-128 was bid for in partnership with Geosol with a 70% working interest for us and 30% working interest for Geosol. The total commitment to the ANP was R$10.7 million (approximately US$1.9 million at the December 31, 2021, exchange rate of R$5.60 to US$1.00) during the first exploratory period and consisted of acquisition of 9 sq. km. of 3D seismic, drilling of one well and performing geochemical analysis at two geological levels.

In July 2020, we initiated a farm-out process to sell our 70% interest. On March 1, 2021, the farm-out agreement was signed and closing of the transaction took place in May 2021, after receipt of the corresponding customary regulatory approvals. The total consideration of US$1.1 million was paid in 2021 and the contingent payment of up to US$0.7 million is still subject to the occurrence of certain conditions to happen until August 2022.

POT-T-785 Concession

The POT-T-785 block covers an area of 7,875 acres in the Potiguar Basin, surrounded by producing fields operated by Petrobras. Total commitment to the ANP was R$1.2 million (US$0.2 million, at the December 31, 2021, exchange rate of R$5.60 to US$1.00) during the first exploratory period and is equivalent to acquiring 4 sq. km. of 3D seismic and performing geochemical analysis before January 29, 2023. As of December 31, 2021, the estimated remaining commitment in the POT-T-785 block amounts to US$0.1 million.

ANP’s First Open Acreage Bid Round

During ANP’s First Open Acreage Bid Round held in September 2019, we were awarded four exploratory blocks, one in the Potiguar Basin (Block POT-T-834) and three on the Recôncavo Basin (Blocks REC-T-58, REC-T-67 and REC-T-77). The Concession Agreements were executed on February 2020. As of December 31, 2021, the estimated commitment in the blocks amounted to US$0.6 million to be executed before February 14, 2025.

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Operations in Argentina

The map below shows the location of the blocks in Argentina in which we have working interests as of December 31, 2021.

Graphic

(1)In process of relinquishment as of December 31, 2021.
(2)During May 2021, we initiated a process to evaluate farm-out or divestment opportunities to sell our 100% working interest and operatorship in these blocks. Closing of the transaction took place on January 31, 2022, after the

64

corresponding regulatory approvals. The table below summarizes information about the blocks in Argentina in which we have working interests as of and for the year ended December 31, 2021.

    

Gross

    

    

    

    

    

    

acres

Net proved

(thousand

Working

reserves

Production

Expiration

Block

acres)

interest (1)

Operator

(mmboe)

(boepd)

Basin

concession year

Puelen

 

260.2

 

18

%

Pluspetrol

 

 

 

Neuquén

 

In process of relinquishment

Sierra del Nevado (2)

 

1,399.4

 

18

%

Pluspetrol

 

 

 

Neuquén

 

In process of relinquishment

Aguada Baguales (3)

 

44.0

 

100

%

GeoPark

 

1.4

 

1,876

 

Neuquén

 

Exploitation: 2025

Puesto Touquet (3)

 

34.2

 

100

%

GeoPark

 

0.3

 

135

 

Neuquén

 

Exploitation: 2027

El Porvenir (3)

 

58.9

 

100

%

GeoPark

 

0.6

 

125

 

Neuquén

 

Exploitation: 2025

CN-V (4)

 

57.2

 

50

%

Wintershall

 

 

 

Neuquén

 

In process of relinquishment

Los Parlamentos

 

330.9

 

50

%

YPF

 

 

 

Neuquén

 

Exploration: 2022

(1)Working interest corresponds to the working interests held by our respective subsidiaries in such block, net of any working interests held by other parties in each block.
(2)The block was in process of relinquishment as of December 31, 2021. Final approval was obtained on February 16, 2022.
(3)In August 2021, our Board of Directors approved the decision to evaluate farm-out or divestment opportunities to sell our 100% working interest and operatorship in these blocks. Closing of the transaction took place on January 31, 2022, after the corresponding regulatory approvals.
(4)The block was in process of relinquishment as of December 31, 2021. Final approval was obtained on March 8, 2022.

Highlights of the year ended December 31, 2021 related to our operations in Argentina included:

Continuity in our operations without interruptions, despite the COVID-19 pandemic;
Average net oil and gas production decreased by 7% to 2,136 boepd in 2021 from 2,290 boepd in 2020;
Proved oil and gas reserves decreased by 15% to 2.3 mmboe at year-end 2021, from 2.7 mmboe at year-end 2020 after producing 0.8 mmboe;
Capital expenditures decreased by 86% to US$0.1 million in 2021 from US$0.7 million in 2020; and
Approval of our Board of Directors of the divestment of the Aguada Baguales, Puesto Touquet and El Porvenir Blocks in 2021, with closing of the transaction on January 31, 2022.

Neuquén blocks

On March 27, 2018, we acquired a 100% working interest and operatorship of the Aguada Baguales, El Porvenir and Puesto Touquet Blocks, which are located in the Neuquén Basin, for a total consideration of US$52 million, less a working capital adjustment of US$3.1 million. The blocks include production facilities, such as hydrocarbons treatment, storage, and delivery infrastructure. Average net production in 2021 was 2,136 bopd and net reserves of 2.3 mmboe.

On January 31, 2022, we assigned to Oilstone Energía S.A. our 100% working interest and operatorship in Neuquén Blocks.

Los Parlamentos Block Farm-in Agreement

In June 2018, we announced the acquisition of a 50% working interest in the Los Parlamentos exploratory block in partnership with YPF, the largest oil and gas producer in Argentina. In accordance with the partnership agreement, YPF assumed the operationship of the block and we assumed a commitment which includes two exploratory wells and additional 3D seismic, that amounts to US$6 million at our working interest, for the first exploratory period. Due to

65

COVID-19 pandemic, in April 2020, YPF submitted to the Ministry of Economy and Energy of Mendoza Province a request of 12 month suspension of the first exploratory period. This request was approved by the Province, then the first exploratory period will end on October 30, 2022.

2014 Mendoza Bidding Round

On August 20, 2014, the consortium of Pluspetrol and us was awarded two exploration licenses in the Sierra del Nevado and Puelen Blocks, as part of the 2014 Mendoza Bidding Round in Argentina, carried out by Empresa Mendocina de Energía S.A. (“EMESA”).

The consortium consists of Pluspetrol (operator with a 72% working interest), EMESA (non-operator with a 10% working interest) and us (non-operator with an 18% working interest). In accordance with the terms of the bidding, all of the expenditures related to EMESA’s working interest will be carried by Pluspetrol and us proportionately to our respective working interests and will be recovered through EMESA’s participation in future potential production.

We have committed to a minimum aggregate investment of US$6.2 million for our working interest, which included the work program commitment on both blocks during the first three years of the exploratory period. As of December 31, 2021, we fulfilled the commitments in the Puelen and Sierra del Nevado Blocks and we are in process of relinquishing the Puelen Block. Final approval for the relinquishment of Sierra del Nevado Block was obtained on February 16, 2022.

CN-V Block Farm-in Agreement

On July 22, 2015, we signed a farm-in agreement with Wintershall for the CN-V Block in Argentina. Wintershall is Germany’s largest oil and gas producer and a subsidiary of BASF Group. Under the agreement, we committed to operate during the exploratory phase and receive a 50% working interest in the CN-V Block in exchange for having to drill and fully fund two exploratory wells for a total of US$10 million.

The CN-V Block covers an area of approximately 57.2 thousand gross acres and is located in the Neuquén Basin in southern Argentina. The block has 3D seismic coverage of 180 sq. km. and is adjacent to the producing Loma Alta Sur oil field, a region and play-type well known to our team. The block includes upside potential in the developing Vaca Muerta unconventional play. As of December 31, 2021, we fulfilled the commitments in the CN-V Block. Final approval for the relinquishment of CN-V Block was obtained on March 8, 2022.

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Operations in Ecuador

The map below shows the location of the blocks in Ecuador in which we have working interests as of December 31, 2021.

Graphic

The table below summarizes information about the blocks in Ecuador in which we have working interests as of December 31, 2021.

    

Gross

    

    

    

    

    

    

acres

Net proved

(thousand

Working

reserves

Production

Expiration

Block

acres)

interest (1)

Operator

(mmboe)

(boepd)

Basin

concession year

Espejo

 

15.7

 

50

%

GeoPark

 

 

 

Oriente

 

Exploration: 2025

Exploitation: 2045

Perico

 

17.7

 

50

%

Frontera

 

 

 

Oriente

 

Exploration: 2025

Exploitation: 2045

(1)Working interest corresponds to the working interests held by our respective subsidiaries in such block, net of any working interests held by other parties in each block.

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Highlights of the year ended December 31, 2021 related to our operations in Ecuador include:

Continuity in our operations without interruptions, despite the COVID-19 pandemic;
The ongoing drilling of the Jandaya 1 exploration well in the Perico Block;
3D seismic acquisition of 60 sq km in the Espejo Block;
Capital expenditures increased by 1,567% to US$5.0 million in 2021 from US$0.3 million in 2020.

Espejo and Perico blocks

On May 22, 2019, we signed final participation contracts for the Espejo and Perico Blocks which were awarded to us in the Intracampos Bid Round held in Quito, Ecuador in April 2019. We are the operator of the Espejo Block with a 50% working interest and Frontera is the operator of the Perico Block with 50% working interest. We assumed a commitment of carrying out 3D seismic and drilling four exploration wells in the Espejo Block for an estimated amount of US$20.9 million during the first exploratory period ending June 17, 2025 and drilling four exploratory wells in the Perico Block for an estimated amount of US$18.1 million during the first exploratory period ending June 16, 2025. As of the date of this annual report, we had drilled the first exploratory well in the Perico Block.

Oil and natural gas reserves and production

Our reserves

The following table sets forth our oil and natural gas net proved reserves as of December 31, 2021, which is based on the D&M Reserves Report.

Net proved reserves

As of December 31, 2021

Total net

 

proved

 

Oil

Natural gas

reserves

 

    

(mmbbl)

    

(bcf)

    

(mmboe)(1)

    

% Oil

 

Net proved developed

  

  

  

  

Colombia

 

47.8

 

1.2

 

48.0

 

100

%

Chile

 

0.7

 

15.2

 

3.3

 

21

%

Brazil

 

 

13.6

 

2.3

 

%

Argentina

 

1.2

 

3.4

 

1.7

 

71

%

Total net proved developed

 

49.7

 

33.4

 

55.3

 

90

%

 

  

 

  

 

  

 

  

Net proved undeveloped

 

  

 

  

 

  

 

  

Colombia

 

31.0

 

 

31.0

 

100

%

Chile

 

0.6

 

1.5

 

0.9

 

67

%

Brazil

 

 

 

 

%

Argentina

0.6

0.6

100

%

Total net proved undeveloped (2)

 

32.2

 

1.5

 

32.5

 

99

%

 

  

 

  

 

  

 

  

Total net proved (Colombia, Chile, Brazil and Argentina)

 

81.9

 

34.9

 

87.8

 

93

%

(1)We calculate one barrel of oil equivalent as six mcf of natural gas.
(2)We plan to put 100% of our reported 2021 year-end proved undeveloped reserves into production through activities to be implemented within five years of initial disclosure.

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We had net proved reserves of 87.8 mmboe at December 31, 2021, compared to net proved reserves of 100.6 mmboe as of December 31, 2020.

The 13% decrease in net proved reserves in 2021, not including annual production, is mainly attributable to:

Lower than expected performance of the existing wells in Colombia, Argentina and Chile resulting in an 8.9 mmboe decrease, 0.6 mmboe decrease and 0.6 mmboe decrease respectively.
Revision of the type well associated with the incremental activity that reduced the proved undeveloped reserves in the Fell Block in Chile, resulting in a 0.6 mmboe decrease.
Removal of proved undeveloped reserves mainly due to changes in previously adopted development plan in the Fell Block in Chile, resulting in a 0.9 mmboe decrease.

This was partially offset by:

Higher average prices in Colombia, Chile, Brazil and Argentina, resulting in a 7.1 mmboe increase.
Extensions and discoveries that resulted in an increase of 4.0 mmboe due to the Tigui appraisal wells in Llanos 34 Block in Colombia and the Aguada Baguales field extension in Argentina.
Better than expected performance in the Manati Field in Brazil, resulting in a 0.4 mmboe increase.

During the year ended December 31, 2021, we had 16.2 mmboe of our proved undeveloped reserves from December 31, 2020, converted to proved developed reserves due to development drilling in the Jacana and Tigana oil fields in the Llanos 34 Block. For further information relating to the reconciliation of our net proved reserves for the years ended December 31, 2021, 2020 and 2019, please see Table 5 included in Note 38 (unaudited) to our Consolidated Financial Statements.

Internal controls over reserves estimation process

We maintain an internal staff of petroleum engineers and geosciences professionals who work closely with our independent reserves engineers to ensure the integrity, accuracy and timeliness of data furnished to our independent reserves engineers in their estimating process and who have knowledge of the specific properties under evaluation. Our Director of Operations, Rodolfo Martín Terrado, is primarily responsible for overseeing the preparation of our reserves estimates and for the internal control over our reserves estimation. He has over 20 years of experience in asset development and operations See “Item 6. Directors, Senior Management and Employees—A. Directors and senior management.”

In order to ensure the quality and consistency of our reserves estimates and reserves disclosures, we maintain and comply with a reserves process that satisfies the following key control objectives:

estimates are prepared using generally accepted practices and methodologies;
estimates are prepared objectively and free of bias;
estimates and changes therein are prepared on a timely basis;
estimates and changes therein are properly supported and approved; and
estimates and related disclosures are prepared in accordance with regulatory requirements.

Throughout each fiscal year, our technical team meets with Independent Qualified Reserves Engineers, who are provided with full access to complete and accurate information pertaining to the properties to be evaluated and all applicable personnel. This independent assessment of the internally-generated reserves estimates is beneficial in ensuring that interpretations and judgments are reasonable and that the estimates are free of preparer and management bias.

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Recognizing that reserves estimates are based on interpretations and judgments, differences between the proved reserves estimates prepared by us and those prepared by an Independent Qualified Reserves Engineer of 10% or less, in aggregate, are considered to be within the range of reasonable differences. Differences greater than 10% must be resolved in the technical meetings. Once differences are resolved, the independent Qualified Reserves Engineer sends a preliminary copy of the reserves report to be reviewed by Corporate Reserves team and the Executive Committee, integrated by the CEO, COO, CFO, Director of Operations and managers in charge of the Geoscience, Operations, and Finance departments A final copy of the Reserves Report is sent by the Independent Qualified Reserve Engineer to be approved and signed by the Executive Committee. See “Item 6. Directors, Senior Management and Employees—C. Board Practices—Committees of our board of directors.”

Independent reserves engineers

Reserves estimates as of December 31, 2021, for Colombia, Chile, Brazil and Argentina included elsewhere in this annual report are based on the D&M Reserves Report, dated February 11, 2022, and effective as of December 31, 2021. The D&M Reserves Report, a copy of which has been filed as an exhibit to this annual report, was prepared in accordance with SEC rules, regulations, definitions and guidelines at our request in order to estimate reserves and for the areas and period indicated therein.

DeGolyer and MacNaughton, a Delaware corporation with offices in Dallas, Houston, Moscow, Algiers, Astana and Buenos Aires has been providing consulting services to the oil and gas industry since 1936. The firm has more than 200 professionals, including engineers, geologists, geophysicists, petrophysicists and economists that are engaged in the appraisal of oil and gas properties, the evaluation of hydrocarbon and other mineral prospects, basin evaluations, comprehensive field studies and equity studies related to the domestic and international energy industry. DeGolyer and MacNaughton restricts its activities exclusively to consultation and does not accept contingency fees, nor does it own operating interests in any oil, gas or mineral properties, or securities or notes of its clients. The firm subscribes to a code of professional conduct, and its employees actively support their related technical and professional societies. The firm is a Texas Registered Engineering Firm.

The D&M Reserves Report covered 100% of our total reserves. In connection with the preparation of the D&M Reserves Report, DeGolyer and MacNaughton prepared its own estimates of our proved reserves. In the process of the reserves evaluation, DeGolyer and MacNaughton did not independently verify the accuracy and completeness of information and data furnished by us with respect to ownership interests, oil and gas production, well test data, historical costs of operation and development, product prices, or any agreements relating to current and future operations of the fields and sales of production. However, if in the course of the examination something came to the attention of DeGolyer and MacNaughton that brought into question the validity or sufficiency of any such information or data, DeGolyer and MacNaughton did not rely on such information or data until it had satisfactorily resolved its questions relating thereto or had independently verified such information or data. DeGolyer and MacNaughton independently prepared reserves estimates to conform to the guidelines of the SEC, including the criteria of “reasonable certainty,” as it pertains to expectations about the recoverability of reserves in future years, under existing economic and operating conditions, consistent with the definition in Rule 4 10(a)(1)-(32) of Regulation S-X. DeGolyer and MacNaughton issued the D&M Reserves Report based upon its evaluation. D&M’s primary economic assumptions in estimates included oil and gas sales prices determined according to SEC guidelines, future expenditures and other economic assumptions (including interests, royalties and taxes) as provided by us. The assumptions, data, methods and procedures used, including the percentage of our total reserves reviewed in connection with the preparation of the D&M Reserves Report were appropriate for the purpose served by such report, and DeGolyer and MacNaughton used all methods and procedures as it considered necessary under the circumstances to prepare such reports.

However, uncertainties are inherent in estimating quantities of reserves, including many factors beyond our and our independent reserves engineers’ control. Reserves engineering is a subjective process of estimating subsurface accumulations of oil and natural gas that cannot be measured in an exact manner, and the accuracy of any reserves estimate is a function of the quality of available data and its interpretation. As a result, estimates by different engineers often vary, sometimes significantly. In addition, physical factors such as the results of drilling, testing and production subsequent to the date of an estimate, economic factors such as changes in product prices or development and production expenses, and regulatory factors, such as royalties, development and environmental permitting and concession terms, may require revision of such estimates. Our operations may also be affected by unanticipated changes in regulations concerning the oil

70

and gas industry in the countries in which we operate, which may impact our ability to recover the estimated reserves. Accordingly, oil and natural gas quantities ultimately recovered will vary from reserves estimates.

Technology used in reserves estimation

According to SEC guidelines, proved reserves are those quantities of oil and gas which, by analysis of geoscience and engineering data, can be estimated with “reasonable certainty” to be economically producible—from a given date forward, from known reservoirs, and under existing economic conditions, operating methods and government regulations—prior to the time at which contracts providing the right to operate expire, unless evidence indicates that renewal is reasonably certain, regardless of whether deterministic or probabilistic methods are used for the estimation.

The project to extract the hydrocarbons must have commenced or the operator must be reasonably certain that it will commence the project within a reasonable time. The term “reasonable certainty” implies a high degree of confidence that the quantities of oil and/or natural gas actually recovered will equal or exceed the estimate. Reasonable certainty can be established using techniques that have been proved effective by actual production from projects in the same reservoir or an analogous reservoir or by other evidence using reliable technology that establishes reasonable certainty. Reliable technology is a grouping of one or more technologies (including computational methods) that have been field tested and have been demonstrated to provide reasonably certain results with consistency and repeatability in the formation being evaluated or in an analogous formation.

There are various generally accepted methodologies for estimating reserves including volumetrics, decline analysis, material balance, simulation models and analogies. Estimates may be prepared using either deterministic (single estimate) or probabilistic (range of possible outcomes and probability of occurrence) methods. The particular method chosen should be based on the evaluator’s professional judgment as being the most appropriate, given the geological nature of the property, the extent of its operating history and the quality of available information. It may be appropriate to employ several methods in reaching an estimate for the property.

Estimates must be prepared using all available information (open and cased hole logs, core analyses, geologic maps, seismic interpretation, production/injection data and pressure test analysis). Supporting data, such as working interest, royalties and operating costs, must be maintained and updated when such information materially changes.

Proved undeveloped reserves

As of December 31, 2021, we had 32.5 mmboe in proved undeveloped reserves, a decrease of 15.1 mmboe, or 32%, over our December 31, 2020, proved undeveloped reserves of 47.6 mmboe. Changes for the year ended December 31 2021, include:

(i)an increase of 2.5 mmboe in Colombia due to the Tigui appraisal wells in the Llanos 34 Block;
(ii)an increase of 0.6 mmboe due to the Aguada Baguales field extension in Argentina;
(iii)a decrease of 2.8 mmboe due to a lower than expected performance in Colombia (2.0 mmboe), Chile (0.7 mmboe) and Argentina (0.1 mmboe);
(iv)an increase of 1.7 mmboe due to higher oil average prices in Chile and Colombia;
(v)a decrease of 0.9 mmboe mainly due to changes in previously adopted development plan in the Fell Block in Chile; and
(vi)a decrease in reserves of 16.2 mmboe in Colombia due to the conversion of proved undeveloped reserves to proved developed reserves in the Llanos 34 Block.

Of our 32.5 mmboe of net proved undeveloped reserves, 31.0 mmboe (95.4%), 0.9 mmboe (2.8%), 0.6 mmboe (1.8%) were located in Colombia, Chile and Argentina, respectively.

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During 2021, we incurred approximately US$43.6 million in capital expenditures in Colombia to convert such proved undeveloped reserves to proved developed reserves.

No net proved undeveloped reserves were located in Brazil as of December 31, 2021.

The following table shows the evolution of total net proved undeveloped (“PUD”) reserves in the year ended December 31, 2021.

Total Net Proved Undeveloped (“PUD”) Reserves at December 31, 2020

47.6

(All amounts shown in mmboe)

Plus: Extensions, discoveries and acquisitions:

-Colombia

2.5

-Argentina

0.6

Less: PUD Reserves converted to proved developed reserves:

-Colombia

(16.2)

Plus/less: PUD Reserves revisions and movement to/from other categories:

-Colombia

(0.6)

-Chile

(1.3)

-Argentina

(0.1)

Total Net Proved Undeveloped (“PUD”) Reserves at December 31, 2021

32.5

Production, revenues and price history

The following table sets forth certain information on our production of oil and natural gas in Colombia, Chile, Brazil and Argentina for each of the years ended December 31, 2021, 2020 and 2019.

Average daily production(1)

As of December 31, 

2021

    

2020

    

2019

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

Argentina

Oil production

 

  

 

  

 

  

 

  

  

 

  

 

  

 

  

  

 

  

 

  

  

Average crude oil production (bopd)

 

30,920

313

26

1,215

33,039

395

62

1,364

32,127

656

57

1,603

Average sales price of crude oil (US$/bbl)

 

58.3

38.0

39.6

42.0

30.6

38.0

39.6

42.0

50.4

56.2

70.3

53.1

Natural Gas production

 

Average natural gas production (mcfpd)

 

1,374

12,507

11,357

5,529

1,133

17,084

8,220

5,556

1,063

14,917

12,806

4,834

Average sales price of natural gas (US$/mcf)

 

4.4

3.4

5.2

2.7

5.5

2.7

4.3

2.3

5.7

4.2

5.1

3.4

Oil and gas production cost

 

Average operating cost (US$/boe)

 

6.5

12.3

4.6

20.8

5.4

8.2

5.8

19.8

5.4

17.7

5.6

26.7

Average royalties and Other (US$/boe)

 

9.6

0.9

2.6

6.1

2.7

0.6

2.2

4.8

5.0

1.1

2.5

6.5

Average production cost (US$/boe)(2)

 

16.2

13.2

7.2

26.9

8.1

8.8

8.0

24.5

10.4

18.9

8.1

33.2

(1)We present production figures net of interests due to others, but before deduction of royalties, as we believe that net production before royalties is more appropriate in light of our foreign operations and the attendant royalty regimes.
(2)Calculated pursuant to FASB ASC 932.

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The following table sets forth certain information on our production of oil and natural gas by final product sold in Colombia, Chile, Brazil and Argentina for each of the years ended December 31, 2021, 2020 and 2019.

2021

2020

2019

    

Oil

    

Gas

    

Oil

    

Gas

    

Oil

    

Gas

Mbbl

MMcf

Mbbl

MMcf

Mbbl

MMcf

Tigana oil field(1)

 

3,670

 

4,250

 

5,205

Jacana oil field(1)

 

4,023

 

4,152

 

3,716

Rest of Colombia

 

2,747

502

 

2,584

413

 

1,657

719

Chile

 

100

4,403

 

134

6,175

 

188

5,167

Brazil

 

9

3,796

 

7

2,785

 

11

4,279

Argentina

 

434

1,584

 

505

1,525

 

565

1,355

Total

 

10,983

 

10,285

 

11,632

 

10,898

 

11,342

 

11,520

(1)The Tigana (discovered in 2013) and Jacana (discovered in 2015) oil fields in Colombia are separately included in the table above as those oil fields individually contain more than 15% of our total proved reserves as of each of the years indicated above.

Drilling activities

The following table sets forth the exploratory wells we drilled during the years ended December 31, 2021, 2020 and 2019.

Exploratory wells(1)

2021

2020

2019

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

Argentina

Productive(2)

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

  

Gross

 

3.0

 

1.0

 

5.0

1.0

1.0

1.0

Net

 

1.9

 

0.3

 

2.1

1.0

0.7

1.0

Dry(3)

 

 

 

Gross

 

3.0

 

1.0

1.0

 

1.0

3.0

Net

 

0.8

 

0.3

1.0

 

1.0

0.9

Total

 

 

 

Gross

 

6.0

 

2.0

1.0

 

5.0

1.0

2.0

4.0

Net

 

2.7

 

0.6

1.0

 

2.1

1.0

1.7

1.9

(1)Includes appraisal wells.
(2)A productive well is an exploratory, development, or extension well that is not a dry well.
(3)A dry well is an exploratory, development, or extension well that proves to be incapable of producing either oil or gas in sufficient quantities to justify completion as an oil or gas well.

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The following table sets forth the development wells we drilled during the years ended December 31, 2021, 2020 and 2019.

Development wells

2021

2020

2019

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

    

Argentina

    

Colombia

    

Chile

    

Brazil

 

Argentina

Productive(1)

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

  

Gross

 

24.0

 

19.0

 

21.0

1.0

Net

 

10.8

 

8.6

 

9.5

1.0

Dry(2)

 

 

 

Gross

 

 

 

1.0

2.0

Net

 

 

 

0.5

2.0

Total

 

 

 

Gross

 

24.0

 

19.0

 

22.0

1.0

2.0

Net

 

10.8

 

8.6

 

10.0

1.0

2.0

(1)A productive well is an exploratory, development, or extension well that is not a dry well.
(2)A dry well is an exploratory, development, or extension well that proves to be incapable of producing either oil or gas in sufficient quantities to justify completion as an oil or gas well.

Developed and undeveloped acreage

The following table sets forth certain information regarding our total gross and net developed and undeveloped acreage in Colombia, Chile, Brazil and Argentina as of December 31, 2021.

Acreage(1)

    

Colombia

    

Chile

    

Brazil

    

Argentina

(in thousands of acres)

Total developed acreage

 

  

 

  

 

  

 

  

Gross

 

23.1

 

5.4

 

4.1

7.6

Net

 

12.1

 

5.4

 

0.4

7.6

Total undeveloped acreage

 

  

 

 

Gross

 

3,667.3

 

710.2

 

57.3

2,177.2

Net

 

1,921.8

 

546.1

 

38.1

622.3

Total developed and undeveloped acreage

 

 

 

Gross

 

3,690.4

 

715.6

 

61.4

2,184.8

Net

 

1,933.9

 

551.5

 

38.5

629.9

(1)Developed acreage is defined as acreage assignable to productive wells. Undeveloped acreage is defined as acreage on which wells have not been drilled or completed to a point that would permit the production of commercial quantities of oil or gas regardless of whether such acreage contains proved reserves. Net acreage based on our working interest.

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Productive wells

The following table sets forth our total gross and net productive wells as of February 28, 2022. Productive wells consist of producing wells and wells capable of producing, including natural gas wells awaiting pipeline connections to commence deliveries and oil wells awaiting connection to production facilities. Gross wells are the total number of producing wells in which we have an interest, and net wells are the sum of our fractional working interests owned in gross wells.

Productive wells(1)

    

Colombia

    

Chile

    

Brazil

    

Ecuador

Oil wells

 

  

 

  

 

  

 

  

Gross

 

143.0

9.0

 

 

1.0

Net

 

73.3

9.0

 

 

0.5

Gas wells

 

 

  

 

Gross

 

2.0

12.0

 

6.0

 

Net

 

0.3

12.0

 

0.6

 

(1)Includes wells drilled by other operators, prior to our commencing operations, and wells drilled in blocks in which we are not the operator. A productive well is an exploratory, development, or extension well that is not a dry well.

Present activities

As of February 28, 2022, we drilled ten wells, nine of them in Colombia and one in Ecuador adding approximately 8,217 bopd gross as follows:

Seven wells were drilled in the Llanos 34 Block in Colombia (Tigui 29, Tigui 10, Tigana Norte 36, Tigana Norte 37, Jacana 65, Jacana 63 and Guerere 1), adding approximately 2,754 bopd gross;
One well was drilled in the CPO-5 Block in Colombia (Indico 4), adding approximately 4,200 bopd gross;
One well was drilled in the Platanillo Block in Colombia (Platanillo Central 1), adding approximately 526 bopd gross; and
One well was drilled in the Perico Block in Ecuador (Jandaya 1), adding approximately 737 bopd.

Additionally, on March 28, 2022, we announced our second hydrocarbon discovery in 2022 in the Perico Block in Ecuador. The Tui 1 well was drilled and completed to a total depth of 10,975 feet. As of the date of this annual report the testing program is underway and additional production history will be required to determine stabilized flow rates of the well and the extent of the reservoir.

Marketing and delivery commitments

Colombia

Our production in Colombia consists primarily of crude oil which is sold according to price formulas based on market reference indices (Brent price, Vasconia and Oriente differential) and discounts that consider transportation costs and quality adjustments.

During 2021, our sales were allocated on a competitive basis to leading industry participants, including traders and other producers. We continued to deliver at both at well-head and at various points in the Colombian pipeline system and via Ecuador for the Putumayo production.

Our sales strategy is aimed at securing the highest available pricing for our production while securing a reliable and safe path to market. To that end, we focus on developing synergies and strategic partnerships with both clients and the national transport systems, in order to obtain a reduction in costs and increased revenues by making use of the best alternatives available. Such is the case of the implementation of an unloading facility at Jaguey Station in partnership with Oleoducto de Los Llanos (ODL) in 2015. This unloading facility is located 42 km. away from the Llanos 34 Block and

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allowed for reduced trucking distance and associated costs. Additionally, during 2019 we completed a project to connect the Llanos 34 Block to the ODL pipeline via a flowline. In the third quarter of 2019, we started sending our Jacana production volumes via this flowline to the ODL pipeline, eliminating trucking for that portion of our production and allowing further cost efficiencies and increased operational reliability. In November 2020, the flowline was converted into the Oleoducto del Casanare (“ODCA”) receiving full authorization from the Ministry of Energy and Mines to operate as such, determining the regulated tariff and allowing the transportation on of third party crudes. In 2020 we also inaugurated an unloading facility in Jacana, allowing for volumes of other fields to be transported via the ODCA. At the end of 2020, we connected the Tigana field to ODCA, further reducing transport of our volumes via truck. During 2021, ODCA was a central piece of our crude transportation in Colombia, including volumes of Jacana, Tigana and other fields. During this year, we also entered into an agreement to connect the third party owned Cabrestero Block to ODCA which will allow us to transport third party crude once the connection is completed.

In the case of the Platanillo Block in the Putumayo Basin, we gather the crude via truck and flowlines to pump it towards Ecuador via the Oloeducto Binacional Amerisur (“OBA”). This pipeline is operated by us and our affiliates and connects us to the Ecuadorean pipeline system via RODA allowing us to sell our production FOB in Esmeraldas port in Ecuador. We hold transport contracts with RODA and SOTE for the transport, storage and loading of our crude in Ecuador.

If we were to lose any of our customers, the loss could temporarily delay production and sale of our oil in the corresponding block. However, given the wide availability of customers for Colombian crude, we believe we could identify a substitute customer to purchase the impacted production volumes in a very short period of time.

Chile

Our customer base in Chile is limited in number and primarily consists of ENAP and Methanex. For the year ended December 31, 2021, we sold 100% of our oil production in Chile to ENAP and 100% of our gas production to Methanex, with sales to ENAP and Methanex accounting for 1% and 2%, respectively, of our total revenues in the same period.

We have a long-lasting commercial relationship with ENAP and have been selling our crude to them for the past years. We have a sales agreement with ENAP whereby. ENAP has committed to purchase our oil production in the Fell Block in the amounts that we produce, subject to the limitation of available storage capacity at the Gregorio Terminal. The sales agreement provides us with the option to interrupt sales to ENAP periodically if conditions in the export markets allow for more competitive price levels. While the agreement renews automatically on an annual basis, we typically revise the agreement every year to reflect changes in the global oil market and make certain adjustments based on ENAP’s expenses related to storage at the Gregorio Terminal. As of the date of this annual report, our sales agreement with ENAP is set to expire on December 31, 2022.

General commercial conditions of our contract with ENAP have remained stable over time. We deliver the oil we produce in the Fell Block to ENAP at the Gregorio Terminal, where ENAP assumes responsibility for the oil transferred. ENAP owns two refineries in Chile in the north central part of the country and must ship any oil from the Gregorio Terminal to these refineries unless it is consumed locally.

In March 2017, we executed a new gas supply agreement with Methanex effective from May 1, 2017, to December 31, 2026. Under the agreement, Methanex commits to purchase up to 400,000 SCM/d of gas produced by us. During 2020, we executed an additional amendment to increase the purchase commitment up to 550,000 SCM/d. As of the date of this annual report we are negotiating an amendment to increase the purchase commitment up to 600,000 SCM/d.

We gather the gas we produce in several wells through our own flow lines and inject it into several gas pipelines owned by ENAP. The transportation of the gas we sell to Methanex through these pipelines is pursuant to a private contract between Methanex and ENAP. We do not own any natural gas pipelines for the transportation of natural gas.

If we were to lose any one of our key customers in Chile, the loss could temporarily delay production and sale of our oil and gas in Chile. For a discussion of the risks associated with the loss of key customers, See “Item 3. Key Information—D. Risk factors—Risks relating to our business—We sell all of our natural gas in Chile to a single customer, who has in

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the past temporarily idled its principal facility” and “—We derive a significant portion of our revenues from sales to a few key customers.”

Brazil

Our production in Brazil consists of natural gas, condensate and crude oil. Natural gas production is sold through a long-term, extendable agreement with Petrobras, which provides for the delivery and transportation of the gas produced in the Manati Field to the EVF gas treatment plant in the State of Bahia. The contract is in effect until delivery of the maximum committed volume or June 2030, whichever occurs first. The contract allows for sales above the maximum committed volume if mutually agreed by both seller and buyer. The price for the gas is fixed in reais and is adjusted annually in accordance with the Brazilian inflation index. In July 2015, we signed an amendment to the existing Gas Sales Agreement with Petrobras that covers 100% of the remaining gas reserves in the Manati Field.

The condensate produced in the Manati Field is subject to a condensate purchase agreement with Petrobras, pursuant to which Petrobras has committed to purchase all of our condensate production in the Manati Field, but only in the amounts that we produce, without any minimum or maximum deliverable commitment from us. The agreement is valid through December 31, 2022 and can be renewed upon an amendment signed by Petrobras and the seller.

Argentina

Since 2018, we have been selling the gas produced in Argentina through local gas marketing companies to the residential, industrial and power generation segments. According to local practices, gas is sold in annual agreements going from May to April of each year. There is an ample availability of buyers in the Argentine gas market that could purchase our gas. We have an annual agreement in effect from May 2021 through April 2022.

The oil sales in Argentina were diversified across clients and delivery points: i) 72% of the oil produced in Argentina (3% of the consolidated revenue) was sold locally in Neuquen, delivered at well-head; ii) 19% of the oil produced in Argentina (1% of the consolidated revenue) was sold to major local Argentinean refineries, delivered via pipeline; and iii) 9% of the oil produced in Argentina was exported to different traders, delivered via vessels. We managed the counterparty credit risk associated to sales contracts by limiting payment terms offered to minimize the exposure.

Ecuador

Ecuador has a well-developed crude oil market with broad access to international markets and an extensive pipeline transportation system. Future production from our recently acquired blocks in Ecuador is expected to be sold at the Esmeraldas port and linked to international benchmarks, namely Brent or WTI and local crude differentials (Napo or Oriente). We expect to transport our production on the Ecuadorean existing pipeline system which has available capacity and competitive tariffs.

Significant Agreements

Colombia

E&P Contracts

We have entered into E&P contracts granting us the right to explore and operate, as well as working interests in twenty three blocks in Colombia. These E&P contracts are generally divided into two periods: (1) the exploration period, which may be subdivided into various exploration phases and (2) the exploitation period, determined on a per-area basis and beginning on the date we declare an area to be commercially viable. Commercial viability is determined upon the completion of a specified evaluation program or as otherwise agreed by the parties to the relevant E&P Contract. The exploitation period for an area may be extended until such time as such area is no longer commercially viable and certain other conditions are met.

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Pursuant to our E&P contracts, we are required, as are all oil and gas companies undertaking exploratory and production activities in Colombia, to pay a royalty to the Colombian government based on our production of hydrocarbons, as of the time a field begins to produce. Under Law 756 of 2002, as modified by Law 1530 of 2012, the royalties we must pay in connection with our production of light and medium oil are calculated on a field-by-field basis. See Note 33.1 to our Consolidated Financial Statements.

Additionally, in the event that an exploitation area has produced amounts in excess of an aggregate amount established in the E&P Contract governing such area, the ANH is entitled to receive a “windfall profit”, to be paid periodically, calculated pursuant to such E&P Contract.

In each of the exploration and exploitation periods, we are also obligated to pay the ANH a subsoil use fee. During the exploration period, this fee is scaled depending on the contracted acreage. During the exploitation period, the fee is assessed on the amount of hydrocarbons produced, multiplied by a specified dollar amount per barrel of oil produced or thousand cubic feet of gas produced. Further, the ANH has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the relevant E&P contract.

Our E&P contracts are generally subject to early termination for a breach by the parties, a default declaration, application of any of the contract’s unilateral termination clauses, ANH regulation or termination clauses mandated by Colombian law. Anticipated termination declared by the ANH results in the immediate enforcement of monetary guaranties against us and may result in an action for damages by the ANH. Pursuant to Colombian law, if certain conditions are met, the anticipated termination declared by the ANH may also result in a restriction on the ability to engage contracts with the Colombian government during a certain period. See “Item 3. Key Information—D. Risk factors—Risks relating to our business—Our contracts in obtaining rights to explore and develop oil and natural gas reserves are subject to contractual expiration dates and operating conditions, and our CEOPs, E&P contracts, production sharing agreements and concession agreements are subject to early termination in certain circumstances.”

Eastern Llanos Basin:

Llanos 34 Block E&P Contract. Pursuant to an E&P contract between Unión Temporal Llanos 34 (a consortium between Ramshorn and Winchester Oil and Gas - now GeoPark Colombia SAS) and the ANH that became effective as of March 13, 2009 (“Llanos 34 Block E&P Contract”), Unión Temporal Llanos 34 was granted the right to explore and operate the Llanos 34 Block, and Winchester Oil and Gas and Ramshorn were granted a 40% and a 60% working interest, respectively, in the Llanos 34 Block. We were also granted the right to operate the Llanos 34 Block. As of the date of this annual report, the members of the Unión Temporal Llanos 34 are GeoPark Colombia SAS with 45%, and Verano Limited with 55% working interest.

On September 19, 2019, the additional exploration period of the Llanos 34 Block E&P Contract ended (the E&P contract provides a 1-year Evaluation Program after a discovery declaration). As of the date of this annual report, the Guaco Evaluation Program is still ongoing. The Llanos 34 Block E&P contract also provides a 24-year exploitation period for each production area, beginning on the date of a commercial declaration. The exploitation period may be extended for periods of up to 10 years at a time if certain conditions are met and subject to ANH approval. As of the date of this annual report there are production areas for the Max, Túa, Tarotaro, Tigana, Jacana, Chachalaca, Tilo, Chiricoca and Jacamar fields.

Pursuant to the Llanos 34 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the Llanos 34 Block. See Note 33.1 to our Consolidated Financial Statements.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Llanos 34 Block E&P Contract. The ANH also has an additional economic right equivalent to 1% of production, net of royalties.

In accordance with the Llanos 34 Block E&P Contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to

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ANH a share of the production net of royalties in accordance with an established formula. See Note 33.1 to our Consolidated Financial Statements.

Llanos 32 Block. We have a 12.5% working interest in the Llanos 32 Block. Verano Energy is the operator of this block and has an 87.5% working interest. On February 27, 2020, the ANH approved an additional extension of two years to phase 2 of the subsequent exploratory program.

Abanico Block. In October 1996, Ecopetrol and Explotaciones CMS Nomeco Inc. entered into the Abanico Block association contract. Pacific Rubiales Energy is the operator of, and has a 100% working interest in, the Abanico Block. We do not maintain a direct working interest in the Abanico Block, but rather have a 10% economic interest in the net revenues from the block pursuant to a joint operating agreement initially entered into with Kappa Resources Colombia Limited (now Pacific, who subsequently assigned its participation interest to Cespa de Colombia S.A., who then assigned the interest to Explotaciones CMS Oil & Gas), Maral Finance Corporation and Getionar S.A.

Llanos 86 and Llanos 104 Blocks. We and Hocol (a subsidiary of Ecopetrol), each with fifty percent (50%) working interest executed an E&P contract over these blocks on July 11, 2019, as a result of the Permanent Competitive Process launched by ANH on 2019. We are the operator of these contracts that are into exploratory phase 1 as of the date of this annual report. We have requested the Ministry of Interior to certify if there are indigenous communities present in the area and the Ministry confirmed the presence of such communities. Therefore, we conducted the due prior consultation process with the communities. On March 15, 2022, the contracts entered into exploratory phase 1.

Llanos 87 Block. GeoPark and Hocol, each with fifty percent (50%) working interest executed an E&P contract over this block on July 11, 2019, as a result of the Permanent Competitive Process launched by ANH in 2019. The Ministry of Interior certified the absence of indigenous communities in the area. We are the operator of this contract that is currently in exploratory phase 1.

Llanos 123 and Llanos 124 Blocks: GeoPark and Hocol, each with fifty percent (50%) working interest executed an E&P contract over these blocks on December 20, 2019, as a result of the Permanent Competitive Process launched by ANH in 2019. We are the operator of these contracts.

Llanos 94 Block. On July 24, 2019 the E&P contract was awarded to Parex Energy as a result of the Permanent Competitive Process launched by ANH in 2019. This contract is in its exploratory phase 1. We acquired a 50% working interest from Parex and obtained ANH’s approval to such transfer in May, 2020.

CPO-5 Block E&P Contract. On December 26, 2008, the E&P Contract was executed between ONGC Videsh, as operator and the ANH as a result of the Competitive Process “Ronda Colombia 2008”. We hold a 30% working interest since the acquisition of Amerisur. The contract is in phase 2 of the exploration period as of the date of this annual report. There are two existing commercial fields called Mariposa and Indico field. Indico was declared commercially viable on August 19, 2021.

Pursuant to the CPO-5 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the CPO-5 Block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the CPO-5 Block E&P Contract. The ANH also has an additional economic right equivalent to 23% of production, net of royalties.

In accordance with the CPO-5 Block E&P Contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

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Magdalena Basin:

VIM-3 Block. On July 23, 2014, we were awarded an exploratory license during the 2014 Colombia Bidding Round, carried out by the ANH. The VIM-3 Block is located in the Lower Magdalena Basin. In 2018, we filed a request before the ANH to terminate the E&P Contract due to environmental restrictions in the block. These restrictions became apparent once the National Authority of Environmental Licenses issued the environmental license. As of the date of this annual report the relinquishment of the VIM-3 Block is subject to approval of ANH.

Putumayo Basin:

Andaquies Block E&P Contract. We are the operator of and have a 100% working interest in the Andaquies. As of the date of this annual report the contract is in phase 3 of the exploration period. We and the ANH already began the process of relinquishment of the E&P Contract and its subsequent liquidation.

Coati Block E&P Contract. We are the operator of and have a 100% working interest in the Coati Block. The Coati Block is divided in two areas: an exploration area in phase 3 of the exploration period, suspended due to Force Majeure Events (Prior Consultations); and an evaluation area, declared on September 2006, by the former operator in the southern part of the Block for the Temblon wells (Temblon Evaluation Program), which includes the completion and evaluation of the Coatí-1 well.

Pursuant to the Coati Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Coati Block E&P Contract.

In accordance with the Coati Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, we should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Mecaya Block E&P Contract. We are the operator of and have a 50% working interest in the Mecaya Block. Sierracol Energy is the owner of the remaining 50% working interest in the contract. As of the date of this annual report, the contract is in unified phases 1 and 2 of the exploration period, and it is suspended due to Force Majeure Events (Prior Consultations).

Pursuant to the Mecaya Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the Mecaya Block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Mecaya Block E&P Contract.

In accordance with the Mecaya Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Platanillo Block E&P Contract. We are the operator of and have a 100% working interest in the Platanillo Block. On September 11, 2009, we began the commercial exploitation.

Pursuant to the Platanillo Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the Platanillo Block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Platanillo Block E&P Contract.

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In accordance with the Platanillo Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Putumayo 8 Block E&P Contract. We are the operator of and have a 50% working interest in the Putumayo 8 Block. Sierracol Energy is the owner of the remaining 50% working interest. The contract is in unified phases 1 and 2 of the exploration period.

Pursuant to the Putumayo 8 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Putumayo 8 Block E&P Contract. The ANH also has an additional economic right equivalent to 2% of production, net of royalties.

In accordance with the Putumayo 8 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Putumayo 9 Block E&P Contract. We are the operator of and have a 50% working interest in the Putumayo 9 Block. Sierracol Energy is the owner of the remaining 50% working interest. As of the date of this annual report, the contract is in phase 1 of the exploration period, which is suspended since June 25, 2019, due to the occurrence of a Force Majeure event (issuance of the Municipal Agreement which prohibits the execution of hydrocarbons exploration and production activities in Puerto Guzmán Municipality).  

Pursuant to the Putumayo 9 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Putumayo 9 Block E&P Contract. The ANH also has an additional economic right equivalent to 18% of production, net of royalties.

In accordance with the Putumayo 9 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Putumayo 12 Block E&P Contract. We are the operator of and have a 60% working interest in the Putumayo 12 Block. Pluspetrol Colombia Corporation (“Pluspetrol”) is the owner of the remaining 40% working interest. The contract is in phase 1 of the exploration period. On February 23, 2021, we requested the termination of the contract due to the occurrence of force majeure events related with judicial procedures initiated by ethnic communities. As of the date of this annual report, the ANH is reviewing our termination request.

Pursuant to the Putumayo 12 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the Putumayo 12 Block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Putumayo 12 Block E&P Contract. The ANH also has an additional economic right equivalent to 29% of production, net of royalties.

In accordance with the Putumayo 12 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

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Putumayo 14 Block E&P Contract. We are the operator of and have a 100% working interest in the Putumayo 14 Block. The contract is in phase 0, as the applicable prior consultation process must be completed.

Pursuant to the Putumayo 14 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Putumayo 14 Block E&P Contract. The ANH also has an additional economic right equivalent to 5% of production, net of royalties.

In accordance with the Putumayo 14 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Putumayo 30 Block E&P Contract. We are the operator of and have a 100% working interest in the Putumayo 30 Block. On February 23, 2021, we submitted to the ANH our request to withdraw from to the E&P contract and transfer the remaining commitments to other E&P contracts. We transferred our investment to the Llanos 34 E&P Contract and to the Platanillo E&P Contract and as of the date of this annual report we are in process of termination and relinquishment of the Putumayo 30 E&P Contract, subject to ANH approval.

Putumayo 36 Block E&P Contract. We are the operator of and have a 50% working interest in the Putumayo 36 Block. Sierracol is the owner of the remaining 50% working interest. The contract is in preliminary phase, which is suspended since April 1, 2020 due to the occurrence of a Force Majeure Event (issuance of the Municipal Agreement which prohibits the execution of hydrocarbons exploration and production activities in Puerto Guzmán Municipality).

Pursuant to the Putumayo 36 Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Putumayo 36 Block E&P Contract, and the payment of 25% of the Economic Right for the use of the subsoil for institutional strengthening and Technology Transfer.

The ANH also has an additional economic right equivalent to 1% of production, net of royalties.

In accordance with the Putumayo 36 Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Tacacho Block E&P Contract. We are the operator of and have a 50% working interest in the Tacacho Block. Sierracol Energy is the owner of the remaining 50% working interest. The contract is in phase 1 of the exploration period, which is currently suspended due to the occurrence of force majeure events related with social and public order conditions of the area.  

Pursuant to the Tacacho Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Tacacho Block E&P Contract.

In accordance with the Tacacho Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

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Terecay Block E&P Contract. We are the operator of and have a 50% working interest in the Terecay Block. Sierracol Energy is the owner of the remaining 50% working interest. The contract is in phase 1 of the exploration period, which is currently suspended due to the occurrence of force majeure events related with social and public order conditions of the area.  

Pursuant to the Terecay Block E&P Contract and applicable law, we are required to pay a royalty to the ANH based on hydrocarbons produced in the block.

Additionally, we are required to pay a subsoil use fee to the ANH. The ANH also has the right to receive an additional fee when prices for oil or gas, as the case may be, exceed the prices set forth in the Terecay Block E&P Contract.

In accordance with the Terecay Block operation contract, when the accumulated production of each field, including the royalties’ volume, exceeds 5 million barrels and the WTI exceeds a defined base price, the Company should deliver to ANH a share of the production net of royalties in accordance with an established formula.

Stock Purchase Agreements

We are obligated to pay an overriding royalty of 4% and 2.5%, respectively, to the previous owners of the Llanos 34 and CPO-5 Blocks, based on the production and sale of hydrocarbons discovered in the blocks. During 2021, the Group has accrued US$22.6 million in relation with these overriding royalty agreements. Furthermore, there are overriding royalty agreements in place from 1.2% to 8.5% of the net production in the Andaquies, Coati, Mecaya, PUT-8, PUT-9, Tacacho and Terecay Blocks. Since they were exploratory blocks with no production during 2021, these agreements had no impact on our results.

Chile

CEOPs

Currently, we have four CEOPs in effect with Chile, one for each of the blocks in which we operate, which grant us the right to explore and exploit hydrocarbons in these blocks, determine our working interests in the blocks and appoint the operator of the blocks. These CEOPs are divided into two phases: (1) an exploration phase, which is divided into two or more exploration periods, and which begins on the effectiveness date of the relevant CEOP, and (2) an exploitation phase, which is determined on a per-field basis, commencing on the date we declare a field to be commercially viable and ending with the term of the relevant CEOP. In order to transition from the exploration phase to an exploitation phase, we must declare a discovery of hydrocarbons to the Ministry of Energy. This is a unilateral declaration, which grants us the right to test a field for a limited period of time for commercial viability. If the field proves commercially viable, we must make a further unilateral declaration to the Ministry of Energy. In the exploration phase, we are obligated to fulfill a minimum work commitment, which generally includes the drilling of wells, the performance of 2D or 3D seismic surveys, minimum capital commitments and guaranties or letters of credit, as set forth in the relevant CEOP. We also have relinquishment obligations at the end of each period in the exploration phase in respect of those areas in which we have not made a declaration of discovery. We can also voluntarily relinquish areas in which we have not declared discoveries of hydrocarbons at any time, at no cost to us. In the exploitation phase, we generally do not face formal work commitments, other than the development plans we file with the Chilean Ministry of Energy for each field declared to be commercially viable.

Our CEOPs provide us with the right to receive a monthly remuneration from Chile, payable in petroleum and gas, based either on the amount of petroleum and gas production per field or according to Recovery Factor, which considers the ratio of hydrocarbon sales to total cost of production (capital expenditures plus operating expenses). Pursuant to Chilean law, the rights contained in a CEOP cannot be modified without consent of the parties.

Our CEOPs are subject to early termination in certain circumstances, which vary depending upon the phase of the CEOP. During the exploration phase, Chile may terminate a CEOP in circumstances including a failure by us to comply with minimum work commitments at the termination of any exploration period, or a failure to communicate our intention to proceed with the next exploration period 30 days prior to its termination, a failure to provide the Chilean Ministry of

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Energy the performance bonds required under the CEOP, a voluntary relinquishment by us of all areas under the CEOP or a failure by us to meet the requirements to enter into the exploitation phase upon the termination of the exploration phase. In the exploitation phase, Chile may terminate a CEOP if we stop performing any of the substantial obligations assumed under the CEOP without cause and do not cure such nonperformance pursuant to the terms of the concession, following notice of breach from the Chilean Ministry of Energy. Additionally, Chile may terminate the CEOP due to force majeure circumstances (as defined in the relevant CEOP). If Chile terminates a CEOP in the exploitation phase, we must transfer to Chile, free of charge, any productive wells and related facilities, provided that such transfer does not interfere with our abandonment obligations and excluding certain pipelines and other assets. Other than as provided in the relevant CEOP, Chile cannot unilaterally terminate a CEOP without due compensation. See “Item 3. Key Information—D. Risk factors—Risks relating to our business—Our contracts in obtaining rights to explore and develop oil and natural gas reserves are subject to contractual expiration dates and operating conditions, and our CEOPs, E&P contracts, production sharing agreements and concession agreements are subject to early termination in certain circumstances.”

Fell Block CEOP. On November 5, 2002, we acquired a percentage of rights and interests of the CEOP for the Fell Block with Chile, or the Fell Block CEOP, and on May 10, 2006, we became the sole owners, with 100% of the rights and interest in the Fell Block CEOP. Chile had originally entered into a CEOP for the Fell Block with ENAP and Cordex Petroleum Inc., or Cordex, on April 29, 1997, which had an effective date of August 25, 1997. The Fell Block CEOP grants us the exclusive right to explore and exploit hydrocarbons in the Fell Block and has a term of 35 years, beginning on the effective date. The Fell Block CEOP provided for a 14-year exploration period, composed of numerous phases that ended in 2011, and an up-to-35-year exploitation phase for each field.

The Fell Block CEOP provides us with a right to receive a monthly retribution from Chile payable in petroleum and gas, based on the following per-field formula: 95% of the oil produced in the field, for production of up to 5,000 bopd, ring fenced by field, and 97% of gas produced in the field, for production of up to 882.9 mmcfpd. In the event that we exceed these levels of production, our monthly retribution from Chile will decrease based on a sliding scale set forth under the Fell Block CEOP to a maximum of 50% of the oil and 60% of the gas that we produce per field.

TDF Blocks CEOPs. After an international bidding process led by ENAP and the Chilean Ministry of Energy, in March and April, 2012, we, together with ENAP, signed 3 new CEOPs for the Isla Norte, Campanario and Flamenco Blocks, all of them located in Tierra del Fuego (“TDF”), Magallanes region. Our working interest is 60% in Isla Norte and 50% in Campanario and Flamenco Blocks. The CEOPs have a term of 32 years, with an initial exploration phase which last for up to 10 years, including a first exploration period of 3 years in which we are committed to developing several exploration activities including 1,500 sq. km. of 3D seismic registration, and the drilling of 21 exploratory wells.

The hydrocarbon discoveries opened up an exploitation phase that lasts up to 25 years. We discovered hydrocarbon fields in the 3 blocks, starting in 2013 in the Flamenco Block, and in 2014 in both Campanario and Isla Norte Blocks. The CEOPs provide us with a right to receive a remuneration payable by means of a fraction of the production sold, which in the TDF Blocks is based on a formula depending on the recovery of the total accumulated expenses incurred (capital expenditure plus operational expenditure plus administrative and general expenses). While the recovery factor is less than 1.0, the remuneration is 95% of the hydrocarbons produced, either oil or gas. If the recovery factor surpasses 1.0, a formula applies reducing gradually the remuneration fraction to a minimum of 75% when the recovery factor is 2.5 times the total accumulated expenses.

Brazil

Overview of concession agreements

The Brazilian oil and gas industry is governed mainly by the Brazilian Petroleum Law, which provides for the granting of concessions to operate petroleum and gas fields in Brazil, subject to oversight by the ANP. A concession agreement is divided into two phases: (1) exploration and (2) development and production. The exploration phase consists of one exploratory period that begins on the date of execution of the concession agreement, can last from three to eight years (subject to earlier termination upon the total return of the concession area or the declaration of commercial viability with respect to a given area), while the development and production phase, which begins for each field on the date a declaration of commercial viability is submitted to the ANP, can last up to 27 years. Upon each declaration of commercial viability, a

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concessionaire must submit to the ANP a development plan for the field within 180 days. The concessions may be renewed for an additional period equal to their original term if renewal is requested with at least 12 months’ notice and provided that a default under the concession agreement has not occurred and is then continuing. Even if obligations have been fulfilled under the concession agreement and the renewal request was appropriately filed, renewal of the concession is subject to the discretion of the ANP.

The main terms and conditions of a concession agreement are set forth in Article 43 of the Brazilian Petroleum Law, and include: (1) definition of the concession area; (2) validity and terms for exploration and production activities; (3) conditions for the return of concession areas; (4) guarantees to be provided by the concessionaire to ensure compliance with the concession agreement, including required investments during each phase; (5) penalties in the event of noncompliance with the terms of the concession agreement; (6) procedures related to the assignment of the agreement; and (7) rules for the return and vacancy of areas, including removal of equipment and facilities and the return of assets. Assignments of participation interests in a concession are subject to the approval of the ANP, and the replacement of a performance guarantee is treated as an assignment.

The main rights of the concessionaires (including us in our concession agreements) are: (1) the exclusive right of drilling and production in the concession area; (2) the ownership of the hydrocarbons produced; (3) the right to sell the hydrocarbons produced; and (4) the right to export the hydrocarbons produced. However, a concession agreement set forth that, in the event of a risk of a fuel supply shortage in Brazil, the concessionaire must fulfill the needs of the domestic market. In order to ensure the domestic supply, the Brazilian Petroleum Law granted the ANP the power to control the export of oil, natural gas and oil products.

Among the main obligations of the concessionaire are: (1) the assumption of costs and risks related to the exploration and production of hydrocarbons, including responsibility for environmental damages; (2) compliance with the requirements relating to acquisition of assets and services from domestic suppliers; (3) compliance with the requirements relating to execution of the minimum exploration program proposed in the winning bid; (4) activities for the conservation of reservoirs; (5) periodic reporting to the ANP; (6) payments for government participation; and (7) responsibility for the costs associated with the deactivation and abandonment of the facilities in accordance with Brazilian law and best practices in the oil industry.

A concessionaire is required to pay to the Brazilian government the following:

a license fee;
rent for the occupation or retention of areas;
a special participation fee;
royalties; and
taxes.

Rental fees for the occupation and maintenance of the concession areas are payable annually. For purposes of calculating these fees, the ANP takes into consideration factors such as the location and size of the relevant concession, the sedimentary basin and the geological characteristics of the relevant concession.

A special participation fee is an extraordinary charge that concessionaires must pay in the event of obtaining high production volumes and/or profitability from oil fields, according to criteria established by applicable regulations, and is payable on a quarterly basis for each field from the date on which extraordinary production occurs. This participation fee, whenever due, varies between 0% and 40% of net revenues depending on (1) the volume of production and (2) whether the concession is onshore or in shallow water or deep water. Under the Brazilian Petroleum Law and applicable regulations issued by the ANP, the special participation fee is calculated based on the quarterly net revenues of each field, which

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consist of gross revenues calculated using reference prices established by the ANP (reflecting international prices and the exchange rate for the period) less:

royalties paid;
investment in exploration;
operational costs; and
depreciation adjustments and applicable taxes.

The Brazilian Petroleum Law also requires that the concessionaire of onshore fields pay to the landowners a special participation fee that varies between 0.5% to 1.0% of the net operational income originated by the field production.

BCAM-40 Concession Agreement. On August 6, 1998, the ANP and Petrobras executed the concession agreement governing the BCAM-40 Concession, or the BCAM-40 Concession Agreement, following the first round of bidding, referred to as Bid Round Zero, under the regime established by the Brazilian Petroleum Law. The exploitation phase will end in November 2029. On September 11, 2009, Petrobras announced the termination of BCAM-40 Concession’s exploration phase and the return of the exploratory area of the concession to the ANP, except for the Manati Field.

Under the BCAM-40 Concession Agreement, the ANP is entitled to a monthly royalty payment equal to 7.5% of the production of oil and natural gas in the concession area. In addition, in case the special participation fee of 10% shall be applicable for a field in any quarter of the calendar year, the concessionaire is obliged to make qualified research and development investments equivalent to one percent of the field’s gross revenue. Area retention payments are also applicable under the concession agreement. We acquired Rio das Contas’ 10% participation interest in the BCAM-40 Concession on March 31, 2014. On November 22, 2020, we signed an agreement to sell our 10% participation interest in the Manati Block subject to certain precedent conditions that as the date of this annual report have not been met.

Rounds 11, 12, 13 and 14 Concession Agreements.

Under the Rounds 11, 12, 13 and 14 Concession Agreements, the ANP is entitled to a monthly royalty corresponding to up to 10% of the production of oil and natural gas in the concession area, in addition to the special participation fee described above, the payment for the occupation of the concession area of approximately R$7,600 per year and the payment to the owners of the land of the concession equivalent to one percent of the oil and natural gas produced in the concession area.

During bidding, a work program offer is made in the form of work units and the ANP asks for a guarantee of a monetary amount proportional to the offered units. However, depending on the work performed by the operator, the actual work program investment might have a different value to the guaranteed value.

Overview of consortium agreements

A consortium agreement is a standard document describing consortium members’ respective percentages of participation and appointment of the operator. It generally provides for joint execution of oil and natural gas exploration, development and production activities in each of the concession areas. These agreements set forth the allocation of expenses for each of the parties with respect to their respective participation interests in the concession. The agreements are supplemented by joint operating agreements, which are private instruments that typically regulate the aggregation of funds, the sharing of costs, mitigation of operational risks, preemptive rights and the operator’s activities.

An important characteristic of the consortia for exploration and production of oil and natural gas that differs from other consortia (Article 278, paragraph 1, of the Brazilian Corporate Law) is the joint liability among consortium members as established in the Brazilian Petroleum Law (Article 38, item II).

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BCAM-40 Consortium Agreement

On January 14, 2000, Petrobras, Queiroz Galvão Perfurações (now Enauta) and Petroserv entered into a consortium agreement, or the BCAM-40 Consortium Agreement, for the performance of the BCAM-40 Concession Agreement. Petrobras is the operator of the BCAM-40 concession, with a 35% participation interest. Enauta, PetroRio and GeoPark Brazil have a 45%, 10% and 10% participation interest, respectively. The BCAM-40 Consortium Agreement has a specified term of 40 years, terminating on January 14, 2040 and, at the time the obligations undertaken in the agreement are fully completed, the parties will have the right to terminate it. The BCAM-40 Concession consortium has also entered into a joint operating agreement, which sets out the rights and obligations of the parties in respect of the operations in the concession.

Petrobras Natural Gas Purchase Agreement

Enauta, GeoPark Brasil, PetroRio and Petrobras are party to a natural gas purchase agreement providing for the sale of natural gas by Enauta, GeoPark Brasil and PetroRio to Petrobras, in an amount of 812 billion cubic feet (“bcf”) over the term of agreement. The Petrobras Natural Gas Purchase Agreement is valid until the earlier of Petrobras’ receipt of this total contractual quantity or June 30, 2030. The agreement may not be fully or partially assigned except upon execution of an assignment agreement with the written consent of the other parties, which consent may not be unreasonably withheld provided that certain prerequisites have been met.

The agreement provides for the provision of “daily contractual quantities” to Petrobras peaking at 170.3 mmcfd in 2016 and progressively dropping until 2030. The parties may agree to lower volumes as dictated by Manati Field’s depletion. Pursuant to the agreement, the base price is denominated in reais and is adjusted annually for inflation pursuant to the general index of market prices (IGPM). Additionally, the gas price applicable on a given day is subject to reduction as a result of the gas quantity acquired by Petrobras above the volume of the annual TOP commitment (85% of the daily contracted quantity) in effect on such day. The Petrobras Natural Gas Purchase Agreement provides that all of the Manati Field’s daily production be sold to Petrobras. On November 22, 2020, we signed an agreement to sell our 10% participation interest in the Manati Block subject to certain conditions that as the date of this annual report have not been met.

Argentina

Overview of exploration permits

Our exploration permits grant to us and our partners the exclusive right to explore for hydrocarbons and declare a commercial discovery within the acreage of our permits. Our exploration permits are made up of three subperiods, each lasting 3, 2 and 1 year(s), respectively, plus an extension period of up to 5 years.

We are bound to pursue specific minimum work or investment commitments during each of the subperiods of each exploration permit. Such exploration works are valued in work units assigned to each particular type of work under the applicable bidding conditions.

Work and investment programs for the permits are required to be assured by issuing a performance bond for the value of the committed work plan.

Under the terms of our exploration permits and concession agreements, we are entitled to our proportionate share of the hydrocarbons production lifted from each block. The Province of Mendoza’s state-owned company, EMESA, has a 10% carried interest in each of the Puelen and Sierra del Nevado permits and any future exploitation concessions, while there is no governmental participation in the CN-V Block. During the term of our exploration permits, we are also required, under Argentine law, to pay a 15% royalty to the province on both oil and gas sales. In case we progress to an exploitation concession, the applicable royalty rate will reduce to a 12% royalty. We also pay annual surface rental fees established under Hydrocarbons Law 17,319 (“Hydrocarbons Law”) and Resolution 588/98 of the Argentine Secretariat of Energy and Decree 1454/2007, and certain landowner fees. We are in process of relinquishing the Puelen Block and already relinquished the CN-V and Sierra del Nevado Blocks as of the date of this annual report.

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Our Argentine exploration permits have no change of control provisions, though any assignment of these concessions is subject to the prior authorization by the executive branch of the Province of Mendoza and rights of first refusal in favor of our partners and EMESA, in the case of the Puelen and Sierra del Nevado permits. Each of these permits or future concessions can be terminated for default in payment obligations and/or breach of material statutory or regulatory obligations. We are subject to the obligation to relinquish at least 50% of the acreage of each exploration permit at the end of each exploration subperiod. We may also voluntarily relinquish acreage to the provincial authorities.

Our Argentine exploration permits are governed by the laws of Argentina and the resolution of any disputes must be sought in the Mendoza Provincial Courts.

If and when we make a commercial discovery in one or more of our exploration permits, we will have the right to request and obtain an exploitation concession to produce hydrocarbons in the block for 25 years, with an optional extension of up to 10 years. We also receive the right to be granted a 35-year oil transport concession to build and make use of pipelines or other transport facilities beyond the boundaries of the concession.

Additionally, oil and gas producers in Argentina must grant a privilege to the domestic market to the detriment of the export market, including hydrocarbon export restrictions, domestic price controls, export duties and domestic market supplier obligations.

Neuquén Exploitation Concessions.

After receiving authorization in March 27, 2018, from the Province of Neuquén under Provincial Decree 266/2018, we closed the acquisition of a 100% interest in the Aguada Baguales, El Porvenir and Puesto Touquet hydrocarbon exploitation concessions from Pluspetrol S.A., together with an ancillary transportation concession over a natural gas pipeline from Puesto Touquet to Plaza Huincul, all in the Neuquén Basin in Argentina. These concessions had been originally granted to Pluspetrol S.A. for a term of 25 years in 1990 (Aguada Baguales and El Porvenir Blocks) and 1992 (Puesto Touquet Block). In 2008, the Province of Neuquén granted a ten year extension of these concessions in consideration of an investment program which included development, exploration and environmental remediation programs and a payment of a cash bonus in proportion to the in-situ hydrocarbon reserves of the blocks. At least one year prior to the end of the current ten year extension period, we are entitled to request a further ten year extension to these concessions in consideration for continued investments, an incremental 3% royalty (resulting in an aggregate 18% royalty) and a cash bonus equal to 2% of the then existing in-situ reserves.

Under these concessions, we are entitled to the exclusive right to develop the entire acreage of the concessions, produce, freely dispose and market all hydrocarbons we lift under a royalty tax system.

During May 2021, we initiated a process to evaluate the farm-out/divestment opportunities for some of our Argentinian assets. As a consequence of this process, on November 3, 2021, we executed an agreement with Oilstone Energía S.A. for the assignment of 100% of our working interest and operatorship to Oilstone Energía S.A. in the Aguada Baguales, El Porvenir and Puesto Touquet hydrocarbon exploitation concessions, together with an ancillary transportation concession over a natural gas pipeline from Puesto Touquet to Plaza Huincul. After receiving authorization from the Province of Neuquén under Provincial Decree 119/2022, on January 31, 2022, we completed the assignment of such concessions to Oilstone Energía S.A.

Title to properties

In each of the countries in which we operate, the state is the exclusive owner of all hydrocarbon resources located in such country and has full authority to determine the rights, royalties or compensation to be paid by private investors for the exploration or production of any hydrocarbon reserves. In Chile, the Republic of Chile grants such rights through a CEOP. In Colombia, the Republic of Colombia grants such rights through E&P contracts or contracts of association. In Argentina, the Argentine Republic grants such rights through exploitation concessions. In Brazil, the Federative Republic of Brazil grants such rights pursuant to concession agreements. See “Item 3. Key Information—D. Risk factors—Risks relating to the countries in which we operate—Oil and natural gas companies in Colombia, Chile, Brazil, Argentina, and Ecuador do not own any of the oil and natural gas reserves in such countries.” Other than as specified in this annual report,

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we believe that we have satisfactory rights to exploit or benefit economically from the oil and gas reserves in the blocks in which we have an interest in accordance with standards generally accepted in the international oil and gas industry. Our CEOPs, E&P contracts, contracts of association, exploitation concessions and concession agreements are subject to customary royalty and other interests, liens under operating agreements and other burdens, restrictions and encumbrances customary in the oil and gas industry that we believe do not materially interfere with the use of or affect the carrying value of our interests. See “Item 3. Key Information—D. Risk factors—Risks relating to our business—We are not, and may not be in the future, the sole owner or operator of all of our licensed areas and do not, and may not in the future, hold all of the working interests in certain of our licensed areas. Therefore, we may not be able to control the timing of exploration or development efforts, associated costs, or the rate of production of any non-operated and, to an extent, any non-wholly owned, assets.”

Our customers

In Colombia, the oil and gas production was sold to three clients that concentrate 99% of the Colombian subsidiaries revenue (89% of our total consolidated revenue) for the year ended December 31, 2021. In Chile, our primary customers are ENAP and Methanex. As of December 31, 2021, ENAP purchased all of our Chilean oil and condensate production and Methanex purchased all of our natural gas production in Chile, and represented 1% and 2%, respectively, of our total revenues for the year ended December 31, 2021. In Brazil, all of our hydrocarbons in Manati are sold to Petrobras and represented 3% of our total revenue for the year ended December 31, 2021. In Argentina, the gas sales are channelled thought local gas marketing companies and represented 1% of our total revenue. The oil sales in Argentina were diversified across clients and delivery points: i) 72% of the oil produced in Argentina (3% of the consolidated revenue for the year ended December 31, 2021) was sold locally in Neuquen, delivered at well-head; ii) 19% of the oil produced in Argentina (1% of the consolidated revenue for the year ended December 31, 2021) was sold to major local Argentinean refineries, delivered via pipeline; and iii) 9% of the oil produced in Argentina was exported to different traders (less than 1% of the total consolidated revenue for the year ended December 31, 2021), delivered via vessels. We managed the counterparty credit risk associated to sales contracts by limiting payment terms offered to minimize the exposure.

Seasonality

Although there is some historical seasonality to the prices that we receive for our production, the impact of such seasonality has not been material. Seasonality has also not played a significant role in our ability to conduct our operations, including drilling and completion activities.

Our competition

The oil and gas industry is competitive, and we may encounter strong competition from other independent operators and from major state-owned oil companies in acquiring and developing licenses in the countries where we operate or plan to operate.

Many of these competitors have financial and technical resources and personnel substantially larger than ours. As a result, our competitors may be able to pay more for desirable oil and natural gas assets, or to evaluate, bid for and purchase a greater number of licenses than our financial or personnel resources will permit. Furthermore, these companies may also be better able to withstand the financial pressures of unsuccessful wells, sustained periods of volatility in financial and commodities markets and generally adverse global and industry-wide economic conditions, and may be better able to absorb the burdens resulting from changes in relevant laws and regulations, which may adversely affect our competitive position. See “Item 3. Key Information—D. Risk factors—Risks relating to our business—Competition in the oil and natural gas industry is intense, which makes it difficult for us to attract capital, acquire properties and prospects, market oil and natural gas and secure trained personnel.”

We may also be affected by competition for drilling rigs and the availability of related equipment. Higher commodity prices generally increase the demand for drilling rigs, supplies, services, equipment and crews, and can lead to shortages of, and increasing costs for, drilling equipment, services and personnel. Shortages of, or increasing costs for, experienced drilling crews and equipment and services could restrict our ability to drill wells and conduct our operations.

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Health, safety and environmental matters

General

Our corporate HSE commitment governs our actions, in accordance with the legal framework, industry best practices and international standards in terms of socio-environmental performance. We work closely with our suppliers and contractors to transfer the best HSE practices throughout our value chain and extend our responsibility towards the environment, with binding contractual agreements, monthly safety and environmental performance evaluations, annual compliance evaluations and the construction of capacities and competencies necessaries to be in line with our environmental commitment.

We have an environmental management and feasibility strategy that allows us to guarantee the development of plans and actions that ensure respect and protection of the environment in the territories where we operate.

In each of the countries where we operate, we ensure compliance with applicable environmental requirements. All our operations have the environmental licenses and permits required under the applicable legislation, which are derived from the development of environmental studies with citizen participation for the definition of management measures and impact mitigation.

Our Environmental Management System (EMS) certified under the ISO standard: 14001:2015 for our operations in Colombia, defines programs for the integral management of water resources; solid and liquid waste management; atmospheric and energy emissions; biodiversity and ecosystem services and training and awareness regarding the protection of the environment for employees and suppliers. In addition, it defines the roles and responsibilities of the management regarding to the performance of our environmental issues.

Although we do not have a certified EMS in countries such as Ecuador, Chile and Argentina, we have implemented the main programs contemplated by our corporate environmental commitment.

Our corporate environmental commitment is mainly based on the management of the following issues:

Integral water management

We recognize water as a strategic resource and axis of sustainable development in the territories. For this reason, we implement initiatives and strategies for saving and efficient use of the resource, and we focus our efforts on seeking efficiencies in the operation and on reducing environmental impacts and conflicts associated with water management.

We have an integral water management program that allows us to monitor the information necessary to control its use and consumption, ensure compliance with our environmental permits and take the necessary measures to control the different activities where we use water.

All the waste waters generated in our operations is treated and disposed of in accordance with the environmental licenses.

In 2021 we did not use surface water sources in our permanent operations in Colombia and we did not carry out any type of dumping in surface water, to avoid any possible conflict with the other users of this resource.

Biodiversity

Through our management, we articulate our efforts to avoid, mitigate an eliminate any impact that may represent a material risk to the biodiversity of the environment in where we operate. We recognize the importance of the biodiversity in the areas of our interest since the planning of projects stage. This situation forces us to apply prevention criteria that guide the execution of our operational projects. In addition, we participate and promote programs related to the rehabilitation, restoration and conservation of ecosystems through strategic alliances for the conservation of biodiversity.

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Climate change

Our response to climate change and our contribution to achieve the goal of sustainable development number 13 of the United Nations is part of the strategy of minimize emissions of Greenhouse Gas (GHG) announced by us in November 2021, following the approval of our Board of Directors of the voluntary reduction voluntarily goals adopted by us:

35-40% GHG emissions intensity reduction of Scope 1 and 2 emissions by or before 2025;
40-60% GHG emissions intensity reduction of Scope 1 and 2 emissions by 2025-2030; and
Net zero Scope 1 and 2 emissions by or before 2050.

These goals take into account the execution of some operational and environmental projects. The following projects are the most relevant for 2022 in Colombia:

The interconnection of the core Llanos 34 Block to Colombia’s national grid by 2022, a decisive near-term catalyst to improve carbon performance and operational reliability, while reducing cost of energy generation;
Other initiatives underway in the Llanos 34 Block, including a solar photovoltaic plant expected to be operational by the end of 2022 plus subsoil and surface optimization projects; and
Increased use of gas for energy generation plus subsoil and surface optimization projects in the Platanillo Block.

Medium-term actions include small-scale hydropower projects, reforestation and afforestation initiatives, among others.

Longer-term actions may include carbon capture, use and storage projects and potential participation in carbon markets.

As of the date of this annual report we have other ongoing environmental initiatives to mention, such as:

In Colombia, we began the execution of an agreement with the Institute of Hydrology, Meteorology and Environmental Studies (IDEAM) for the strengthening and modernization of the hydrometeorological monitoring network of the Orinoquía, in the hydrographic zone of the Meta River, which will contribute to improving water management, comprehensive risk management and adaptation to climate change.
We developed projects focused on the conservation and protection of ecosystems, implementing initiatives that contribute to the reduction of biodiversity loss, the promotion of conservation of the environment and the stability of ecosystems.
In 2021 we renewed our commitment to the Putumayo Regional Agreement for Biodiversity and Development, which integrates efforts by the private sector and national and regional entities to preserve the biodiversity and connectivity of this region of the Amazon. This agreement currently has the participation of the National Association of Entrepreneurs of Colombia (ANDI), the Ministry of Environment and Sustainable Development, the National Authority for Environmental Licenses (ANLA), the National Natural Parks of Colombia, the Amazon Research Institute (SINCHI), the von Humboldt Biological Resources Research Institute, the Institute of Hydrology, Meteorology and Environmental Studies, IDEAM and the companies in the oil and gas industry that operates in Putumayo, Colombia.
In Ecuador, in the canton of Shushufindi, province of Sucumbios, we developed, in coordination with the local and provincial government, a project for the recovery of plant cover in areas of watercourses and

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estuaries with an ecosystem, landscape and watershed protection approach, in order to improve the natural balance and the biodiversity of the territory.
We actively participated in initiatives led by national governments in the countries where we operate focused on reducing deforestation. In 2021, we contributed by planting more than 38,000 trees, as part of our environmental obligations and voluntary initiatives.

Integral waste management and circular economy

Regarding the proper management of solid waste generated by our activities, we focus our management on the principles of reduce, reuse, recycle and recover. In this way we ensure the mitigation of environmental impacts, while complying with applicable regulations. In 2021, we define the circular economy as one of our material environmental aspects, so in 2022, we will work on define our strategy and roadmap on this issue.

Spill Management

In 2021, there were no recordable hydrocarbon spills (>1Bbl uncontained) in our operations in Colombia. In corporate terms, we closed the year with an OBS of 0.05 barrels spilled per million barrels produced, this indicator was 93% lower than that of the year 2020.

Our HSE Management System

Our health, safety and environmental management plan is focused on undertaking realistic and practical programs based on recognized world practices. Our emphasis is on building key principles and company-wide ownership and then expanding programs as we continue growing. Our S.P.E.E.D. philosophy and our HSE Plan have been developed with reference to ISO 14001 for environmental management issues, ISO 45000 for occupational health and safety management issues, SA 8000 for social accountability and workers’ rights issues and general guidelines from international entities such as IOGP, IPIECA, IADC and ARPEL.

Our HSE Policy

Our policy seeks to meet or exceed safety and environmental regulations in the countries in which we operate. We believe that oil and gas can be produced in an environmentally responsible manner with proper care, understanding and management. Within our S.P.E.E.D. philosophy we have a team that is exclusively focused on securing the environmental authorizations and permits for the projects we undertake. This professional and trained team, specialized in environmental issues, is also responsible for the achievement of the environmental standards set by our Board of Directors and for training and supporting our personnel. Our senior executives, personnel in the field, visitors and contractors have also received training in proper environmental management.

Our health and safety practices and outcomes

We continue to improve and update management tools to strengthen our health and safety policy. In 2021 we reached several significant milestones, among which the following stand out:

In the Llanos 34 Block, three drill rigs completed two years without lost-time incidents.
We maintain the Safeguard Certification from Bureau Veritas for our COVID-19 protocols in the Llanos 34 and Platanillo Blocks and our administrative offices in Bogotá.
Our assets in Chile and Argentina, which maintained a constant operation throughout 2021, had no recordable people incidents.

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As of December 31, 2021, in the last twelve months, our HS indicators were the following:

People injury. Indicators calculated per 1,000,000 hours worked:

Lost time injury rate (LTIF) of 0.40.
Total recordable incident rate (TRIR) of 0.80.
Zero fatal incidents in the operation.

Vehicle incidents, calculated per 1,000,000 kilometres travelled:

Rate of recordable vehicular incidents (MVC) of 0.23.

COVID-19 Pandemic

2020 brought an additional challenge to our work environment. The social and health emergency resulting from the COVID-19 pandemic made us rethink and reinforce operations from our health and safety practices. Our goal is to keep operations active under the premise that our employees, contractors and visitors are healthy. During 2021, we continued applying the practices implemented last year and we implemented some new practices:

Maintain a corporate crisis committee to lead and attend to the situation generated by the emergency.
Continuous communications with official and truthful information regarding the disease, prevention measures and care.
Implementation of bio-security protocols for COVID-19 that regulate and refer to the best practices for entry and permanence in operations.
Implementation of screening tests for early detection of the disease, implemented before entering operational shifts.
Implementation of a “bubble” strategy to maintain control of specific crews and reduce the exposure and accumulation of personnel in common areas of the operation. Likewise, this strategy helps us control the contacts of people who may be suspected of contagion, preventing the disease from spreading through different field activities.
Reinforcement in occupational health plans and patient care in the field.
Creation of shock plans and operational continuity to make operations viable in the face of the worst scenarios that could arise caused by the disease.
Maintain administrative work from home.
Permanent training on implementation of bio-security protocols.
Encourage our employees and contractors to get vaccinated against COVID-19. As of the date of this annual report, a large proportion of our employees and contractors were vaccinated against COVID-19.

During 2021, we maintain under control the COVID-19 infection rate and we can continue our operations without interruptions.

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Certain Bermuda law considerations

We have been designated by the Bermuda Monetary Authority as a non-resident for Bermuda exchange control purposes. This designation allows us to engage in transactions in currencies other than the Bermuda dollar, and there are no restrictions on our ability to transfer funds (other than funds denominated in Bermuda dollars) in and out of Bermuda or to pay dividends to United States residents who are holders of our common shares.

Insurance

We maintain insurance coverage of types and amounts that we believe to be customary and reasonable for companies of our size and with similar operations in the oil and gas industry. However, as is customary in the industry, we do not insure fully against all risks associated with our business, either because such insurance is not available or because premium costs are considered prohibitive.

Currently, our insurance program includes, among other things, construction, fire, vehicle, technical, umbrella liability, cyber security, director’s and officer’s liability and employer’s liability coverage. Our insurance includes various limits and deductibles or retentions, which must be met prior to or in conjunction with recovery. A loss not fully covered by insurance could have a materially adverse effect on our business, financial condition and results of operations. See “Item 3. Key Information—D. Risk factors—Risks relating to our business—Oil and gas operations contain a high degree of risk and we may not be fully insured against all risks we face in our business.”

Industry and regulatory framework

Colombia

Regulation of the oil and gas industry

The ANH is responsible for managing all exploration acreage not subject to previously existing association contracts with Ecopetrol. Two decades ago, the ANH began offering all undeveloped and unlicensed exploration areas in the country under concession-fashion Exploration and Production Contracts (“E&P contracts”) and Technical Evaluation Agreements, (or “TEAs”), which resulted in a significant increase in Colombian exploration activity and competition, according to the ANH. The ANH is also in charge of negotiating and executing contracts through “direct negotiation” mechanisms with attention to special conditions in the areas to be explored, however the ANH has not issued the regulation for such direct granting of contracts. The regulatory landscape in Colombia has recently changed. The regime for ANH’s contracts is set forth in Agreement 008 of 2004 and Agreement 004 of 2012. Agreement 008 of 2004 issued by the Directive Council of the ANH, as replaced by Agreement 004 of 2012, sets forth the necessary steps for entering into E&P contracts with the ANH. This Agreement regulates E&P contracts entered into from May 4, 2012 and onwards. E&P contracts entered into before that date are still regulated by Agreement 008 of 2004. Due to the oil price crisis of 2015, the ANH implemented transitory measures through Agreements 002, 003, 004 and 005 of 2015. On May 18, 2017, the ANH issued Agreement 002, which replaced Agreement 004 of 2012 and transitory measures adopted in 2014 and 2015. Agreement 002 of 2017 established rules for granting hydrocarbon areas and adopted criteria for the exploration and exploitation of hydrocarbons owned by Colombia, including the selection of contractors, and management, execution, termination, liquidation, monitoring, control and supervision of corresponding contracts. Agreement 002 of 2017 regulates contracts entered into from May 18, 2017 and onwards. E&P contracts entered into before that date are still regulated by the Agreements under which they were executed.

In 2020, and due to COVID-19 pandemic and the then-current oil low price scenario, the ANH issued Agreement 002 of 2020 with transitory relief measures such as term extensions for the exploratory phases, reduction of the amounts of the guarantees, among other measures. All of these measures are subject to the accomplishment of certain conditions, some of which are related to the average oil price for prior months. In 2021 ANH issued Agreement 010 of 2021 to enable the execution of pending investments in any free area in the map of available areas published by ANH. This will allow companies with E&P Contracts that have pending obligations (investments) to execute them in other areas.

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Regulatory framework

Regulation of exploration and production activities

Pursuant to Colombian law, the state is the exclusive owner of all hydrocarbon resources located in Colombia and has full authority to determine the rights, royalties or compensation to be paid by private investors for the exploration or production of any hydrocarbon reserves. The Ministry of Mines and Energy is the authority responsible for creating national energy policy and regulating all activities related to the exploration and production of hydrocarbons in Colombia.

Decree Law 1056 of 1953 (Código de Petróleos), or the Petroleum Code, establishes the general procedures and requirements that must be completed by a private investor and disclosure procedures that should be met during the performance of these activities.

Exploration and production activities were governed by Decree 1895 of 1973 until September 2009. Decree Law 2310 of 1974 (as complemented by Decree 743 of 1975) governed the contracts and contracting processes carried out by Ecopetrol and the rules applicable to such contracts, and also provided that Ecopetrol was responsible for administering the hydrocarbons resources in the Country. Decree 2310 of 1974 was replaced by Decree Law 1760 of 2003, which restructured the hydrocarbons sector, but all agreements entered into by Ecopetrol prior to 2003 with other oil companies are still regulated by Decree 2310 of 1974. By Decree Law 1760 of 2003, Ecopetrol was spun-off and the ANH was created. One of the main purposes of this decree was to treat Ecopetrol as another oil and gas company in the market and to transfer regulatory functions to the ANH as administrator of the nation’s hydrocarbons. This enabled Ecopetrol to differentiate its role and avoid it being party and judge to contractual matters.

Resolution 18-1495 of 2009, modified by Resolution 40048 of 2015, establishes a series of regulations regarding hydrocarbon exploration and exploitation. In the E&P contracts, operators are afforded access to blocks by committing to perform an exploratory work program. These E&P contracts provide companies with 100% of new production, less the participation of the ANH, which participation may differ for each E&P Contract and depends on the percentage that each company has offered to the ANH in order to be granted with a block, applicable royalties and revenue taxes. In addition, the Colombian government also introduced TEAs, in which companies that enter into TEAs are the only ones to have the right to explore, evaluate and select desirable exploration areas by executing seismic and /or drilling stratigraphic wells and to propose work commitments on those areas, and have a preemptive right to enter into an E&P Contract (Right to convert the TEA Contract into an E&P Contract), thereby providing companies with low-cost access to larger areas for preliminary evaluation prior to committing to broader exploration programs. Under a TEA, the contractor commits to exclusively perform the committed exploration activities.

Pursuant to Colombian law, oil companies are obliged to pay royalties (a percentage of their production) to the ANH in kind or in money as per ANH’s instruction and pursuant to the E&P contracts. Companies must also pay the ANH an economic right called participating interest in the production, commonly known as “X factor” among other economic rights established in the E&P contracts (i.e. high price provision, technology transfer, use of the subsurface). Producing fields pay royalties in accordance with the applicable law at the time of the discovery. Under the E&P contracts, ANH contractors also undertake obligations in favor of the communities located in the area of influence of the oil & gas projects, called “Proyectos en Beneficio de las Comunidades” or (PBC).

Additionally, in February 2019, the ANH published the Terms of Reference for the Permanent Competitive Bidding Process (PCBP) in which initially 20 blocks were offered to interested qualified bidders. As a result of the first phase of this competitive process, we and Hocol S.A. (as a temporary union, which, under Colombian law, is allowed to act as a contractor in E&P contracts) executed three contracts with ANH on July 11, 2019, in the Llanos Basin as follows: LLA-86, LLA-87 and LLA-104. We are the operator of these three contracts. In the second phase of this competitive process, ANH offered more than 50 blocks and we and Hocol S.A., acting through a temporary union, executed two contracts with the ANH on December 20, 2019 in the Llanos Basin as follows: LLA-123 and LLA-124.  We also operate these latter contracts. Additionally, we have requested ANH for the assignment of fifty percent interest in LLA-94 block, operated by Parex. During 2020, the ANH granted its approval for such transfer. This contract was awarded to Parex in the first phase of the PCBP. Furthermore, in 2020 the ANH continued with the third cycle of the PCBP. We were qualified as bidder in this third cycle. However, the areas offered during this cycle were not of interest of the Company and therefore, we did

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not submit a bid. In 2022, ANH launched Ronda Colombia 2021 with similar terms of reference with the PCBP. The main change to the terms of reference was the inclusion of the Exclusivity Economic Value (EEV). The Economic Value of Exclusivity includes both the minimum amount required by the ANH and the additional amount eventually included in the proposal, and which should be offered by the initial offers and counteroffers to surpass the initial proposal and equalize or exceed the most favorable counteroffer presented in each round. EEV is represented in number of exploratory wells offered by a company to be drilled during the E&P contract’s exploratory phase of six years. The companies should at least offer 1 VEE (minimum accepted by ANH) and grant a stand-by letter of credit for 100% of the estimated value of the well as per ANH’s reference values. In the event the company does not comply with the offered EEV, the letter of credit will be enforced by ANH. ANH granted 30 areas in Ronda Colombia 2021 in which we did not participate.

Taxation

The Tax Statute and Law 9 of 1991 provide the primary features of the oil and gas industry’s tax and foreign exchange system in Colombia. Generally, national taxes under the general tax statute apply to all taxpayers, regardless of industry.

The main taxes currently in effect are the income tax (31% for fiscal year 2021, 35% from fiscal year 2022 and onwards), sales or value added tax (19%), and the tax on financial transaction (0.4%).

Additional regional taxes also apply with some special rules for the companies belonging to the oil and gas industry. Colombia has entered into a number of international tax treaties to avoid double taxation and prevent tax evasion in matters of income tax and net asset tax.

Decree 2080 of 2000 (amended by Decree 4800 of 2010), or the international investment regime, regulates foreign capital investment in Colombia. Resolution 8 of the board of the Colombian Central Bank, or the Exchange Statute, and its amendments contain provisions governing exchange operations. Articles 48 to 52 of Resolution 8 provide for a special exchange regime for the oil industry that removes the obligation of repayment to the foreign exchange market currency from foreign currency sales made by foreign oil companies.

Such companies may not acquire foreign currency in the exchange market under any circumstances and must reinstate in the foreign exchange market the capital required in order to meet expenses in Colombian legal currency. Companies can avoid participating in this special oil and gas exchange regime, however, by informing the Colombian Central Bank and Ministry of Mines and Energy, in which case they will be subject to the general exchange regime of Resolution 8 and may not be able to access the special exchange regime for a period of 10 years.

Chile

Regulation of the oil and gas industry

Under the Chilean Constitution, the state is the exclusive owner of all mineral and fossil substances, including hydrocarbons, regardless of who owns the land on which the reserves are located. The exploration and exploitation of hydrocarbons may be carried out by the state, companies owned by the state or private entities through administrative concessions granted by the President of Chile by Supreme Decree or CEOPs executed by the Minister of Energy. Exploitation rights granted to private companies are subject to special taxes and/or royalty payments. The hydrocarbon exploration and exploitation industry is supervised by the Chilean Ministry of Energy.

In Chile, a participant is granted rights to explore and exploit certain assets under a CEOP. If a participant breaches certain obligations under a CEOP, the participant may lose the right to exploit certain areas or may be required to return all or a portion of the awarded areas to Chile with no right of compensation. Although the government of Chile cannot unilaterally modify the rights granted in the CEOP once it is signed, exploration and exploitation are nonetheless subject to significant government regulations, such as regulations concerning the environment, tort liability, health and safety and labor.

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Regulatory framework

Regulation of exploration and production activities

Oil and gas exploration and development is governed by the Political Constitution of the Republic of Chile and Decree with Law Force No 2 of 1986 of the Ministry of Mines, which set forth the revised text of the Decree Law 1089 of 1975, on CEOPS. However, the right to explore and develop fields is granted for each area under a CEOP between Chile and the relevant contractors. The CEOP establishes the legal framework for hydrocarbon activities, including, among other things, minimum investment commitments, exploration and exploitation phase durations, compensation for the private company (either in cash or in kind) and the applicable tax regime. Accordingly, all the provisions governing the exploitation and development of our Chilean operations are contained in our CEOPs and the CEOPs constitute all the licenses that we need in order to own, operate, import and export any of the equipment used in our business and to conduct our gas and petroleum operations in Chile.

Under Chilean law, the surface landowners have no property rights over the minerals found under the surface of their land. Subsurface rights do not generate any surface rights, except the right to impose legal easements or rights of way. Easements or rights of way can be individually negotiated with individual surface landowners or can be granted without the consent of the landowner through judicial process. Pursuant to the Chilean Code of Mines, a judge can permit a party to use an easement pending final adjudication and settlement of compensation for the affected landowner.

Taxation

Under the Chilean tax regime, hydrocarbon exploitation benefits from the general income tax legislation are established at the time of the execution of each CEOP for the exploitation of each block. Thus, new tax reforms do not affect the current taxation for our subsidiaries in Chile.

Further, new tax reporting provisions were approved that requires new information to be reported for transfer pricing and indirect transfer tax purposes.

Brazil

Regulation of the oil and gas industry

Article 177 of the Brazilian Federal Constitution of 1988 provides for the Federal Government’s monopoly over the prospecting and exploration of oil, natural gas resources and other fluid hydrocarbon deposits, as well as over the refining, importation, exportation and sea or pipeline transportation of crude oil and natural gas. Initially, paragraph one of article 177 barred the assignment or concession of any kind of involvement in the exploration of oil or natural gas deposits to private industry. On November 9, 1995, however, Constitutional Amendment Number 9 altered paragraph one of article 177 so as to allow private or state-owned companies to engage in the exploration and production of oil and natural gas, subject to the conditions to be set forth by legislation.

Regulatory framework

Pricing policy

Until the enactment of the Brazilian Petroleum Law, the Brazilian government regulated all aspects of the pricing of oil and oil products in Brazil, from the cost of oil imported for use in refineries to the price of refined oil products charged to the consumer. Under the rules adopted following the Brazilian Petroleum Law, the Brazilian government changed its price regulation policies. Under these regulations, the Brazilian government: (1) introduced a new methodology for determining the price of oil products designed to track prevailing international prices denominated in U.S. dollars, and (2) gradually eliminated controls on wholesale prices.

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Concessions

In addition to opening the Brazilian oil and natural gas industry to private investment, the Brazilian Petroleum Law created new institutions, including the ANP, to regulate and control activities in the sector. As part of this mandate, the ANP is responsible for licensing concession rights for the exploration, development and production of oil and natural gas in Brazil’s sedimentary basins through a transparent and competitive bidding process. The ANP has conducted 17 bidding rounds for exploration concessions from 1999 through 2021, three open acreage bid rounds (the third in course), 6th Production Sharing Bidding Round and two Transfer of Right Surplus Bidding Round.

Taxation

The Brazilian Petroleum Law introduced significant modifications and benefits to the taxation of oil and natural gas activities. The main component of petroleum taxation is the government take, comprised of license fees, fees payable in connection with the occupation or title of areas, royalties and a special participation fee. The introduction of the Brazilian Petroleum Law presents certain tax benefits primarily with respect to indirect taxes. Such indirect taxes are very complex and can add significantly to project costs. Direct taxes are mainly corporate income tax and social contribution on net profit.

With the effectiveness of the Brazilian Petroleum Law and the regulations promulgated by the ANP, concessionaires are required to pay the Brazilian federal government the following:

license fees;
rent for the occupation or retention of areas;
special participation fee; and
royalties on production.

The minimum value of the license fees is established in the bidding rules for the concessions, and the amount is based on the assessment of the potential, as conducted by the ANP. The license fees must be paid upon the execution of the concession contract. Additionally, concessionaires are required to pay a rental fee to landowners varying from 0.5% to 1.0% of the respective hydrocarbon production.

The special participation fee is an extraordinary charge that concessionaires must pay in the event of obtaining high production volumes and/or profitability from oil fields, according to criteria established by applicable regulation, and is payable on a quarterly basis for each field from the date on which extraordinary production occurs. This participation rate, whenever due, may reach up to 40% of net revenues depending on (i) volume of production and (ii) whether the block is onshore, shallow water or deep water. Under the Brazilian Petroleum Law and applicable regulations issued by the ANP, the special participation fee is calculated based upon quarterly net revenues of each field, which consist of gross revenues calculated using reference prices published by the ANP (reflecting international prices and the exchange rate for the period) less: royalties paid; investment in exploration; operational costs; and depreciation adjustments and applicable taxes.

The ANP is responsible for determining monthly minimum prices for petroleum produced in concessions for purposes of royalties payable with respect to production. Royalties generally correspond to a percentage ranging between 5% and 10% applied to reference prices for oil or natural gas, as established in the relevant bidding guidelines (edital de licitação) and concession agreement. In determining the percentage of royalties applicable to a particular concession, the ANP takes into consideration, among other factors, the geological risks involved, and the production levels expected.

State VAT (ICMS)

ICMS is a state sales tax. This tax is due on the local sale of oil and gas, based on the sale price, including the ICMS itself.

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For intrastate transactions (carried out by a seller and a buyer located in the same Brazilian state) or imports, the ICMS rate is determined by the legislation of the state where the sale is made and generally varies from 17% to 20%. Interstate transactions (carried out between a seller and buyer located in different Brazilian states), in turn, are subject to reduced rates of 4% (if the products are imported and not submitted to a manufacturing process or, in case of further manufacturing, if the resulting product has a minimum imported content of 40%), 7% or 12%, depending on the states involved. One exception is that, due to the immunity established by the Brazilian Federal Constitution, ICMS is not due on interstate crude oil transactions when destined to industrialization and commercialization. On the other hand, in case of consumables or fixed assets, the buyer must pay to the state where the buyer is located, the ICMS DIFAL, which is calculated based on the difference between the interstate rate and the buyer’s own internal ICMS rate.

ICMS is calculated under the noncumulative regime, and therefore some input transactions could result in tax credits (for example the acquisition of inputs and fixed assets directly used in the company’s activity).

Social contribution taxes on gross revenue (PIS and COFINS)

PIS and COFINS are social contribution taxes charged on gross revenues earned by a Brazilian Federal Revenue noncumulative regime of calculation.

Under the noncumulative regime, PIS and COFINS are generally charged at a combined nominal rate of 9.25% (1.65% PIS and 7.6% COFINS) on national revenues earned by a legal entity. In that case, certain business costs result in tax credits to offset PIS and COFINS liabilities (e.g., input and services acquisitions, expenses of depreciation and amortization of machinery, equipment and other fixed assets acquired to be directly used in the company’s activities). PIS and COFINS paid upon the importation of certain inputs, assets and services contracted that are destined to the company’s activity are also creditable. Although upstream industries are generally subject to this regime, it is not clear yet when this benefit is applied according to the stage of the field, (exploration or production).

Since July 1, 2015, taxpayers subject to the noncumulative regime must calculate PIS and COFINS over certain financial revenues, applying rates of 0.65% and 4%, respectively.

Federal Industrialization VAT (IPI) and Municipality VAT (ISS)

IPI is a non-cumulative tax and may be due on goods acquisitions by importation or national transactions. The IPI rate will be applied depending on the NCM classification of the product according to TIPI (Table of IPI). On the acquisition of local goods subject to IPI, such tax is included in the price of the good. Considering that O&G activity (upstream) is not subject to IPI taxation, the amount of the tax cannot be considered as a credit (even though IPI is under the non-cumulative regime applicable for IPI’s taxpayers), which means that this will be a cost for the legal entity acquirer. In relation to the importation, the importer of record will be considered as the taxpayer and will be obliged to pay the IPI due on the transaction. For the same aforementioned reasons for the O&G companies (upstream), this will be considered as cost when the importation is subject to IPI.

ISS is a cumulative tax which is due on provided services and imported services. Usually, regarding local transactions, such tax is included in the price of the service charged by the service provider. In relation to the import of service, the Brazilian entity contractor is responsible for the payment of the ISS, which means that, depending on contractual arrangement, the tax burden may be supported by the Brazilian contractor or the foreign service provider.

ISS tax rate may vary from 2% to 5% and will depend on the nature of service, as well as where the service provider is located (in general, some exceptions may apply).

Additionally, GeoPark Brazil was granted in 2018 a tax benefit issued by SUDENE (Northeastern Development Superintendence), by means of the Constitutive Act No. 0069/2018, which approved the tax incentive to reduce by 75% the Income Tax and Additions, calculated over the company exploration profits, based on Article 1 of the Provisory Measure 2,199-14 of August 24, 2001, in accordance with the requirements established by the Decree 6,539 of August 18, 2008.

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The benefit will be valid for 10 years, starting from January 1, 2018, under the condition of modernizing the entire project on the SUDENE operating area, observing all provided legal conditions and requirements that includes compliance with labor and social law and with all environmental protection and control regulations, annual submission of a declaration of income and a restriction to the distribution to partners or shareholders of the tax amount which is not payed due to the tax exemption.

The noncompliance with the requirements provided constitutes a default of the beneficiary company in respect to SUDENE and shall be subject to the applicable penalties.

Argentina

Regulatory framework

From the 1920s to 1989, the Argentine public sector dominated the upstream segment of the Argentine oil and gas industry and the midstream and downstream segment of the business.

The Hydrocarbon Law No. 17,319 enacted in 1967 continues in force until today, subject to amendments introduced by the Laws No. 24,145, 26,197 and 27,007. The Petroleum Deregulation Decrees (as defined below), with the limitations thereon introduced by the YPF expropriation law 26,741 (the “Hydrocarbons Sovereignty Act”) and its regulations also molds the current national hydrocarbons regulatory framework.

The Hydrocarbon Law No. 17,319 provided for the existence of a state-owned oil & gas company (originally, YPF) for whom private companies served as service contractors or joint venture partners. But it also provided for a concession & royalty system which in practice was not used until after the YPF privatization.

In 1989, Argentina enacted certain laws aimed at privatizing the majority of its state-owned companies and issued a series of presidential decrees (namely, Decrees No. 1055/89, 1212/89 and 1589/89 (the “Petroleum Deregulation Decrees”)), relating specifically to the deregulation of energy activities. The Petroleum Deregulation Decrees eliminated restrictions on imports and exports of crude oil, deregulated the domestic oil industry, and effective January 1, 1991, the prices of oil and petroleum products were also deregulated. In 1992, Law No. 24,145, referred to as the Privatization Law, privatized YPF and provided for transfer of hydrocarbon reservoirs from the Argentine government to the provinces, subject to the existing rights of the holders of exploration permits and production concessions.

In October 2004, the Argentine Congress enacted Law No. 25,943, creating a new state-owned energy company, Energía Argentina S.A. (“ENARSA”). The corporate purpose of ENARSA was initially the exploration and exploitation of solid, liquid and gaseous hydrocarbons; the transport, storage, distribution, commercialization and industrialization of these products; as well as the transportation and distribution of natural gas, and the generation, transportation, distribution and sale of electricity. Moreover, Law No. 25,943 granted ENARSA all offshore areas located beyond 12 nautical miles from the coastline up to the outer boundary of the continental shelf that were vacant at the time of the effectiveness of this law (i.e. November 3, 2004). In 2014, all open acreage offshore exploration permits and exploitation concessions were conveyed to the National Energy Secretary (NSE) and all existing JV agreements entered into by ENARSA with private investors were conveyed by ENARSA to YPF in accordance with Section 30, New Hydrocarbons Act No. 27,007.

On May 3, 2012, the Argentine Congress passed the Hydrocarbons Sovereignty Act. This law declared achieving self-sufficiency in the supply of hydrocarbons, as well as in the exploitation, industrialization, transportation and sale of hydrocarbons, a national public interest and a priority for Argentina. In addition, the law expropriated 51% of the share capital of YPF, the largest Argentine oil company, from Repsol, the largest Spanish oil company.

On July 28, 2012, Presidential Decree 1277/2012, which regulated the Hydrocarbon Sovereignty Law, was released, creating a Strategic Planning and Coordination Committee for the National Hydrocarbon Investment Plan and vesting it with the power to set the sector’s reference prices and to develop investment plans for the country to increase production and reserves. The decree introduced important changes to the rules governing Argentina’s oil and gas industry, including the repeal of certain articles of Deregulation Decrees passed during 1989 relating to free marketability of hydrocarbons at

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negotiated prices, the deregulation of the oil and gas industry, freedom to import and export hydrocarbons and the ability to keep proceeds from export sales in foreign bank accounts.

On January 4, 2016, immediately after President Macri’s administration took office, the Strategic Planning and Coordination Committee for the National Hydrocarbon Investment Plan was dissolved by Presidential Decree 272/2015.

Other measures were taken by the previous administration aimed at reducing government intervention and reestablishing market forces in the oil & gas industry:

Effective October 1, 2017, both domestic oil prices at the wellhead and gasoline prices at the dispenser were allowed to float freely, ending floor pricing schemes sheltering the oil producers during low oil times.
Also, effective October 22, 2018, Resolution 103/2018 established a new framework governing natural gas export authorization proceedings, including long-term and short-term firm export authorizations, interruptible export authorizations, summer export authorizations and operational exchanges. These new natural gas exports were soon put in practice and natural gas exports by pipeline to neighboring countries resumed in 2018.

Despite the above mentioned efforts to establish free market conditions for hydrocarbons, after a sharp devaluation, on September 1, 2019, Emergency Decree 609/2019 was enacted (thereafter amended by Decree 69/2019) whereby all exporters of goods and services were required to bring to Argentina and clear through the Argentine Central Bank all proceeds from their exports within the timeframes provided by the Argentine Central Bank. Moreover, this Decree authorized the Argentine Central Bank to introduce foreign exchange restrictions. A number of Central Bank Communications ensued thereafter restricting the outflow of funds from Argentina, including the requirement to obtain the Central Bank's prior approval to access the local foreign exchange market for payment of profits and dividends to foreign shareholders.

Regarding the export regime, Argentina passed on September 3, 2018, Decree 793/2018, which established a 12% export duty on all exports of goods from Argentina until December 31, 2020, including hydrocarbons exports. Then, the Economic Emergency Law 27,541 enacted on December 21, 2019, reduced to 8% the maximum export duty authorized to be levied on hydrocarbon exports as provided under Decree 793/2018. Lastly, National Decree 488/2020 passed in May 2020, in response to the COVID-19 pandemic, abrogated oil export duties as long as the Brent benchmark quotes at US$45 or under and reduced the export duties to 8% for when the Brent benchmark quotes at US$60 or over. A prorated export duty formula was established for periods when the Brent benchmark quotes between US$45 and US$60.

Domain and Jurisdiction of hydrocarbons resources

After a constitutional reform enacted in 1994, eminent domain over hydrocarbon resources lying in the territory of a provincial state is now vested in such provincial state, while eminent domain over hydrocarbon resources lying offshore on the continental platform beyond the jurisdiction of the coastal provincial states is vested in the federal state.

Thus, oil and gas exploration permits and exploitation concessions are now granted by each provincial government. A majority of the existing concessions were granted by the federal government prior to the enactment of Law No. 26,197 and were thereafter transferred to the provincial states.

Hydrocarbon Exports and Self-Sufficiency

Achieving self-sufficiency has been an energy policy goal from the early days of the industry.

Section 6 of the Hydrocarbon Law No. 17,319 allows the National Executive Branch to authorize the export of hydrocarbons. At times when the domestic production of liquid hydrocarbons is insufficient to cover domestic needs, the delivery of the entire availability of such locally produced hydrocarbons to the domestic market shall be mandatory, with such exceptions as may be justified on technical grounds.

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In turn, Section 3 of the Natural Gas Regulatory Framework 24,076 allows the National Executive Branch to authorize the export of natural gas. The granting of natural gas export permits is regulated in detail.

Supply privileges favoring the domestic market to the detriment of the export market, including hydrocarbon export restrictions, domestic price controls, price subsidies, export duties and domestic market supply obligations have been implemented several times.

In November 2020, National Decree 892/2020 approved a Plan for the Promotion of the Production of Argentine Natural Gas – Supply and Demand Scheme 2020-2024 whereby the National Government agreed to compensate natural gas producers for the share of the price of natural gas they auctioned that is not transferred to end-users according to the passthrough mechanism provided in their license terms. Three subsequent Rounds of natural gas supply auctions have been conducted since then by the National Secretary of Energy under which participating producers committed to inject natural gas volumes required to satisfy the demand of domestic market utilities in consideration for government monetary compensation and certain natural gas export allowances.

Regulation of exploration and production activities

New Hydrocarbon Act:

In October 31, 2014, the Argentine Republic Official Gazette published the text of Law No. 27,007, amending the Hydrocarbon Law No. 17,319.

The most relevant aspects of the new law are as follows:

With regards to concessions, three types of concessions are provided, namely, conventional exploitation, unconventional exploitation, and exploitation in the continental shelf and territorial waters, establishing the respective terms for each type.
The terms for hydrocarbon transportation concessions were adjusted in order to comply with the exploitation concessions terms.
With regards to royalties, a maximum of 12% was established, which may reach 18% in the case of granted extensions, where the law also establishes the payment of an extension bond for a maximum amount equal to the amount resulting from multiplying the remaining proven reserves at the end of effective term of the concession by 2% of the average basin price applicable to the respective hydrocarbons over the 2 years preceding the time on which the extension was granted.
The Investment Promotion Regime for the Exploitation of Hydrocarbons (Decree No. 929/2013) was extended to projects representing a direct investment in foreign currency of at least 250 million dollars and, additional benefits were included.

Regulation of transportation activities

Exploitation concessionaires have the exclusive right to obtain a transportation concession for the transport of oil and gas from the provincial states or the federal government, depending on the applicable jurisdiction. Such transportation concessions include storage, ports, pipelines and other fixed facilities necessary for the transportation of oil, gas and by-products. Transportation facilities with surplus capacity must transport third parties’ hydrocarbons on an open-access basis, for a fee which is the same for all users on similar terms. As a result of the privatizations of YPF and Gas del Estado, a few common carriers of crude oil and natural gas were chartered and continue to operate to date.

Effective February 8, 2019, to promote transportation capacity expansions, Decree 115/2019 allowed interested shippers to reserve transportation capacity in new or expanded pipelines through freely negotiated capacity reservation agreements.

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Taxation

Exploitation concessionaires are subject to the general federal and provincial tax regime. The most relevant federal taxes are the income tax (35%) and the value-added tax (21%). The most relevant provincial taxes are the turnover tax (3% on average) and stamp tax. Corporate income tax rate may range from 25% to 35% on bands of income that can be adjusted annually.

Ecuador

Regulatory framework

Petroleum Ownership and Regulation

Oil, gas, minerals and natural resources underground belong to the Republic of Ecuador, in accordance with the Ecuadorian Constitution. This is a primary concept in both the Constitu­tion and the law. However, the State can allow private invest­ment to explore and produce hydrocarbons under different types of contracts as provided under the law.

The Ministry of Energy and Non-Renewable Natural Resources is in charge of regulating and overseeing all hydrocarbon-re­lated activities in the country, including exploration, produc­tion, transportation, refining and marketing. The Ministry has absorbed the functions and duties of the Secretariat of Hydrocarbons and, through the Vice-Ministry of Hydrocarbons, oversees awarding, executing and monitoring contracts with private companies for the explo­ration and production of hydrocarbons. On the other hand, the Agency for Regulation and Control of Energy and Non-Renewable Natural Resources (“ARCERNNR” for its Spanish acronym) has the legal duty to oversee, audit, collect levies and duties on operations, and conduct accounting control of all upstream and downstream hydrocarbon operations.

The Ministry of the Environment, Water and Ecological Transition of Ecuador (“MAATE” for its Spanish acronym) has the legal competence for granting environmental licenses for all oil and gas ac­tivities and to ensure such operations are conducted in compliance with environmental laws and regulations. The Ministry of the Envi­ronment is independent from the Ministry of Energy.

Petroleum Laws and Regulations

The Ecuadorian Constitution contains the main provisions, which stipulate that all hydrocarbons belong to the State of Ecuador, that the national oil company is EP PETROECUADOR (following the merger of Petroecuador EP and Petroamazonas EP completed in 2020) has preferential rights for oil ex­ploration, production, transportation and sale, and that, in case a contract is executed with a private oil company, the State’s benefit must be more than that of the private company. The State’s benefit is understood as all taxes, production shar­ing and other economic benefits the State receives from oil production, while the company’s benefit is understood as all proceeds received from payment for the service of producing oil, or from the sales of its share of oil, less all amortization of investments, costs and taxes paid by the company.

The Hydrocarbons Law is the main body of law below the Ecuadorian Constitution and regulates the different types of contracts the government can enter into with international oil com­panies, as well as the rights, obligations and penalties for private companies. The main contracts that have been imple­mented in Ecuador from time to time are service contracts and fairly recently the production-sharing contracts (“PSC”). Under a service contract, the State of Ecuador pays a contractually agreed tariff per barrel. Under a PSC, the investing company receives a share of the oil produced which it can freely trade.

There are several regulations ranking below the Hydrocar­bons Law that set further rules for all activities, including the regulation of hydrocarbon operations and special local rules on the accounting principles for each type of contract.

In addition to all the other generally applicable laws of the country, the Environmental Law, Labor Law (including local content in hiring of personnel) and Tax Law should be carefully considered.

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Background for Contract types for Private Investment in Petroleum

During almost 50 years Ecuador has been producing oil, through two types of contracts: production-sharing contracts and service con­tracts. The government has imposed service contracts when the price of oil was high and production-sharing contracts when the price of oil was low. In 2010, a legal reform required all oil companies that were operating under the umbrella of production-sharing contracts to transform their con­tracts into service contracts.  

Service contracts can be executed by the Ministry of Hydrocarbons for exploration blocks or for fields already in production (followed a 2021 reform to the Law of Hydrocarbons). In both cases, the con­tracting company receives a pre-agreed tariff that is usually negotiated considering the amount of the investment, exist­ing reserves, production cost and an estimated reasonable profit for the company.

In July 2018, Executive Decree no. 449 reinstated the production-sharing type of contracts so called locally as Participation Contracts. On 2019, the Ministry of Energy executed several Participation Contracts for exploration and exploitation of hydrocarbons.

The contract term for a production-sharing contract is usually four years for exploration, ex­tendable for two additional years, and 20 years for produc­tion, subject to an extension if reserves have been added and new investments are committed. As of the date of this annual report, we hold two production-sharing contracts with a 50% working interest in consortium with Frontera Energy (Espejo Block, operated, and non-operated Perico Block), which were awarded by the Ministry of Energy during the First Intracampos Bidding Round in April 2019.

As of the date of this annual report, after a reform to the Law of Hydrocarbons enacted in 2021, oil companies can transform a service contract into a production sharing contract through a request to the Ministry of Energy and negotiating certain new terms and conditions applicable to the production-sharing contract.

Taxation

The guiding principle is that the government’s share will always be higher than the contracting company’s share. If the contracting company’s share is higher than 51%, it triggers a sovereignty margin adjustment in favor of the government.

In a risk service contract, the government’s share comprises the oil sales price or the reference price for a specific month, less the tariff paid to the company and plus all applicable taxes. For this type of contract, the contracting company’s share is composed of the tariff received from the government per barrel, less the amortization of investments, operating costs and all applicable taxes and contributions paid in ac­cordance with the law and the contract.

Under a production-sharing contract, the government’s share is composed of the sales price or the reference price of the share of oil assigned to the government as per the contract, plus all taxes and contributions paid by the company. In this type of contract, the contracting company’s share is the higher of the sales price and the reference price of the company’s oil, less all amortization of investments, operating costs, trans­portation costs up to the port of Balao on the Pacific Coast and all taxes and contributions paid pursuant to the law and the contract.

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Basically, the taxes are:

employee profit-sharing (15 per cent of net profits before income tax);
25 per cent income tax rate;
12 per cent value-added tax;
5 per cent money outflow tax, applied to offshore remittances, except when for profit distribution;
municipal taxes; and
other fees and contributions charged by petroleum oversight authorities.

Production Risk

For any type of contract to be entered into in Ecuador, the investing company has to take on all exploration and pro­duction risks and investments, as well as environmental responsibilities in accordance with its corresponding envi­ronmental obligations.

Furthermore, the investing company must strictly abide by all employment laws, in terms of legal requirements concerning the maximum number of foreign employees. Some contracts have allowed for arbitration as a dispute resolution mechanism; however, certain matters, such as taxes, cannot be submitted to arbitration. This is also true for certain termination provisions in the event of the investing company breaching the law (such as transfer of rights without consent).  The reform to the Law of Hydrocarbons enacted in 2021 allows the entry into investment treaties with the Government of Ecuador, allowing to freeze tax incentives in consideration for investment commitments and expanding local employment.

C.    Organizational structure

We are an exempted company incorporated pursuant to the laws of Bermuda. We operate and own our assets directly and indirectly through a number of subsidiaries. See an illustration of our corporate structure in Note 21 (“Subsidiary undertakings”) to our Consolidated Financial Statements.

D.    Property, plant and equipment

See “—B. Business Overview—Title to properties.”

ITEM 4A.  UNRESOLVED STAFF COMMENTS

Not applicable.

ITEM 5.  OPERATING AND FINANCIAL REVIEW AND PROSPECTS

A.    Operating results

The following discussion of our financial condition and results of operations should be read in conjunction with our Consolidated Financial Statements and the notes thereto.

The following discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those discussed in the forward-looking statements as a result of various factors, including those set forth in “Item 3. Key Information—D. Risk factors” and “Forward-looking statements.”

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