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1、2024Annual ReportBonterra Energy Corp.December 31,20242|Page ABOUT BONTERRA Bonterra Energy Corp.is a conventional oil and gas corporation forging a grounded path forward for Canadian energy.Operations include a large,concentrated land position in Albertas Pembina Cardium,one of Canadas largest oil
2、plays.Bonterras liquids-weighted Cardium production provides a foundation for implementing a return of capital strategy over time,which is focused on generating long-term,sustainable growth and value creation for shareholders.Emerging Charlie Lake and Montney resource plays are expected to provide e
3、nhanced optionality and an expanded potential development runway for the future.Our shares are listed on the Toronto Stock Exchange under the symbol BNE and we invite stakeholders to follow us on LinkedIn and X(formerly Twitter)for ongoing updates and developments.TABLE OF CONTENTS About Bonterra 2R
4、eport to Shareholders 3Highlight Tables 7Statistical Review 9Managements Discussion and Analysis 13Financial Statements 34Notes to Financial Statements 42Corporate Information IBC CONTACT INFORMATION HEAD OFFICE Suite 901,1015-4th Street SW Calgary,AB T2R 1J4 T:(403)262-5307 F:(403)265-7488 OFFICERS
5、 Patrick G.Oliver,President&CEO Scott Johnston,CFO&Corporate Secretary Brad A.Curtis,Senior VP,Business Development 3|Page REPORT TO SHAREHOLDERS As we look back on the past year,I am proud to share the great progress and important achievements that Bonterra Energy made in 2024.It was a transformati
6、ve year that saw us strategically reposition the Company for long-term growth and sustainability,while navigating market volatility with discipline and resilience.Transformative Pivot In 2024,we executed on our refreshed corporate strategy,thereby reshaping our asset portfolio to better align with o
7、ur growth objectives.We successfully transitioned from a sole focus on the Cardium to a more diversified approach,integrating high-impact,oil-weighted plays in the Charlie Lake and Montney formations.These additions complement our low-risk,high-netback legacy asset in the Cardium,enhancing our overa
8、ll asset base and positioning us for sustainable growth.In March,we closed the Charlie Lake acquisition for$24.1 million,adding 79 net sections to our existing 37 sections acquired through Crown land sales.This strategic move significantly expanded our drilling inventory,ensuring a longer developmen
9、t runway and enhancing our ability to generate high-margin production.The Charlie Lake acquisition also provides significant development flexibility,enabling us to strategically allocate capital to the most capital efficient projects.We are particularly pleased with the early-stage drilling results
10、from the Charlie Lake and Montney plays,which exceeded expectations and validated our strategic pivot.The Montney formation,known for its robust economics and prolific resource potential,offers an exciting growth avenue that further diversifies our production base.Our teams operational excellence al
11、lowed us to deliver record production volumes in the fourth quarter,contributing to an annual production of 14,846 BOEPD,exceeding our original guidance.This operational success underscores our commitment to disciplined execution and value creation.Strength and Flexibility We took significant steps
12、to strengthen our financial position,ensuring the Company is well-capitalized to execute its strategic initiatives.After year-end,we closed$135 million of Senior Secured Second Lien 10.5%Notes,refinancing two tranches of junior debt.This strategic refinancing fortified our balance sheet,providing en
13、hanced liquidity and financial flexibility supported by five years of committed debt capital.This long-term debt capital structure not only enhances our financial stability but also allows us to pursue strategic opportunities with confidence.Our strong financial position enables us to pursue strateg
14、ic acquisitions in our core operating areas,further enhancing our scale,drilling inventory,and cost efficiencies.We remain committed to maintaining a disciplined capital allocation strategy focused on generating free funds flow to facilitate debt reduction and prepare for a return of capital to 4|Pa
15、ge shareholders through share buybacks and dividends.Our capital allocation framework is designed to maximize shareholder value while maintaining financial flexibility to adapt to changing market conditions.2024 Financial and Operating Snapshot Production averaged 14,846 BOE per day during the year,
16、which exceeded the midpoint of our original guidance range of 14,000 BOE per day;We efficiently invested$101.1 million of capital in 2024,on guidance and a significant reduction from$126.5 million in 2023;Funds flow1 totaled$118.7 million($3.18 per fully diluted share)in 2024;Net earnings totaled$10
17、.2 million($0.27 per diluted share)in the year;Net debt1 totaled$167.2 million at year-end 2024,of which$46,211 is bank debt;Production costs of$16.54 per BOE in 2024 were three per cent higher than the$16.02 per BOE in 2023;and The Company invested$7.2 million in decommissioning liabilities for 202
18、4,exceeding its mandatory spend requirements under the Alberta Energy Regulators Liability Management Program.Operational Excellence in a Mid-Cycle Crude Oil Pricing Environment Of the$101.1 million capital invested this year,$69.1 million was directed to the drilling of 20 gross(18.9 net)operated w
19、ells and completing,equipping,tying-in and placing on production 24 gross(22.7 net)operated wells,of which four gross(3.6 net)were drilled in Q4 of 2023.An additional$32.0 million was directed primarily to related infrastructure,recompletions and drilling,completing,equipping and tying-in a water di
20、sposal well to reduce water handling costs in the Montney area.WTI prices averaged$70.27 USD per barrel in Q4 of 2024,reflecting a 10%decline compared to Q4 2023.This decrease was driven by supply and demand volatility influenced by various macroeconomic and geopolitical factors,including global sup
21、ply growth and OPEC+signaling its intent to reintroduce supply to the market starting in Q2 of 2025.Beyond the WTI benchmark,the Companys realized crude oil price is affected by the MSW Stream Index,or Edmonton Par differential.In Q4 2024,the differential averaged($2.37)USD per barrel,tightening by$
22、2.79 USD per barrel from Q4 2023.While the Differential has improved year over year,near-term volatility is expected as the market assesses the potential impact of tariffs on all grades of Canadian crude production.On the natural gas side,AECO daily spot prices averaged$1.47 per mcf in Q4 2024,down
23、36%from Q4 2023.This decline was primarily due to a significant supply-demand imbalance,leading to record storage levels and downward pressure on prices.5|Page Team Strength None of our achievements would have been possible without our highly skilled and motivated team.Their commitment to operationa
24、l excellence and strategic execution has been instrumental in driving Bonterras success.We have strengthened our internal technical team and are well-equipped to capitalize on the significant growth potential offered by our expanded asset base.We continue to bolster our technical capabilities to exe
25、cute complex drilling programs efficiently and safely.Our teams depth of experience and industry knowledge is a key competitive advantage,enabling us to navigate operational challenges and optimize production.We are proud of our teams adaptability and resilience,which have been crucial in executing
26、our strategic transformation.Looking Ahead:2025 and Beyond We are excited about the opportunities that lie ahead and are focused on building on the momentum achieved in 2024.Our priorities for 2025 include:Executing a successful 6-well capital program in the Charlie Lake,leveraging the early-stage d
27、rilling success achieved in 2024 and optimizing completion techniques to maximize productivity and returns;Generating significant free funds flow to facilitate debt reduction and setting the stage for initiating a return of capital strategy;and Pursuing strategic acquisitions within our core areas t
28、o enhance our scale,drilling inventory,and cost synergies.Bonterra is pleased to reiterate its previously announced 2025 annual guidance with average production between 14,600 and 14,800 BOE per day based on a fully funded 2025 capital expenditure budget between$65 million to$75 million.We are confi
29、dent that our strategic transformation and strengthened financial position provide a solid foundation for sustainable growth and shareholder value creation.We are excited about the future and are committed to delivering on our strategic goals.Closing Remarks Reflecting on a successful 2024,I want to
30、 express my sincere gratitude to our shareholders,employees,and partners for their continued trust and support.Our journey of transformation and growth is just beginning,and we are more confident than ever in our ability to navigate market dynamics and create long-term value for our shareholders.We
31、remain focused on disciplined execution,strategic capital allocation,and sustainable growth to enhance shareholder value.My personal thanks to our Board of Directors for their continued support and guidance and shared commitment to excellence.6|Page Thank you for your continued support and confidenc
32、e in Bonterra Energy.Sincerely,Patrick Oliver President&Chief Executive Officer 7|Page ANNUAL HIGHLIGHTS FINANCIAL AND OPERATIONAL HIGHLIGHTS (1)Funds flow,while not recognized under IFRS,is used by management to assess the Companys ability to generate cash from operations.For these purposes,the Com
33、pany defines funds flow as funds provided by operations including proceeds from sale of investments and investment income received excluding the effects of changes in non-cash working capital items and decommissioning expenditures settled.(2)On March 1,2024,the Company acquired the Charlie Lake Asse
34、ts for cash consideration of$23.6 million and$0.3 million in non-core mineral rights,including closing adjustments.The Charlie Lake Assets has been accounted for as an asset acquisition,which resulted in an increase of$24.2 million in PP&E and the assumption of$0.3 million in decommissioning liabili
35、ties.(3)Net debt is not a recognized measure under IFRS.The Company defines net debt as current liabilities less current assets plus long-term bank debt,subordinated debentures and subordinated term debt.(4)BOE may be misleading,particularly if used in isolation.A BOE conversion ratio of 6 MCF:1 bbl
36、 is based on an energy conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead.As at and for the year ended($000s except$per share)FINANCIAL Revenue-realized oil and gas sales279,957319,517384,197Funds flow(1)118,668147,305185,583Per share-
37、basic3.183.965.16Per share-diluted3.183.954.98Cash flow from operations114,952140,183183,553Per share-basic3.083.775.10Per share-diluted3.083.764.92Net earnings10,20344,94379,023Per share-basic0.271.212.20Per share-diluted0.271.202.12Capital expenditures101,076126,47879,769Oil and gas property acqui
38、sition(2)24,234 -Total assets975,043 967,870 919,682Net debt(3)167,210145,440154,786Bank debt46,21114,82217,601Shareholders equity540,639528,258479,839OPERATIONSLight oil-bbl per day6,6397,2097,095-average price($per bbl)94.3597.58113.93NGLs-bbl per day1,5131,3591,141-average price($per bbl)46.9748.
39、8066.00Conventional natural gas-MCF per day40,16433,81431,023-average price($per MCF)1.683.125.44Total barrels of oil equivalent per day(BOE)(4)14,84614,20413,407December 31,2024December 31,2023December 31,20228|Page QUARTERLY HIGHLIGHTS As at and for the periods ended($000s except$per share)Q4Q3Q2Q
40、1Financial Revenue-oil and gas sales 69,69969,20472,46568,589Funds flow30,10030,06631,48427,018Per share-basic0.810.810.840.73Per share-diluted0.810.810.840.72Cash flow from operations28,58731,53133,18021,654Per share-basic and diluted0.770.840.890.58Net earnings(loss)(2,213)4,2587,310848Per share-b
41、asic(0.06)0.110.200.02Per share-diluted(0.06)0.110.200.02Capital expenditures 22,438 24,095 21,619 32,924 Oil and gas property acquisition -24,234 Total assets975,043982,256984,065984,464Bank debt46,21141,87141,88938,688Net debt167,210168,278172,622181,400Shareholders equity540,639542,344537,498529,
42、605OperationsLight oil(barrels per day)6,5886,7756,5716,622Average price($per bbl)92.1194.30102.0988.96NGLs(barrels per day)1,6251,5381,4181,468Average price($per bbl)48.9747.4445.0846.08Conventional natural gas(MCF per day)44,43642,03937,51936,594Average price($per MCF)1.600.961.642.65Total BOE per
43、 day15,61915,32014,24214,18920249|Page STATISTICAL REVIEW Summary of Gross Oil and Gas Reserves as of December 31,2024 Reconciliation of Company Gross Reserves by Principle Product Type as of December 31,2024(1)Light&Medium Crude OilConventional Natural GasNatural Gas LiquidsOil equivalent(4)Future
44、development CapitalReserves Category:(Mbbl)(MMCF)(Mbbl)(MBOE)(000s)PROVEDDeveloped Producing16,21888,6413,39434,386 -Developed Non-Producing2,1447,2542803,6335,801Undeveloped23,076118,6844,12246,978780,568TOTAL PROVED41,438214,5797,79684,997786,369PROBABLE10,28653,2111,91921,073 5,082 TOTAL PROVED P
45、LUS PROBABLE(1)(2)(3)51,724267,7909,714106,070791,451(1)Reserves have been presented on gross basis which are the Companys total working interest share before the deduction of any royalties and without including any royalty interests of the Company.(2)Totals may not add due to rounding.(3)Based on S
46、proules December 31,2024 escalated price deck.(4)Oil equivalent amounts have been calculated using a conversion rate of six thousand cubic feet of natural gas to one barrel of oil.TotalProved(Mbbl)Proved+Probable(Mbbl)TotalProved(MMCF)Proved+Probable(MMCF)TotalProved(Mbbl)Proved+Probable(Mbbl)TotalP
47、roved(MBOE)Proved+Probable(MBOE)Opening BalanceDecember 31,202342,20553,155184,761231,7377,1428,96980,141100,747Extensions&Improved Recovery(2)1,7192,16425,07731,6256858636,5848,298Technical Revisions (1,439)(2,798)7,857 4,110 304 153 175 (1,955)Acquisitions1,2371,59412,45816,1202493223,5634,603Econ
48、omic Factors 146 35 (873)(1,103)(32)(40)(32)(189)Production (2,430)(2,430)(14,700)(14,700)(554)(554)(5,434)(5,434)Closing Balance,December 31,2024(3)41,43851,724214,580267,7907,7969,71484,997106,070(3)Totals may not add due to rounding.Light&Medium Crude OilConventional Natural Gas(3)Natural Gas Liq
49、uidsTotal(1)Gross Reserves means the Companys working interest reserves before calculation of royalties,and before consideration of the Companys royalty interests.(2)Increases to Extensions&Improved Recovery include infill drilling and are the result of step-out locations drilled by Bonterra and oth
50、er operators on and near Company-owned lands.10|Page Summary of Net Present Values of Future Net Revenue as of December 31,2024 Finding,Development&Acquisition(FD&A)and Finding&Development(F&D)Costs ($000s)Net Present Value Before Income Taxes Discounted at(%per Year)Reserves Category:0%5%10%15%PROV
51、EDDeveloped Producing930,846707,085572,134483,891Developed Non-Producing91,93066,11450,40540,096Undeveloped995,773617,634403,117273,456TOTAL PROVED2,018,5491,390,8331,025,656797,443PROBABLE768,399476,725336,627257,341TOTAL PROVED+PROBABLE(1)(2)(3)(4)2,786,9481,867,5581,362,2831,054,784(1)Evaluated b
52、y Sproule as at December 31,2024.Net present value of future net revenue does not represent fair value of the reserves.(2)Net present values equals net present value before income taxes based on Sproules forecast prices and costs as of December 31,2024.There is no assurance that the forecast price a
53、nd cost assumptions will be attained and variances could be material.(3)Includes abandonment and reclamation costs as defined in NI 51-101.(4)Totals may not add due to rounding.2024202320223 Yr Avg(4)2024202320223 Yr Avg(4)FD&A COSTS PER BOE(1)(2)(3)(5)Including FDC$17.33$39.0824.85$25.31$18.34$34.1
54、6$23.34$23.55Excluding FDC$10.45$27.09$10.47$14.67$11.65$23.24$10.02$13.72F&D COSTS PER BOE(1)(2)(3)(5)Including FDC$18.90$39.08$24.85$26.49$20.99$34.16$23.34$25.61Excluding FDC$14.89$27.09$10.47$16.16$16.42$23.24$10.02$15.72(3)The calculation of F&D and FD&A costs both includes or excludes,as label
55、led,the change in FDC required to bring proved undeveloped and developed reserves into production.The F&D or FD&A number is calculated by dividing the identified capital expenditures by applicable reserve additions including extensions,infills.Revisions,acquisitions and disposals,and economic factor
56、s,after or before changes in FDC costs(as labelled).(4)Three year average is calculated using three year total capital costs and reserve additions on both a TP and TPP reserves on a weighted average basis.(5)FD&A Cost,F&D Cost,and Recycled Ratio do not have standardized meanings and therefore may no
57、t be comparable with the calculation of similar measures for other entities.See Information Regarding Disclosure on Oil and Gas Reserves and Operational information in the Standout 2024 Reserves Report Highlighted by Increases Across all Reserves Categories news release.Proved Reserves Net Additions
58、Proved+Probable Reserves Net Additions(1)Barrels of Oil Equivalent may be misleading,particularly if used in isolation.A BOE conversion ratio of 6 MCF:1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the we
59、llhead.(2)The aggregate of the exploration and development costs incurred in the most recent financial year and the change during that year in estimated future development costs generally will not reflect total finding and development costs related to reserve additions for that year.11|Page Commodit
60、y Prices Used in the Above Calculations of Reserves are as Follows Production Land Holdings YearEdmontonPar Price40 API($Cdn per bbl)Natural Gas AECO-C Spot($Cdn per mmbtu)NGLButanes Edmonton($Cdn per bbl)NGLPentanes Edmonton($Cdn per bbl)Operating CostInflation Rate(%per Year)Exchange Rate($US/$Cdn
61、)FORECAST(1)(2)202594.79 2.36 51.15 33.56 0.00.71 202697.04 3.33 49.99 32.78 0.70.73 202797.37 3.48 50.16 32.81 2.00.74 202899.80 3.69 51.41 33.63 2.00.74 2029101.79 3.76 52.44 34.30 2.00.74 2030103.93 3.83 53.49 34.99 2.00.74 2031105.91 3.91 54.56 35.69 2.00.74 2032108.03 3.99 55.65 36.40 2.00.74 2
62、033110.19 4.07 56.76 37.13 2.00.74 2034112.39 4.15 57.90 37.87 2.00.74 (1)Crude oil,natural gas and liquid prices escalate at 2.0 percent thereafter.(2)The forecast of product prices is an average of independent reserve evaluators Sproule,GLJ Petroleum and McDaniel and Associates Consultants Ltd.OIL
63、&NGLS(Bbl PER DAY)CONVENTIONAL NATURAL GAS(MCF PER DAY)TOTAL(BOE PER DAY)Alberta8,08640,01614,755Saskatchewan622666British Columbia412325Total8,152 40,165 14,846 2024Gross AcresNet AcresGross AcresNet AcresAlberta 408,928 282,482 354,928 227,663 Saskatchewan 5,842 3,704 5,886 3,677 British Columbia
64、65,208 28,257 65,913 28,297 Total 479,978 314,443 426,727 259,636 2024202312|Page Petroleum and Natural Gas Expenditures Drilling History ($000s)20242023Land 1,190 1,222 Acquisitions 24,234 -Exploration and development costs99,886125,256Net petroleum and natural gas capital expenditures125,310126,47
65、8The following table summarized petroleum and natural gas capital expenditures incurred by Bonterra on acquisitions,land,and exploration and development costs for the years ended December 31:The following tables summarize Bonterras gross and net drilling activity and success:GrossNetGrossNetGrossNet
66、Crude oil 23 18.5 -23 18.5 Natural gas 1 1.0 -1 1.0 Total 24 19.5 -24 19.5 Success rate100%100%100.0 100.0 100%100%GrossNetGrossNetGrossNetCrude oil 52 41.2 -52 41.2 Natural gas -1 1.0 1 1.0 Total 52 41.2 1 1.0 53 42.2 Success rate100%100%100.0 100.0 100%100%2024DevelopmentExploratoryTotal2023Develo
67、pmentExploratoryTotal13|Page YEAR END 2024 Managements Discussion and Analysis&Financial Statements 14|Page MANAGEMENTS DISCUSSION AND ANALYSIS This Managements Discussion and Analysis(“MD&A”)of the financial position and results of operations of Bonterra Energy Corp.(“Bonterra”or“the Company”),is f
68、or the three months and years ended December 31,2024 and 2023.For a full understanding of the financial position and results of operations of the Company,the MD&A should be read in conjunction with the documents filed on SEDAR+,including historical financial statements,MD&A and the Annual Informatio
69、n Form(“AIF”)dated March 13,2025 for the year ended December 31,2024.These documents are available at www.sedarplus.ca.Bonterras management is responsible for the integrity of the information contained in this report and for the consistency between the MD&A and financial statements.In the preparatio
70、n of these financial statements,estimates are necessary to make a determination of future values for certain assets and liabilities.Management believes these estimates have been based on careful judgments and have been properly presented.The financial statements have been prepared using policies and
71、 procedures established by management and fairly reflect Bonterras financial position and results of operations.The Companys financial statements have been prepared in accordance with International Financial Reporting Standards(IFRS)as issued by the International Accounting Standards Board(IASB).Bon
72、terras Board of Directors and Audit Committee have reviewed and approved the financial statements and MD&A.This MD&A is dated March 13,2025.Description of Business Bonterra Energy Corp.is one of Canadas longest-standing oil and gas exploration,development,and production companies,with a focus on its
73、 core assets in the Cardium,Charlie Lake,and emerging Montney formations within the western Canadian sedimentary basin.The Company is committed to sustainable production growth,financial resilience,and advancing toward a shareholder returns-based model through disciplined capital allocation and oper
74、ational efficiency.Bonterra plays a vital role as an economic contributor to rural and northern Alberta communities,fostering positive stakeholder relationships and upholding high standards of environmental and corporate responsibility.Bonterras common shares are traded on the Toronto Stock Exchange
75、(“TSX”)under the symbol BNE.Frequently Recurring Terms Bonterra uses the following frequently recurring terms in this MD&A:“WTI”refers to West Texas Intermediate,a grade of light sweet crude oil used as benchmark pricing in the United States;“MSW Stream Index”or“Edmonton Par”refers to the mixed swee
76、t blend that is the benchmark price for conventionally produced light sweet crude oil in Western Canada;“AECO”is the benchmark price for natural gas in Alberta,Canada;“bbl”refers to barrel;“NGL”refers to natural gas liquids;“MCF”refers to thousand cubic feet;“MMBTU”refers to million British Thermal
77、Units;“GJ”refers to gigajoule;“LNG”refers to liquefied natural gas;and “BOE”refers to barrels of oil equivalent.Disclosure provided herein in respect of a BOE may be misleading,particularly if used in isolation.A BOE conversion ratio of 6 MCF:1 bbl is based on an energy conversion method primarily a
78、pplicable at the burner tip and does not represent a value equivalency at the wellhead.Numerical Amounts The reporting and the functional currency of the Company is the Canadian dollar.15|Page ANNUAL COMPARISONS (1)On March 1,2024,the Company acquired the Charlie Lake Assets for cash consideration o
79、f$23.6 million and$0.3 million in non-core mineral rights,including closing adjustments.The Charlie Lake Assets have been accounted for as an asset acquisition,which resulted in an increase of$24.2 million in PP&E and the assumption of$0.3 million in decommissioning liabilities.As at and for the yea
80、r ended($000s except$per share)FINANCIALRevenue-realized oil and gas sales279,957319,517384,197Funds flow118,668147,305185,583Per share-basic3.183.965.16Per share-diluted3.183.954.98Cash flow from operations114,952140,183183,553Per share-basic3.083.77 5.10 Per share-diluted3.083.76 4.92 Net earnings
81、10,20344,943 79,023 Per share-basic0.271.212.20Per share-diluted0.271.202.12Capital expenditures 101,076 126,478 79,769Oil and gas property acquisition(1)24,234 -Total assets975,043967,870919,682Net debt167,210145,440154,786Shareholders equity540,639528,258479,839OPERATIONSLight oil-bbl per day6,639
82、7,2097,095-average price($per bbl)94.3597.58 113.93 NGLs-bbl per day1,5131,3591,141-average price($per bbl)46.9748.80 66.00 Conventional natural gas-MCF per day40,16433,81431,023-average price($per MCF)1.683.12 5.44 Total BOE per day14,84614,20413,407December 31,2024December 31,2023December 31,20221
83、6|Page QUARTERLY COMPARISONS As at and for the periods ended($000s except$per share)Q4Q3Q2Q1Financial Revenue-oil and gas sales 69,69969,20472,46568,589Funds flow30,10030,06631,48427,018Per share-basic0.810.810.840.73Per share-diluted0.810.810.840.72Cash flow from operations28,58731,53133,18021,654P
84、er share-basic and diluted0.770.840.890.58Net earnings(loss)(2,213)4,2587,310848Per share-basic and diluted(0.06)0.110.200.02Capital expenditures 22,438 24,095 21,619 32,924 Oil and gas property acquisition -24,234 Total assets975,043982,256984,065984,464Net debt167,210168,278172,622181,400Sharehold
85、ers equity540,639542,344537,498529,605OperationsLight oil(barrels per day)6,5886,7756,5716,622NGLs(barrels per day)1,6251,5381,4181,468Conventional natural gas(MCF per day)44,43642,03937,51936,594Total BOE per day15,61915,32014,24214,189 2024As at and for the periods ended($000s except$per share)Q4Q
86、3Q2Q1Financial Revenue-oil and gas sales 81,73984,90975,60677,263Funds flow40,44242,72234,79929,342Per share-basic1.091.150.940.79Per share-diluted1.081.140.930.79Cash flow from operations44,59637,71533,85424,018Per share-basic1.201.010.910.65Per share-diluted1.191.010.910.64Net earnings14,97313,486
87、8,8447,640Per share-basic0.400.360.240.21Per share-diluted0.400.360.240.20Capital expenditures 14,009 36,130 16,116 60,223 Total assets967,870955,484962,021963,890Net debt145,440172,489173,299188,629Shareholders equity528,258512,479498,449488,762OperationsLight oil(barrels per day)7,3067,1777,2827,0
88、68NGLs(barrels per day)1,6191,4101,2481,155Conventional natural gas(MCF per day)37,21434,24132,28631,448Total BOE per day15,12814,29413,91113,464202317|Page Business Environment and Sensitivities Bonterras financial results may be influenced by fluctuations in commodity prices,including price differ
89、entials,as well as production volumes and foreign exchange rates.The following table depicts selective market benchmark commodity prices,differentials,and foreign exchange rates in the last eight quarters to assist in understanding how past volatility has impacted the Companys financial and operatin
90、g performance.The increases or decreases in Bonterras realized average price for oil and natural gas for each of the eight quarters is also outlined in detail in the following table.(1)This differential accounts for the majority of the difference between WTI and Bonterras average realized price(befo
91、re quality adjustments and foreign exchange).WTI prices averaged$70.27 USD per barrel in Q4 2024,reflecting a 10 percent decline compared to Q4 2023.This decrease was driven by supply and demand volatility influenced by various macroeconomic and geopolitical factors,including global supply growth an
92、d OPEC+signaling its intent to reintroduce supply to the market starting in Q2 2025.Beyond the WTI benchmark,the Companys realized crude oil price is affected by the MSW Stream Index,or Edmonton Par differential(the“Differential”).In Q4 2024,the Differential averaged($2.37)USD per barrel,tightening
93、by$2.79 USD per barrel from Q4 2023.While the Differential has improved year over year,near-term volatility is expected as the market assesses the potential impact of tariffs on all grades of Canadian crude production.AECO daily spot prices averaged$1.47 per mcf in Q4 2024,down 36 percent from Q4 20
94、23.This decline was primarily due to a significant supply-demand imbalance,leading to record storage levels and downward pressure on prices.The following chart shows the Companys sensitivity to key commodity price variables.The sensitivity calculations are performed independently and show the effect
95、 of changing one variable while holding all other variables constant.(1)This analysis uses current royalty rates,annualized estimated average production of 14,700 BOE per day and no changes in working capital.(2)Based on annualized basic weighted average shares outstanding of 37,324,880.Q4-2024 Q3-2
96、024 Q2-2024 Q1-2024 Q4-2023 Q3-2023 Q2-2023 Q1-2023Crude oil WTI(U.S.$/bbl)70.2775.0980.5776.9678.3282.2673.7876.13WTI to MSW Stream Index Differential(U.S.$/bbl)(1)(2.37)(3.31)(3.62)(8.64)(5.16)(1.83)(2.96)(2.86)Foreign exchange U.S.$to Cdn$1.39911.36361.36941.34881.36191.34101.34311.3520Bonterra a
97、verage realized oil price(Cdn$/bbl)92.1194.30102.0988.9697.01104.3293.2195.71Natural gas AECO(Cdn$/mcf)1.470.681.172.482.292.582.443.20Bonterra average realized gas price(Cdn$/mcf)1.600.961.642.652.733.063.013.78Annualized sensitivity analysis on before tax cash flow,as estimated for 2025(1)Impact o
98、n cash flowChange($)$000s$per share(2)Realized crude oil price($/bbl)1.002,1040.06Realized natural gas price($/mcf)0.101,4800.04U.S.$to Canadian$exchange rate0.011,3880.0418|Page Business Overview,Strategy and Key Performance Drivers In 2024,Bonterra continued its profitable development of high-qual
99、ity,light oil-weighted assets,achieving significant milestones in production growth and strategic acquisitions.Subsequent to December 31,2024,the Company completed a financial restructuring to strengthen and simplify its capital structure and support future growth initiatives.Debt Refinancing and Ca
100、pital Management On January 28,2025,Bonterra closed a private placement offering of$135 million aggregate principal amount of Senior Secured Second Lien Notes due 2030(the Notes).The Notes were priced at$981.16 per$1,000 of principal amount of Notes,will accrue interest at the rate of 10.50%per annu
101、m and will have a five-year term,maturing on January 28,2030.Interest payments of$7.1 million will be made bi-annually on January 28 and July 28,beginning July 28,2025.Proceeds were used to fully repay the amount owing under the second lien subordinated term debt,with the remainder of the net procee
102、ds used to repay the amount drawn under the Companys revolving first lien credit facility and to pay related transaction expenses.On February 26,2025,Bonterra redeemed its subordinated debentures,at a price of$1,072.50 per$1,000.00 principal amount,including accrued interest and a redemption premium
103、.Strategic Acquisitions and Development On March 1,2024,Bonterra closed an acquisition to purchase primarily undeveloped petroleum and natural gas assets in northern Alberta,for cash consideration of$23.6 million and$0.3 million in non-core mineral rights,after closing adjustments(the“Charlie Lake A
104、sset Acquisition”).The Charlie Lake Asset Acquisition was funded by the bank facility and resulted in a$24.2 million increase in property,plant and equipment,and the assumption of$0.3 million in decommissioning liabilities.The Charlie Lake asset is located northwest of Grand Prairie,Alberta(Bonanza)
105、,on a contiguous 118 sections of land with two extensive land blocks of 91 and 100 percent working interest.The Company drilled,completed,tied in and brought on production four gross Charlie Lake wells in 2024 and is pleased with results to date.Initial production from the two most recent wells exce
106、eded gathering infrastructure capacity resulting in area wide production restrictions in Q4 2024.The Company has since been able to resume unrestricted operations as of January of 2025.The two most recent wells achieved 30 day peak rates at a combined 1,558 BOE per day,including approximately 390 ba
107、rrels per day of light crude oil.Current total production from the Charlie Lake asset is approximately 2,100 BOE per day,including approximately 685 barrels per day of light crude oil.The Charlie Lake Asset Acquisition provides a portfolio of high-quality future drilling locations and reserves,estab
108、lishing a new core operating area for the Company.Production Growth and Operational Highlights Bonterra averaged 14,846 BOE per day of production in 2024,a five percent increase from 14,204 BOE per day in 2023,driven by new wells and a well reactivation program.Production in the fourth quarter of 20
109、24 reached a record 15,619 BOE per day.Bonterra is pleased to reiterate its previously announced 2025 annual guidance with average production between 14,600 and 14,800 BOE per day based on a fully funded 2025 capital expenditure budget between$65 million to$75 million.The Companys first Montney well
110、(the“4-3 well”)has been flowing unrestricted since November of 2024 and is currently producing approximately 575 BOE per day,including approximately 125 barrels per day of light crude oil,2.2 mmcf per day of conventional natural gas and 85 barrels per day of natural gas liquids.To date,the 4-3 well
111、has cumulatively produced approximately 58,350 barrels of light crude oil,575 mmcf of conventional natural gas and 19,200 barrels of natural gas liquids over a 13 month period,of which the majority of the producing time in the first ten months was restricted.The Company is very encouraged with the e
112、arly results of its second Montney well(the“102/4-28 well”),flowing unrestricted at current rates of approximately 915 BOE per day,including approximately 300 barrels per day of light crude oil,3.0 mmcf per day of conventional natural gas and 105 barrels per day of natural gas liquids.The 102/4-28 w
113、ell was completed with a different fracture stimulation design than the 4-3 well and was able to avoid lengthy early time production restrictions that the 4-3 well experienced.To date,over 19|Page the course of approximately four months,the 102/4-28 well has cumulatively produced 35,800 barrels of l
114、ight crude oil,200 mmcf of conventional natural gas and 7,000 barrels of natural gas liquids.Bonterras Montney asset is located directly north of Grand Prairie,Alberta(Valhalla),on a contiguous 52 sections of land with 100 percent working interest.Capital Expenditures and Environmental Stewardship T
115、he Company invested$101.1 million of capital expenditures in 2024.Of the capital invested,$69.1 million was directed to the drilling of 20 gross(18.9 net)operated wells and completing,equipping,tying-in and placing on production 24 gross(22.7 net)operated wells,of which four gross(3.6 net)were drill
116、ed in Q4 2023.An additional$32.0 million was directed primarily to related infrastructure,recompletions and drilling,completing,equipping and tying-in a water disposal well to reduce water handling costs in the Montney area.Bonterra will continue to prioritize responsible environmental initiatives,i
117、ncluding a targeted abandonment and reclamation program.During 2024,the Company abandoned 28.6 net wells,10.4 net facilities,and 31.6 net pipelines(covering a total length of 40.4 kilometers of pipeline),decommissioned 215.8 net well sites in preparation for future reclamation,and completed the init
118、ial reclamation on 16.0 net sites.The Company invested$7.2 million in decommissioning liabilities for 2024,exceeding its mandatory spend requirements under the Alberta Energy Regulators Liability Management Program.Risk Management and Commodity Pricing To protect future cash flows,Bonterra has secur
119、ed physical delivery sales and risk management contracts for approximately 35%and 40%(net of royalties payable)of its expected crude oil production and natural gas production,respectively,through the next nine months of 2025.The Company has locked in WTI prices between$60.00 USD and$86.35 USD per ba
120、rrel for 1,995 barrels per day,and natural gas prices between$1.75 and$3.30 per GJ for 17,456 GJ per day.Key Performance Drivers The Companys successful operations are dependent upon several factors including,but not limited to commodity prices,efficient management of capital spending,the ability to
121、 maintain desired production levels,control over infrastructure,efficiency in developing and operating properties,and the ability to control costs.Its key performance measures include average daily production volumes,realized prices,and production costs per unit.Disclosure of these key performance m
122、easures can be found within this MD&A and/or previous interim or annual MD&A disclosures.Production The Companys production in 2024 averaged 14,846 BOE per day,reflecting a five percent increase compared to the 2023 average of 14,204 BOE per day,or an additional 642 BOE per day.This growth was prima
123、rily driven by the success of Bonterras 2024 capital and well reactivation program,which contributed significantly to the higher production levels.However,the increase was partially offset by approximately 375 BOE per day of shut-in volumes,largely due to planned major gas plant turnarounds,which ar
124、e required every five years,and the new Charlie Lake wells surpassing expectations,which led to Q4 2024 capacity constraints in the current gathering infrastructure.The Company has since resumed unrestricted operations in the area as of January 2025.December 31,2024September 30,2024December 31,2023D
125、ecember 31,2024December 31,2023Crude oil(barrels per day)6,588 6,775 7,306 6,639 7,209 NGLs(barrels per day)1,625 1,538 1,619 1,513 1,359 Conventional natural gas(MCF per day)44,436 42,039 37,214 40,164 33,814 Average BOE per day15,619 15,320 15,218 14,846 14,204 Three months endedYear ended20|Page
126、Cash Netback In 2024,field and cash netbacks decreased on a BOE basis compared to 2023,primarily due to lower realized natural gas prices.This was partially offset by reduced royalties and current income tax costs.Oil and Gas Sales Revenue from oil and gas sales in 2024 decreased by$39.6 million,or
127、12 percent,as compared to 2023.This decrease was primarily driven by a 16 percent reduction in Bonterras average realized commodity prices caused primarily by a 46 percent decrease in realized gas prices,which was partially offset by a five percent increase in production over the same period.Bonterr
128、as product split on a revenue basis was weighted approximately 91 percent to crude oil and NGLs during 2024.$per BOEDecember 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Production volumes(BOE)1,436,9691,409,4071,391,7545,433,6225,184,455Gross production revenue48.50 49.10
129、 58.73 51.52 61.63 Realized gain on risk management contracts1.130.850.020.660.35Royalties(6.62)(7.66)(9.53)(7.30)(8.95)Production costs(16.07)(16.04)(13.37)(16.54)(16.02)Field netback 26.9426.2535.85 28.34 37.01 General and administrative(3.62)(1.72)(3.72)(2.65)(2.79)Disposal of investments -0.27 -
130、Interest and other(2.91)(3.06)(3.09)(3.17)(3.65)Current income tax0.54(0.14)0.02(0.95)(2.15)Cash netback 20.95 21.33 29.06 21.84 28.42 Three months endedYear endedDecember 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Revenue-oil and gas sales($000s)Light oil55,82658,77465,
131、209229,249256,745NGL7,3236,7147,16826,01124,212Conventional natural gas6,5503,7169,36224,69738,56069,69969,20481,739279,957319,517Average realized prices:Light oil($per barrel)92.1194.3097.0194.3597.58NGL($per barrel)48.9747.4448.1246.9748.80Conventional natural gas($per MCF)1.600.962.731.683.12Aver
132、age($per BOE)48.5049.1058.7351.5261.63Average BOE per day15,61915,32015,12814,84614,204 Three months endedYear ended21|Page Royalties Royalties paid by the Company consist of both Crown royalties to the Provinces of Alberta,Saskatchewan and British Columbia and other royalties.Total royalties in 202
133、4 decreased by$1.65 per BOE as compared to the prior year primarily due to a decrease in commodity prices.Production Costs Production costs for 2024 increased on a BOE basis as compared to 2023 primarily due to start up activities and early stage third party infrastructure arrangements in the Charli
134、e Lake and Montney plays and a more active year over year well reactivation program.This was partially offset by a 52 percent decrease in power rates in 2024 compared to 2023.Other Income Deferred consideration relates to a deferred gain on the sale of a two percent overriding royalty interest,which
135、 is recognized into revenue using the same unit-of-production method as the encumbered property,plant,and equipment assets.During the first quarter of 2024,Bonterra disposed of all of its investments in marketable securities.The dispositions resulted in a gain net of tax of$271,000 and were recorded
136、 as an equity transfer between accumulated other comprehensive income and retained earnings.The Company receives administrative income for various oil and gas administrative services provided and production equipment rentals to other companies.($000s)December 31,2024September 30,2024December 31,2023
137、December 31,2024December 31,2023Crown royalties6,7277,6319,44827,63332,953Freehold,gross overriding and other royalties2,7843,1633,81212,00913,451Total royalties9,51110,79413,26039,64246,404Crown royalties-percentage of revenue9.711.011.69.910.3Freehold,gross overriding and other royalties-percentag
138、e of revenue4.04.64.74.34.2Royalties-percentage of revenue13.715.616.314.214.5Royalties$per BOE6.627.669.537.308.95 Three months endedYear ended($000s except$per BOE)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Production costs23,08922,61118,60389,88183,064$per BO
139、E16.0716.0413.3716.5416.02 Three months endedYear ended($000s)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Investment income 46 60 120 326 440Administrative income 75 49120 252 321Gain on sale of property 25 -178 17 Government grant in-kind -782 Deferred considera
140、tion 276 223 274 958 1,009 Realized gain on risk management contracts 1,626 1,203 28 3,569 1,801 Unrealized gain(loss)on risk management contracts (2,707)2,101 4,617 (1,525)1,559 (659)3,636 5,159 3,758 5,929 Three months endedYear ended22|Page To minimize commodity price risk on crude oil and natura
141、l gas sales,Bonterra has entered into financial derivatives.The financial derivatives outstanding are primarily for the period from January 1,2025 to September 30,2025 and are for a total of 544,750 barrels of light crude oil(approximately 1,995 barrels of oil per day)at fixed WTI prices ranging fro
142、m$60.00 USD to$86.35 USD per barrel and 9,973 GJ per day of natural gas at fixed prices between$1.75 and$3.30.These contracts are not considered normal sales contracts and are recorded at fair value.General and Administrative(“G&A”)Expense Employee compensation expense in 2024 is comparable to the s
143、ame period in 2023.Quarter-over-quarter increased due to a bonus accrual.Office and administrative expense in Q4 of 2024 increased as compared Q3 of 2024 primarily due to the second lien subordinated term loan annual fee in the fourth quarter of 2024.Finance Costs Interest on bank debt was higher in
144、 2024 as compared 2023 due to an increase in bank debt from the Charlie Lake Asset Acquisition that occurred towards the end of the first quarter,which was partially offset by decreases in interest rates.Interest on the second lien Subordinated Term Debt was lower due to the$4.75 million amortizatio
145、n payments per quarter and a decrease in the Canadian Prime rate.On January 28,2025,the Subordinated Term Debt was repaid.Subordinated Debentures are unsecured and were determined to be a compound instrument with a debt and equity component.The fair value of the$59 million debt component was reduced
146、 by the residual value from the issuance of 3,304,000 warrants and issue costs.The debentures have a fixed interest rate of nine percent,payable semi-annually.Based on the calculated fair value of the subordinated debentures as at December 31,2024,the effective interest rate was determined to be 15.
147、6 percent using the effective interest rate method.The value of the subordinated debentures will accrete up to the principal balance at maturity.On February 26,2025,the Subordinated Debentures were repaid.For more information on Subordinated Debentures,refer to Note 9 and Note 19 of the December 31,
148、2024,audited annual financial statements.($000s except$per BOE)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Employee compensation3,8731,7953,9379,1119,212Office and administrative1,3346231,2345,2625,245Total G&A5,2072,4185,17114,37314,457$per BOE3.621.723.722.652.
149、79 Three months endedYear ended($000s except$per BOE)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Interest on bank debt 1,153 1,0266413,9703,359Subordinated debentures 1,327 1,328 1,327 5,310 5,310 Subordinated term debt 1,834 2,069 2,596 8,541 11,046 Interest exp
150、ense4,3144,4234,56417,82119,715$per BOE3.003.143.283.283.80Accretion of decommissioning liabilities9539409433,6923,770Accretion on subordinated debentures909 821 790 3,287 2,816 Accretion on subordinated term debt392 424 496 1,732 2,136 Total finance costs6,5686,6086,79326,53228,437 Three months end
151、edYear ended23|Page A one percent increase(decrease)in the Canadian prime rate would decrease(increase)both annual net earnings and comprehensive income by approximately$685,000.For more information on bank debt and subordinated term debt,see the Liquidity and Capital Resources section herein.Share-
152、Option Compensation Share-option compensation is a statistically calculated value representing the estimated expense of issuing employee stock options.The Company records a compensation expense over the vesting period based on the fair value of options granted to directors,officers,and employees.Bas
153、ed on the outstanding options as of December 31,2024,the Company has an unamortized expense of$1.2 million,of which;$1.0 million in 2025 and$0.2 million thereafter.For more information about options issued and outstanding,refer to Note 13 of the December 31,2024,audited annual financial statements.D
154、epletion and Depreciation,Exploration and Evaluation(“E&E”)and Impairment The provision for depletion and depreciation(“D&D”)increased due to an increase in production from the same period in 2023.There were no indicators of impairment identified for each of the periods ended.Taxes The Company recor
155、ded a total income tax expense of$3.7 million in 2024(2023$14.4 million).The decrease in income tax expense as compared to 2023 is due to reduced earnings before income taxes.Included in the 2024 current income tax provision of$5.2 million,is$1.8 million payable to the province of Alberta and$3.4 mi
156、llion to the Federal government.For additional information regarding income taxes,see Note 12 of the December 31,2024,audited annual financial statements.Net Earnings Net earnings for 2024 decreased by$34.7 million as compared to 2023.The decrease in net earnings was primarily attributed to lower re
157、alized natural gas prices and an increase in production costs and depletion due to increased production volumes.This was partially offset by a decrease in royalties and the tax provision.Net earnings for Q4 2024 decreased$17.2 million compared to Q4 2023.The decrease in net earnings was primarily du
158、e to lower commodity prices and an increase in production costs as the Company reduced its well reactivation program in Q4 2023.($000s)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Share-option compensation5085889462,2933,228 Three months endedYear ended($000s)Dece
159、mber 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Depletion and depreciation 26,826 24,12424,07197,13790,479 Three months endedYear ended($000s except$per share)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Net earnings(loss)(2,213)4,2581
160、4,97310,20344,943$net earnings per share-basic(0.06)0.110.400.271.21$net earnings per share-diluted(0.06)0.110.400.271.20 Three months endedYear ended24|Page Other Comprehensive Income Other comprehensive income for 2024 consists of an unrealized loss before tax on investments of$186,000 relating to
161、 a decrease in the investments fair value(December 31,2023$394,000 gain).Other comprehensive income also consisted of a realized gain of$271,000 net of tax from the divestment of all the investments held by the Company.The realized gain resulted in transferring the remaining accumulated other compre
162、hensive income to retained earnings.Funds Flow and Cash Flow From Operations In 2024,the Company experienced a$28.6 million decrease in funds flow compared to 2023,primarily driven by lower realized natural gas prices and higher production costs.These challenges were partially offset by reduced roya
163、lties and current income taxes,which helped mitigate some of the financial impact.Similarly,cash flow from operating activities decreased by$25.2 million,which was$2.6 million less than the decline in funds flow.This smaller reduction was due to an increase in non-cash working capital,which cushione
164、d the impact,alongside a decrease in decommissioning expenditures settled.Liquidity and Capital Resources Net Debt to EBITDA Bonterra continues to focus on reducing overall debt while managing its cash flow and capital expenditures.The Companys net debt to twelve-month trailing EBITDA ratio as of De
165、cember 31,2024 was 1.2(versus 0.8 at December 31,2023).The increase in Bonterras net debt to EBITDA ratio is primarily due to an increase in net debt from the Charlie Lake Asset Acquisition and a decrease in EBITDA from lower commodity prices,in particular natural gas prices.The net debt to EBITDA r
166、atio is anticipated to improve in subsequent quarters due to the Companys focus on debt reduction from a reduced capital program paired with increased production and future cash flow protection from having at least 30 percent(net of royalties payable)of Bonterras forecasted oil and natural gas produ
167、ction hedged over the next nine months.For more information about net debt to EBITDA,please see Note 17 of the December 31,2024 audited annual financial statements.($000s except$per share)December 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Funds flow30,10030,06640,442118
168、,668147,305$per share-basic0.810.811.093.183.96$per share-diluted0.810.811.083.183.95Cash flow from operations28,58731,53144,596114,952140,183$per share-basic0.770.841.203.083.77$per share-diluted0.770.841.193.083.76 Three months endedYear ended25|Page Working Capital Deficiency and Net Debt Net deb
169、t is a combination of bank debt,subordinated debentures,subordinated term debt and working capital.The Companys Bank Facility has a maturity date of April 30,2026,and is recorded as a long-term liability at December 31,2024 and December 31,2023.The Companys subordinated debentures are classified as
170、non-current liabilities as of December 31,2024.This classification is supported by the sufficient availability under the Companys Bank Facility,which provides the ability to refinance or defer repayment beyond the next financial year,ensuring that the debentures do not require settlement within that
171、 period.Included in working capital deficiency is$19.0 million of principal payments due in the next 12 months on the subordinated term debt loan.Bonterra actively monitors its credit availability and working capital to ensure that it has sufficient available funds to meet its financial requirements
172、 as they come due.Any of these events present risks that could affect Bonterras ability to fund ongoing operations.If required,Bonterra will also consider short-term or long-term financing alternatives to meet its future liabilities.The subordinated debentures and the subordinated term debt loans we
173、re both repaid in the first quarter of 2025.Net debt at December 31,2024 increased by$21.8 million as compared to December 31,2023,primarily due to the$23.6 million cash consideration for the Charlie Lake Asset Acquisition and a decrease in commodity prices.The Company intends to continue its focus
174、on net debt reduction.Working capital is calculated as current assets less current liabilities.Financial Risk Management Bonterra faces market risk related to the oil and gas it produces.This risk is influenced by external factors such as global supply and demand.External factors beyond the Companys
175、 control may affect the marketability of oil and gas produced.Oil prices are affected by worldwide supply and demand fundamentals and access to market,while natural gas prices are largely affected by North American supply and demand fundamentals.To manage commodity risk,the Company executed physical
176、 delivery sales contracts which are considered normal sales contracts and are not recorded at fair value in the financial statements,and also executed risk management contracts which are not considered normal sales contracts and are recorded at fair value.The Company has contracts in place on approx
177、imately 30 percent of its estimated oil and natural gas production(net of royalties payable)for the next nine months.The Company relies on its cash flow,access to equity markets and bank financing to support its operations and capital program.Bonterra uses these futures contracts to hedge its exposu
178、re to the potential adverse impact of commodity price volatility and provide a measure of stability to the Companys capital development program.For more information on physical delivery and risk management contracts in place,see Note 17 of the December 31,2024 annual audited financial statements.($0
179、00s)December 31,2024December 31,2023Working capital deficiency29,37725,015Bank debt 46,211 14,822 Subordinated debentures 55,872 52,585 Subordinated term debt(long-term portion)35,750 53,018 Net debt167,210145,44026|Page Capital Expenditures and Acquisition During 2024,the Company incurred capital e
180、xpenditures of$101.1 million(December 31,2023-$126.5 million).Of the total capital invested,$69.1 million was directed to the drilling of 20 gross(18.9 net)operated wells and the completion,equip and tie-in of 24 gross(22.7 net)operated wells,of which four gross(3.6 net)of those wells were drilled i
181、n Q4 of 2023.An additional$32.0 million was spent primarily on related land and lease,infrastructure,recompletions and drilling a water disposal well.On March 1,2024,Bonterra closed an acquisition to purchase largely undeveloped petroleum and natural gas assets in northern Alberta,for cash considera
182、tion of$23.6 million and$0.3 million in non-core land and leases,after closing adjustments.The Charlie Lake Asset Acquisition has been accounted for as an asset acquisition,which resulted in a$24.2 million increase in PP&E and the assumption of$0.3 million in decommissioning liabilities.Of the 19 op
183、erated wells drilled,four(3.6 net)were in the Charlie Lake area for an average gross cost of$2.4 million per well.Drilling Statistics (1)“Gross”wells are the number of wells in which Bonterra has a working interest.(2)“Net”wells are the aggregate number of wells obtained by multiplying each gross we
184、ll by Bonterras percentage of working interest.Decommissioning Liabilities The Company spent$7.2 million on decommissioning activities during the year ended December 31,2024(December 31,2023-$9.1 million).For 2025,the Company plans to invest approximately$8.0 in decommissioning liabilities,exceeding
185、 its$5.2 million mandatory spend requirements under the Alberta Energy Regulators Liability Management Program.Bank Debt and Subordinated Term Debt Bank debt represents the outstanding amounts drawn on the Companys Bank Facility.As at December 31,2024,the Company has a total Bank Facility of$110.0 m
186、illion,comprised of a$85.0 million syndicated revolving credit facility and a$25.0 million non-syndicated revolving facility.The amount drawn under the total Bank Facility at December 31,2024 was$46.2 million(December 31,2023-$14.8 million).($000s)December 31,2024December 31,2023Exploration and Eval
187、uationLand and lease1,1901,221Property,Plant and EquipmentOperated drilling,completing and equipping costs 69,062 91,578 Infrastructure,recompletions and other 29,118 26,131 Non-operated capital 1,706 7,548 99,886 125,257 Total capital expenditures101,076126,478Gross(1)Net(2)Gross(1)Net(2)Gross(1)Ne
188、t(2)Gross(1)Net(2)Gross(1)Net(2)Cardium oil horizontal-operated -2 1.9 2 1.81514.34038.2Cardium oil horizontal-non-operated -4 0.6 5 1.0 4 0.6 11 2.0 Charlie Lake oil horizontal-operated -2 1.8 -4 3.6 -Montney gas horizontal-operated 1 1.0 -1 1.0 1 1.0 1 1.0 Total 1 1.0 84.383.82419.55241.2Success r
189、ate100%100%100%100%100%Three months ended Year endedDecember 31,2024September 30,2024December 31,2023December 31,2024December 31,202327|Page The amounts borrowed under the total Bank Facility bear interest at a floating rate based on the applicable Canadian prime rate or Bankers Acceptance rate,plus
190、 between 2.00 percent and 7.00 percent,depending on the type of borrowing and the Companys consolidated debt to EBITDA ratio.As at December 31,2024,the terms of the total revolving Bank Facility provided that the loan facility was revolving to April 30,2025,with a maturity date of April 30,2026,with
191、 no set terms of repayment on the credit facility.The amount available for borrowing under the Bank Facility is reduced by outstanding letters of credit.Letters of credit totaling$2.0 million were issued as at December 31,2024(December 31,2023-$2.1 million).Security for the Bank Facility consists of
192、 various floating demand debentures totaling$750 million(December 31,2023-$750 million)over all of the Companys assets and a general security agreement with first ranking over all personal and real property.Subordinated Term Debt represents a four-year second lien,non-revolving subordinated term deb
193、t facility.The amounts borrowed under the Subordinated Term Debt bear interest at a fixed rate of 11.70 percent to be applied to 25 percent of the term facility principle and a floating interest rate of Canadian Prime Rate plus 6.25 percent on the remaining 75 percent of the principal amount.The Com
194、pany is required to make mandatory principal repayments equal to$4.75 million,payable on the last banking day of February,May,August and November of each calendar year,commencing on February 28,2023.The term debt has a maturity date of November 30,2026,on which the remaining outstanding principal ba
195、lance is to be paid.The amount drawn under the Subordinated Term Debt at December 31,2024 was$57.0 million(December 31,2023-$76.0 million).Based on the calculated fair value of the debt as at December 31,2024,the effective interest rate was determined to be 15.1 percent,by discounting future payment
196、s of interest and principal with the residual value allocated to issue costs.The value of the debt will accrete up to the principal balance at maturity.Security for the Subordinated Term Debt consists of various floating demand debentures totaling$150 million(December 31,2023-$150 million)over all o
197、f the Companys assets and a general security agreement with second ranking over all personal and real property.On January 28,2025,the Subordinated Term Debt was repaid.For more information on the subordinated debt restructuring,please see Note 19,of the December 31,2024 audited annual financial stat
198、ements.Financial Covenants The Company is subject to certain financial covenants under its Bank Facility and Subordinated Term Debt facility as follows:Consolidated debt to trailing twelve months EBITDA ratio shall not exceed 2.50:1.00;and Asset coverage ratio of not less that 1.50:1.Asset coverage
199、ratio is defined as the proved developed producing reserves of the Company(before income tax;discounted at 10 percent),as evaluated by an independent third-party engineering report as at December 31,2023 and evaluated on strip commodity pricing,divided by the consolidated debt of the Company.The rat
200、io is calculated and revaluated for strip pricing on June 30 and December 31 period ends.As at December 31,2024,Bonterra was in compliance with all financial covenants on its first and second lien facilities.For more information about Bank Debt and Subordinated Term Debt,please see Note 8 and 10,res
201、pectively,of the December 31,2024 audited annual financial statements.28|Page Shareholders Equity The Company is authorized to issue an unlimited number of common shares without nominal or par value.The Company is also authorized to issue an unlimited number of Class“A”redeemable Preferred Shares an
202、d an unlimited number of Class“B”Preferred Shares.There are currently no outstanding Class“A”redeemable Preferred Shares or Class“B”Preferred Shares.A total of 2,753,000 Warrants are outstanding as at December 31,2024,entitling the holder to purchase one Common Share of Bonterra for each Warrant at
203、a price of$7.75,until October 20,2025.The Company provides a stock option plan for its directors,officers and employees.Under the plan,the Company may grant options for up to 3,732,488(December 31,2023 3,725,325)common shares.The exercise price of each option granted will not be lower than the marke
204、t price of the common shares on the date of grant and the options maximum term is five years.For additional information regarding warrants and options outstanding,see Note 13 of the December 31,2024,audited annual financial statements.Quarterly Financial Information The fluctuations in the Companys
205、revenue and net earnings from quarter-to-quarter are caused by variations in production volumes,realized commodity pricing and the related impact on royalties,production,G&A and finance costs.Issued and fully paid-common sharesNumberAmount($000s)NumberAmount($000s)Balance,beginning of year37,253,252
206、783,18536,912,892781,679Issued pursuant to the Companys share option plan71,628 50 340,360 596 Transfer from contributed surplus to share capital131910Balance,end of year37,324,880783,36637,253,252783,185December 31,2024December 31,2023For the periods ended($000s except$per share)Q4Q3Q2Q1Revenue-oil
207、 and gas sales69,69969,20472,46568,589Cash flow from operations28,58731,53133,18021,654Net earnings(loss)(2,213)4,2587,310848Per share-basic(0.06)0.110.200.02Per share-diluted(0.06)0.110.200.022024For the periods ended($000s except$per share)Q4Q3Q2Q1Revenue-oil and gas sales81,73984,90975,60677,263C
208、ash flow from operations44,59637,71533,85424,018Net earnings14,97313,4868,8447,640Per share-basic0.400.360.240.21Per share-diluted0.400.360.240.20202329|Page Contractual Obligations and Commitments At December 31,2024,the Company has the following contractual obligations and commitments:(1)Principal
209、 amount.Off-Balance Sheet Financing Bonterra does not have any guarantees or off-balance sheet arrangements that have been excluded from the annual statement of financial position or balance sheet other than commitments disclosed in Note 17 of the December 31,2024 audited annual financial statements
210、.Critical Accounting Estimates There have been no changes to the Companys critical accounting policies and estimates as of the period ended in the financial statements.Assessment of Business Risk Bonterras exploration and production activities are concentrated in the Western Canadian Sedimentary Bas
211、in,where activity is highly competitive and includes a variety of different sized companies.Bonterra is subject to a number of risks that are also common to other organizations involved in the oil and gas industry.Such risks include finding and developing oil and gas reserves at economic costs;estim
212、ating amounts of recoverable reserves;production of oil and gas in commercial quantities;marketability of oil and gas produced;fluctuations in commodity prices;stock market volatility;debt servicing which may limit the market price of shares;financial and liquidity risks;environmental and safety ris
213、ks;failure to realize benefits of acquisitions and dispositions;reliance on third party gathering,processing and pipeline systems;changes to applicable royalty regimes and environmental legislation and regulations;cyber security risks;and reliance on key personnel.The Company mitigates its risk rela
214、ted to producing hydrocarbons through the utilization of hedging a portion of product sales,current technology and information systems.In addition,Bonterra strives to operate the majority of its properties,thereby maintaining operational control where possible.Additional information regarding risk f
215、actors including,but not limited to,business risks is available in the Companys Annual Information Form for the year ended December 31,2024,which can be accessed on its website or on SEDAR+at www.sedarplus.ca.Environmental Risk General Risks Oil and gas exploration and production can involve environ
216、mental risks such as litigation,physical and regulatory risks.Physical risks include the pollution of the environment,climate change and destruction of natural habitats,as well as safety risks such as personal injury or damage to production facilities and($000s)Less than 1 yearOver 1 year to 3 years
217、Over 3 years to 5 yearsOver 5 years to 7 yearsTotalAccounts payable and accrued liabilities36,371 -36,371 Bank debt-46,211 -46,211 Subordinated debentures(1)59,000 -59,000 Subordinated term debt(1)19,000 38,000 -57,000 Future interest9,921 3,231 -13,152 Firm service commitments1,824 2,866 1,601 149
218、6,440 Office lease commitments518 475 -993 Total126,634 90,783 1,601 149 219,167 30|Page equipment.The Company conducts its operations while ensuring it protects the environment,various stakeholders,and the general public.Bonterra maintains current insurance coverage for comprehensive and general li
219、ability as well as limited pollution liability.The amount and terms of this insurance are reviewed on an ongoing basis and adjusted as necessary to reflect current corporate requirements,availability,as well as industry standards and government regulations.Without such insurance,and if the Company b
220、ecomes subject to environmental liabilities,the payment of such liabilities could reduce or eliminate its available funds or could exceed the funds the Company has available and result in financial distress.Climate Change Risks Bonterras exploration and production facilities and other operations and
221、 activities emit greenhouse gasses(GHG)which require the Company to comply with Federal and/or Provincial GHG emissions legislation.Climate change policy is evolving at regional,national and international levels,and political and economic events may significantly affect the scope and timing of clima
222、te change measures that are ultimately put in place to prevent climate change or mitigate Bonterras effects.The direct or indirect costs of compliance with GHG-related regulations may have a material adverse effect on the Companys business,financial condition,results of operations and prospects.Some
223、 of its significant facilities may ultimately be subject to future regional,Provincial and/or Federal climate change regulations to manage GHG emissions.In addition,climate change has been linked to long-term shifts in climate patterns and extreme weather conditions,both of which pose the risk of ca
224、using operational difficulties.Additional information regarding risk factors including,but not limited to,environmental risks is available in the Companys Annual Information Form for the year ended December 31,2024,which can be accessed on its website at or on SEDAR+at www.sedarplus.ca.Forward-Looki
225、ng Information Certain statements contained in this MD&A include statements which contain words such as“anticipate”,“could”,“should”,“expect”,“seek”,“may”,“intend”,“likely”,“will”,“believe”and similar expressions,relating to matters that are not historical facts,and such statements of our beliefs,in
226、tentions and expectations about development,results and events which will or may occur in the future,constitute“forward-looking information”within the meaning of applicable Canadian securities legislation and are based on certain assumptions and analysis made by us derived from our experience and pe
227、rceptions.Forward-looking information in this MD&A includes,but is not limited to:estimated production;cash flow sensitivity to commodity price variables;earnings sensitivity to interest rates;abandonment and reclamation activities and targets;expected cash provided by continuing operations;return o
228、f capital strategy;future capital expenditures,including the amount and nature thereof;oil and natural gas prices and demand;expansion and other development trends of the oil and gas industry;business strategy and outlook;expansion and growth of our business and operations;maintenance of existing cu
229、stomer,supplier and partner relationships;supply channels;accounting policies;and other such matters.All such forward-looking information is based on certain assumptions and analyses made by us in light of our experience and perception of historical trends,current conditions and expected future deve
230、lopments,as well as other factors we believe are appropriate in the circumstances.The risks,uncertainties,and assumptions are difficult to predict and may affect operations,and may include,without limitation:foreign exchange fluctuations;equipment and labour shortages and inflationary costs;general
231、economic conditions;industry conditions;the impact on the Canadian energy industry of U.S.tariffs,changes to international trade agreements or the potential imposition of tariffs or other protectionist economic policies by the Canadian federal or provincial governments;applicable environmental,taxat
232、ion and other laws and regulations as well as how such laws and regulations may limit growth or operations within the oil and gas industry;the impact of climate-related financial disclosures on financial results;the ability of the Company to raise capital,maintain its syndicated bank facility and re
233、finance indebtedness upon maturity;the effect of weather conditions on operations and facilities;the existence of operating risks;volatility of oil and natural gas prices;oil and gas product supply and demand;risks inherent in the ability to generate sufficient cash flow from operations to meet curr
234、ent and future obligations;increased competition;stock market volatility;credit risks;31|Page climate change risks;cyber security;opportunities available to or pursued by us;and other factors,many of which are beyond our control.The foregoing factors are not exhaustive.Actual results,performance or
235、achievements could differ materially from those expressed in,or implied by,this forward-looking information and,accordingly,no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur,or if any of them do,what benefits will be derived there
236、from.Except as required by law,Bonterra disclaims any intention or obligation to update or revise any forward-looking information,whether as a result of new information,future events or otherwise.The forward-looking information contained herein is expressly qualified by this cautionary statement.Dis
237、closure Controls and Procedures Disclosure controls and procedures(“DC&P”),as defined in National Instrument 52-109 Certification of Disclosure in Issuers Annual and Interim Filings,are designed to provide reasonable assurance that information required to be disclosed in the Companys annual filings,
238、interim fillings or other reports filed,or submitted by the Company under securities legislation is recorded,processed,summarized and reported within the time periods specified under securities legislation and include controls and procedures designed to ensure that information required to be disclos
239、ed is accumulated and communicated to management,including the Chief Executive Officer and Chief Financial Officer,as appropriate,to allow timely decisions regarding required disclosure.The Chief Executive Officer and Chief Financial Officer of Bonterra evaluated the effectiveness of the design and
240、operation of the Companys DC&P.Based on that evaluation,the Chief Executive Officer and the Chief Financial Officer concluded that Bonterras DC&P were effective at December 31,2024.Internal Controls Over Financial Reporting Internal control over financial reporting(“ICFR”),as defined in National Ins
241、trument 52-109,includes those policies and procedures that:1.Pertain to the maintenance of records that,in reasonable detail,accurately and fairly reflect transactions and dispositions of Bonterra;2.Are designed to provide reasonable assurance that transactions are recorded as necessary to permit pr
242、eparation of financial statements in accordance with generally accepted accounting principles and that receipts and expenditures of Bonterra are being made in accordance with authorizations of management and Directors of Bonterra;and 3.Are designed to provide reasonable assurance regarding preventio
243、n or timely detection of authorized acquisition,use,or disposition of the Companys assets that could have a material effect on the financial statements.The CEO and CFO have designed,or caused to be designed under their supervision,ICFR as defined in National Instrument 52-109 of the Canadian Securit
244、ies Administrators,in order to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS.The control framework the Company used to design its ICFR was in accordance with the Committee of Spo
245、nsoring Organizations of the Treadway Commission(COSO 2013).The Companys CEO and CFO have evaluated,or caused to be evaluated under their supervision,the effectiveness of the Companys internal controls over financial reporting at the financial period end of the Company and concluded that such intern
246、al controls over financial reporting are effective as of December 31,2024.It should be noted that while Bonterras CEO and CFO believe that the Companys internal controls and procedures provide a reasonable level of assurance and are effective,they do not expect that these controls will prevent all e
247、rrors and fraud.Use of Non-IFRS Financial Measures This MD&A contains financial measures and uses the terms“capital expenditures”,“funds flow”,“net debt”,“EBITDA”,“net debt to EBITDA”,“field netback”and“cash netback”which are not prescribed by IFRS as issued by the International Accounting Standards
248、 Board(“IFRS Accounting Standards”).These specified financial measures include non-IFRS financial measures and non-IFRS ratios and are not defined by IFRS 32|Page Accounting Standards,and therefore are referred to as non-IFRS and other financial measures.These non-IFRS and other financial measures a
249、re included because management uses the information to analyze business performance,cash flow generated from the business,leverage and liquidity,resulting from the Corporations principal business activities and it may be useful to investors on the same basis.None of these measures are used to enhanc
250、e the Corporations reported financial performance or position.The non-IFRS and other measures do not have a standardized meaning prescribed by IFRS Accounting Standards and therefore are unlikely to be comparable to similar measures presented by other issuers.They are common in the reports of other
251、companies but may differ by definition and application in Bonterras financial information.Please see below for a brief overview of non-IFRS measures and the relevant descriptions and reconciliations.Funds Flow Funds flow is a non-IFRS financial measure,calculated as cash flow from operating activiti
252、es including proceeds from sale of investments and investment income received excluding effects of changes in non-cash working capital items and decommissioning expenditures settled.Management uses funds flow to determine the cash generated during a period.The following is a reconciliation of funds
253、flow to the most directly comparable IFRS measure,cash flow from operating activities:Net Debt Net debt is a non-IFRS financial measure,calculated as long-term subordinated term debt,subordinated debentures and bank debt plus working capital deficiency(current liabilities less current assets).This m
254、etric is used by management to analyze the level of debt in the Corporation including the impact of working capital,which varies with the timing of settlement of these balances.The following is a reconciliation of net debt to the most directly comparable IFRS measures:($000s except$per share)Decembe
255、r 31,2024September 30,2024December 31,2023December 31,2024December 31,2023Cash flow from operations28,58731,53144,596114,952140,183Adjusted for Changes in non-cash working capital(2,106)(2,581)(8,143)(5,297)(1,609)Interest expense(4,314)(4,423)(4,564)(17,821)(19,715)Interest paid5,6423,0955,89117,82
256、119,715Decommissioning expenditures2,2452,3842,5427,2398,291Investment income received4660120326440Proceeds on sale of investments -1,448 -Funds Flow30,10030,06640,442118,668147,305$per share-basic0.810.811.093.183.96 Three months endedYear endedAs at As at($000s)December 31,2024December 31,2023Bank
257、 debt 46,211 14,822 Subordinated debentures 55,872 52,585 Subordinated term debt(long-term)35,750 53,018 Current liabilities(1)61,389 62,175 Current Assets (32,012)(37,160)Net Debt 167,210 145,440 33|Page(1)Included in current liabilities is$19.0 million(December 31,2023-$19.0 million)of Subordinate
258、d Term Debt due in the next twelve months.EBITDA EBITDA is a non-IFRS financial measure.EBITDA is a measure showing net earnings excluding deferred consideration,finance costs,provision for current and deferred taxes,depletion and depreciation,share-option compensation,gain or loss on sale of assets
259、,impairment or impairment reversal and unrealized gain or loss on risk management contracts.Management uses these measures to measure the Corporations profitability generated by operations.The following is a reconciliation of EBITDA to the most directly comparable IFRS measure,net earnings(loss):Net
260、 Debt to EBITDA Net debt to EBITDA is a non-IFRS ratio.Net debt to EBITDA is calculated as net debt divided by EBITDA for the trailing twelve months.This measure provides management with an indication of the Corporations leverage and ability to repay debt.Capital Expenditures Capital expenditures ar
261、e a non-IFRS financial measure.They are calculated as the sum of exploration and evaluation costs and property,plant,and equipment costs per the statement of cash flow.Management uses this metric to assess the total cash capital expenditures incurred during the period.Field Netback and Cash Netback
262、Field netback is defined as revenue and realized risk management contract gain(loss)minus royalties and operating expenses divided by total BOEs for the period.Cash netback is defined as field netback less interest expense,general and administrative expense and current income tax expense divided by
263、total BOEs for the period.($000s)December 31,2024December 31,2023Net earnings10,203 44,943 Adjustments to net earnings:Unrealized gain on risk management contracts 1,525 (1,559)Deferred consideration (958)(1,009)Finance costs 26,532 28,437 Share-option compensation 2,293 3,228 Depletion and deprecia
264、tion 97,137 90,479 Impairment(reversal of impairment)-Current income tax expense 5,167 11,134 Deferred income tax expense (1,513)3,300 EBITDA 140,386 178,953 Net debt to EBITDA ratio1.2 0.8 Twelve months ended34|Page Managements Responsibility for Financial Statements The information provided in thi
265、s report,including the financial statements,is the responsibility of management.The timely preparation of the financial statements requires that management make estimates and use judgment regarding the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as
266、 at the date of the financial statements and the reported amounts of revenues and expenses during the period.Such estimates primarily relate to unsettled transactions and events as at the date of the financial statements.Accordingly,actual results may differ from estimated amounts as future confirmi
267、ng events occur.Management believes such estimates have been based on careful judgments and have been properly reflected in the accompanying financial statements.Management maintains a system of internal controls to provide reasonable assurance that the Companys assets are safeguarded and to facilit
268、ate the preparation of relevant and timely information.Deloitte LLP has been appointed by the Shareholders to serve as the Companys external auditors.They have examined the financial statements and provided their auditors report.The audit committee has reviewed these financial statements with manage
269、ment and the auditors,and has reported to the Board of Directors.The Board of Directors has approved the financial statements as presented in this annual report.“Signed Patrick G.Oliver”“Signed Scott A.Johnston”Patrick G.Oliver Scott A.Johnston Chief Executive Officer Chief Financial Officer March 1
270、3,2025 March 13,2025 35|Page INDEPENDENT AUDITORS REPORT To the Shareholders of Bonterra Energy Corp.Opinion We have audited the financial statements of Bonterra Energy Corp.(the“Company”),which comprise the statements of financial position as at December 31,2024 and 2023,and the statements comprehe
271、nsive income,cash flow and changes in equity for the years then ended,and notes to the financial statements,including a summary of significant accounting policies(collectively referred to as the“financial statements”).In our opinion,the accompanying financial statements present fairly,in all materia
272、l respects,the financial position of the Company as at December 31,2024 and 2023,and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards(“IFRS”).Basis for Opinion We conducted our audit in accordance with Canadian gener
273、ally accepted auditing standards(“Canadian GAAS”).Our responsibilities under those standards are further described in the Auditors Responsibilities for the Audit of the Financial Statements section of our report.We are independent of the Company in accordance with the ethical requirements that are r
274、elevant to our audit of the financial statements in Canada,and we have fulfilled our other ethical responsibilities in accordance with these requirements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.Key Audit Matters Key audit m
275、atters are those matters that,in our professional judgment,were of most significance in our audit of the financial statements for the year ended December 31,2024.These matters were addressed in the context of our audit of the financial statements as a whole,and in forming our opinion thereon,and we
276、do not provide a separate opinion on these matters.Property,Plant and Equipment-Oil and gas properties-Refer to Notes 4 and 6 to the financial statements Key Audit Matter Description The Companys property,plant and equipment includes oil and gas properties.Oil and gas properties are measured by depl
277、eting the assets on a unit-of-production basis(“depletion”)and are evaluated for impairment and impairment reversal using the future net cash flows of the underlying proved plus probable crude oil and natural gas reserves.The Company engages an independent reserve evaluator to estimate crude oil and
278、 natural gas reserves using estimates,assumptions and engineering data.The development of the Companys reserves and the related future net cash flows used to evaluate any impairment or impairment reversal requires management to make significant estimates and assumptions related to crude oil and natu
279、ral gas prices,discount rates,reserves,and future costs.Given the significant judgments made by management related to future crude oil and natural gas prices,discount rates,reserves,and future operating and development costs,these estimates and assumptions are subject to a high degree of estimation
280、uncertainty.Auditing these estimates and assumptions required auditor judgement in applying audit procedures and in evaluating the results of those procedures.This resulted in an increased extent of audit effort.How the Key Audit Matter Was Addressed in the Audit Our audit procedures related to futu
281、re crude oil and natural gas prices,discount rates,reserves,and future operating and development costs used to measure oil and gas properties included the following,among others:Evaluated future crude oil and natural gas prices by independently developing a reasonable range of forecasts based on rep
282、utable third-party forecasts and market data and comparing those to the future crude oil and natural gas prices selected by management.Evaluated the reasonableness of the discount rates by testing the source information underlying the determination of the discount rates and developing a range of ind
283、ependent estimates and comparing those to the discount rates selected by management.Evaluated the Companys independent reserve evaluator by examining reports and assessed their 36|Page scope of work and findings;and assessing the competence,capability and objectivity by evaluating their relevant pro
284、fessional qualifications and experience.Evaluated the reasonableness of reserves by testing the source financial information underlying the reserves and comparing the reserve volumes to historical production volumes.Evaluated the reasonableness of future operating and development costs by testing th
285、e source financial information underlying the estimate,comparing future operating and development costs to historical results,and evaluating whether they are consistent with evidence obtained in other areas of the audit.Performed a retrospective review to evaluate managements ability to accurately f
286、orecast and to assess for indications of estimation bias over time.Other Information Management is responsible for the other information.The other information comprises:Managements Discussion and Analysis The information,other than the financial statements and our auditors report thereon,in the Annu
287、al Report.Our opinion on the financial statements does not cover the other information and we do not and will not express any form of assurance conclusion thereon.In connection with our audit of the financial statements,our responsibility is to read the other information identified above and,in doin
288、g so,consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit,or otherwise appears to be materially misstated.We obtained Managements Discussion and Analysis prior to the date of this auditors report.If,based on the work w
289、e have performed on this other information,we conclude that there is a material misstatement of this other information,we are required to report that fact in this auditors report.We have nothing to report in this regard.The Annual Report is expected to be made available to us after the date of the a
290、uditors report.If,based on the work we will perform on this other information,we conclude that there is a material misstatement of this other information,we are required to report that fact to those charged with governance.Responsibilities of Management and Those Charged with Governance for the Fina
291、ncial Statements Management is responsible for the preparation and fair presentation of the financial statements in accordance with IFRS,and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement,whet
292、her due to fraud or error.In preparing the financial statements,management is responsible for assessing the Companys ability to continue as a going concern,disclosing,as applicable,matters related to going concern and using the going concern basis of accounting unless management either intends to li
293、quidate the Company or to cease operations,or has no realistic alternative but to do so.Those charged with governance are responsible for overseeing the Companys financial reporting process.Auditors Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable as
294、surance about whether the financial statements as a whole are free from material misstatement,whether due to fraud or error,and to issue an auditors report that includes our opinion.Reasonable assurance is a high level of assurance,but is not a guarantee that an audit conducted in accordance with Ca
295、nadian GAAS will always detect a material misstatement when it exists.Misstatements can arise from fraud or error and are considered material if,individually or in the aggregate,they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial state
296、ments.As part of an audit in accordance with Canadian GAAS,we exercise professional judgment and maintain professional skepticism throughout the audit.We also:37|Page Identify and assess the risks of material misstatement of the financial statements,whether due to fraud or error,design and perform a
297、udit procedures responsive to those risks,and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error,as fraud may involve collusion,forgery,intentio
298、nal omissions,misrepresentations,or the override of internal control.Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances,but not for the purpose of expressing an opinion on the effectiveness of the Companys i
299、nternal control.Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.Conclude on the appropriateness of managements use of the going concern basis of accounting and,based on the audit evidence obtained,whet
300、her a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern.If we conclude that a material uncertainty exists,we are required to draw attention in our auditors report to the related disclosures in the financ
301、ial statements or,if such disclosures are inadequate,to modify our opinion.Our conclusions are based on the audit evidence obtained up to the date of our auditors report.However,future events or conditions may cause the Company to cease to continue as a going concern.Evaluate the overall presentatio
302、n,structure and content of the financial statements,including the disclosures,and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.We communicate with those charged with governance regarding,among other matters,the planned
303、scope and timing of the audit and significant audit findings,including any significant deficiencies in internal control that we identify during our audit.We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence,and
304、 to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence,and where applicable,related safeguards.From the matters communicated with those charged with governance,we determine those matters that were of most significance in the audit of
305、the financial statements of the current period and are therefore the key audit matters.We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when,in extremely rare circumstances,we determine that a matter should not be communicated
306、in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.The engagement partner on the audit resulting in this independent auditors report is Christopher Gill.“Signed Deloitte LLP”Chartered Professional Acc
307、ountants Calgary,Alberta March 13,2025 38|Page STATEMENT OF FINANCIAL POSITION See accompanying notes to these financial statements.On behalf of the Board:“Signed Patrick G.Oliver”“Signed Stacey E.McDonald”Patrick G.Oliver Stacey E.McDonald Director Director As at($000s)NoteAssetsCurrentAccounts rec
308、eivable25,778 25,364 Crude oil inventory885 893 Prepaid expenses4,517 6,912 Risk management contracts17 832 2,357 Investments -1,634 32,012 37,160 Exploration and evaluation assets56,787 5,785 Property,plant and equipment6936,244 924,925 975,043 967,870 LiabilitiesCurrentAccounts payable and accrued
309、 liabilities736,371 37,226 Subordinated term debt1019,000 19,000 Decommissioning liabilities115,161 5,040 Deferred consideration857 909 61,389 62,175 Bank debt846,211 14,822 Subordinated debentures9,1955,872 52,585 Subordinated term debt10,1935,750 53,018 Deferred consideration7,265 8,170 Decommissi
310、oning liabilities1198,677 118,068 Deferred tax liability12129,240 130,774 434,404 439,612 Shareholders equityShare capital13783,366 783,185 Contributed surplus36,185 34,023 Warrants136,053 6,053 Accumulated other comprehensive income-436 Deficit(284,965)(295,439)540,639 528,258 975,043 967,870 Subse
311、quent events17,19Commitments and contingencies18December 31,2024December 31,202339|Page STATEMENT OF COMPREHENSIVE INCOME See accompanying notes to these financial statements.For the years ended December 31($000s,except$per share)Note20242023RevenueOil and gas sales,net of royalties14240,315 273,113
312、 Other income756 1,560 Deferred consideration958 1,009 Gain on risk management contracts172,044 3,360 244,073 279,042 ExpensesProduction89,881 83,064 Office and administration5,262 5,245 Employee compensation9,111 9,212 Finance costs1626,532 28,437 Share-option compensation2,293 3,228 Depletion and
313、depreciation697,137 90,479 230,216 219,665 Earnings before income taxes13,857 59,377 Taxes Current income tax expense 125,167 11,134 Deferred income tax expense(recovery)12(1,513)3,300 3,654 14,434 Net earnings for the year10,203 44,943 Other comprehensive lossUnrealized loss on investments(186)(394
314、)Deferred taxes on unrealized loss on investments21 46 Realized gains on available for sale investments transferred to net earnings(306)-Deferred taxes on realized gains on available for sale investments transferred to net earnings35 -Other comprehensive loss for the year(436)(348)Total comprehensiv
315、e income for the year9,767 44,595 Net earnings per share-basic130.27 1.21 Net earnings per share-diluted130.27 1.20 Comprehensive income per share-basic130.26 1.20 Comprehensive income per share-diluted130.26 1.19 40|Page STATEMENT OF CASH FLOW See accompanying notes to these financial statements.Fo
316、r the years ended December 31($000s)Note20242023Operating activitiesNet earnings10,203 44,943 Items not affecting cashDeferred income tax recovery(1,513)3,300 Share-option compensation2,293 3,228 Investment income(326)(440)Finance costs26,532 28,437 Unrealized(gain)loss on risk management contracts1
317、71,525 (1,559)Deferred consideration(958)(1,009)Depletion and depreciation697,137 90,479 Gain on sale of property(178)(17)Government grant in-kind-(782)Decommissioning expenditures(7,239)(8,291)Interest paid16(17,821)(19,715)Changes in non-cash working capital accounts165,297 1,609 Cash provided by
318、operating activities114,952 140,183 Financing activitiesIncrease(decrease)of bank debt831,389 (2,779)Subordinated term debt10(19,000)(20,193)Stock option proceeds50 596 Cash provided by(used in)financing activities12,439 (22,376)Investing activitiesInvestment income received326 440 Exploration and e
319、valuation expenditures(1,190)(1,222)Property,plant and equipment expenditures6(99,886)(125,256)Oil and gas property acquisition6(23,586)-Proceeds on sale of property105 28 Proceeds on sale of investments1,448 -Changes in non-cash working capital accounts16(4,608)8,203 Cash used in investing activiti
320、es(127,391)(117,807)Net change in cash in the year-Cash,beginning of year-Cash,end of year-The following are included in cash flow from operating activities:Income taxes paid7,007 9,625 41|Page STATEMENT OF CHANGES IN EQUITY (1)All amounts reported in Contributed Surplus relate to share-option compe
321、nsation.(2)Accumulated other comprehensive income is comprised of unrealized gains and losses on investments fair value through other comprehensive income.See accompanying notes to these financial statements.For the years ended($000s,except number of shares outstanding)Numbers of common shares outst
322、anding(Note 13)Share capital(Note 13)Contributed surplus(1)WarrantsAccumulated other comprehensive income(loss)(2)DeficitTotal shareholders equityJanuary 1,202336,912,892 781,679 31,705 6,053 784 (340,382)479,839 Share-option compensation3,228 3,228 Exercise of options340,360 596 596 Transfer to sha
323、re capital on exercise of options910 (910)-Comprehensive income(loss)(348)44,943 44,595 December 31,202337,253,252 783,185 34,023 6,053 436 (295,439)528,258 Share-option compensation2,293 2,293 Exercise of options71,628 50 50 Transfer to share capital on exercise of options131 (131)-Comprehensive in
324、come(loss)(165)10,203 10,038 Transfer on realized gain on investments,net of tax(271)271 -December 31,202437,324,880 783,366 36,185 6,053-(284,965)540,639 42|Page NOTES TO THE FINANCIAL STATEMENTS As at and for the years ended December 31,2024 and December 31,2023.1.NATURE OF BUSINESS AND SEGMENT IN
325、FORMATION Bonterra Energy Corp.(“Bonterra”or the“Company”)is a public company listed on the Toronto Stock Exchange(the“TSX”)and incorporated under the Business Corporations Act(Alberta).The address of the Companys registered office is Suite 901,1015-4th Street SW,Calgary,Alberta,Canada,T2R 1J4.The c
326、ommon shares of the Company(the“Common Shares”)are listed for trading on the TSX under the symbol“BNE”.Bonterra operates in one industry and has only one reportable segment which is the development and production of oil and natural gas in the Western Canadian Sedimentary Basin.2.BASIS OF PREPARATION
327、 AND FUTURE OPERATIONS a)Statement of Compliance These financial statements have been prepared by management in accordance with International Financial Reporting Standards(IFRS)as issued by the International Accounting Standards Board(IASB).The financial statements were authorized for issue by the C
328、ompanys Board of Directors on March 13,2025.b)Basis of Measurement These financial statements have been prepared on a historical cost basis,except for certain financial instruments and share-based payment transactions which are measured at fair value.c)Functional and Presentation Currency The Compan
329、ys functional and presentation currency is the Canadian dollar.Foreign currency denominated monetary assets and liabilities are translated into Canadian dollars at the rates prevailing on the reporting date.Non-monetary assets and liabilities are translated into Canadian dollars at the rates prevail
330、ing on the transaction dates.Exchange gains and losses are recorded as income or expense in the period in which they occur.d)Material Accounting Estimates and Judgments The timely preparation of financial statements requires management to make estimates and assumptions that affect the reported amoun
331、ts of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the statement of financial position as well as the reported amounts of revenues,expenses and cash flows during the periods presented.Such estimates relate primarily to unsettled transactions and events
332、 as of the date of the financial statements.Actual results could differ materially from estimated amounts.See Note 4 for more information.e)Adopted Accounting Pronouncements Amendments to IAS 1-Classification of liabilities as current or non-current On January 1,2024 the Company adopted the scope am
333、endments to IAS 1 “Presentation of Financial Statements”to clarify that liabilities are classified as either current or non-current,depending on the existence of the substantive right at the end of the reporting period for an entity to defer settlement of the liability for at least twelve months after the reporting period.There was no material impact to Bonterras financial statements from its adop