2011 Annual Financial Report
(London – 4 April 2012). In accordance with Listing Rule 9.6.1, the following documents have been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do:
a) Annual Report for the year ended 31 December 2011, the Summary Annual Report and the Results Brief
b) Notice of Annual General Meeting to be held on 15 May 2012
c) Form of Proxy to be used for voting at the Annual General Meeting
These documents are each available on the International Power website, with a direct link to the Annual Report, the Summary Annual Report and the Results Brief at: www.iprplc-gdfsuez.com/investors/reports.
ADDITIONAL INFORMATION REQUIRED BY DISCLOSURE AND TRANSPARENCY RULE 6.3.5
The information below, which is extracted from the Annual Report 2011, is included solely for the purpose of complying with Disclosure and Transparency Rule (DTR) 6.3.5 and the requirements on issuers to make public annual financial reports. It should be read in conjunction with International Power plc's Preliminary Results Announcement issued on 8 February 2012. Together these constitute the material required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This material is not a substitute for reading the full Annual Report 2011. Cross-references in the extracted information below refer to those in the Annual Report 2011.
The Responsibility statement of the Directors which follows refers to 'the financial statements'; these are the consolidated financial statements of International Power plc for the year ended 31 December 2011 contained within the Annual Report 2011.
Responsibility statement of the Directors in respect of the Annual Report 2011 and the financial statements
We confirm that to the best of our knowledge:
- the financial statements, prepared in accordance with International Financial Reporting Standards as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit of the Company and the undertakings included in the consolidation taken as a whole;
- the Directors' report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.
On behalf of the Board
Chief Executive Officer
7 February 2012
Chief Financial Officer
7 February 2012
PRINCIPAL RISKS AND UNCERTAINTIES
The following description of principal risks and uncertainties is set out on pages 18 to 25 of the Annual Report 2011. As set out above, this description is repeated here solely for the purpose of complying with DTR 6.3.5.
Access to financial resources is key for our business, however this could be restricted due to general economic or industrial conditions. Our capital structure and financial headroom are designed to address these risks.
An overarching benefit of the Combination has been the significant financing package provided to International Power by GDF SUEZ under the Financing Framework Agreement. This has significantly improved both our access to capital and its cost.
The GDF SUEZ financing package comprises loans and facilities originally in excess of £3.1 billion (€3.7 billion), which amongst other things have been used, and can be used, to repay more expensive and shorter-term debt at merchant assets and to provide credit support for trading. Of these facilities £2.1 billion (€2.6 billion) is in place to 31 December 2013 and has a one year rolling renewal, with 15 months’ notice.
In addition, our business is strongly cash generative. We maintain a prudent level of headroom at the corporate level and have access to external loan facilities and credit lines. The actual choice of funding instrument depends on the size and nature of the transaction and market conditions at that time.
Reflecting our materially improved financial position, in early 2011 International Power’s credit rating was upgraded to investment grade by three key ratings agencies (Moody’s, Standard & Poor’s and Fitch).
During the project development phase, credit support may be required for bid bonds or short-term equity support. This support is provided in the form of parent company guarantees or credit support instruments issued by banks.
In merchant markets, we are usually required to provide credit support for our trading operations. Fuel and electricity markets periodically experience sharp price movements and when these occur there is an immediate and corresponding effect on our trading credit support requirements, which can be volatile as a consequence. The trading credit support under the GDF SUEZ financing package, the maintenance of corporate financial headroom and our investment grade credit rating offer protection against increases in trading credit support requirements.
At the individual business level, we continue our policy of financing projects with non-recourse debt where appropriate, primarily for long-term contracted power plants. Non-recourse project finance insulates the Group from adverse events occurring at the project level, limiting our exposure on a given project to the loss of the equity in that project.
The Group’s cash investment policy targets liquidity and protection of the invested capital, with close monitoring of performance and counterparty risk. In addition to the GDF SUEZ financing package, the Group has appropriate levels of liquidity, both in cash and in confirmed undrawn credit facilities (€7.0 billion as at December 2011).
We manage our credit exposure to trading and financial counterparties by establishing clearly defined limits, policies and procedures. Energy trading activities are strictly monitored and controlled through delegated authorities and procedures, which include specific criteria for the management of credit exposures in each of our key regions.
In many cases, we have long-term contractual agreements, such as power purchase agreements (PPAs) or long-term contracts for fuel, in order to limit our exposure to fluctuations in power or fuel prices respectively. In these instances our financial performance is dependent on the continued ability of customers and suppliers to meet their obligations. These arrangements are monitored and managed locally with oversight from International Power Treasury.
In merchant markets we have exposure to wholesale and retail trading counterparties. Actions are taken and policies followed to minimise the impact in the unlikely event of a counterparty default. These actions and policies include careful credit screening, bad debt provisions, contractual protections and credit support, the ability to sell power under the contract to the market, counterparty diversification and regular reviews and monitoring.
We also continually review our receivable positions and the credit risk associated with our PPAs and we believe that payment defaults remain a low risk. In the past, a very limited number of PPA tariffs have been re-opened by our offtakers and renegotiated, but we do not currently foresee the prospect of further PPA tariff renegotiations.
With respect to our treasury activities, our financial counterparty credit exposure is limited to arrangements with relationship banks and cash pooling arrangements with GDF SUEZ. This results in a concentration of risk to the GDF SUEZ group in respect of International Power’s cash balances, but the latter is to some extent offset by the borrowing positions that we hold with GDF SUEZ.
Further information on credit risk is included in the consolidated financial statements. Risks associated with specific PPAs are included in the country, political and regulatory risks section which follows.
The Group is subject to the risk of currency exchange rate fluctuations. The Group earns its income in many countries and currencies and, following closing of the Combination, these currencies principally comprise the euro, sterling, US dollars, Australian dollars, the Thai baht and the Brazilian real. The Group’s exposure to currency exchange rate fluctuation results from both translation exposure and transaction exposure.
In order to mitigate foreign exchange exposure within project companies, borrowings are normally made in the currency of the project company revenues, which is usually the project company’s functional currency. In countries with historically weaker currencies than those of the major economies, we aim to have PPA tariffs denominated in, or indexed to, a major international currency, such as the US dollar. This protects future returns against large and rapid devaluations of the local currency.
When one of our project companies makes sales and/or purchases in a currency other than its functional currency, this gives rise to a currency transaction exposure. We match transaction exposures, in advance where possible, and hedge any unmatched transactions as soon as they are committed.
International Power hedges its operations in foreign operations by funding borrowings in the same currency as the underlying investment. In addition the Group may utilise foreign exchange derivatives to hedge the net investments in foreign operations, subject to practical and economic constraints. Instruments which could be used for hedging purposes include forwards (foreign currency exchange contracts), cross-currency swaps and currency options. To the extent that hedged amounts through borrowings or derivatives do not match foreign currency investments, this exposes our net assets to fluctuations in value. Similarly our Group earnings are and will remain exposed to translation exposures on earnings from foreign operations.
With respect to a weakening of the euro, we have implemented a global risk management policy which covers financial risk, including: commodity, counterparty, currency, interest rate and liquidity. All of these risks are strictly monitored and policy limits are conservative.
For 2011 and 2010, average and year end rates of exchange to the euro, for major currencies which were significant to the Group were:
||At 31 December
||At 31 December
Further information on market risk and foreign currency risk is included in the consolidated financial statements.
MARKET AND TRADING RISKS
Power and commodity price exposure
Approximately 37% (net MW) of the projects and businesses in which we have an interest operate on a merchant basis. A merchant plant normally operates without long-term offtake contracts for the majority of its output and such assets are therefore subject to market forces, which determine the price and amounts of power sold, and fuel and emissions certificates purchased. To varying degrees, our power generation, gas and LNG activities across North America, UK-Europe, Asia and Australia operate on a merchant basis.
Costs associated with the power we generate are principally driven by fuel prices, which are subject to volatility. Although PPAs generally allow us to pass costs through to offtakers, certain costs associated with related agreements, including operating and maintenance agreements, may not necessarily be able to be passed through, resulting in a potential impact on gross margin.
In order to limit our exposure to market movements, and depending on trading conditions, we forward sell a proportion of our anticipated output and forward purchase the related commodities and services including fuel, transmission rights, capacity and emission certificates (a ‘matched position’). We do at times run mismatched positions for liquidity or other commercial purposes. This exposure is addressed in our risk policies, which limit the potential impact of these hedging strategies.
To reduce the impact of merchant market uncertainty, we typically operate a ‘rolling hedge’ programme under which we increase the proportion of output that is sold forward as the production date approaches. Whilst we generally aim to hedge a relatively high proportion of our output for the following year, this strategy is dependent on market conditions. Due to market liquidity considerations, we are often unable to hedge high levels of output beyond two years ahead. Our hedging strategy is also determined by the specific market, as hedging activities vary between regions. In North America, UK-Europe and Australia, the markets are more mature, relatively liquid, and provide a variety of hedging instruments. This compares with the other regions where long-term contracts with single or a limited number of offtakers are normal (e.g. Latin America, Asia and META).
In addition to asset-backed trading, we carry out some proprietary trading (trading not linked to the expected output of our power plants). This non asset-backed trading activity has strict risk limits and controls.
Framework for trading activities
In order to reduce the risk of adverse hedging and trading outcomes, we devote significant resources to maintenance, oversight and development of our risk management policies and procedures, through our global risk management policy, risk management capabilities, and information technology systems.
Trading and forward contracting strategies are continually reviewed by regional and corporate Trading and Portfolio Management professionals to ensure they are best suited to both local market conditions and corporate risk guidelines. Group-wide oversight of our trading operations is provided by the Global Commodities Risk Committee (GCRC). The GCRC acts under the authority of the Board, and delegates limits and authorities to local risk committees, which have been established in each of our trading operations to oversee the management of market, operational and credit risks arising from our marketing and trading activities. Local risk committees typically include the regional Head of Trading and Portfolio Management, Global and Local Risk Managers, Regional Directors and senior managers. The International Power Board oversees International Power’s structure of policies and committees.
CONSTRUCTION AND OPERATIONAL RISKS
Our policy with regard to new-build is, wherever possible, to award major projects on a full engineering, procurement and construction (EPC) basis to suitably qualified contractors. EPC contracts transfer the majority of the design and construction risks to the contractor, and provide substantial protection through liquidated damages, in the event of failure on the part of the contractor to meet the contractual completion schedule or plant performance targets. Where there is a project-specific need to adopt risk sharing within the contract, this is approached on the basis of deliverable technical and performance metrics and with due regard to our ability to manage these risks. Where appropriate, we also supplement this contractual protection with insurance.
The environment regarding the procurement of power plant equipment has become more competitive with new suppliers/contractors entering the international market, particularly from China.
Our construction projects are managed by experienced project management teams assisted as necessary by external owner’s engineers. During construction we monitor progress principally by reference to four major factors: safety, timetable, cost and quality. This process has been maintained for the enlarged Group’s construction programme to ensure that construction risks continue to be effectively managed.
Once a plant is in operation we monitor performance by reference to a number of safety and performance indicators including, for example, accident frequency rates (AFR), technical availability, thermal efficiency and forced outage rates.
Unplanned availability losses remain a key operational risk which can lead to a reduction in profitability and cash flows. Plants operating under long-term PPAs or power and water purchase agreements (PWPAs) are generally rewarded for high levels of availability, and therefore unplanned outages can result in a loss of revenue. For our merchant plants, unplanned outages can result in the need to buy back power which has been forward contracted.
Regional and global networks have been established to provide a link between recognised technical specialists across the portfolio, supporting continuous improvement throughout the business. Where appropriate, these networks include specialists from other business lines within GDF SUEZ. In addition to providing practical support to one another with technical issues, this sharing of experiences, promotion of best practices and reviewing of new technology is used to update policies and procedures and identify documentation gaps.
In addition, we apply an engineering risk assessment to assist in the identification and management of the key engineering risks across the plant portfolio. This involves the application of a single method of quantifying and prioritising the operational risks associated with the failure of plant components whilst in service and their potential impact on people, the environment and the business. The approach involves peer review, benchmarking and further information sharing.
We are a minority participant in a number of projects and cannot always set operational standards in such cases. In these circumstances we provide support, and where appropriate, use our influence as an experienced plant operator to try to achieve standards that are consistent with our own.
FUEL SUPPLY RISKS
Fuel supply security is fundamental to our business and most of our markets have robust fuel supply infrastructures. Other factors such as mines local to the power plant, fuel storage, dual-fuel capability and sourcing from a number of reputable suppliers enhance our security of fuel supply. Consequently, we have experienced very few fuel supply interruptions that have had an impact on operations.
We procure fuel under a variety of contractual arrangements ranging from long-term fuel supply agreements (FSAs) to on-the-day merchant gas purchases. The principal determinant of our fuel supply activity is the need to match purchases to power sales, in terms of volume, timing and price. We operate long-term FSAs at power plants where we have long-term PPAs and predominantly short-term merchant supply arrangements where plants are exposed to merchant power markets, although forward sales of power enable us to forward purchase fuel and to make best use of market opportunities. This strategy helps to mitigate against fuel price volatility. The combined business also operates a number of LNG and gas distribution networks.
It is not always possible to achieve an exact match of fuel purchases and power production. This can be an issue for some of our projects with PPAs, where the associated FSAs often have minimum fuel purchase obligations. By structuring the purchases flexibly and incorporating appropriate force majeure protection, we are able to mitigate this risk by ensuring, as far as possible, that the price and volume obligations in a PPA and FSA mirror one another. To date, we have not experienced a significant financial impact due to mismatches between our FSAs and PPAs.
Our renewable energy portfolio is also subject to fuel supply risk. The performance of our growing wind energy portfolio is dependent upon wind conditions which may create volatility in earnings. Solar photovoltaic plant can operate in cloudy conditions as well as direct sunlight, but the total energy output can vary depending on the weather conditions. The production of our hydro plants is influenced by the annual rainfall of the region where they are located.
COUNTRY, POLITICAL AND REGULATORY RISKS
A number of our projects are in countries that carry a degree of risk due to factors such as political instability, legal uncertainty and economic weakness. Country risk assessment is an important element of our due diligence prior to participating in a project, especially in developing markets. We consider a number of parameters including the need for power, the magnitude of government subsidy, and the availability of international arbitration for resolving disputes. International Power always strives to be a ‘good corporate citizen’, supporting the local, regional and national communities wherever possible.
Where they exist, non-recourse debt arrangements limit our financial exposure to the loss of our equity investment and future cash flows from the project. Thus, whilst the loss or impairment of assets in a project company might affect the financial performance of the Group, other operating companies within the Group would remain unaffected.
The Group is subject to extensive regulation in each of the countries in which it operates. In addition to the health and safety and environmental regulation outlined below, regulation that specifically applies to the Group’s businesses can also cover energy markets, financial management and financial reporting requirements.
The degree of regulation to which the Group is subject varies according to the country where a particular project is located and may be materially different from one country to another. In the developed markets in which we operate, such as North America, UK-Europe and Australia, there are well-established regulatory frameworks although these are still subject to political and regulatory changes. While International Power believes the business of the Group is operated in compliance with applicable laws, there can be no assurance that the introduction of new laws or other future regulatory developments in countries in which it conducts its business will not have a material effect. In addition, for the Group to continue its operations, it may, from time to time, need to renew existing governmental permits and approvals.
Obtaining such renewals and overcoming local opposition, if any, can be a long, costly and at times unpredictable process.
However, the Group has substantial experience in managing regulatory uncertainty and governmental approvals and in developing commercial agreements that support the mitigation of regulatory risk. In addition to experienced in-house staff, we engage knowledgeable external resources where they can contribute to the management of these issues.
HEALTH, SAFETY, ENVIRONMENTAL AND SECURITY RISKS
Collectively, operational power plants, gas transmission and gas distribution activities are characterised by high temperatures, pressures, voltages, inflammable gases and rotational velocities. Our construction projects also involve a broad spectrum of health, safety and environmental risks and, in some countries where we construct and operate plant, we have specific security risks. Providing a safe and secure environment for people on our sites and in surrounding areas is a key priority. At plant level, health, safety and environmental (HS&E) requirements are set by corporate, regional, local, national and international standards and regulations, and individual plants operate within site-specific environmental licensing limits. We have an ongoing HS&E audit programme to provide assurance in this area and we monitor closely the lost time AFR and breaches of environmental permits. For 2011 the AFR and significant technical environmental non-compliance were monitored and comprised some of our non-financial KPIs.
Plant operating and monitoring procedures are effective in ensuring that we comply with the conditions of our environmental licences and consents. Whilst we have experienced occasional breaches of our environmental operating limits, these have been mostly minor incidents that have not posed a significant threat to the environment.
Our corporate health, safety, environment and security managers are responsible for defining the framework of corporate policies, procedures and standards across the portfolio. They also monitor and report on the global HS&E programme. Regional health, safety, environment and security performance is the responsibility of our plant and business managers, who are supported by local and regional health, safety, environmental and security specialists.
We continually monitor security arrangements at our sites and adjust these as needed to meet changing security requirements, and in order to ensure that the plant and people are adequately protected.
ENVIRONMENTAL REGULATION RISKS
Environmental legislation is one of the key drivers of the long-term development of the electricity industry. Initiatives to reduce greenhouse gas emissions are expected to impose increasing commercial constraints on our ability to emit carbon dioxide (CO2). Although the majority of our fleet comprises modern gas-fired generation with relatively low CO2 emissions, and renewable generation with no CO2 emissions, it is expected that there will be increasing constraints on our ability to use fossil fuels to generate power. The impact of carbon reduction measures has, to date, been most apparent at our European plants, where we are required to have sufficient carbon certificates to support our levels of power generation.
Certain of our projects have change of law protection, which enables us to pass through any carbon costs to the offtaker. In such cases the economic impact of carbon risk is removed. In addition, we employ regulatory and legislative experts who will advocate the Group’s position during any proposed changes in environmental rules.
At the global level, there is uncertainty over what will replace the Kyoto Protocol on climate change when it expires. However, we expect there to be continuing pressure for such an agreement to be reached before the end of 2012.
Most governments in developed countries have introduced legislation to incentivise renewable generation, to the point where growth in renewable generation may have a material impact on our fossil fuelled plants. In response, we have continued to make investments to optimise existing assets and to expand our renewable energy portfolio during 2011. We also have dedicated resources to review policy and technology trends in order to ensure that we are well positioned to participate in the drive towards a lower carbon environment.
The most significant environmental regulation developments in 2011 have been in Australia, where the Australian parliament passed legislation that will result in the introduction of a carbon tax from 1 July 2012. In North America the Environmental Protection Agency is pursuing legislation to impose tighter nitrogen oxide (NOx) and sulphur oxide (SOx) emissions limits and permitting requirements on power plants, but is facing legal challenges at state level and from industry groups that make the implementation and timing of any future legislation uncertain. In the UK-Europe region the key change has been the introduction of a carbon floor price by the UK Government which will apply from April 2013. All Latin American countries in which we operate are parties to the Kyoto Protocol. The Clean Development Mechanism (CDM) has been fundamental to the financing of renewable generation projects there. The future development of CDM was also a key focus of discussions at the Durban Climate Change Conference in November 2011.
There have been no significant developments in environmental regulation in Asia or META in 2011. Further information on environmental regulation is included in the corporate social responsibility and sustainable development section.
OTHER AREAS OF RISK
Combination integration risks
The integration of International Power and GDF SUEZ Energy International presented a number of specific risk areas for the combined business. However, significant integration planning has been carried out that built on the previous successful integrations completed by both businesses. This planning has ensured that the combined companies have been well managed and integrated in 2011 and has reduced future integration risk to a minimum.
External climate change events
Changing weather and wind patterns and extreme climatic events can have an impact on plant operations, market demand, market pricing and supply. This risk is mitigated by the maintenance of a diversified portfolio in terms of location, contract type and fuel type.
Funding of pension obligations
The Group operates a range of pension plans internationally, with the most significant defined benefit arrangements in the UK and Brazil (which are closed to new members) and Australia. These schemes guarantee members’ retirement benefits (calculated by reference to their annual salary at or near retirement), giving rise to a risk that the accumulated funds will not be sufficient to meet the obligations. Following the latest actuarial reviews of the two UK defined benefit schemes, the two schemes recorded large deficits. In order to repair the deficits, recovery plans have been agreed between the Group and the two boards of pension trustees, which are designed to eliminate the shortfalls by early 2015. The long-term nature of the UK plans, with currently few retired members, allows any increased deficits to be funded through payments spread over a number of years. Any potential deficit increase has also been mitigated by the closure of the UK plans to new entrants.
The defined benefit schemes in Brazil have less than 2% of scheme members as current employees. As the pension obligations under these schemes are fulfilled on the retirement of a scheme member, through the purchase of an annuity, the overall liabilities have predominantly been met and the remainder are not considered material.
Our Australian businesses sponsor three defined benefit plans, two of which are closed to new members. The risk of significant increases in the Group’s contributions to the Australian plans is limited by the nature of the benefits paid – that is, in lump-sum form. Both post-retirement inflation risk and longevity risk, which would apply if benefits were paid as a pension, are removed from consideration where benefits are paid in cash as a lump sum on retirement.
Information technology and information management risks
The management and security of information is fundamental to almost all of our business activities and is delivered through the considered application of information technology. Our use of information technology ranges from standard business applications, through to bespoke systems such as trading and power station control systems. To ensure that information technology continues to support our business needs, particular attention is paid to ensure suitable systems’ security and business continuity arrangements are in place.
Particular attention is also given to high impact systems such as trading and power station control systems where rigorous processes and controls are implemented. These include:
- physical network separation and protection including, where relevant, the use of industrial strength firewalls
- rigorous code control and testing for system updates
- maintained system documentation
- multi-vendor anti-virus protection layers
- segregation of duties across development and production systems
- resilient system design
- vendor hardware and application support
- highly trained and multi-disciplined internal teams
- business continuity, disaster and work place recovery programmes that are tested at least annually
Insurance risk management
Our risk management processes assist us in the identification of risks that can be partly or entirely mitigated through the transfer of risk to the insurance market. Risks that we insure include, inter alia, property damage and the subsequent business interruption loss, statutory risk and legal liabilities.
Our insurance management strategy balances the cost of retaining high probability, low impact risk events and the cost of insurance.
Regular risk reviews of insured assets are conducted with representatives of the insurers to ensure the risk is understood and correctly evaluated. We also have procedures in place to monitor the credit rating and stability of the insurers.
Where appropriate following the Combination, insurable risk cover has been merged into a single GDF SUEZ group insurance programme to deliver optimal insurance cover and benefits.
Staffing and human resources risks
Succession planning helps identify areas at risk, although there remains a possibility that employment costs may increase in order to attract and retain enough suitably skilled employees. Succession planning also helps us to identify mobility of our key employees across the portfolio and we are working on this process to ensure that the data regarding mobility is as robust as possible. There remains competition for well-qualified and experienced employees, particularly engineers, from other power companies and similar industries. In this competitive environment, attracting and retaining key talent can be challenging. By offering competitive remuneration and focusing on career development options within our global portfolio, we continue to recruit talented employees, though the talent pool can be limited in certain skills and geographic regions.
Trade unions are recognised in a number of our regions and a few of our sites have high union representation. We have not been materially affected by industrial action for several years, but this remains a risk. We maintain appropriate dialogues with trade unions to ensure that we are aware of any potential issues in good time to mitigate our risks.
Investment structures and contingent liabilities
The capital intensive nature and global spread of our business, together with the rapidly growing body of tax legislation, continues to make tax planning and forecasting an increasingly complex process. We closely monitor actual and potential changes in tax legislation in order to assess the continued effectiveness of our corporate structures and financial planning assumptions. We are supported by internal and external tax experts in making these assessments.
International Power has a number of actual and potential liabilities arising from certain tax planning assumptions that have not yet been confirmed by the relevant fiscal authorities. We have appropriately provided for those sums that we believe will ultimately be payable.
4 April 2012
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About International Power
International Power plc is a leading independent electricity generating company with 75,579MW gross (43,288MW net) in operation and a significant programme of 12,820MW gross (5,868MW net) projects under construction as at 31 December 2011. International Power is present in 30 countries across six regions worldwide. Together with power generation, the Group is also active in closely linked businesses including downstream LNG, gas distribution, desalination and retail. International Power is listed on the London Stock Exchange with ticker symbol IPR. GDF SUEZ holds a 70% interest in International Power plc. Company website: www.iprplc-gdfsuez.com
This announcement includes certain forward-looking statements. These statements are based on current expectations and projections of the Group about future events. However, by their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future. Actual results may differ from those expressed in such statements, depending on a variety of factors including, but not limited to, the economic and business circumstances occurring from time to time in the countries in which the Group operates, changes in trends in the general, global or regional economies, changes in trends in the global energy sector, changes in regulation and natural disasters or other calamities. The Company undertakes no obligation to update any forward-looking statements.